6-K

Americas Gold & Silver Corp (USAS)

6-K 2022-05-11 For: 2022-05-11
View Original
Added on April 11, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

For the month of May 2022

Commission File Number 001-37982

AMERICAS GOLD AND SILVER CORPORATION
(Translation of registrant’s name into English)
145 King Street West, Suite 2870<br><br> <br>Toronto, Ontario, Canada<br><br> <br>M5H 1J8
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(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 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):   ☐

Note:  Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual<br> report to security holders.

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):    ☐

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document<br> that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the<br> home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if<br> discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

SIGNATURE

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.

AMERICAS GOLD AND SILVER CORPORATION
Date:   May 11, 2022 /s/ Peter McRae<br><br> <br>Peter McRae<br><br> <br>Chief Legal Officer and Senior Vice President Corporate Affairs
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INDEX TO EXHIBITS

a52712920ex99_1.htm

99.1 Quarterly Financial Statements
99.2 Quarterly Management Discussion and Analysis
99.3 Certification of Interim Filings - CEO
99.4 Certification of Interim Filings - CFO
99.5 Consent of Niel De Bruin
99.6 Consent of Daren Dell

a52712920ex99_1.htm

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Exhibit 99.1


AMERICAS GOLD AND SILVER CORPORATION

Condensed Interim Consolidated Financial Statements

For the three months ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)



Americas Gold and Silver Corporation

Condensed interim consolidated statements of financial position

(In thousands of U.S. dollars, unaudited)


March 31, December 31,
As at 2022 2021
Assets
Current assets
Cash and cash equivalents $ 7,144 $ 2,900
Trade and other receivables (Note 5) 11,410 8,208
Inventories (Note 6) 8,252 10,009
Prepaid expenses 2,168 2,426
$ 28,974 $ 23,543
Non-current assets
Restricted cash 4,078 4,078
Inventories (Note 6) 8,301 7,900
Property, plant and equipment (Note 7) 174,453 177,913
Total assets $ 215,806 $ 213,434
Liabilities
Current liabilities
Trade and other payables $ 14,690 $ 20,576
Metals contract liability (Note 8) 11,595 11,971
Derivative instruments (Note 9) 2,033 2,162
Glencore pre-payment facility - 1,451
Promissory note 5,000 5,000
Government loan (Note 10) 222 4,499
33,540 45,659
Non-current liabilities
Other long-term liabilities 1,357 1,543
Metals contract liability (Note 8) 29,150 28,934
RoyCap convertible debenture (Note 9) 8,715 8,665
Post-employment benefit obligations 8,085 10,866
Decommissioning provision 12,348 13,444
Deferred tax liabilities (Note 17) 500 488
Total liabilities 93,695 109,599
Equity
Share capital (Note 11) 436,690 423,098
Equity reserve 51,951 51,088
Foreign currency translation reserve 6,978 6,833
Deficit (387,562 ) (387,949 )
Attributable to shareholders of the Company 108,057 93,070
Non-controlling interests (Note 13) 14,054 10,765
Total equity $ 122,111 $ 103,835
Total liabilities and equity $ 215,806 $ 213,434

Contingencies (Note 20)

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

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Americas Gold and Silver Corporation

Condensed interim consolidated statements of income (loss) and comprehensive income (loss)

(In thousands of U.S. dollars, except share and per share amounts, unaudited)


For the three-month period ended
March 31, March 31,
2022 2021 ^Revised(1)^
Revenue (Note 14) $ 26,436 $ 10,433
Cost of sales (Note 15) (16,619 ) (37,731 )
Depletion and amortization (Note 7) (5,760 ) (3,925 )
Care and maintenance costs (1,323 ) (2,133 )
Corporate general and administrative (Note 16) (2,649 ) (2,119 )
Exploration costs (1,086 ) (1,508 )
Accretion on decommissioning provision (84 ) (43 )
Interest and financing expense (1,027 ) (726 )
Foreign exchange gain (loss) 710 (221 )
Impairment to property, plant and equipment (Note 7) - (55,623 )
Loss on metals contract liability (Note 8) (2,752 ) -
Other gain on derivatives (Note 9) 22 1,819
Gain on government loan forgiveness (Note 10) 4,277 -
Income (loss) before income taxes 145 (91,777 )
Income tax expense (Note 17) (441 ) (23 )
Net loss $ (296 ) $ (91,800 )
Attributable to:
Shareholders of the Company $ (1,412 ) $ (91,127 )
Non-controlling interests (Note 13) 1,116 (673 )
Net loss $ (296 ) $ (91,800 )
Other comprehensive income (loss)
Items that will not be reclassified to net loss
Remeasurement of post-employment benefit obligations $ 2,998 $ 4,521
Items that may be reclassified subsequently to net loss
Foreign currency translation reserve 145 201
Other comprehensive income 3,143 4,722
Comprehensive income (loss) $ 2,847 $ (87,078 )
Attributable to:
Shareholders of the Company $ 532 $ (88,213 )
Non-controlling interests (Note 13) 2,315 1,135
Comprehensive income (loss) $ 2,847 $ (87,078 )
Loss per share attributable to shareholders of the Company
Basic and diluted (0.01 ) (0.72 )
Weighted average number of common shares
outstanding
Basic and diluted (Note 12) 172,903,384 127,270,944
(1) Certain fiscal 2021 amounts were adjusted through changes in accounting policies (see Note 3)
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The accompanying notes are an integral part of the condensed interim consolidated financial statements.

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Americas Gold and Silver Corporation

Condensed interim consolidated statements of changes in equity

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, except share amounts in thousands of units, unaudited)


Foreign
Share capital currency Attributable Non-
Common Equity translation to shareholders controlling Total
Shares Amount reserve reserve Deficit of the Company interests equity
Balance at January 1, 2022 165,145 $ 423,098 $ 51,088 $ 6,833 $ (387,949 ) $ 93,070 $ 10,765 $ 103,835
Net income (loss) for the period - - - - (1,412 ) (1,412 ) 1,116 (296 )
Other comprehensive income for the period - - - 145 1,799 1,944 1,199 3,143
Contribution from non-controlling interests - - - - - - 974 974
At-the-market offering 12,213 10,184 - - - 10,184 - 10,184
Sandstorm private placement 2,120 2,476 - - - 2,476 - 2,476
Retraction of RoyCap convertible debenture 1,065 932 (191 ) - - 741 - 741
Share-based payments - - 1,054 - - 1,054 - 1,054
Balance at March 31, 2022 180,543 $ 436,690 $ 51,951 $ 6,978 $ (387,562 ) $ 108,057 $ 14,054 $ 122,111
Balance at January 1, 2021 117,975 $ 350,707 $ 42,378 $ 6,842 $ (230,253 ) $ 169,674 $ 11,488 $ 181,162
Net loss for the period - - - - (91,127 ) (91,127 ) (673 ) (91,800 )
Other comprehensive income for the period - - - 201 2,713 2,914 1,808 4,722
January bought deal public offering 10,253 25,024 - - - 25,024 - 25,024
Conversion of Sandstorm convertible debenture 4,673 12,844 - - - 12,844 - 12,844
Common shares issued 100 275 - - - 275 - 275
Share-based payments - - 886 - - 886 - 886
Exercise of options 40 106 (30 ) - - 76 - 76
Balance at March 31, 2021 133,041 $ 388,956 $ 43,234 $ 7,043 $ (318,667 ) $ 120,566 $ 12,623 $ 133,189

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

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Americas Gold and Silver Corporation

Condensed interim consolidated statements of cash flows

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unaudited)


March 31, March 31,
2022 2021
Cash flow generated from (used in)
Operating activities
Net loss for the period $ (296 ) $ (91,800 )
Adjustments for the following items:
Depletion and amortization 5,760 3,925
Income tax expense 441 23
Accretion and decommissioning costs 84 43
Share-based payments 1,054 886
Provision on other long-term liabilities 14 13
Deferred costs on convertible debenture - 47
Deferred revenue - (1,032 )
Interest and financing expense 684 387
Net charges on post-employment benefit obligations 217 (962 )
Inventory write-downs 38 27,379
Impairment to property, plant and equipment - 55,623
Loss on metals contract liability 2,752 -
Other gain on derivatives (22 ) (1,724 )
Gain on government loan forgiveness (4,277 ) -
6,449 (7,192 )
Changes in non-cash working capital items:
Trade and other receivables (3,202 ) (356 )
Inventories 346 (6,573 )
Prepaid expenses 258 583
Trade and other payables (5,674 ) (2,775 )
Net cash used in operating activities (1,823 ) (16,313 )
Investing activities
Expenditures on property, plant and equipment (3,480 ) (3,157 )
Development costs on Relief Canyon Mine - (1,432 )
Net cash used in investing activities (3,480 ) (4,589 )
Financing activities
Repayments to Glencore pre-payment facility (1,451 ) (750 )
Lease payments (841 ) (819 )
At-the-market offerings 10,184 -
January bought deal public offering - 25,024
Sandstorm private placement 2,476 -
Metals contract liability (1,980 ) -
Loan payable - (3,466 )
Proceeds from exercise of options - 76
Contribution from non-controlling interests 974 -
Net cash generated from financing activities 9,362 20,065
Effect of foreign exchange rate changes on cash 185 207
Increase (decrease) in cash and cash equivalents 4,244 (630 )
Cash and cash equivalents, beginning of period 2,900 4,705
Cash and cash equivalents, end of period $ 7,144 $ 4,075
Cash and cash equivalents consist of:
Cash $ 7,144 $ 4,075
Interest paid during the period $ 492 $ 341

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

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


1.  Corporate information

Americas Gold and Silver Corporation (the “Company") was incorporated under the Canada Business Corporations Act on May 12, 1998 and conducts mining exploration, development and production in the Americas. The address of the Company’s registered office is 145 King Street West, Suite 2870, Toronto, Ontario, Canada, M5H 1J8. The Company’s common shares are listed on the Toronto Stock Exchange under the symbol “USA” and on the New York Stock Exchange American under the symbol “USAS”.

The condensed interim consolidated financial statements of the Company for the three months ended March 31, 2022 were approved and authorized for issue by the Board of Directors of the Company on May 11, 2022.

The Company has been closely monitoring developments in the COVID-19 outbreak declared as a global pandemic on March 11, 2020. Preventive measures to ensure the safety of the Company’s workforce and local communities have been implemented. All of the Company’s mining and corporate operations continue while the Company manages and responds to COVID-19 to mitigate and minimize its potential impacts, in addition to other uncertainties, such as the price of commodities and ongoing production from the Cosalá Operations.

2.  Basis of presentation

These unaudited condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and Interpretations of the International Financial Reporting Interpretations Committee (“IFRIC”) which the Canadian Accounting Standards Board has approved for incorporation into Part 1 of the Handbook of Chartered Professional Accountants of Canada applicable to the preparation of interim financial statements, including International Accounting Standard (“IAS”) 34, Interim Financial Reporting. These condensed interim consolidated financial statements do not include all the information and disclosures required in the annual consolidated financial statements and should be read in conjunction with the Company’s annual consolidated financial statements as at and for the year ended December 31, 2021. In particular, the Company’s significant accounting policies were summarized in Note 3 of the consolidated financial statements for the year ended December 31, 2021 and have been consistently applied in the preparation of these condensed interim consolidated financial statements. These unaudited condensed interim consolidated financial statements were prepared on a going concern basis.

3.  Changes in accounting policies and recent accounting pronouncements

The following are changes in accounting policies effective as at March 31, 2022:

(i)  Property, plant and equipment

Amendments to IAS 16 - Property, Plant and Equipment – Proceeds before Intended Use - The standard is amended to prohibit deducting from the cost of property, plant and equipment any proceeds from selling items produced while bringing that asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Instead, the Company recognizes the proceeds from selling such items, and the cost of producing those items, in profit or loss. The amendments to IAS 16 are effective for annual periods beginning on or after January 1, 2022, with early adoption permitted. The amendments apply retrospectively only to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after the beginning of the earliest period presented in the financial statements in which the Company first applies the amendments. The Company adopted the standard effective January 1, 2022 and retrospectively recognized proceeds and costs related to sales from the Relief Canyon Mine prior to its declaration of commercial production during fiscal 2021 (see Note 14 and 15).

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


4.  Significant accounting judgments and estimates

The preparation of the condensed interim consolidated financial statements in conformity with IFRS requires management to make judgments and estimates that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ significantly from those estimates.

In preparing these condensed interim consolidated financial statements, 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 that applied to the Company’s annual consolidated financial statements as at and for the year ended December 31, 2021, except for:

(viii)  Cash flows from production at the Cosalá Operations and impact on operations

The Company had negative operating cash flows during the three months ended March 31, 2022 and a working capital deficit as at March 31, 2022. The ability to maintain cash flow positive production at the Cosalá Operations, allowing the Company to generate sufficient operating cash flows, is a significant judgment in these condensed interim consolidated financial statements with respect to the Company’s liquidity. Should the Company experience negative operating cash flows in future periods, the Company may need to raise additional funds through the issuance of equity or debt securities.

5.  Trade and other receivables

March 31, December 31,
2022 2021
Trade receivables $ 9,003 $ 4,740
Value added taxes receivable 2,092 3,219
Other receivables 315 249
$ 11,410 $ 8,208

6.  Inventories

March 31, December 31,
2021 2021
Concentrates $ 1,265 $ 1,929
Finished goods 568 -
In-circuit work in progress 276 886
Ore on leach pads 604 1,515
Ore stockpiles 196 526
Spare parts and supplies 5,343 5,153
8,252 10,009
Long-term ore on leach pads 7,040 6,505
Long-term ore stockpiles 1,261 1,395
8,301 7,900
$ 16,553 $ 17,909

Long-term ore on leach pads and ore stockpiles represent inventories expected to convert into saleable form beyond one year.

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


The amount of inventories recognized in cost of sales was $16.6 million during the three-month period ended March 31, 2022 (2021: $37.7 million), including concentrates, ore on leach pads, and ore stockpiles write-down to net realizable value of $0.1 million (2021: $27.4 million).

7.  Property, plant and equipment

Corporate
Mining Non-producing Plant and Right-of-use office
interests properties equipment lease assets equipment Total
Cost
Balance at January 1, 2021 $ 128,729 $ 108,341 $ 105,031 $ 9,912 $ 240 $ 352,253
Asset additions 7,017 952 5,242 1,461 - 14,672
Change in decommissioning provision 4,962 - - - - 4,962
Reclassification 67,558 (96,824 ) - - - (29,266 )
Balance at December 31, 2021 208,266 12,469 110,273 11,373 240 342,621
Asset additions 2,083 - 1,390 7 - 3,480
Change in decommissioning provision (1,180 ) - - - - (1,180 )
Balance at March 31, 2022 $ 209,169 $ 12,469 $ 111,663 $ 11,380 $ 240 $ 344,921
Accumulated depreciation
and depletion
Balance at January 1, 2021 $ (54,360 ) $ - $ (37,889 ) $ (596 ) $ (89 ) $ (92,934 )
Depreciation/depletion for the year (5,486 ) - (8,845 ) (1,423 ) (41 ) (15,795 )
Impairment for the year (41,245 ) - (11,021 ) (3,713 ) - (55,979 )
Balance at December 31, 2021 (101,091 ) - (57,755 ) (5,732 ) (130 ) (164,708 )
Depreciation/depletion for the period (2,873 ) - (2,695 ) (183 ) (9 ) (5,760 )
Impairment for the period - - - - - -
Balance at March 31, 2022 $ (103,964 ) $ - $ (60,450 ) $ (5,915 ) $ (139 ) $ (170,468 )
Carrying value
at December 31, 2021 $ 107,175 $ 12,469 $ 52,518 $ 5,641 $ 110 $ 177,913
at March 31, 2022 $ 105,205 $ 12,469 $ 51,213 $ 5,465 $ 101 $ 174,453

Effective January 11, 2021, the Relief Canyon Mine declared commercial production which the Company defined as operating at an average of 60% targeted capacity within its mining feasibility study. As a result, the Company transferred from non-producing properties $29.3 million and $67.6 million in net book value to inventories and mining interests, respectively.

Non-current assets are tested for impairment or impairment reversals when events or changes in circumstances suggest that the carrying amount may not be recoverable. No impairment or impairment reversal were identified for the three-month period ended March 31, 2022 for each of the Company’s cash-generating unit, including non-producing properties and properties placed under care and maintenance. The Company recognized an impairment loss of $0.4 million during the year ended December 31, 2021 related to damaged equipment from the Cosalá Operations.

Impairment indicators were identified during the three-month period ended March 31, 2021 from gold production of the Relief Canyon Mine due to differences observed between the modelled (planned) and mined (actual) ore tonnage and carbonaceous material identified in the early phases of the mine plan. The Company assessed the recoverability of the $121.8 million carrying amount of the cash-generating unit and a $55.6 million impairment to the carrying value of the Relief Canyon Mine was identified. The Company allocated $41.2 million of the impairment against mineral interests, $10.7 million to plant and equipment, and $3.7 million to right-of-use lease assets relating to the Relief Canyon Mine as at March 31, 2021. The $66.2 million recoverable amount of the Relief Canyon Mine’s net assets was determined based on the after-tax discounted cash flows expected to be derived from this property’s fair-market value less estimated costs of disposal. The after-tax discounted cash flows were determined based on an updated life-of-mine cash flow projection which incorporated management’s best estimates of commodity prices, future capital requirements and production costs along with geological assumptions and judgments made in estimating the size, grade and recovery of the ore bodies.

Fair value models are considered to be Level 3 within the fair value hierarchy. Key assumptions used in Relief Canyon Mine’s fair value model as at March 31, 2021 include estimation of production profile and reserves from its life-of-mine plan, operating and capital costs to extract the reserves, discount rate of 6-8% based on the Company’s weighted average cost of capital, gold price from $1,860 per ounce in 2021 down to $1,608 per ounce in 2025 and beyond based on observable market data including spot price and industry analyst consensus, and mine life of 5 years. An increase and decrease in discount rate of 1% would impact the recoverable amount by estimates of approximately $2.3 million decrease and $2.4 million increase, respectively, an increase and decrease in gold recovery rate of 1% would impact the recoverable amount by estimates of approximately $4.7 million increase and $4.7 million decrease, respectively, and an increase and decrease in long-term gold price of $100 per ounce would impact the recoverable amount by estimates of approximately $16.6 million increase and $17.3 million decrease, respectively. This impairment was assessed on the extrapolation of data from the initial phases of mining onto the remaining mining phases with additional leaching test work ongoing. If a subsequent impairment test indicated further changes in the expected cash flows, gold production, and commodity prices, it could result in a material recovery or impairment to the carrying amount.

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


The carrying amounts of mineral interests, plant and equipment, and right-of-use lease assets from the Relief Canyon Mine is approximately $26.4 million, $25.8 million, and $3.9 million, respectively, as at March 31, 2022 (December 31, 2021: $26.8 million, $27.4 million, and $4.1 million, respectively).

On March 2, 2017, the Company entered into an option acquisition agreement with Impulsora Minera Santacruz S.A. de C.V., a wholly-owned subsidiary of Santacruz Silver Mining Ltd., to acquire an existing option with Minera Hochschild Mexico S.A. de C.V. (“Hochschild”) for the right to acquire a 100% interest of the San Felipe property located in Sonora, Mexico. On October 8, 2020, the Company settled its remaining contractual option payments with Hochschild to acquire the 100% interest of the San Felipe property. As at March 31, 2022, the carrying amount of the San Felipe property was $12.5 million included in non-producing properties.

The amount of borrowing costs capitalized as property, plant and equipment was nil during the three-month period ended March 31, 2022 (2021: $0.1 million).

8.  Precious metals delivery and purchase agreement

On April 3, 2019, the Company entered into a $25 million precious metals delivery and purchase agreement (the “Purchase Agreement”) with Sandstorm Gold Ltd. (“Sandstorm”) for the construction and development of the Relief Canyon Mine. The Purchase Agreement consists of a combination of fixed and variable deliveries from the Relief Canyon Mine. The Purchase Agreement has a repurchase option for the Company exercisable at any time to reduce the variable deliveries to Sandstorm from 4% to 2% by delivering 4,000 ounces of gold plus additional ounces of gold compounded annually at 10%. On initial recognition and as at March 31, 2022, the fair value of the repurchase option was nil.

The Company recorded the advances received on precious metals delivery, net of transaction costs, as deferred revenue and will recognize the amounts in revenue as performance obligations to metals delivery are satisfied over the term of the metals delivery and purchase agreements. The advances received on precious metals delivery is expected to reduce to nil through deliveries of the Company’s own production to Sandstorm. The Company determined the amortization of deferred revenue on a per unit basis to be equal to the expected total deliveries of gold ounces over the term of the precious metals delivery and purchase agreements.

Interest expense of nil was capitalized as borrowing costs to property, plant and equipment for the three-month period ended March 31, 2022 (2021: $0.1 million) in connection with the accretion of a significant financing component determined from the advances received on precious metals delivery.

As at December 31, 2021, the Company derecognized the outstanding carrying value of deferred revenue, net of transaction costs, and recognized the fixed and variable deliveries of precious metals as a financial liability measured at fair value through profit or loss as the Company expects that metal deliveries to Sandstorm may no longer be satisfied through internal gold production. Fair value of the metals contract liability was determined using forward commodity pricing curves at end of the fiscal 2021 reporting period resulting in $20.8 million loss to fair value on metals contract liability. A further $2.8 million loss to fair value on metals contract liability due to changes in forward commodity pricing curves was recorded during the three-month period ended March 31, 2022.

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


The following table summarizes the continuity of the Company’s net metals contract liability during the period:

March 31,
2022
Net metals contract liability, beginning of period $ 40,905
Delivery of metals produced (972 )
Delivery of metals purchased (1,980 )
Revaluation of metals contract liability 2,792
Net metals contract liability, end of period $ 40,745
Current portion $ 11,595
Non-current portion 29,150
$ 40,745

9.  RoyCap convertible debenture

On April 28, 2021, the Company issued a $12.5 million CAD convertible debenture (the “RoyCap Convertible Debenture”) to Royal Capital Management Corp. (“RoyCap”) due April 28, 2024 with interest payable at 8% per annum secured by the Company’s interest in the Galena Complex and by shares of one of the Company’s Mexican subsidiaries.

The RoyCap Convertible Debenture is redeemable at the Company’s option to prepay the principal amount subject to payment of a redemption premium of 30% during the first year, 20% during the second year, and 10% during the third year prior to maturity (the “Redemption Option”), is retractable at RoyCap’s option at a cumulative $0.3 million CAD per month starting in the second month from inception where the Company may settle the retraction amount through either cash or issuance of the Company’s common shares determined by dividing 95% of the 20 day volume weighted average price of the Company’s common shares (the “Retraction Option”), and convertible at RoyCap’s option into the Company’s common shares at a conversion price of $3.35 CAD (the “Conversion Option”).

On inception, the RoyCap Convertible Debenture, which may be settled through a fixed amount of the Company’s own equity instruments, was treated as a compound financial instrument with the principal portion classified as a liability component and the Conversion Option as an equity component. The initial fair value of the principal portion was determined using a market interest rate for an equivalent non-convertible instrument at the issue date. The principal portion is subsequently recognized on an amortized cost basis until extinguished on conversion or maturity. The remainder of the proceeds were allocated to the Conversion Option as equity. A net derivative liability of $1.4 million was recorded on initial recognition based on the estimated fair value of the combined Redemption Option and Retraction Option.

On November 12, 2021, the Company amended the RoyCap Convertible Debenture by increasing the principal balance by $6.3 million CAD to a total outstanding principal of $18.8 million CAD, in addition to amending its conversion price of $3.35 CAD to $1.48 CAD, and the terms to its Retraction Option retractable at a cumulative $0.3 million CAD per month to a cumulative $0.45 million CAD per month. All other material terms of the RoyCap Convertible Debenture remain unchanged. The Company derecognized the associated carrying values of the RoyCap Convertible Debenture prior to amendment and recognized an amended compound financial instrument with the amended principal portion classified as a liability component and the amended Conversion Option as an equity component. The fair value of the amended principal portion was determined using a market interest rate for an equivalent non-convertible instrument at the date of the amendment. A net derivative liability of $2.1 million was recorded on amendment date based on the estimated fair value of the combined Redemption Option and Retraction Option.

During the three-month period ended March 31, 2022, the principal amount of the RoyCap Convertible Debenture was reduced by $1.1 million CAD through partial exercises of the Retraction Option by RoyCap settled through issuance of 1,064,726 of the Company’s common shares (year ended December 31, 2021: $0.9 million CAD settled through issuance of 798,579 common shares).

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


The Company recognized a gain of $0.1 million for the three-month period ended March 31, 2022 as a result of the change in the estimated fair value of the combined Redemption Option and Retraction Option.

10.  Government loan

On May 11, 2020, the Company received approximately $4.5 million in loan through the Paycheck Protection Program from the U.S. CARES Act (the “Government Loan”) to assist with payroll and other expenses at the Galena Complex during the COVID-19 pandemic. The Government Loan has a term of two years at an interest rate of 1% per annum and may be forgiven if proceeds are used for payroll and other specifically defined expenses and employee and compensation levels are maintained. The Company received confirmation via letter dated March 31, 2022 from the U.S. Small Business Administration that $4.3 million of the Government Loan has been forgiven resulting in a gain on forgiveness recognized through profit or loss during the three-month period ended March 31, 2022.

11.  Share capital

On January 29, 2021, the Company completed a bought deal public offering of 10,253,128 common shares at a price of $3.31 CAD per common share for aggregate gross proceeds of approximately $26.7 million or $33.94 million CAD, which included the partial exercise by the underwriters of the over-allotment option granted by the Company to the underwriters. As part of the bought deal public offering, approximately $1.7 million in transaction costs were incurred and offset against share capital.

On May 17, 2021, the Company entered into an at-the-market offering agreement (the “May 2021 ATM Agreement”) where the Company may at its discretion and from time-to-time during the term of the May 2021 ATM Agreement, sell in the United States, through its agent, such number of common shares of the Company as would result in aggregate gross proceeds of up to $50.0 million. As at March 31, 2022, the Company has received aggregate gross proceeds of $42.0 million through issuance of 39,536,834 common shares from the May 2021 ATM Agreement, with approximately $1.6 million in transaction costs incurred and offset against share capital.

On October 21, 2021, the Company closed a non-brokered private placement with Sandstorm for gross proceeds of $2.5 million through issuance of 3,346,542 of the Company’s common shares priced at approximately $0.94 CAD per share. As part of the non-brokered private placement, approximately $0.1 million in transaction costs were incurred and offset against share capital, and 200,793 common shares and 200,793 warrants for approximately $0.2 million and $0.1 million, respectively, were issued to the Company’s advisor and offset against share capital where each warrant is exercisable for one common share at an exercise price of $0.94 CAD for a period of two years starting November 22, 2021.

On March 24, 2022, the Company closed a non-brokered private placement with Sandstorm for gross proceeds of $2.5 million through issuance of 2,120,000 of the Company’s common shares priced at approximately $1.50 CAD per share.

a.   Authorized

Authorized share capital consists of an unlimited number of common and preferred shares.

March 31, December 31,
2022 2021
Issued
180,543,358 (2021: 165,145,187) common shares $ 436,690 $ 423,098
Nil (2021: Nil) preferred shares - -
$ 436,690 $ 423,098

Each non-voting preferred share is convertible, at the holder’s option, without payment of any additional consideration by the holder thereof, initially on a one-to-one basis into common shares, subject to adjustment, and in accordance with the terms of the non-voting preferred shares.

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


b.   Stock option plan

The number of shares reserved for issuance under the Company’s stock option plan is limited to 10% of the number of common shares which are issued and outstanding on the date of a particular grant of options. Under the plan, the Board of Directors determines the term of a stock option to a maximum of 10 years, the period of time during which the options may vest and become exercisable as well as the option exercise price which shall not be less than the closing price of the Company’s share on the Toronto Stock Exchange on the date immediately preceding the date of grant. The Compensation Committee determines and makes recommendations to the Board of Directors as to the recipients of, and nature and size of, share-based compensation awards in compliance with applicable securities law, stock exchange and other regulatory requirements.

A summary of changes in the Company’s outstanding stock options is presented below:

March 31, December 31,
2022 2021
Weighted Weighted
average average
exercise exercise
Number price Number price
(thousands) CAD (thousands) CAD
Balance, beginning of period 12,579 $ 2.81 10,659 $ 3.45
Granted 3,450 1.24 3,700 1.70
Exercised - - (90 ) 2.39
Expired (1,098 ) 3.01 (1,690 ) 4.43
Balance, end of period 14,931 $ 2.43 12,579 $ 2.81

The following table summarizes information on stock options outstanding and exercisable as at March 31, 2022:

Weighted
average Weighted Weighted
remaining average average
Exercise contractual exercise exercise
price life Outstanding price Exercisable price
CAD (years) (thousands) CAD (thousands) CAD
$ 1.00 to 2.00 2.61 6,900 $ 1.47 2,300 $ 1.47
$ 2.01 to 3.00 0.16 2,864 2.39 2,864 2.39
$ 3.01 to 4.00 2.11 5,167 3.74 4,158 3.70
14,931 $ 2.43 9,322 $ 2.75

c.   Share-based payments

The weighted average fair value at grant date of the Company’s stock options granted during the three-month period ended March 31, 2022 was $0.44 (2021: no stock options granted).

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


The Company used the Black-Scholes Option Pricing Model to estimate fair value using the following weighted-average assumptions:

Three-month Three-month
period ended period ended
March 31, March 31,
2022 2021
Expected stock price volatility ^(1)^ 68 % -
Risk free interest rate 1.64 % -
Expected life 3 years -
Expected forfeiture rate 3.48 % -
Expected dividend yield 0 % -
Share-based payments included in cost of sales $ - $ -
Share-based payments included in general and
administrative expenses 993 806
Total share-based payments $ 993 $ 806
(2) Expected volatility has been based on historical volatility of the Company’s publicly traded shares.
--- ---

d.   Warrants

The warrants that are issued and outstanding as at March 31, 2022 are as follows:

Number of Exercise Issuance Expiry
warrants price (CAD) date date
1,074,999 3.12 Oct 2018 Oct 1, 2023
15,889 11.32 Apr 2019 May 6, 2022
389,771 2.40 May 2019 May 13, 2022
1,241,200 2.40 May 2019 May 29, 2022
118,664 3.37 Jul 2019 Jul 25, 2022
177,506 4.45 Oct 2019 Oct 30, 2022
1,000,000 3.50 Jul 2020 Jul 9, 2022
200,793 0.94 Nov 2021 Nov 22, 2023
4,218,822

e.   Restricted Share Units:

The Company has a Restricted Share Unit Plan under which eligible directors, officers and key employees of the Company are entitled to receive awards of restricted share units. Each restricted share unit is equivalent in value to the fair market value of a common share of the Company on the date of grant with the value of each cash settled award charged to compensation expense over the period of vesting. At each reporting date, the compensation expense and associated liability (which is included in trade and other long-term liabilities in the consolidated statement of financial position) are adjusted to reflect changes in market value. As at March 31, 2022, nil (December 31, 2021: 122,466) restricted share units are outstanding at an aggregate value of nil (December 31, 2021: $0.1 million).

f.   Deferred Share Units:

The Company has a Deferred Share Unit Plan under which eligible directors of the Company receive awards of deferred share units on a quarterly basis as payment for 50% to 100% of their director fees earned. Deferred share units are settled in either cash or common shares at the Company’s discretion when the director leaves the Company’s Board of Directors. The Company recognizes a cost in director fees and a corresponding increase in equity reserve upon issuance of deferred share units. As at March 31, 2022, 950,757 (December 31, 2021: 878,744) deferred share units are issued and outstanding.

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


12.  Weighted average basic and diluted number of common shares outstanding

Three-month Three-month
period ended period ended
March 31, March 31,
2022 2021
Basic weighted average number of shares 172,903,384 127,270,944
Effect of dilutive stock options and warrants - -
Diluted weighted average number of shares 172,903,384 127,270,944

Diluted weighted average number of common shares for the three-month period ended March 31, 2022 excludes nil anti-dilutive preferred shares (2021: nil), 14,930,623 anti-dilutive stock options (2021: 10,448,957) and 4,218,822 anti-dilutive warrants (2021: 6,264,520).

13.  Non-controlling interests

The Company entered into a joint venture agreement with Mr. Eric Sprott effective October 1, 2019 for 40% non-controlling interest of the Company’s Galena Complex with initial contribution of $15 million to fund capital improvements and operations. Mr. Eric Sprott committed to contributing additional funds to support the ongoing operations alongside the Company in proportion of their respective ownership up to $5 million for the first year of operations with the Company contributing any potential excess as necessary. After the first year, contributions revert to the proportional percentage of ownership interests to fund capital projects and operations.

The Company recognized non-controlling interests of $14.3 million equal to the proportionate non-controlling interests’ carrying amount of the Galena Complex at initial recognition classified as a separate component of equity. Subsequent contributions and proportionate share changes in equity are recognized to the carrying amount of the non-controlling interests.

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


14.  Revenue

The following is a disaggregation of revenue categorized by commodities sold for the three-month periods ended March 31, 2022 and 2021:

March 31, March 31,
2022 2021
Gold
Sales revenue $ - $ 1,031
Derivative pricing adjustments - -
- 1,031
Silver
Sales revenue $ 10,279 $ 6,787
Derivative pricing adjustments 769 189
11,048 6,976
Zinc
Sales revenue $ 15,600 $ -
Derivative pricing adjustments 1,648 55
17,248 55
Lead
Sales revenue $ 8,666 $ 4,705
Derivative pricing adjustments 76 7
8,742 4,712
Other by-products
Sales revenue $ 189 $ 83
Derivative pricing adjustments 82 (46 )
271 37
Total sales revenue $ 34,734 $ 12,606
Total derivative pricing adjustments 2,575 205
Gross revenue $ 37,309 $ 12,811
Proceeds before intended use - 247
Treatment and selling costs (10,873 ) (2,625 )
$ 26,436 $ 10,433

The amount of gold sales revenue recognized from deferred revenue (see Note 8) was nil during the three-month period ended March 31, 2022 (2021: $1.0 million).

Derivative pricing adjustments represent subsequent variations in revenue recognized as an embedded derivative from contracts with customers and are accounted for as financial instruments (see Note 18).

Proceeds before intended use represents gold and silver sales revenue recognized from the Relief Canyon Mine prior to its declaration of commercial production during fiscal 2021 (see Note 3).

15.  Cost of sales

Cost of sales is costs that directly relate to production at the mine operating segments and excludes depletion and amortization. The following are components of cost of sales for the three-month periods ended March 31, 2022 and 2021:

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


March 31, March 31,
2022 2021
Salaries and employee benefits $ 6,825 $ 5,581
Contract services on site 3 5,629
Raw materials and consumables 6,276 2,912
Utilities 1,002 855
Other costs 2,129 1,701
Costs before intended use - 247
Changes in inventories 346 (6,573 )
Inventory write-downs 38 27,379
$ 16,619 $ 37,731

16.  Corporate general and administrative expenses

Corporate general and administrative expenses are costs incurred at corporate and other segments that do not directly relate to production. The following are components of corporate general and administrative expenses for the three-month periods ended March 31, 2022 and 2021:

March 31, March 31,
2022 2021
Salaries and employee benefits $ 554 $ 518
Directors’ fees 97 79
Share-based payments 993 682
Professional fees 606 477
Office and general 399 363
$ 2,649 $ 2,119

17.  Income taxes

Income tax expense is recognized based on management’s best estimate of the weighted average annual income tax rate expected for the full financial year. The estimated average annual rate used for the three-month period ended March 31, 2022 was 26.5% and for the year ended December 31, 2021 was 26.5%.

The Company’s net deferred tax liability relates to the Mexican mining royalty and arises principally from the following:

March 31, December 31,
2022 2021
Property, plant and equipment $ 1,325 $ 1,321
Provisions and reserves (825 ) (833 )
Net deferred tax liabilities $ 500 $ 488

The inventory write-downs and impairments described in Note 6 and 7 will result in certain non-capital losses and timing differences which have not been recorded given uncertainty of recoverability in future periods.

18.  Financial risk management

a.   Financial risk factors

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


The Company’s risk exposures and the impact on its financial instruments are summarized below:

(i)   Credit Risk

Credit risk is the risk of loss associated with a counterparty’s inability to fulfill its payment obligations. The Company’s credit risk is primarily attributable to cash and cash equivalents and trade and other receivables. The credit risk on cash and cash equivalents is limited because the Company invests its cash in deposits with well-capitalized financial institutions with strong credit ratings in Canada and the United States. Under current concentrate offtake agreements, risk on trade receivables related to concentrate sales is managed by receiving payments for 85% to 100% of the estimated value of the concentrate within one month following the time of shipment.

As of March 31, 2022, the Company’s exposure to credit risk with respect to trade receivables amounts to $9.0 million (December 31, 2021: $4.7 million). The Company believes credit risk is not significant and there was no significant change to the Company’s allowance for expected credit losses as at March 31, 2022 and December 31, 2021.

(ii)   Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they arise. The Company’s approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. The Company’s liquidity requirements are met through a variety of sources, including cash, cash generated from operations, credit facilities and debt and equity capital markets. The Company’s trade payables have contractual maturities of less than 30 days and are subject to normal trade terms.

The following table presents the contractual maturities of the Company’s financial liabilities on an undiscounted basis:

March 31, 2022
Less than Over 5
Total 1 year 2-3 years 4-5 years years
Trade and other payables $ 14,690 $ 14,690 $ - $ - $ -
Promissory note 5,000 5,000 - - -
Interest on promissory note 73 73 - - -
RoyCap convertible debenture 13,444 - 13,444 - -
Interest on RoyCap convertible debenture 2,237 1,074 1,163 - -
Government loan 222 222 - - -
Metals contract liability 41,911 11,595 24,036 6,280 -
Projected pension contributions 3,425 660 1,079 1,203 483
Decommissioning provision 18,145 - - - 18,145
Other long-term liabilities 1,357 - 438 370 549
$ 100,504 $ 33,314 $ 40,160 $ 7,853 $ 19,177

Minimum lease payments in respect to lease liabilities are included in trade and other payables and other long-term liabilities as follows:

March 31, 2022
Less than Over 5
Total 1 year 2-3 years 4-5 years years
Trade and other payables $ 3,223 $ 3,223 $ - $ - $ -
Other long-term liabilities 808 - 438 370 -
$ 4,031 $ 3,223 $ 438 $ 370 $ -

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


The following table summarizes the continuity of the Company’s total lease liabilities discounted using an incremental borrowing rate ranging from 5% to 11% applied during the period:

March 31, December 31,
2022 2021
Lease liabilities, beginning of period $ 4,774 $ 6,377
Additions - 1,123
Lease principal payments (743 ) (2,720 )
Lease interest payments (98 ) (507 )
Accretion on lease liabilities 98 501
Lease liabilities, end of period $ 4,031 $ 4,774

(iii)   Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and price risk.

(1) Interest rate risk

The Company is subject to interest rate risk of the 3 month U.S. LIBOR rate plus 5% per annum from the Cosalá Operations’ advance payments of concentrate. Interest rates of other financial instruments are fixed.

(2) Currency risk

As at March 31, 2022, the Company is exposed to foreign currency risk through financial assets and liabilities denominated in CAD and MXN:

Financial instruments that may impact the Company’s net income (loss) or other comprehensive income (loss) due to currency fluctuations include CAD and MXN denominated assets and liabilities which are included in the following table:

As at March 31, 2022
CAD MXN
Cash and cash equivalents $ 164 $ 590
Trade and other receivables 59 2,334
Trade and other payables 1,728 4,665

As at March 31, 2022, the CAD/USD and MXN/USD exchange rates were 1.25 and 19.99, respectively. The sensitivity of the Company’s net income (loss) and other comprehensive income (loss) due to changes in the exchange rates for the three-month period ended March 31, 2022 is included in the following table:

CAD/ MXN/
Exchange rate Exchange rate
Approximate impact on:
Net income (loss)
Other comprehensive income (loss) )

All values are in US Dollars.

The Company may, from time to time, employ derivative financial instruments to manage exposure to fluctuations in foreign currency exchange rates.

As at March 31, 2022 and December 31, 2021, the Company does not have any non-hedge foreign exchange forward contracts outstanding. During the three-month periods ended March 31, 2022 and 2021, the Company did not settle any non-hedge foreign exchange forward contracts.

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


(3) Price risk

Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices (other than those arising from interest rate risk or currency risk), whether those changes are caused by factors specific to the individual financial instrument or its issuer, or factors affecting all similar financial instruments in the market. As at March 31, 2022 the Company had certain amounts related to the sales of concentrates that have only been provisionally priced. A ±10% fluctuation in silver, zinc, lead, and gold prices would affect trade receivables by approximately $0.9 million (December 31, 2021: $0.5 million).

As at March 31, 2022 and December 31, 2021, the Company does not have any non-hedge commodity forward contracts outstanding. During the three-month periods ended March 31, 2022 and 2021, the Company did not settle any non-hedge commodity forward contracts.

Net amount of gain or loss on derivative instruments from non-hedge foreign exchange and commodity forward contracts recognized through profit or loss during the three-month period ended March 31, 2022 was nil (2021: nil). Total amount of gain or loss on derivative instruments including those recognized through profit or loss from the Company’s convertible debentures during the three-month period ended March 31, 2022 was a gain of $0.1 million (2021: gain of $1.8 million).

b.   Fair values

The fair value of cash, restricted cash, trade and other receivables, and other financial assets and liabilities listed below approximate their carrying amounts mainly due to the short-term maturities of these instruments.

The methods and assumptions used in estimating the fair value of financial assets and liabilities are as follows:

Cash and cash equivalents: The fair value of cash equivalents is valued using quoted market prices in active markets. The Company’s cash equivalents consist of<br> money market accounts held at financial institutions which have original maturities of less than 90 days.
Trade and other receivables: The fair value of trade receivables from silver sales contracts that contain provisional pricing terms is determined using the<br> appropriate quoted forward price from the exchange that is the principal active market for the particular metal. As such, there is an embedded derivative feature within trade receivables.
--- ---
Metals contract liability: Fixed and variable deliveries of precious metals are classified and measured as financial liabilities at fair value through profit or<br> loss determined using forward commodity pricing curves at end of the reporting period.
--- ---
Convertible debentures and promissory note: The principal portion of the convertible debentures and promissory note are initially measured at fair value and<br> subsequently carried at amortized cost.
--- ---
Embedded derivatives: Revenues from the sale of metals produced from silver sales contracts since the commencement of commercial production are based on provisional<br> prices at the time of shipment. Variations between the price recorded at the time of sale and the actual final price received from the customer are caused by changes in market prices for metals sold and result in an embedded derivative in<br> revenues and accounts receivable.
--- ---
Derivatives: The Company uses derivative and non-derivative instruments to manage financial risks, including commodity, interest rate, and foreign exchange risks.<br> The use of derivative contracts is governed by documented risk management policies and approved limits. The Company does not use derivatives for speculative purposes. The fair value of the Company’s derivative instruments is based on quoted<br> market prices for similar instruments and at market prices at the valuation date.
--- ---

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


The fair value hierarchy establishes three levels to classify the inputs to valuation techniques used to measure fair value:

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 inputs are quoted prices in markets that are not active, quoted prices for similar assets or liabilities in active markets, inputs other than quoted prices<br> that are observable for the asset or liability (for example, interest rate and yield curves observable at commonly quoted intervals, forward pricing curves used to value currency and commodity contracts and volatility measurements used to<br> value option contracts), or inputs that are derived principally from or corroborated by observable market data or other means.
--- ---
Level 3 inputs are unobservable (supported by little or no market activity).
--- ---
March 31, December 31,
--- --- --- --- ---
2022 2021
Level 1
Cash and cash equivalents $ 7,144 $ 2,900
Restricted cash 4,078 4,078
Level 2
Trade and other receivables 11,410 8,208
Derivative instruments 2,033 2,162
Metals contract liability 40,745 40,905
Amortized cost
Glencore pre-payment facility - 1,451
Promissory note 5,000 5,000
Government loan 222 4,499
RoyCap convertible debenture 8,715 8,665

19.  Segmented and geographic information, and major customers

a.   Segmented information

The Company’s operations comprise of four reporting segments engaged in acquisition, exploration, development and exploration of mineral resource properties in Mexico and the United States. Management has determined the operating segments based on the reports reviewed by the chief operating decision makers that are used to make strategic decisions.

b.   Geographic information

All revenues from sales of concentrates for the three-month periods ended March 31, 2022 and 2021 were earned in Mexico and the United States. The following segmented information is presented as at March 31, 2022 and December 31, 2021, and for the three-month periods ended March 31, 2022 and 2021. The Cosalá Operations segment operates in Mexico while the Galena Complex and Relief Canyon segments operate in the United States.

P a g e | 19


Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


As at March 31, 2022 As at December 31, 2021
Cosalá Operations Galena Complex Relief<br><br> <br>Canyon Corporate<br><br> <br>and Other Total Cosalá Operations Galena Complex Relief<br><br> <br>Canyon Corporate<br><br> <br>and Other Total
Cash and cash equivalents $ 4,514 $ 347 $ 375 $ 1,908 $ 7,144 $ 531 $ 569 $ 1,472 $ 328 $ 2,900
Trade and other receivables 8,282 3,069 - 59 11,410 6,852 1,326 - 30 8,208
Inventories 5,880 2,018 8,655 - 16,553 6,113 2,724 9,072 - 17,909
Prepaid expenses 579 645 731 213 2,168 423 1,072 584 347 2,426
Restricted cash 137 53 3,888 - 4,078 133 53 3,892 - 4,078
Property, plant and equipment 54,426 63,679 56,136 212 174,453 55,950 63,423 58,292 248 177,913
Total assets $ 73,818 $ 69,811 $ 69,785 $ 2,392 $ 215,806 $ 70,002 $ 69,167 $ 73,312 $ 953 $ 213,434
Trade and other payables $ 5,197 $ 3,918 $ 3,322 $ 2,253 $ 14,690 $ 5,802 $ 5,755 $ 6,270 $ 2,749 $ 20,576
Derivative instruments - - - 2,033 2,033 - - - 2,162 2,162
Glencore pre-payment facility - - - - - 1,451 - - - 1,451
Other long-term liabilities - 1,357 - - 1,357 - 1,361 159 23 1,543
Metals contract liability - - - 40,745 40,745 - - - 40,905 40,905
RoyCap convertible debenture - - - 8,715 8,715 - - - 8,665 8,665
Promissory note - - - 5,000 5,000 - - - 5,000 5,000
Government loan - 222 - - 222 - 4,499 - - 4,499
Post-employment benefit obligations - 8,085 - - 8,085 - 10,866 - - 10,866
Decommissioning provision 1,915 6,245 4,188 - 12,348 2,008 6,929 4,507 - 13,444
Deferred tax liabilities 500 - - - 500 488 - - - 488
Total liabilities $ 7,612 $ 19,827 $ 7,510 $ 58,746 $ 93,695 $ 9,749 $ 29,410 $ 10,936 $ 59,504 $ 109,599
Three-month period ended March 31, 2022 Three-month period ended March 31, 2021
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Cosalá Operations Galena Complex Relief<br><br> <br>Canyon Corporate<br><br> <br>and Other Total Cosalá Operations Galena Complex Relief<br><br> <br>Canyon Corporate<br><br> <br>and Other Total
Revenue $ 16,111 $ 10,297 $ 28 $ - $ 26,436 $ 40 $ 8,981 $ 1,412 $ - $ 10,433
Cost of sales (7,859 ) (8,695 ) (65 ) - (16,619 ) - (7,490 ) (30,241 ) - (37,731 )
Depletion and amortization (1,763 ) (2,144 ) (1,814 ) (39 ) (5,760 ) (318 ) (1,560 ) (2,007 ) (40 ) (3,925 )
Care and maintenance costs - (188 ) (1,135 ) - (1,323 ) (1,994 ) (139 ) - - (2,133 )
Corporate general and administrative - - - (2,649 ) (2,649 ) - - - (2,119 ) (2,119 )
Exploration costs (434 ) (571 ) (81 ) - (1,086 ) - (1,334 ) (174 ) - (1,508 )
Accretion on decommissioning provision (38 ) (29 ) (17 ) - (84 ) (29 ) (5 ) (9 ) - (43 )
Interest and financing expense (27 ) (14 ) (159 ) (827 ) (1,027 ) (41 ) - (610 ) (75 ) (726 )
Foreign exchange gain (loss) 62 - - 648 710 95 - - (316 ) (221 )
Impairment to property, plant and equipment - - - - - - - (55,623 ) - (55,623 )
Loss on metals contract liability - - - (2,752 ) (2,752 ) - - - - -
Other gain on derivatives - - - 22 22 - - - 1,819 1,819
Gain on government loan forgiveness - 4,277 - - 4,277 - - - - -
Income (loss) before income taxes 6,052 2,933 (3,243 ) (5,597 ) 145 (2,247 ) (1,547 ) (87,252 ) (731 ) (91,777 )
Income tax expense (441 ) - - - (441 ) (23 ) - - - (23 )
Net income (loss) for the period $ 5,611 $ 2,933 $ (3,243 ) $ (5,597 ) $ (296 ) $ (2,270 ) $ (1,547 ) $ (87,252 ) $ (731 ) $ (91,800 )

c.   Major customers

The Company sold concentrates and finished goods to one major customer during the three-month period ended March 31, 2022 (2021: two major customers) accounting for 99% (2021: 89% and 10%) of revenues.

20.  Contingencies

Due to the size, complexity and nature of the Company’s operations, various legal and tax matters arise in the ordinary course of business. The Company accrues for such items when a liability is both probable and the amount can be reasonably estimated.

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Americas Gold and Silver Corporation

Notes to the condensed interim consolidated financial statements

For the three-month periods ended March 31, 2022 and 2021

(In thousands of U.S. dollars, unless otherwise stated, unaudited)


In November 2010, the Company received a reassessment from the Mexican tax authorities related to its Mexican subsidiary, Minera Cosalá, for the year ended December 31, 2007. The tax authorities disallowed the deduction of transactions with certain suppliers for an amount of approximately $9.8 million (MXN 196.8 million), of which $4.2 million (MXN 84.4 million) would be applied against available tax losses. The Company appealed this reassessment and the Mexican tax authorities subsequently reversed $4.7 million (MXN 94.6 million) of their original reassessment. The remaining $5.1 million (MXN 102.2 million) consists of $4.2 million (MXN 84.4 million) related to transactions with certain suppliers and $0.9 million (MXN 17.8 million) of value added taxes thereon. The Company appealed the remaining reassessment with the Mexican Tax Court in December 2011. The Company may be required to post a bond of approximately $0.9 million (MXN 17.8 million) to secure the value added tax portion of the reassessment. The deductions of $4.2 million (MXN 84.4 million), if denied, would be offset by available tax losses. The Company accrued $1.0 million (MXN 19.9 million) in the consolidated financial statements as at December 31, 2018 as a probable obligation for the disallowance of value added taxes related to the Mexican tax reassessment. As at March 31, 2022, the accrued liability of the probable obligation was $1.0 million (December 31, 2021: $1.0 million).

In July 2021, the Company has been served with a statement of claim that was filed in the Ontario Superior Court of Justice to commence a proposed class action lawsuit against the Company and its Chief Executive Officer (the “Action”). Pursuant to the Action, the representative plaintiff seeks damages of $130 million CAD in relation to the Company’s public disclosure concerning its Relief Canyon Mine. Although no assurance can be given with respect to the ultimate outcome, the Company believes that the complaint against it is unfounded and without merit, and it intends to vigorously defend the proceeding.

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Exhibit 99.2


AMERICAS GOLD AND SILVER CORPORATION

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE THREE MONTHS ENDED MARCH 31, 2022

DATED MAY 11, 2022



Americas Gold and Silver Corporation

Management’s Discussion and Analysis

Table of Contents

Forward-Looking Statements 1
Management’s Discussion and Analysis 2
Overview 3
Recent Developments and Operational Discussion 4
Results of Operations 10
Summary of Quarterly Results 11
Liquidity 11
Capital Resources 13
Off-Balance Sheet Arrangements 14
Transactions with Related Parties 14
Risk Factors 14
Accounting Standards and Pronouncements 14
Financial Instruments 15
Capital Structure 15
Controls and Procedures 15
Technical Information 16
Non-GAAP and Other Financial Measures 16

Unless otherwise indicated, in this Management Discussion and Analysis all reference to “dollar” or the use of the symbol “$” are to the United States of America dollar and all references to “C$” are to the Canadian dollar. Additionally, percentage changes in this Management’s Discussion and Analysis are based on dollar amounts before rounding.


Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Forward-Looking Statements

Statements contained in this Management’s Discussion and Analysis (“MD&A”) of Americas Gold and Silver Corporation (the “Company” or “Americas Gold and Silver”) that are not current or historical factual statements may constitute "forward-looking information" or "forward-looking statements" within the meaning of applicable Canadian and United States securities laws ("forward-looking statements"). These forward-looking statements are presented for the purpose of assisting the Company's securityholders and prospective investors in understanding management's views regarding those future outcomes and may not be appropriate for other purposes. When used in this MD&A, the words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "seek", "propose", "estimate", "expect", and similar expressions, as they relate to the Company, are intended to identify forward-looking statements. All such forward-looking statements are subject to important risks, uncertainties and assumptions. These statements are forward-looking because they are based on current expectations, estimates and assumptions. It is important to know that: (i) unless otherwise indicated, forward-looking statements in this MD&A describe expectations as at the date hereof; and (ii) actual results and events could differ materially from those expressed or implied. Capitalized terms used but not defined in this “Forward-Looking Statements” section of the MD&A shall have the meaning ascribed to such term elsewhere in the MD&A.

Specific forward-looking statements in this MD&A include, but are not limited to: any objectives, expectations, intentions, plans, results, levels of activity, goals or achievements; estimates of mineral reserves and resources; the realization of mineral reserve estimates; the impairment of mining interests and non-producing properties; the timing for completion of the testing work and receipt of the results thereof at Relief Canyon; the timing for resumption of mining operations at Relief Canyon and if and when determined achieving ramp-up to full operations at Relief Canyon; the timing and amount of estimated future production, production guidance, costs of production, capital expenditures, costs and timing of development; the success of exploration and development activities; statements regarding the Galena Complex Recapitalization Plan, including with respect to underground development improvements, equipment procurement and the high-grade extension exploration drilling program and expected results thereof; material uncertainties that may impact the Company’s liquidity in the short term; the effects of COVID-19; the Company’s review of pension valuation; changes in accounting policies not yet in effect; permitting timelines; government regulation of mining operations; environmental risks; labour relations, employee recruitment and retention and pension funding; the timing and possible outcomes of pending disputes or litigation; negotiations or regulatory investigations; exchange rate fluctuations; cyclical or seasonal aspects of our business; our dividend policy; capital expenditures; the Company’s ability to operate the Relief Canyon mine; the resumption of mining and processing operations at the Company's Cosalá Operations and return to full production following the resolution of the illegal blockade, including expected production levels; the ability of the Company to target higher-grade silver ores at the Cosalá Operations; statements relating to the future financial condition, assets, liabilities (contingent or otherwise), business, operations or prospects of the Company; the suspension of certain operating metrics such as cash costs and all-in sustaining costs for the Galena Complex and Relief Canyon; the liquidity of the Company’s common shares; the proposed class action lawsuit against the Company and its Chief Executive Officer, and other events or conditions that may occur in the future. Inherent in the forward-looking statements are known and unknown risks, uncertainties and other factors beyond the Company's ability to control or predict that may cause the actual results, performance or achievements of the Company, or developments in the Company's business or in its industry, to differ materially from the anticipated results, performance, achievements or developments expressed or implied by such forward-looking statements.

Some of the risks and other factors (some of which are beyond Americas Gold and Silver's control) that could cause results to differ materially from those expressed in the forward-looking statements and information contained in this MD&A include, but are not limited to: risks associated with market fluctuations in commodity prices; risks related to changing global economic conditions, which may affect the Company's results of operations and financial condition including the market reaction to the COVID-19 pandemic; actual and potential risks and uncertainties relating to the ultimate geographic spread of COVID-19, the severity of the disease and the duration of the COVID-19 pandemic and issues relating to its resurgence and/or the emergence of new strains of COVID-19, including potential material adverse effects on the Company’s business, operations and financial performance; actions that have been and may be taken by governmental authorities to contain COVID-19 or to treat its impact on the Company’s business; the actual and potential negative impacts of COVID-19 on the global economy and financial markets; the Company is dependent on the success of the San Rafael project as well as its Cosalá Operations, the Galena Complex and the Relief Canyon mine, which are exposed to operational risks and other risks, including certain development and exploration related risks, as applicable; risks related to mineral reserves and mineral resources, development and production and the Company's ability to sustain or increase present production; risks related to global financial and economic conditions; risks related to government regulation and environmental compliance; risks related to mining property claims and titles, and surface rights and access; risks related to labour relations, disputes and/or disruptions, employee recruitment and retention and pension funding; some of the Company's material properties are located in Mexico and are subject to changes in political and economic conditions and regulations in that country; risks related to the Company's relationship with the communities where it operates; risks related to actions by certain non-governmental organizations; substantially all of the Company's assets are located outside of Canada, which could impact the enforcement of civil liabilities obtained in Canadian and U.S. courts; risks related to currency fluctuations that may adversely affect the financial condition of the Company; the Company may need additional capital in the future and may be unable to obtain it or to obtain it on favourable terms; risks associated with the Company's outstanding debt and its ability to make scheduled payments of interest and principal thereon; the Company may engage in hedging activities; risks associated with the Company's business objectives; risks relating to mining and exploration activities and future mining operations; operational risks and hazards inherent in the mining industry; risks related to competition in the mining industry; risks relating to negative operating cash flows; risks relating to the possibility that the Company’s working capital requirements may be higher than anticipated and/or its revenue may be lower than anticipated over relevant periods; and risks relating to climate change and the legislation governing it.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


The list above is not exhaustive of the factors that may affect any of the Company's forward-looking statements. Investors and others should carefully consider these and other factors and not place undue reliance on the forward-looking statements. The forward-looking statements contained in this MD&A represent the Company's views only as of the date such statements were made. Forward-looking statements contained in this MD&A are based on management's plans, estimates, projections, beliefs and opinions as at the time such statements were made and the assumptions related to these plans, estimates, projections, beliefs and opinions may change. Although forward-looking statements contained in this MD&A are based on what management considers to be reasonable assumptions based on information currently available to it, there can be no assurances that actual events, performance or results will be consistent with these forward-looking statements, and management's assumptions may prove to be incorrect. Some of the important risks and uncertainties that could affect forward-looking statements are described further in the MD&A. The Company cannot guarantee future results, levels of activity, performance or achievements, should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, the actual results or developments may differ materially from those contemplated by the forward-looking statements. The Company does not undertake to update any forward-looking statements, even if new information becomes available, as a result of future events or for any other reason, except to the extent required by applicable securities laws.

Management’s Discussion and Analysis

This MD&A of the results of operations, liquidity and capital resources of Americas Gold and Silver Corporation constitutes management’s review of the Company’s financial and operating performance for the three months ended March 31, 2022, including the Company’s financial condition and future prospects. Except as otherwise noted, this discussion is dated May 11, 2022 and should be read in conjunction with the Company’s unaudited condensed interim consolidated financial statements and the notes thereto for the three months ended March 31, 2022 and 2021. The unaudited condensed interim consolidated financial statements for the three months ended March 31, 2022 and 2021 are prepared in accordance with International Accounting Standards (“IAS”) 34 under International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board. The Company prepared its latest financial statements in U.S. dollars and all amounts in this MD&A are expressed in U.S. dollars, unless otherwise stated. These documents along with additional information relating to the Company are available on SEDAR at www.sedar.com, on EDGAR at www.sec.gov, and on the Company’s website at www.americas-gold.com. The content of the Company’s website and information accessible through the website do not form part of this MD&A.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


In this report, the management of the Company presents operating highlights for the three months ended March 31, 2022 (“Q1-2022”) compared to the three months ended March 31, 2021 (“Q1-2021”) as well as comments on plans for the future. Throughout this MD&A, consolidated production results and consolidated operating metrics are based on the attributable ownership percentage of each operating segment.

The Company has included certain non-GAAP and other financial measures, which the Company believes, that together with measures determined in accordance with IFRS, provide investors with an improved ability to evaluate the underlying performance of the Company. Non-GAAP financial measures do not have any standardized meaning prescribed under IFRS, and therefore they may not be comparable to similar non-GAAP and other financial performance employed by other companies. The data is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Reconciliations and descriptions can be found under “Non-GAAP and Other Financial Measures”.

This MD&A contains statements about the Company’s future or expected financial condition, results of operations and business. See “Forward-Looking Statements” above for more information on forward-looking statements.

Overview

The Company is a precious metals producer with two operations in the world's leading silver mining regions: the Galena Complex in Idaho, USA and the Cosalá Operations in Sinaloa, Mexico, and is advancing technical studies at the Relief Canyon mine (“Relief Canyon”) in Nevada, USA following a suspension of mining activities in August 2021.

In Idaho, USA, the Company operates the 60% owned producing Galena Complex (40% owned by Mr. Eric Sprott (“Sprott”)) whose primary assets are the operating Galena mine, the Coeur mine, and the contiguous Caladay development project in the Coeur d’Alene Mining District of the northern Idaho Silver Valley. The Galena Complex has recorded production of over 230 million ounces of silver along with associated by-product metals of copper and lead over a production history of more than sixty years. The Company entered into a joint venture agreement with Sprott effective October 1, 2019 for a 40% non-controlling interest of the Galena Complex with an initial contribution of $15 million to fund capital improvements. The goal of the joint venture agreement is to position the Galena Complex to significantly grow resources, increase production, and reduce operating costs at the mine (the “Recapitalization Plan”).

In Sinaloa, Mexico, the Company operates the 100%-owned Cosalá Operations in Sinaloa, Mexico, which includes the San Rafael silver-zinc-lead mine (“San Rafael”), after declaring commercial production in December 2017. Prior to that time, it operated the Nuestra Señora silver-zinc-copper-lead mine after commissioning the Los Braceros processing facility and declaring commercial production in January 2009. The Cosalá area land holdings also host several other known deposits, past-producing mines, and development projects including the Zone 120 silver-copper deposit and the El Cajón silver-copper deposit. These properties are located in close proximity to the Los Braceros processing plant. The Company also owns a 100% interest in the San Felipe development project in Sonora, Mexico, which it acquired on October 8, 2020.

In Nevada, USA, the Company operates the 100%-owned, Relief Canyon mine located in Pershing County. The mine poured its first gold in February 2020 and declared commercial production in January 2021. Operations were suspended in August 2021 in order to resolve technical challenges related to the metallurgical characteristics of the deposit. The past-producing mine includes three historic open-pit mines, a newly constructed crusher, ore conveyor system, leach pads, and a refurbished heap-leach processing facility. The landholdings at Relief Canyon and the surrounding area cover over 11,700 hectares, providing the Company the potential to expand the Relief Canyon deposit and to explore for new discoveries close to existing processing infrastructure.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


The Company’s mission is to profitably expand its precious metals production through the development of its own projects and consolidation of complementary projects. The Company restarted the Cosalá Operations in Q4-2021 following the signing of an accord with the SNM Union and witnessed by the Mexican Ministries of Economy, Interior and Labour on July 6, 2021. The Company is also focused on extending the mine life of its current assets through exploration and charting a path to profitability at the Galena Complex with the Recapitalization Plan, as well as resolving technical challenges at Relief Canyon. The Company will continue exploring and evaluating prospective areas accessible from existing infrastructure and the surface at the Galena Complex, and early-stage targets with an emphasis on the Cosalá District and the Relief Canyon area.

The Company’s management and Board of Directors (the “Board”) are comprised of senior mining executives who have extensive experience identifying, acquiring, developing, financing, and operating precious metals deposits globally. The Company’s principal and registered office is located at 145 King Street West, Suite 2870, Toronto, Ontario, Canada, M5H 1J8. The Company is a reporting issuer in the jurisdictions of all 10 provinces of Canada, and is listed on the TSX trading under the symbol “USA” and on the NYSE American trading under the symbol “USAS”.

Recent Developments and Operational Discussion

Q1-2022 Highlights

Consolidated attributable production of approximately 1.3 million ounces of silver equivalent^1^, including 0.3 million ounces of silver, 9.6 million pounds<br> of zinc and 6.4 million pounds of lead, with cost of sales of $10.26/oz silver equivalent produced^1^, cash costs of ($9.55)/oz silver produced^1^ and all-in sustaining costs of ($2.67)/oz silver produced^1^<br> during the quarter.
Revenue of $26.4 million and net loss of $0.3 million for Q1-2022 or an attributable<br> loss of $0.01 per share, representing an increase of $16.0 million in revenue^2^ and a significant decrease in net loss of $91.5 million compared to Q1-2021, mainly due to higher revenue from restart of the Cosalá Operations, lower<br> impairment to property, plant and equipment and inventory write-downs, and a gain on the forgiveness of the U.S. CARES Act government loan.
--- ---
Following the resolution of the illegal blockade and reopening of the Cosalá<br> Operations, Q1-2022 was the operation’s first full quarter of production producing approximately 127,000 ounces of silver, 9.6 million pounds of zinc and 3.9 million pounds of lead, which more than doubled its prior Q4-2021 ramp up quarter<br> results.
--- ---
Galena’s Recapitalization Plan is proceeding well with the Galena Complex increasing production to 289,249 ounces or 15% higher year-over-year silver production in<br> Q1-2022 compared to Q1-2021.
--- ---
Net income from the Cosalá Operations and Galena Complex operating segments increased to $5.6 million (+347%) and $2.9 million (+290%) during Q1-2022, respectively,<br> for aggregate segment net income of $8.5 million from those units.
--- ---
Significant increase of $13.6 million in operating liquidity to $6.4 million in net cash generated from operating activities^1^, before changes in non-cash<br> working capital items.
--- ---
The Company had a cash and cash equivalents balance of $7.1 million and working capital^1^ deficit of $4.5 million as at March 31, 2022.
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  \_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_

^1^ This is a supplementary or non-GAAP financial measure or ratio. See “Non-GAAP and Other Financial Measures” section for further information.

^2^ Certain fiscal 2021 amounts were adjusted through changes in accounting policies. See “Accounting Standards and Pronouncement” section for further information.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Restarted Cosalá Operations

The first quarter was successful at the Cosalá Operations where production increased significantly during Q1-2022 as normal mining operations were re-established following the resolution of the illegal blockade, the reopening of the Cosalá Operations on September 13, 2021, and commercial production declared in December 2021. During its first full quarter of production in Q1-2022, the Cosalá Operations produced approximately 127,000 ounces of silver, 9.6 million pounds of zinc and 3.9 million pounds of lead. The Los Braceros processing plant was fed with over 140,592 tonnes of new production from the mine with the milling rate averaging approximately 1,700 tonnes per day during the first quarter compared to nil from Q1-2021.

Initial production from the restart focused on maximizing near-term free cash flow by mining high-grade zinc areas of the Main Zone which were fully developed prior to the illegal blockade. The increase in production and higher realized silver, zinc, and lead prices provided greater liquidity for the Company and its consolidated operations. Over the course of the next few months, the mine will continue development and increase production from the Upper Zone, which is expected to carry silver grades approximately 5-6 times higher than the Main Zone.

Galena Recapitalization Plan

The Recapitalization Plan at the Galena Complex is continuing to progress with year-over-year silver production increasing in 2022 compared to 2021. Production in Q1-2022 was 289,249 ounces of silver and 4,148,717 pounds of lead compared with 252,169 ounces of silver and 5,036,944 pounds of lead in Q1-2021, a year-over-year increase of over 15% in silver and decrease of 18% in lead, respectively. This improvement was due to the refurbishment and purchase of underground mobile equipment, capital investments (machinery and development), and mine-wide rehabilitation, including the 5500 Level loading pocket, which allows ore and waste to be skipped from this level. The Company also completed the purchase of a replacement hoist for the Galena hoist in Q3-2021 and is advancing engineering work to prepare for its commissioning by Q4-2022. Further underground development improvements, additional equipment procurements, and an exploration drilling program designed to target high-grade extensions of historic veins below current workings will benefit the operation longer term by discovering additional high-grade silver resources further improving mining efficiency and lowering cash costs. The Company had suspended disclosure of certain operating metrics such as cash costs, and all-in sustaining costs for the Galena Complex until the Recapitalization Plan was substantially completed.

Galena Exploration Update

The Phase II drill program at the Galena Complex began in late August 2021.  The initial focus is to test the recently discovered Silver Vein extension below the 5500 Level, the deepest developed level of the mine.  To date, the Silver Vein extension has been delineated to over 350 ft. below the 5500 Level.  As part of the drill program, the Company also successfully intersected the high grade 185 Vein approximately 800 ft below the 5500 Level.  In addition, continued definition drilling on the 4900 Level to define mineral reserves and increase mineral resources adjacent to current production areas is part of the Phase II plan.  With the most recent update to its Mineral Reserve and Resource statement as at June 30, 2021, the Company successfully increased proven and probable silver reserves at the Galena Complex by 38%, increased the measured and indicated silver resources by 72% and the inferred mineral silver resources by 36% and expects continuing increases with the Phase II drill program which runs through the end of 2022.  The Company anticipates releasing a fulsome exploration update for the Galena Complex in Q2-2022.

The Company’s latest consolidated mineral reserve and mineral resource statement can be found at: https://americas-gold.com/site/assets/files/5151/reserves20210908.pdf. A full table of the Company’s latest drill results can be found at: https://americas-gold.com/site/assets/files/4297/dr20211104.pdf. The information contained on our website is not incorporated by reference herein and should not be considered part of this MD&A.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Relief Canyon Update

The Company is committed to continuing efforts to resolve metallurgical challenges experienced at Relief Canyon. Relief Canyon temporarily suspended mining operations as of August 13, 2021 with approval by the Board of Directors. The Company continues leaching operations and working to improve recovery and operations through ongoing technical studies and metallurgical test programs. The Company will reassess the status of the operation as the results of these efforts (and others) become available and the results are evaluated.

Consolidated Operations

Consolidated operating results from Q1-2022 were significantly improved compared to Q1-2021 due to the restart of mining operations in Q4-2021 after the removal of the illegal blockade at the Cosalá Operations. Consolidated revenue increased by $16.0 million during Q1-2022 compared to Q1-2021, primarily due to the restarted Cosalá Operations, an increase in attributable silver and lead revenue at the Galena Complex from increased silver production during the period, and increased realized silver and lead prices.

COVID-19 Pandemic

The COVID-19 pandemic continued to disrupt global health and the economy and has created an indeterminate period of volatility in the markets in which the Company operates. The Company has been closely monitoring on-going developments of COVID-19, declared a global pandemic by the World Health Organization on March 11, 2020, and continues to mitigate risks related to the COVID-19 pandemic and the impact on the Company’s projects, operations, business, supply chain, and most importantly the health and safety of its employees. Preventive measures to ensure the safety of the Company’s workforce and local communities were implemented. There have been no significant outbreaks of COVID-19 that have impacted the Company’s ability to operate at any of the Company’s operations to date.

Other Items During Fiscal 2022

On April 29, 2021, the Company issued a secured convertible debenture to Royal Capital Management Corp. (“RoyCap”) due April 28, 2024 (the “2024 Convertible Debenture”) with interest payable at 8% per annum, repayable at the Company’s option prior to maturity subject to payment of a redemption premium, and convertible into common shares of the Company at the holder’s option at a conversion price of C$1.48, ending with an outstanding principal balance of C$17.9 million at the end of fiscal 2021. As of May 11, 2022, the 2024 Convertible Debenture was further reduced to C$16.8 million through partial retractions by RoyCap for C$1.1 million settled through issuance of approximately 1.1 million of the Company’s common shares.

In July 2021, the Company was served with a statement of claim filed in the Ontario Superior Court of Justice to commence a proposed class action lawsuit against the Company and its Chief Executive Officer (the “Action”). Pursuant to the Action, the representative plaintiff seeks damages of C$130 million in relation to the Company’s public disclosure concerning its Relief Canyon mine. Although no assurance can be given with respect to the ultimate outcome, the Company believes that the complaint against it is unfounded and without merit and intends to vigorously defend the proceeding.

On May 17, 2021, the Company announced it had entered into an at-the-market offering agreement (the “ATM Agreement”) with H.C. Wainwright & Co. LLC, acting as the lead agent, and Roth Capital Partners, LLC, as agent, pursuant to which the Company established an at-the-market equity program for aggregate gross proceeds to the Company of up to $50.0 million. As of May 11, 2022, approximately 39.5 million common shares were sold pursuant to the ATM Agreement with an average price per common share of approximately $1.06 for gross proceeds of approximately $42.0 million.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


On March 24, 2022, the Company closed a non-brokered private placement with Sandstorm Gold Ltd. (“Sandstorm”) for gross proceeds of $2.5 million through issuance of approximately 2.1 million of the Company’s common shares priced at approximately C$1.50 per share.

Consolidated Results and Developments

Q1-2022 Q1-2021 ^4,5^
Revenue ( M) 26.4 $ 10.4
Silver Produced (oz)1 300,316 151,301
Zinc Produced (lb)1 9,573,243 -
Lead Produced (lb)1 6,367,477 3,022,166
Total Silver Equivalent Produced (/oz)1,2,3 1,274,470 256,290
Cost of Sales/Ag Eq Oz Produced (/oz)1,3 10.26 -
Cash Costs/Ag Oz Produced (/oz)1,3 (9.55 ) -
All-In Sustaining Costs/Ag Oz Produced (/oz)1,3 (2.67 ) -
Net Loss ( M) (0.3 ) $ (91.8 )
Comprehensive Income (Loss) ( M) 2.8 $ (87.1 )

All values are in US Dollars.

^1^ Throughout this MD&A, consolidated production results and consolidated operating metrics are based on the attributable ownership percentage of each operating segment (100% Cosalá<br> Operations and 60% Galena Complex).
^2^ Throughout this MD&A, silver equivalent production was calculated based on all metals production at average realized silver, zinc, and lead prices during each respective period.
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^3^ This is a supplementary or non-GAAP financial measure or ratio. See “Non-GAAP and Other Financial Measures” section for further information.
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^4^ Production results are nil for the Cosalá Operations from Q2-2020 to Q3-2021 due to it being placed under care and maintenance effective February 2020 as a result of the illegal blockade,<br> and disclosure of certain operating metrics were suspended during the Galena Recapitalization Plan implementation.
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^5^ Certain fiscal 2021 amounts were adjusted through changes in accounting policies. See “Accounting Standards and Pronouncement” section for further information.
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Consolidated operating results from Q1-2022 were significantly improved compared to Q1-2021 due to the restart of mining operations in Q4-2021 after the removal of the illegal blockade at the Cosalá Operations. The consolidated attributable silver and silver equivalent production^2^ during Q1-2022 increased by approximately 98% and over 397%, respectively, compared to Q1-2021.

Revenue increased by $16.0 million or 154% to $26.4 million in Q1-2022 from $10.4 million during Q1-2021. The increase in revenue was primarily due to the restarted Cosalá Operations with increased silver, zinc, and lead production, and increased silver production at the Galena Complex, combined with higher realized silver and lead prices during the period. The average realized zinc and lead prices3 increased by 37% and 17%, respectively, during the period (increase in realized zinc price was determined by comparison to the average London silver spot price as there were no sales of zinc during Q1-2021). The average realized silver price^3^ decreased by 8% from Q1-2021 to Q1-2022 with a price of $23.90/oz for Q1-2022 (Q1-2021 – $25.94/oz) which is comparable to the average London silver spot price of $23.94/oz for Q1-2021 (Q1-2021 – $26.29/oz).

The Company recorded a net loss of $0.3 million for the three months ended March 31, 2022 compared to a net loss of $91.8 million for the three months ended March 31, 2021. The decrease in net loss was primarily attributable to higher net revenue, lower cost of sales, lower impairment to property, plant and equipment, and gain on government loan forgiveness, offset in part by higher depletion and amortization, loss on fair value of metals contract liability, and lower gain on derivatives. The Company significantly reduced the consolidated monthly spend with the suspension of mining at Relief Canyon that contributed to prior period’s net loss. These variances are further discussed in the following sections.


^2^ This is a supplementary or non-GAAP financial measure or ratio. See “Non-GAAP and Other Financial Measures” section for further information.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Cosalá Operations

Q1-2022 Q1-2021 ^3^
Tonnes Milled 140,592 -
Silver Grade (g/t) 52 -
Zinc Grade (%) 3.96 -
Lead Grade (%) 1.78 -
Silver Recovery (%) 53.9 -
Zinc Recovery (%) 78.1 -
Lead Recovery (%) 70.1 -
Silver Produced (oz) 126,767 -
Zinc Produced (lb) 9,573,243 -
Lead Produced (lb) 3,878,247 -
Total Silver Equivalent Produced (/oz)1,2 990,200 -
Silver Sold (oz) 123,277 -
Zinc Sold (lb) 9,148,830 -
Lead Sold (lb) 3,764,955 -
Cost of Sales/Ag Eq Oz Produced (/oz)2 7.94 -
Cash Costs/Ag Oz Produced (/oz)2 (48.86 ) -
All-In Sustaining Costs/Ag Oz Produced (/oz)2 (42.51 ) -

All values are in US Dollars.

^1^ Throughout this MD&A, silver equivalent production was calculated based on all metals production at average realized silver, zinc, and lead prices during each respective period.
^2^ This is a supplementary or non-GAAP financial measure or ratio. See “Non-GAAP and Other Financial Measures” section for further information.
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^3^ Production results are nil for the Cosalá Operations from Q2-2020 to Q3-2021 due to it being placed under care and maintenance effective February 2020 as a result of the illegal blockade.
--- ---

The first quarter was successful at the Cosalá Operations where production increased significantly during Q1-2022 as normal mining operations were re-established following the resolution of the illegal blockade, the reopening of the Cosalá Operations on September 13, 2021, and commercial production declared in December 2021. During its first full quarter of production in Q1-2022, the Cosalá Operations produced approximately 127,000 ounces of silver, 9.6 million pounds of zinc and 3.9 million pounds of lead. The Los Braceros plant processed approximately 140,592 tonnes with the milling rate averaging approximately 1,700 tonnes per day during the first quarter compared to nil from Q1-2021.  Operating cost metrics have benefited significantly from the increase in realized prices of by-product metals (zinc, lead).

Initial production from the restart focused on maximizing near-term free cash flow by mining high-grade zinc areas of the Main Zone which were fully developed prior to the illegal blockade. Over the course of the next few months, the mine will continue development and increase production from the Upper Zone, which is expected to carry silver grades approximately 5-6 times higher than the Main Zone.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Galena Complex

Q1-2022 Q1-2021 ^3^
Tonnes Milled 29,800 30,204
Silver Grade (g/t) 311 270
Lead Grade (%) 6.66 8.16
Silver Recovery (%) 97.2 96.1
Lead Recovery (%) 94.9 92.7
Silver Produced (oz) 289,249 252,169
Lead Produced (lb) 4,148,717 5,036,944
Total Silver Equivalent Produced (/oz)1,2 473,783 427,150
Silver Sold (oz) 304,897 259,007
Lead Sold (lb) 4,420,752 5,201,108
Cost of Sales/Ag Eq Oz Produced (/oz)2 18.35 -
Cash Costs/Ag Oz Produced (/oz)2 19.17 -
All-In Sustaining Costs/Ag Oz Produced (/oz)2 26.44 -
All-In Sustaining Costs with Galena
Recapitalization Plan/Ag Oz Produced (/oz)2 31.79 -

All values are in US Dollars.

^1^ Throughout this MD&A, silver equivalent production was calculated based on all metals production at average realized silver, zinc, and lead prices during each respective period.
^2^ This is a supplementary or non-GAAP financial measure or ratio. See “Non-GAAP and Other Financial Measures” section for further information.
--- ---
^3^ Disclosure of certain operating metrics were suspended during the Galena Recapitalization Plan implementation.
--- ---

The Company announced a strategic joint venture agreement with Sprott in September 2019 to recapitalize the mining operations at the Galena Complex. The goal of the joint venture is to position the Galena Complex to significantly grow resources, increase production, and reduce operating costs at the mine. The strategic 60/40 joint venture has allowed the Company to take positive action: to advance development, modernize infrastructure, purchase new mining equipment, and explore to define and expand silver resources. The Company had suspended disclosure of certain operating metrics such as cash costs, and all-in sustaining costs for the Galena Complex until the Recapitalization Plan was substantially completed.

The Company aims to commission the Galena hoist in Q4-2022 which will increase hoisting capacity at the operation in Q4-2022 and beyond. Cash costs per ounce and all-in sustaining costs per ounce at the Galena Complex are also anticipated to improve with the completion of the Galena replacement hoist given that most of the operations costs are fixed and are expected to decrease on a per silver ounce basis assuming expected higher silver and lead production beyond 2022.

Relief Canyon

As a result of consolidated capital allocation decisions, Relief Canyon suspended mining operations as of August 13, 2021, with the approval by the Board of Directors, while it continues leaching operations and ongoing technical studies. During Q1-2022, gold production was 936 ounces and silver production was 2,115 ounces from continuing leaching operations with 604 ounces of gold and 1,300 ounces of silver delivered and sold, respectively.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Guidance and Outlook

2022 Guidance^1^ 2024 Outlook^1^
Silver Production (oz) 1.4 - 1.8 Moz 3.4 - 3.8 Moz
Zinc Production (lb) 36 - 40 Mlb 33 - 37 Mlb
Lead Production (lb) 22 - 26 Mlb 22 - 26 Mlb
Silver Equivalent Production (oz) 4.8 - 5.2 Moz 7 - 7.4 Moz
Cash Costs/Ag Oz Production ($/oz) $ 4.00 - 5.00/oz
Capital Expenditures - Sustaining ($) $ 12 - 14M
Capital Expenditures - Growth ($) $ 6 - 7M
Exploration Drilling ($) $ 2.5 - 3M

All values are in US Dollars.

^1^ Throughout this MD&A, guidance for 2022 and outlook for 2023 and 2024 is based on production of the Cosalá Operations at 100% and the Galena Complex at 60% (40%<br> owned by Sprott), and silver equivalent production for guidance and outlook was calculated based on $22.00/oz silver, $1.30/lb zinc and $0.95/lb lead.

The Company continues to expect significant increase to metals production in 2022 following the resolution of the illegal blockade at the Cosalá Operations and continued recapitalization at the Galena Complex. The Company’s guidance for 2022 remains at attributable production of 1.4 to 1.8 million silver ounces and 4.8 to 5.2 million silver equivalent ounces at cash costs of $4.00 to $5.00 per ounce silver.

Results of Operations

Analysis of the three months ended March 31, 2022 vs. the three months ended March 31, 2021

The Company recorded a net loss of $0.3 million for the three months ended March 31, 2022 compared to a net loss of $91.8 million for the three months ended March 31, 2021. The decrease in net loss was primarily attributable to higher net revenue ($16.0 million), lower cost of sales ($21.1 million), lower impairment to property, plant and equipment ($55.6 million), and gain on government loan forgiveness ($4.3 million), offset in part by higher depletion and amortization ($1.9 million), loss on fair value of metals contract liability ($2.8 million), and lower gain on derivatives ($1.8 million), each of which are described in more detail below.

Revenue increased by $16.0 million to $26.4 million for the three months ended March 31, 2022 from $10.4 million for the three months ended March 31, 2021. The increase was primarily due to $16.1 million in revenue from the restarted Cosalá Operations in Q1-2022, plus a $1.3 million increase in silver and lead revenue at the Galena Complex from higher production and realized metal prices during the period, less a $1.4 million decrease in gold and silver revenue due to the suspension of mining operations at Relief Canyon.

Cost of sales decreased by $21.1 million from $37.7 million for the three months ended March 31, 2021 to $16.6 million for the three months ended March 31, 2022. The decrease was primarily due to a $30.2 million decrease in cost of sales at Relief Canyon mainly from inventory write-downs recognized in Q1-2021, offset by a $7.9 million increase in cost of sales from the restarted Cosalá Operations in Q1-2022, and a $1.2 million increase in cost of sales from the Galena Complex due to an increase in operating costs

Depletion and amortization increased by $1.9 million from $3.9 million for the three months ended March 31, 2021 to $5.8 million for the three months ended March 31, 2022. The increase was primarily due to a $1.4 million increase in depletion and amortization from the restarted Cosalá Operations in Q1-2022 plus a $0.6 million increase in depletion and amortization from the Galena Complex due to increased units of production.

Impairment to property, plant and equipment of $55.6 million was recorded during the three months ended March 31, 2021 as a result of changes to Relief Canyon’s expected gold production, impairing the recovery of its net asset carrying amount. There were no impairments during Q1-2022.

Loss on fair value of metals contract liability of $2.8 million was recorded during the three months ended March 31, 2022 due to a change in fair value of the Company’s metals contract liability to Sandstorm during the period.

Gain on derivatives decreased by $2.8 million mainly due to a change in fair value of the Company’s derivative instruments from outstanding convertible debentures during the period.

Gain on government loan forgiveness of $4.3 million was recorded during the three months ended March 31, 2022 as forgiveness of the Company’s loan through the Paycheck Protection Program from the U.S. CARES Act was confirmed during the period.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Summary of Quarterly Results

The following table presents a summary of the consolidated operating results for each of the most recent eight quarters ending with March 31, 2022.

Q1 Q4 Q3 Q2 Q1 Q4 Q3 Q2
2022 2021 ^1,5^ 2021 ^1,5^ 2021 ^1,5^ 2021 ^1,5^ 2020 ^1^ 2020 ^1^ 2020 ^1^
Revenue ( M) 26.4 $ 14.2 $ 10.9 $ 9.5 $ 10.4 $ 8.7 $ 7.3 $ 4.6
Net Loss ( M) (0.3 ) (32.4 ) (18.6 ) (17.8 ) (91.8 ) (9.0 ) (6.2 ) (10.8 )
Comprehensive Income (Loss) ( M) 2.8 (34.9 ) (19.1 ) (18.7 ) (87.1 ) (9.6 ) (5.7 ) (10.8 )
Silver Produced (oz)2 300,316 61,001 - - - - - -
Zinc Produced (lb)2 9,573,243 4,164,185 - - - - - -
Lead Produced (lb)2 6,367,477 1,672,806 - - - - - -
Cost of Sales/Ag Eq Oz Produced (/oz)2,3,4 10.26 $ 7.47 - - - - - -
Cash Costs/Ag Oz Produced (/oz)2,3,4 (9.55 ) $ (18.53 ) - - - - - -
All-In Sustaining Costs/Ag Oz Produced (/oz)2,3,4 (2.67 ) $ (14.67 ) - - - - - -
Current Assets (qtr. end) ( M) 29.0 $ 23.5 $ 28.3 $ 29.4 $ 27.7 $ 20.1 $ 36.0 $ 28.4
Current Liabilities (qtr. end) ( M) 33.5 45.6 38.2 39.0 27.9 39.0 34.6 34.1
Working Capital (qtr. end) ( M) (4.5 ) (22.1 ) (9.9 ) (9.6 ) (0.2 ) (18.9 ) 1.4 (5.7 )
Total Assets (qtr. end) ( M) 215.8 $ 213.4 $ 205.5 $ 207.7 $ 207.0 $ 284.8 $ 279.6 $ 258.1
Total Liabilities (qtr. end) ( M) 93.7 109.6 80.8 83.3 73.8 103.6 96.4 98.0
Total Equity (qtr. end) ( M) 122.1 103.8 124.7 124.4 133.2 181.2 183.2 160.1

All values are in US Dollars.

^1^ Production results are nil for the Cosalá Operations from Q2-2020 to Q3-2021 due to it being placed under care and maintenance effective February 2020 as a result of the illegal blockade<br> and exclude the Galena Complex due to suspension of certain operating metrics during the Galena Recapitalization Plan implementation.
^2^ Throughout this MD&A, consolidated production results and consolidated operating metrics are based on the attributable ownership percentage of each operating segment (100% Cosalá<br> Operations and 60% Galena Complex).
--- ---
^3^ Costs per ounce measurements during Q4-2021 were based on operating results starting from December 1, 2021 following return to nameplate production of the Cosalá Operations. Throughout<br> this MD&A, all other production results from the Cosalá Operations during Q4-2021 were determined based on total production during the period.
--- ---
^4^ This is a supplementary or non-GAAP financial measure or ratio. See “Non-GAAP and Other Financial Measures” section for further information.
--- ---
^5^ Certain fiscal 2021 amounts were adjusted through changes in accounting policies. See “Accounting Standards and Pronouncement” section for further information.
--- ---

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Liquidity

The change in cash since December 31, 2021 can be summarized as follows (in millions of U.S. dollars):

Opening cash balance as at December 31, 2021 $ 2.9
Cash generated from operations 6.4
Expenditures on property, plant and equipment (3.5 )
Repayments to Glencore pre-payment facility (1.5 )
Lease payments (0.8 )
At-the-market offering 10.2
Sandstorm private placement 2.5
Delivery of metals purchased (2.0 )
Contribution from non-controlling interests 1.0
Increase in trade and other receivables (3.2 )
Change in inventories 0.3
Change in prepaid expenses 0.3
Change in trade and other payables (5.7 )
Change in foreign exchange rates 0.2
Closing cash balance as at March 31, 2022 $ 7.1

The Company’s cash and cash equivalents balance increased from $2.9 million to $7.1 million with a working capital deficit of $4.5 million mainly due to cash generated from operations, and net proceeds received from the at-the-market offering and Sandstorm private placement. This increase was offset by expenditures of property, plant and equipment, lease payments, repayments on the outstanding Glencore pre-payment facility, and delivery of metals purchased to Sandstorm. Current liabilities as at March 31, 2022 were $33.5 million which is $12.1 million lower than at December 31, 2021, principally due to lower trade and other payables, repayments on the outstanding Glencore pre-payment facility, and forgiveness of the U.S. CARES Act government loan.

The Company operates in a cyclical industry where cash flow has historically been correlated to market prices for commodities. The Company’s cash flow is dependent upon its ability to achieve profitable operations, obtain adequate equity or debt financing, or, alternatively, dispose of its non-core properties on an advantageous basis to fund its near-term operations, development and exploration plans, while meeting production targets at current commodity price levels. Management evaluates viable financing alternatives to ensure sufficient liquidity including debt instruments, concentrate offtake agreements, sale of non-core assets, private equity financing, sale of royalties on its properties, metal prepayment and streaming arrangements, and the issuance of equity. Despite significant recent increases in the market price of silver, zinc and lead, several material uncertainties may impact the Company’s liquidity in the short term, such as: the price of commodities, cash flow positive production and related positive cash flows at the Cosalá Operations, the Galena Complex Recapitalization Plan, and COVID-19. The Company believes that it has sufficient access to capital and cash flow to fund its 2022 operations, development, and exploration plans while meeting production targets (other than production in respect of temporary suspension of mining operations at Relief Canyon) at current commodity price levels. In the longer term, as the Cosalá Operations attain full production, the Galena Complex is optimized, and the outlook for silver, zinc, copper, and lead prices remains positive, the Company believes that cash flow will be sufficient to fund ongoing operations. However, additional impairments to the carrying value of the Company’s mining interests and property and equipment may also be required depending on ongoing technical studies at Relief Canyon, or if both precious and base metal prices decrease from their current levels.

The Company’s liquidity has improved significantly since December 31, 2021 with the restart of the Cosalá Operations and continuing operational improvements at the Galena Complex in the current metal price environment. As a result, the Company’s amended the going concern note disclosure that was present in its December 31, 2021 financial statements due to the improvements in operating cash flow, working capital, net income, and metal production, among other factors. Considering the recent illegal blockade, the ability to maintain cash flow positive production at the Cosalá Operations, allowing the Company to generate sufficient operating cash flows, is a significant judgment in these condensed interim consolidated financial statements with respect to the Company’s liquidity. Should the Company experience negative operating cash flows in future periods, the Company may need to raise additional funds through the issuance of equity or debt securities.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


The Company’s financial instruments consist of cash, trade receivables, restricted cash, trade and other payables, and other long-term liabilities. The fair value of these financial instruments approximates their carrying values, unless otherwise noted. The Company is not exposed to significant interest or credit risk arising from financial instruments. The majority of the funds of the Company are held in accounts at major banks in Canada, Mexico and the United States.

On May 11, 2020, the Company received approximately $4.5 million in loan through the Paycheck Protection Program from the U.S. CARES Act to assist with payroll and other expenses at the Galena Complex during the COVID-19 pandemic. The Company received confirmation via letter dated March 31, 2022 from the U.S. Small Business Administration that $4.3 million of the loan has been forgiven thus far. The Company has filed an appeal under the Paycheck Protection Program for the remaining $0.2 million of the loan.

Post-Employment Benefit Obligations

The Company’s liquidity has been, and will continue to be, impacted by pension funding commitments as required by the terms of the defined benefit pension plans offered to both its hourly and salaried workers at the Galena Complex (see note 16 in the audited consolidated financial statements of the Company and the notes thereto for the year ended December 31, 2021). Both pension plans are under-funded due to actuarial losses incurred from market conditions and changes in discount rates; the Company intends to fund to the minimum levels required by applicable law. The Company currently estimates total annual funding requirements for both Galena Complex pension plans to be approximately $0.5 million per year for each of the next 5 years (excluding fiscal 2021 funding requirements paid during fiscal 2022), with approximately $0.1 million funded during fiscal 2022 (as of May 11, 2022). Effects from COVID-19 add significant volatility to market conditions and changes in discount rates which may impact long term annual funding requirements.

The Company evaluates the pension funding status on an annual basis in order to update all material information in its assessment, including updated mortality rates, investment performance, discount rates, contribution status among other information. The pension valuation was remeasured at the end of Q1-2022 and adjusted by approximately $3.0 million as a result of significant market fluctuations from market recovery related to COVID-19 and increasing of interest rates by central banks and governments globally. The Company expects to review the pension valuation quarterly should the effects to the economy from the pandemic continue.

Capital Resources

The Company’s cash flow is dependent on delivery of its metal concentrates to market. The Company’s contracts with the concentrate purchasers provide for provisional payments based on timing of concentrate deliveries. The Company has not had any problems collecting payments from concentrate purchasers in a reliable and timely manner and expects no such difficulties in the foreseeable future. However, this cash flow is dependent on continued mine production which can be subject to interruption for various reasons including fluctuations in metal prices and concentrate shipment difficulties and in the case of Relief Canyon, the suspension of mining operations. Additionally, unforeseen cessation in the counterparty’s capabilities could severely impact the Company’s capital resources.

The Company made capital expenditures of $3.5 million during the three months ended March 31, 2022 (2020: $4.6 million) spent on purchase of property, plant and equipment mostly towards the Galena Complex Recapitalization Plan.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


The following table sets out the Company’s contractual obligations as of March 31, 2022:

Less than Over 5
Total 1 year 2-3 years 4-5 years years
Trade and other payables $ 14,690 $ 14,690 $ - $ - $ -
Promissory note 5,000 5,000 - - -
Interest on promissory note 73 73 - - -
RoyCap convertible debenture 13,444 - 13,444 - -
Interest on RoyCap convertible debenture 2,237 1,074 1,163 - -
Government loan 222 222 - - -
Metals contract liability 41,911 11,595 24,036 6,280 -
Projected pension contributions 3,425 660 1,079 1,203 483
Decommissioning provision 18,145 - - - 18,145
Other long-term liabilities 1,357 - 438 370 549
Total $ 100,504 $ 33,314 $ 40,160 $ 7,853 $ 19,177

1 – Minimum lease payments in respect to lease liabilities are included in trade and other payables and other long-term liabilities. Further details available in Note 18 of the unaudited condensed interim consolidated financial statements for the three months ended March 31, 2022.

2 – Certain of these estimates are dependent on market conditions and assumed rates of return on assets. Therefore, the estimated obligation of the Company may vary over time.

Off-Balance Sheet Arrangements

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

Transactions with Related Parties

There were no related party transactions for the three months ended March 31, 2022.

Risk Factors

The business of the Company is subject to a substantial number of risks and uncertainties. In addition to considering the information disclosed in the forward-looking statements, financial statements and the other publicly filed documentation regarding the Company available on SEDAR at www.sedar.com, on EDGAR at www.sec.gov, and on the Company’s website at www.americas-gold.com, the reader should carefully consider each of, and the cumulative effect of, the risk factors relating to the Company found under the heading “Risk Factors” in the Company’s Annual Information Form dated March 31, 2022 or the Company’s MD&A for the year ended December 31, 2021 dated March 17, 2022. Any of these risk elements could have material adverse effects on the business of the Company. See note 26 – Financial risk management of the Company’s audited consolidated financial statements for the year ended December 31, 2021 and note 18 – Financial risk management of the Company’s unaudited condensed interim consolidated financial statements for the three months ended March 31, 2022 and 2021.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Accounting Standards and Pronouncements

Accounting standards issued and applied

The following are changes in accounting policies effective as at March, 2022:

(i)   Property, plant and equipment

Amendments to IAS 16 - Property, Plant and Equipment – Proceeds before Intended Use - The standard is amended to prohibit deducting from the cost of property, plant and equipment any proceeds from selling items produced while bringing that asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Instead, the Company recognizes the proceeds from selling such items, and the cost of producing those items, in profit or loss. The amendments to IAS 16 are effective for annual periods beginning on or after January 1, 2022, with early adoption permitted. The amendments apply retrospectively only to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after the beginning of the earliest period presented in the financial statements in which the Company first applies the amendments. The Company adopted the standard effective January 1, 2022 and retrospectively recognized $0.2 million in proceeds and costs related to sales from the Relief Canyon Mine prior to its declaration of commercial production during fiscal 2021.

Financial Instruments

The Company may, from time to time, employ derivative financial instruments to manage exposure to fluctuations in foreign currency exchange rates and commodity prices.

As at March 31, 2022, the Company does not have any non-hedge foreign exchange or commodity forward contracts outstanding.

Capital Structure

The Company is authorized to issue an unlimited number of common and preferred shares, where each common share provides the holder with one vote while preferred shares are non-voting. As at March 31, 2022, there were 180,543,358 common shares and nil preferred shares issued and outstanding.

As at May 11, 2022, there were 180,543,358 common shares and nil preferred shares issued and outstanding, and 14,930,623 options outstanding which are exchangeable in common shares of the Company. The number of common shares issuable on the exercise of warrants is 4,218,822.

Controls and Procedures

Management is responsible for establishing and maintaining disclosure controls and procedures ("DC&P") and internal controls over financial reporting ("ICFR"), as those terms are defined in National Instrument 52‐109 ‐ Certification of Disclosure in Issuers’ Annual and Interim Filings ("NI 52‐109").

The Company’s DC&P are designed to ensure that all important information about the Company, including operating and financial activities, is communicated fully, accurately and in a timely way and that they provide the Company with assurance that the financial reporting is accurate.

ICFR means a process by or under the supervision of the Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS.

As at March 31, 2022, the Company’s CEO and CFO have certified that the DC&P are effective and that during the period ended March 31, 2022, the Company did not make any material changes in the ICFR that materially affected or are reasonably likely to materially affect the Company’s ICFR.

The internal controls are not expected to prevent and detect all misstatements due to error or fraud.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Technical Information

The scientific and technical information relating to the operation of the Company’s material operating mining properties and relating to mineral reserves contained herein has been reviewed and approved by Daren Dell, P.Eng., Chief Operating Officer of the Company. The scientific and technical information relating to mineral resources and exploration contained herein has been reviewed and approved by Niel de Bruin, P.Geo., Director of Geology of the Company. Each of Messrs. Dell and de Bruin are "qualified persons" for the purposes of NI 43-101.

The Company’s current Annual Information Form and the NI 43-101 Technical Reports for its other material mineral properties, all of which are available on SEDAR at www.sedar.com, contain further details regarding mineral reserve and mineral resource estimates, classification and reporting parameters, key assumptions and associated risks for each of the Company’s material mineral properties, including a breakdown by category.

Non-GAAP and Other Financial Measures

The Company has included certain non-GAAP financial and other measures to supplement the Company’s consolidated financial statements, which are presented in accordance with IFRS, including the following:

average realized silver, zinc and lead prices;
cost of sales/Ag Eq oz produced;
--- ---
cash costs/Ag oz produced;
--- ---
all-in sustaining costs/Ag oz produced;
--- ---
net cash generated from operating activities;
--- ---
working capital; and
--- ---
silver equivalent production (Ag Eq).
--- ---

Management uses these measures, together with measures determined in accordance with IFRS, internally to better assess performance trends and understands that a number of investors, and others who follow the Company’s performance, also assess performance in this manner. These non-GAAP and other financial measures should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. Non-GAAP and other financial measures do not have any standardized meaning prescribed under IFRS, and therefore they may differ from methods used by other companies with similar descriptions.  Management's determination of the components of non-GAAP financial measures and other financial measures are evaluated on a periodic basis influenced by new items and transactions, a review of investor uses and new regulations as applicable. Any changes to the measures are duly noted and retrospectively applied as applicable. Subtotals and per unit measures may not calculate based on amounts presented in the following tables due to rounding.

Average Realized Silver, Zinc and Lead Prices

The Company uses the financial measures "average realized silver price", "average realized zinc price” and “average realized lead price” because it understands that in addition to conventional measures prepared in accordance with IFRS, certain investors and analysts use this information to evaluate the Company’s performance vis-à-vis average market prices of metals for the period. The presentation of average realized metal prices is not meant to be a substitute for the revenue information presented in accordance with IFRS, but rather should be evaluated in conjunction with such IFRS measure.

Average realized metal prices represent the sale price of the underlying metal excluding unrealized mark-to-market gains and losses on provisional pricing and concentrate treatment and refining charges. Average realized silver, zinc and lead prices are calculated as the revenue related to each of the metals sold, e.g. revenue from sales of silver divided by the quantity of ounces sold.

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Reconciliation of Average Realized Silver, Zinc and Lead Prices
Q1-2022 Q1-2021 ^1^
Gross silver sales revenue ('000) $ 10,247 $ 6,700
Payable metals and fixed pricing adjustments ('000) (15 ) 19
Payable silver sales revenue ('000) $ 10,232 $ 6,719
Divided by silver sold (oz) 428,174 259,007
Average realized silver price ($/oz) $ 23.90 $ 25.94
Q1-2022 Q1-2021 ^1^
Gross zinc sales revenue ('000) $ 15,600 -
Payable metals and fixed pricing adjustments ('000) 13 -
Payable zinc sales revenue ('000) $ 15,613 -
Divided by zinc sold (lb) 9,148,830 -
Average realized zinc price ($/lb) $ 1.71 -
Q1-2022 Q1-2021 ^1^
Gross lead sales revenue ('000) $ 8,666 $ 4,705
Payable metals and fixed pricing adjustments ('000) (7 ) (13 )
Payable lead sales revenue ('000) $ 8,659 $ 4,692
Divided by lead sold (lb) 8,185,707 5,201,108
Average realized lead price ($/lb) $ 1.06 $ 0.90
^1^ Production results are nil for the Cosalá Operations from Q2-2020 to Q3-2021 due to it being placed under care and maintenance effective February 2020 as a result of the illegal blockade.
--- ---

Cost of Sales/Ag Eq Oz Produced

The Company uses the financial measure “Cost of Sales/Ag Eq Oz Produced” because it understands that, in addition to conventional measures prepared in accordance with IFRS, certain investors and analysts use this information to evaluate the Company’s underlying cost of operations. Silver equivalent production are based on all metals production at average realized silver, zinc, and lead prices during each respective period, except as otherwise noted.

Reconciliation of Consolidated Cost of Sales/Ag Eq Oz Produced^1^
Q1-2022 Q1-2021 ^2^
Cost of sales ('000) $ 16,554 -
Less non-controlling interests portion ('000) (3,478 ) -
Attributable cost of sales ('000) 13,076 -
Divided by silver equivalent produced (oz) 1,274,470 -
Cost of sales/Ag Eq oz produced ($/oz) $ 10.26 -

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Reconciliation of Cosalá Operations Cost of Sales/Ag Eq Oz Produced
Q1-2022 Q1-2021 ^2^
Cost of sales ('000) $ 7,859 -
Divided by silver equivalent produced (oz) 990,200 -
Cost of sales/Ag Eq oz produced ($/oz) $ 7.94 -
Reconciliation of Galena Complex Cost of Sales/Ag Eq Oz Produced
--- --- --- --- ---
Q1-2022 Q1-2021 ^2^
Cost of sales ('000) $ 8,695 -
Divided by silver equivalent produced (oz) 473,783 -
Cost of sales/Ag Eq oz produced ($/oz) $ 18.35 -
^1^ Throughout this MD&A, consolidated production results and consolidated operating metrics are based on the attributable ownership percentage of each operating segment (100% Cosalá<br> Operations and 60% Galena Complex).
--- ---
^2^ Production results are nil for the Cosalá Operations from Q2-2020 to Q3-2021 due to it being placed under care and maintenance effective February 2020 as a result of the illegal blockade,<br> and exclude the Galena Complex due to suspension of certain operating metrics during the Galena Recapitalization Plan implementation.
--- ---

Cash Costs and Cash Costs/Ag Oz Produced

The Company uses the financial measures “Cash Costs” and “Cash Costs/Ag Oz Produced” in accordance with measures widely reported in the silver mining industry as a benchmark for performance measurement and because it understands that, in addition to conventional measures prepared in accordance with IFRS, certain investors and analysts use this information to evaluate the Company’s underlying cash costs of operations.

Cash costs are determined on a mine-by-mine basis and include mine site operating costs such as mining, processing, administration, production taxes and royalties which are not based on sales or taxable income calculations. Non-cash costs consist of non-cash related charges to cost of sales including inventory movements and write-downs to net realizable value of concentrates, ore stockpiles, and spare parts and supplies.

Reconciliation of Consolidated Cash Costs/Ag Oz Produced^1^
Q1-2022 Q1-2021 ^2^
Cost of sales ('000) $ 16,554 -
Less non-controlling interests portion ('000) (3,478 ) -
Attributable cost of sales ('000) 13,076 -
Non-cash costs ('000) (1,796 ) -
Direct mining costs ('000) $ 11,280 -
Smelting, refining and royalty expenses ('000) 5,627 -
Less by-product credits ('000) (19,775 ) -
Cash costs ('000) $ (2,868 ) -
Divided by silver produced (oz) 300,316 -
Cash costs/Ag oz produced ($/oz) $ (9.55 ) -

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Reconciliation of Cosalá Operations Cash Costs/Ag Oz Produced
Q1-2022 Q1-2021 ^2^
Cost of sales ('000) $ 7,859 -
Non-cash costs ('000) (1,441 ) -
Direct mining costs ('000) $ 6,418 -
Smelting, refining and royalty expenses ('000) 4,699 -
Less by-product credits ('000) (17,311 ) -
Cash costs ('000) $ (6,194 ) -
Divided by silver produced (oz) 126,767 -
Cash costs/Ag oz produced ($/oz) $ (48.86 ) -
Reconciliation of Galena Complex Cash Costs/Ag Oz Produced
--- --- --- --- --- ---
Q1-2022 Q1-2021 ^2^
Cost of sales ('000) $ 8,695 -
Non-cash costs ('000) (592 ) -
Direct mining costs ('000) $ 8,103 -
Smelting, refining and royalty expenses ('000) 1,547 -
Less by-product credits ('000) (4,106 ) -
Cash costs ('000) $ 5,544 -
Divided by silver produced (oz) 289,249 -
Cash costs/Ag oz produced ($/oz) $ 19.17 -
^1^ Throughout this MD&A, consolidated production results and consolidated operating metrics are based on the attributable ownership percentage of each operating segment (100% Cosalá<br> Operations and 60% Galena Complex).
--- ---
^2^ Production results are nil for the Cosalá Operations from Q2-2020 to Q3-2021 due to it being placed under care and maintenance effective February 2020 as a result of the illegal blockade,<br> and exclude the Galena Complex due to suspension of certain operating metrics during the Galena Recapitalization Plan implementation.
--- ---

All-In Sustaining Costs and All-In Sustaining Costs/Ag Oz Produced

The Company uses the financial measures “All-In Sustaining Costs” and “All-In Sustaining Costs/Ag Oz Produced” in accordance with measures widely reported in the silver mining industry as a benchmark for performance measurement and because it understands that, in addition to conventional measures prepared in accordance with IFRS, certain investors and analysts use this information to evaluate the Company’s total costs of producing silver from operations.

All-in sustaining costs is cash costs plus all development, capital expenditures, and exploration spending, excluding costs related to the Galena Recapitalization Plan implementation.

Reconciliation of Consolidated All-In Sustaining Costs/Ag Oz Produced^1^
Q1-2022 Q1-2021 ^2^
Cash costs ('000) $ (2,868 ) -
Capital expenditures ('000) 1,623 -
Exploration costs ('000) 444 -
All-in sustaining costs ('000) $ (801 ) -
Divided by silver produced (oz) 300,316 -
All-in sustaining costs/Ag oz produced ($/oz) $ (2.67 ) -

P a g e | 19


Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Reconciliation of Cosalá Operations All-In Sustaining Costs/Ag Oz Produced
Q1-2022 Q1-2021 ^2^
Cash costs ('000) $ (6,194 ) -
Capital expenditures ('000) 371 -
Exploration costs ('000) 434 -
All-in sustaining costs ('000) $ (5,389 ) -
Divided by silver produced (oz) 126,767 -
All-in sustaining costs/Ag oz produced ($/oz) $ (42.51 ) -
Reconciliation of Galena Complex All-In Sustaining Costs/Ag Oz Produced
--- --- --- --- ---
Q1-2022 Q1-2021 ^2^
Cash costs ('000) $ 5,544 -
Capital expenditures ('000) 2,086 -
Exploration costs ('000) 17 -
All-in sustaining costs ('000) $ 7,647 -
Galena Complex Recapitalization Plan costs ('000) 1,547 -
All-in sustaining costs with Galena Recapitalization Plan ('000) $ 9,194 -
Divided by silver produced (oz) 289,249 -
All-in sustaining costs/Ag oz produced ($/oz) $ 26.44 -
All-in sustaining costs with Galena Recapitalization Plan/Ag oz produced ($/oz) $ 31.79 -
^1^ Throughout this MD&A, consolidated production results and consolidated operating metrics are based on the attributable ownership percentage of each operating segment (100% Cosalá<br> Operations and 60% Galena Complex).
--- ---
^2^ Production results are nil for the Cosalá Operations from Q2-2020 to Q3-2021 due to it being placed under care and maintenance effective February 2020 as a result of the illegal blockade,<br> and exclude the Galena Complex due to suspension of certain operating metrics during the Galena Recapitalization Plan implementation.
--- ---

Net Cash Generated from Operating Activities

The Company uses the financial measure “net cash generated from operating activities” because it understands that, in addition to conventional measures prepared in accordance with IFRS, certain investors and analysts use this information to evaluate the Company’s liquidity, operational efficiency, and short-term financial health.

This is a financial measure disclosed in the Company’s statements of cash flows determined as net cash generated from operating activities, before changes in non-cash working capital items.

Reconciliation of Net Cash Generated from Operating Activities
Q1-2022 Q1-2021
Net cash used in operating activities ('000) $ (1,823 ) $ (16,313 )
Less changes in non-cash working capital items 8,272 9,121
Net cash generated from (used in) operating activities ('000) $ 6,449 $ (7,192 )

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Americas Gold and Silver Corporation

Management’s Discussion & Analysis

For the three months ended March 31, 2022


Working Capital

The Company uses the financial measure “working capital” because it understands that, in addition to conventional measures prepared in accordance with IFRS, certain investors and analysts use this information to evaluate the Company’s liquidity, operational efficiency, and short-term financial health.

Working capital is the excess of current assets over current liabilities.

Reconciliation of Working Capital
Q1-2022 Q1-2021
Current Assets ('000) $ 28,974 $ 27,679
Less current liabilities ('000) (33,540 ) (27,884 )
Working capital ('000) $ (4,566 ) $ (205 )

Supplementary Financial Measures

The Company references certain supplementary financial measures that are not defined terms under IFRS to assess performance because it believes they provide useful supplemental information to investors.

Silver Equivalent Production

References to silver equivalent production are based on all metals production at average realized silver, zinc, and lead prices during each respective period, except as otherwise noted.

P a g e | 21

Exhibit 99.3

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, Darren Blasutti, Chief Executive Officer of Americas Gold and Silver Corporation, certify the following:

1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Americas Gold and Silver Corporation (the “issuer”) for the interim period ended March 31, 2022.
2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a<br> material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.
--- ---
3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the<br> interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.
--- ---
4. Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control<br> over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.
--- ---
5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the<br> interim filings
--- ---
(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
--- ---
(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
--- ---
(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods<br> specified in securities legislation; and
--- ---
(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the<br> issuer’s GAAP.
--- ---
5.1 Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Committee of Sponsoring Organizations framework.
--- ---

5.2 ICFR – material weakness relating to design: N/A
5.3 Limitation on scope of design: The issuer has disclosed in its interim MD&A
--- ---

(a) the fact that the issuer’s other certifying officer(s) and I have limited the scope of our

design of DC&P and ICFR to exclude controls, policies and procedures of

(i) N/A;

(ii) N/A; or

(iii) a business that the issuer acquired not more than 365 days before the last day

of the period covered by the interim filings; and

(b) summary financial information about the proportionately consolidated entity, special

purpose entity or business that the issuer acquired that has been proportionately

consolidated or consolidated in the issuer’s financial statements.

6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2022 and ended on March 31, 2022 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: May 11, 2022

“Darren Blasutti”

Darren Blasutti

President & Chief Executive Officer

Exhibit 99.4

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

FULL CERTIFICATE

I, Warren Varga, Chief Financial Officer of Americas Gold and Silver Corporation, certify the following:

1. Review: I have reviewed the interim<br> financial report and interim MD&A (together, the “interim filings”) of Americas Gold and Silver Corporation (the “issuer”) for the<br> interim period ended March 31, 2022.
2. No misrepresentations: Based on my<br> knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in<br> light of the circumstances under which it was made, with respect to the period covered by the interim filings.
--- ---
3. Fair presentation: Based on my knowledge,<br> having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash<br> flows of the issuer, as of the date of and for the periods presented in the interim filings.
--- ---
4. Responsibility: The issuer’s other<br> certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.
--- ---
5. Design: Subject to the limitations, if any,<br> described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings
--- ---
(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
--- ---
(i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
--- ---
(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is<br> recorded, processed, summarized and reported within the time periods specified in securities legislation; and
--- ---
(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation<br> of financial statements for external purposes in accordance with the issuer’s GAAP.
--- ---
5.1 Control framework: The control framework the<br> issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Committee of Sponsoring Organizations framework.
--- ---

5.2 ICFR – material weakness relating to design: N/A
5.3 Limitation on scope of design: The issuer<br> has disclosed in its interim MD&A
--- ---

(a) the fact that the issuer’s other certifying officer(s) and I have limited the scope of our

design of DC&P and ICFR to exclude controls, policies and procedures of

(i) N/A;

(ii) N/A; or

(iii) a business that the issuer acquired not more than 365 days before the last day

of the period covered by the interim filings; and

(b) summary financial information about the proportionately consolidated entity, special

purpose entity or business that the issuer acquired that has been proportionately

consolidated or consolidated in the issuer’s financial statements.

6. Reporting changes in ICFR: The issuer has<br> disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2022 and ended on<br> March 31, 2022 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: May 11, 2022

“Warren Varga”

Warren Varga

Chief Financial Officer

Exhibit 99.5

CONSENT OF NIEL DE BRUIN

May 11, 2022

I, Niel de Bruin, hereby consent to the use of my name in connection with reference to my involvement in the review and approval of certain scientific and technical information in the management’s discussion and analysis of Americas Gold and Silver Corporation (the “Company”) for the three months ended March 31, 2022.

I also hereby consent to the inclusion or incorporation by reference of the scientific and technical information in the Company’s registration statement (No. 333-240504) on Form F-10, as amended or supplemented.

/s/ Niel de Bruin

Niel de Bruin

Exhibit 99.6

CONSENT OF DAREN DELL

May 11, 2022

I, Daren Dell, hereby consent to the use of my name in connection with reference to my involvement in the review and approval of certain scientific and technical information in the management’s discussion and analysis of Americas Gold and Silver Corporation (the “Company”) for the three months ended March 31, 2022.

I also hereby consent to the inclusion or incorporation by reference of the scientific and technical information in the Company’s registration statement (No. 333-240504) on Form F-10, as amended or supplemented.

/s/ Daren Dell

Daren Dell