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

FORM 6-K

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

For the month of August 2023

Commission File Number: 001-35404

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

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

(Address of principal executive offices)

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

[   ] Form 20-F     [X] Form 40-F

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

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


SUBMITTED HEREWITH

Exhibits:

Exhibit   Description
   
99.1   Condensed Consolidated Interim Financial Statements for the period ended June 30, 2023
99.2   Management’s Discussion and Analysis for the period ended June 30, 2023
99.3   Form 52-109F2 - Certification of Interim Filings - Full Certificate - CEO
99.4   Form 52-109F2 - Certification of Interim Filings - Full Certificate - CFO


SIGNATURES

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

  EMX ROYALTY CORPORATION
   
  (Registrant)
   
Date: August 14, 2023 By: /s/ Rocio Echegaray
     
  Name:

Rocio Echegaray

  Title: Corporate Secretary



 

 

 

 

 

EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

(Expressed in thousands of US Dollars)

(Unaudited)

June 30, 2023

 

 

 

 

 


EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION

(Unaudited - Expressed in thousands of US dollars)

               
  Note   June 30, 2023     December 31, 2022  
               
ASSETS              
               
Current              
Cash    $ 9,980   $ 15,508  
Restricted cash 3   985     1,330  
Investments 4   9,536     10,409  
Trade receivables and other assets 5   11,154     11,574  
Loan receivable 18   761     -  
Assets held for sale 6   655     -  
Total current assets     33,071     38,821  
               
Non-current              
Restricted cash 3   144     144  
Investments 4   4,049     4,152  
Trade receivables and other assets 5   11,831     12,522  
Investment in associated entity 7   60,609     58,189  
Royalty and other property interests 8   51,816     53,425  
Property and equipment     929     1,188  
Deferred financing charges     398     389  
Total non-current assets     129,776     130,009  
               
TOTAL ASSETS   $ 162,847   $ 168,830  
               
LIABILITIES              
               
Current              
Accounts payable and accrued liabilities    $ 1,888   $ 2,340  
Advances from joint venture partners 9   1,381     1,703  
Derivative liabilities 10   1,720     -  
Loan payable 11   3,178     3,216  
Liabilities associated with assets held for sale 6   19     -  
Total current liabilities     8,186     7,259  
               
Non-current              
Loan payable 11   38,250     37,273  
Deferred income tax liability     2,653     1,097  
Total non-current liabilities     40,903     38,370  
               
TOTAL LIABILITIES     49,089     45,629  
               
SHAREHOLDERS' EQUITY              
               
Capital stock 12   157,979     193,006  
Reserves     18,692     11,753  
Deficit     (62,913 )   (81,558 )
TOTAL SHAREHOLDERS' EQUITY     113,758     123,201  
               
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY   $ 162,847   $ 168,830  

Nature of operations and going concern (Note 1)

Approved on behalf of the Board of Directors on August 10, 2023

Signed:      "David M Cole" Director Signed:      "Larry Okada" Director
           

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


EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF INCOME (LOSS)

(Unaudited - Expressed in thousands of US dollars, except per share amounts)

      Three months ended     Six months ended  
  Note    June 30, 2023     June 30, 2022
(restated - Note 2)
    June 30, 2023     June 30, 2022
(restated - Note 2)
 
                           
REVENUE AND OTHER INCOME 13 $ 3,408   $ 7,034   $ 6,150   $ 8,783  
                           
COSTS AND EXPENSES                          
General and administrative 14   1,332     910     3,030     3,032  
Royalty generation costs, net  15   2,444     3,094     5,290     5,228  
Depletion, depreciation, and direct royalty taxes     790     743     1,642     1,237  
Share-based payments  16   122     1,264     265     1,758  
      4,688     6,011     10,227     11,255  
                           
Income (loss) from operations     (1,280 )   1,023     (4,077 )   (2,472 )
                           
Gain (loss) on revaluation of investments     (1,383 )   (3,471 )   (709 )   1,526  
Loss on sale of marketable securities     (17 )   (127 )   (459 )   (284 )
Gain (loss) on revaluation of derivative liabilities 10   188     -     (398 )   -  
Equity income from investment in associated entity 7   1,340     2,094     2,255     3,005  
Foreign exchange loss     (797 )   (1,643 )   (965 )   (2,511 )
Gain on debt and receivable modifications 5, 11   124     -     124     4,005  
Settlement gain, net     -     -     -     18,825  
Impairment charges     -     (25 )   -     (25 )
Finance expense 11   (1,270 )   (1,377 )   (2,511 )   (2,788 )
                           
Income (loss) before income taxes     (3,095 )   (3,526 )   (6,740 )   19,281  
Deferred income tax recovery (expense)      (1,554 )   211     (1,556 )   (4,004 )
Income tax expense      (73 )   -     (152 )   -  
                           
Income (loss) for the period   $ (4,722 ) $ (3,315 ) $ (8,448 ) $ 15,277  
                           
Basic earnings (loss) per share 17 $ (0.04 ) $ (0.03 ) $ (0.08 ) $ 0.14  
Diluted earnings (loss) per share 17 $ (0.04 ) $ (0.03 ) $ (0.08 ) $ 0.14  
                           
Weighted average no. of shares outstanding - basic 17   110,698,311     108,890,140     110,681,345     105,382,744  
Weighted average no. of shares outstanding - diluted  17   110,698,311     108,890,140     110,681,345     107,382,369  

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


EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited - Expressed in thousands of US dollars)

 

    Three months ended     Six months ended  
    June 30, 2023     June 30, 2022
(restated - Note 2)
    June 30, 2023     June 30, 2022
(restated - Note 2)
 
Income (loss) for the period $ (4,722 ) $ (3,315 ) $ (8,448 ) $ 15,277  
                         
Other comprehensive income                        
Currency translation adjustment   -     (7,325 )   -     (6,916 )
                         
Comprehensive income (loss) for the period $ (4,722 ) $ (10,640 ) $ (8,448 ) $ 8,361  

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


EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS

(Unaudited - Expressed in thousands of US dollars)

      Six months ended     Six months ended  
      June 30, 2023     June 30, 2022  
  Note         (restated - Note 2)  
               
Cash flows from operating activities              
Income (loss) for the period   $ (8,448 ) $ 15,277  
Items not affecting operating activities:              
Interest income      (686 )   (963 )
Effect of exchange rate changes on cash      (51 )   224  
Items not affecting cash:              
Loss (gain) on revaluation of investments     709     (1,526 )
Loss on revaluation of derivative liabilities 10   398     -  
Equity income from investments in associate     (2,255 )   (3,005 )
Share-based payments 16   225     2,626  
Gain on debt and receivable modifications 5, 11   (124 )   (4,005 )
Deferred income tax expense      1,556     4,004  
Depreciation     103     55  
Depletion     1,565     1,151  
Finance expense 11   2,511     2,788  
Realized loss on sale of investments     459     284  
Impairment charges     -     25  
Shares received pursuant to property agreements     (798 )   (770 )
Unrealized foreign exchange loss (gain)     (258 )   757  
               
Changes in non-cash working capital items 21   1,102     (4,910 )
Total cash provided by (used in) operating activities     (3,992 )   12,012  
               
Cash flows used in investing activities              
Option payments received     44     232  
Interest received on cash     45     24  
Loan interest received     -     107  
Dividends and other distributions      3,566     2,887  
Loan receivable 18   (750 )   -  
Proceeds from loan repayment     -     942  
Purchase of investment in associated entity     (3,517 )   (25,742 )
Purchases of fair value through profit and loss investments, net     676     (2,077 )
Purchase and sale of property and equipment, net     (170 )   (540 )
Reclamation bonds      49     212  
Total cash provided by (used in) investing activities     (57 )   (23,955 )
               
Cash flows from financing activities              
Loan repayments 11   (1,572 )   (10,048 )
Proceeds from private placement     -     10,000  
Share issue costs     -     (39 )
Proceeds from exercise of options     66     71  
Deferred financing costs     -     (28 )
Total cash used in financing activities     (1,506 )   (44 )
               
Effect of exchange rate changes on cash      51     (224 )
               
Change in cash     (5,504 )   (12,211 )
Cash, beginning     15,508     19,861  
Cash in assets held for sale     (24 )   -  
               
Cash, ending   $ 9,980   $ 7,650  

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


EMX ROYALTY CORPORATION

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF SHAREHOLDERS’ EQUITY

(Unaudited - Expressed in thousands of US dollars, except per share amounts)

  Note   Number of
common shares
    Capital stock     Reserves     Deficit     Total  
Balance as at December 31, 2022     110,664,190   $ 193,006   $ 11,753   $ (81,558 ) $ 123,201  
Shares issued for exercise of stock options     67,500     104     (38 )   -     66  
Share-based payments     -     -     225     -     225  
Reclass of warrants to derivative liabilty 10   -     -     (1,286 )   -     (1,286 )
Effect of functional currency change 2   -     (35,131 )   8,038     27,093     -  
Loss for the period     -     -     -     (8,448 )   (8,448 )
                                 
Balance as at June 30, 2023     110,731,690   $ 157,979   $ 18,692   $ (62,913 ) $ 113,758  
                                 
                                 
                                 
  Note   Number of
common shares
    Capital stock     Reserves     Deficit     Total  
Balance as at December 31, 2021 (restated) 2   105,359,211   $ 181,857   $ 17,804   $ (88,783 ) $ 110,878  
Shares issued for royalty and property acquisitions 12   211,795     477     -     -     477  
Shares issued for private placements 12   3,812,121     8,670     1,330     -     10,000  
Share issue costs     -     (39 )   -     -     (39 )
Shares issued for exercise of stock options     75,000     112     (41 )   -     71  
RSUs issued     164,063     378     (378 )   -     -  
Share-based payments     -     -     2,626     -     2,626  
Foreign currency translation adjustment     -     -     (6,916 )   -     (6,916 )
Income for the period     -     -     -     15,277     15,277  
                                 
Balance as at June 30, 2022     109,622,190   $ 191,455   $ 14,425   $ (73,506 ) $ 132,374  

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


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

1. NATURE OF OPERATIONS AND GOING CONCERN

EMX Royalty Corporation (the "Company" or "EMX") is a precious, base and battery metals royalty company, which engages in the generation, acquisition and management of resource royalties and similar strategic investments. The Company's royalty and exploration portfolio mainly consists of properties in North America, Turkey, Europe, Australia, and Latin America. The Company's common shares are listed on the TSX Venture Exchange ("TSX-V"), and the NYSE American under the symbol of "EMX", and also trade on the Frankfurt Stock Exchange under the symbol "6E9". The Company's head office is located at 501 - 543 Granville Street, Vancouver, British Columbia, Canada V6C 1X8. 

These condensed consolidated interim financial statements have been prepared using International Financial Reporting Standards ("IFRS") applicable to a going concern, which assumes that the Company will be able to realize its assets, discharge its liabilities and continue in operation for the following twelve months. 

Some of the Company's activities for royalty generation are located in emerging nations and, consequently, may be subject to a higher level of risk compared to other developed countries. Operations, the status of mineral property rights and the recoverability of investments in emerging nations can be affected by changing economic, legal, regulatory and political situations.

These condensed consolidated interim financial statements of the Company are presented in United States ("US") dollars, unless otherwise noted, which is the functional currency of the parent company and its subsidiaries.

2. STATEMENT OF COMPLIANCE AND SUMMARY OF MATERIAL ACCOUNTING POLICIES

Statement of Compliance

These condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting ("IAS 34") using accounting policies consistent with IFRS as issued by the International Accounting Standards Board ("IASB") and interpretations of the International Financial Reporting Interpretations Committee ("IFRIC").

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

Summary of Significant Accounting Policies

These condensed consolidated interim financial statements follow the same accounting policies and methods of application as the Company's most recent annual financial statements, except as described below, and should be read in conjunction with the annual audited consolidated financial statements of the Company for the year ended December 31, 2022.

Critical Accounting Judgments and Significant Estimates and Uncertainties

The critical judgments and estimates applied in the preparation of the Company's unaudited condensed consolidated interim financial statements for the six months ended June 30, 2023, are consistent with those applied in the Company's December 31, 2022, audited consolidated financial statements.


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

2. STATEMENT OF COMPLIANCE AND SUMMARY OF MATERIAL ACCOUNTING POLICIES (continued)

New Accounting Policies

Derivative Financial Instruments

The Company may issue share purchase warrants and conversion options on convertible debentures or as part of units that have an exercise price denominated in a currency that is different to the functional currency of the Company, thus causing them to be classified as derivative liabilities. These instruments are measured at fair value through profit or loss through the application of an appropriate valuation model.

Certain pronouncements have been issued by the IASB or IFRIC that are effective for accounting periods beginning on or after January 1, 2023. The Company has reviewed these updates and determined that many of these updates are not applicable or consequential to the Company and have been excluded from discussion within these significant accounting policies.

Functional and Presentation Currency

On January 1, 2023, the functional currency of the Company and its subsidiaries was reassessed as a result of a change in underlying transactions, events and conditions.  As a result of this reassessment, the Company changed, to US dollar, the functional currency of all entities that were previously Canadian dollar functional currency as at December 31, 2022. The functional currency determinations were conducted through an analysis of the consideration factors identified in IAS 21, The Effects of Changes in Foreign Exchange Rates.  The change in functional currency was accounted for on a prospective basis, with no impact of this change on prior year comparative information.

Translation of transactions and balances

Effective December 31, 2022, the Company elected to change its presentation currency from the Canadian dollar ("CAD" or "C$") to the US dollar. The change in presentation currency is to better reflect the Company's business activities and to improve investors' ability to compare the Company's financial results with other publicly traded precious metals royalty and streaming companies. The Company has applied the change to US dollar presentation currency retrospectively and restated the comparative financial information as if the US dollar presentation currency had always been the Company's presentation currency.

3. RESTRICTED CASH

At June 30, 2023, the Company classified $1,129 (December 31, 2022 - $1,474) as restricted cash. This amount consists of $144 (December 31, 2022 - $144) held as collateral for its corporate credit cards and cash of $985 (December 31, 2022 - $1,330) held by wholly-owned subsidiaries of the Company, which the full amount is for use and credit to the Company's exploration venture partners in the USA, Sweden, Norway, and Finland pursuant to expenditure requirements for ongoing property agreements. Partner advances expected to be used within the following twelve months are included with current assets.


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

4. INVESTMENTS

As at June 30, 2023, and December 31, 2022, the Company had the following investments:

    June 30, 2023     December 31, 2022  
Marketable securities $ 8,626   $ 9,966  
Warrants   271     4  
Private company investments   4,688     4,591  
Total investments   13,585     14,561  
Less: current portion   (9,536 )   (10,409 )
Non-current portion $ 4,049   $ 4,152  

The Company receives investments as proceeds related to various property agreements and may sell its holdings to the market where appropriate.  During the six months ended June 30, 2023, the Company realized $930 (2022 - $917) in proceeds from sales of investments.

5. TRADE RECEIVABLES AND OTHER ASSETS

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

As at June 30, 2023, and December 31, 2022, trade receivables and other assets were as follows:

Category    June 30, 2023     December 31, 2022  
Royalty revenue receivable $ 3,061   $ 1,034  
Refundable taxes   1,087     1,017  
Turkish VAT recoverable   2,571     3,567  
Recoverable royalty generation expenditures and advances   382     911  
Deferred compensation    10,469     12,216  
Milestone payment receivable   4,000     4,000  
Reclamation bonds   423     472  
Prepaid expenses, deposits and other   992     879  
Total receivables and other assets   22,985     24,096  
Less: current portion   (11,154 )   (11,574 )
Non-current portion $ 11,831   $ 12,522  

Non-current trade receivables and other assets are comprised of VAT, the deferred payments from Aftermath Silver Ltd. ("Aftermath") and AbraSilver Resource Corp. ("AbraSilver") expected to be collected after 12 months, and reclamation bonds held as security towards future royalty generation work and the related future potential cost of reclamation of the Company's land and unproven mineral interests. 

As at June 30, 2023, the Company has no material reclamation obligations.  Once reclamation of the properties is complete, the bonds will be returned to the Company.


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

5. TRADE RECEIVABLES AND OTHER ASSETS (continued)

The following table summarizes the Company's deferred compensation as at June 30, 2023 and changes during the six months then ended:

    Aftermath     Abrasilver     Total  
Balance as at December 31, 2022 $ 6,963   $ 5,253   $ 12,216  
Interest accretion   331     298     629  
Amount received   (2,500 )   -     (2,500 )
Gain on receivable modification   124     -     124  
Balance as at June 30, 2023   4,918     5,551     10,469  
Less: current portion   -     -     -  
Non-current portion $ 4,918   $ 5,551   $ 10,469  

On May 31, 2023, six months earlier than scheduled, the Company received $2,500 from Aftermath. Subsequent to period end, the Company entered into an agreement to amend the terms of the deferred payments with Aftermath. Under the terms of the amendment, the Company agreed to extend the due date of the next scheduled payment of $3,000 from November 30, 2024 to May 15, 2025.

6. ASSETS AND LIABILITIES HELD FOR SALE

During the six months ended June 30, 2023, the Company entered into a definitive agreement with Scout Discoveries Corp. (“Scout”). Pursuant to the agreement, Scout will purchase mineral properties from EMX in exchange for a 19.9% equity interest. Additionally, Scout will acquire EMX’s whole-owned subsidiary, Scout Drilling LLC, for future cash payments. 

Subsequent to period end, the Company signed an amended agreement to the transaction, which closed on July 31, 2023. The amended agreement outlines the purchase of Scout Drilling LLC and certain mineral properties for the following consideration:

  • Equity ownership in Scout totaling 19.9%, with anti-dilution rights up to a $5,000 capital raise.
  • 24 monthly payments of $10 commencing on August 1, 2023.
  • Payment of $500 due on July 31, 2024.
  • Payment of $1,000 less the amount paid in monthly payments due on July 31, 2025 for a total consideration of $1,500 for Scout Drilling LLC.
  • Scout can purchase Scout Drilling LLC for a total of $1,100 if paid within the first year.
  • Annual advanced royalty ("AAR") payment of $10 per mineral property, which escalates by $10 each year. The total amount of AARs, per mineral property, is capped at $75 per year.

As at June 30, 2023, the Company has classified all assets and liabilities associated with the transaction as held for sale:

    June 30, 2023  
Cash  $ 24  
Trade receivables and other assets   304  
Property and equipment   327  
Total assets   655  
       
Accounts payable and accrued liabilities    19  
Total liabilities  $ 19  


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

7. INVESTMENT IN ASSOCIATED ENTITY

Caserones

In August 2021, the Company entered into an agreement to acquire an effective 0.418% Net Smelter Return ("NSR") royalty on the operating Caserones mine in northern Chile for $34,100 in cash. To purchase the Caserones Royalty and for purposes of distributing payments received from the royalty interest, the Company formed a 50%-50% partnership, Minera Tercero SpA ("Tercero"), with Elemental Royalties Corp. which is accounted for as a joint operation in accordance with IFRS 11 Joint Arrangements. 

Tercero was used to purchase a 43% interest in Sociedad Legal Minera California Una de la Sierra Pena Negra ("SLM California") through a Share Purchase Agreement for $68,200.  Separately, the Company entered into a Credit Agreement with Sprott Private Resource Lending II (Collector), LP ("Sprott") (Note 11) to finance its portion of the purchase price.  SLM California has a right to 67.5% of the 2.88% Caserones NSR royalty. SLM California's sole purpose is to administer the company, pay Chilean taxes and distribute its royalty proceeds to the shareholders, including Tercero. The 50% interest of the Company in Tercero provides EMX with the right to an effective 0.418% royalty interest. 

During the year ended December 31, 2022, the Company increased its effective NSR royalty to 0.7335% by acquiring an additional 16.23% interest in SLM California for $25,742 through its wholly-owned subsidiary EMX Chile SpA.  During the six months ended June 30, 2023 the Company acquired an additional 2.263% interest in SLM California for cash consideration of $3,517 increasing the Company's royalty interest in the Caserones property to 0.7775%.

The Company, through its Tercero and EMX Chile combined interests, does not control operational decisions and is eligible to appoint a director to serve on the Board of SLM California. The Company’s judgment is that it has significant influence, but not control and accordingly equity accounting is appropriate. 

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

                June 30, 2023     December 31, 2022  
Current assets             $ 8,314   $ 9,187  
Total liabilities                (3,613 )   (5,298 )
Net assets               4,701     3,889  
The Company's ownership %               40.0%     37.7%  
Acquisition fair value and other adjustments               58,729     56,722  
Carrying amount of investment in SLM California             $ 60,609   $ 58,189  
                         
    Three months ended     Six months ended  
    June 30, 2023     June 30, 2022     June 30, 2023     June 30, 2022  
Royalty revenue $ 7,685   $ 6,443   $ 13,584   $ 13,236  
Net income   3,216     3,728     5,640     7,965  
The Company's ownership %   40.0%     37.7%     40.0%     37.7%  
Company's share of net income of SLM California $ 1,101   $ 1,340   $ 2,255   $ 3,005  

Income generated from the Company’s investment in SLM California is included in equity income from an investment in an associated entity. During the three and six months ended June 30, 2023, the Company’s share of the royalty revenue in SLM California totaled $3,073 and $5,432 respectively (2022 – $2,431 and $4,994 respectively).


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

7. INVESTMENT IN ASSOCIATED ENTITY (continued)

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

    June 30, 2023     December 31, 2022  
Opening Balance   $ 58,189   $ 34,781  
Capital Investment   3,517     25,742  
Company's share of net income of SLM California   2,255     2,890  
Distributions   (3,352 )   (5,224 )
Ending Balance $ 60,609   $ 58,189  

8. ROYALTY AND OTHER PROPERTY INTERESTS

As at and for the six months ended June 30, 2023:

    Country     December 31,
2022
    Net Additions
(Recoveries)
    Depletion     Impairment     Cumulative
translation
adjustments
     June 30,
2023
    Historical cost     Accumulated
depletion and
other**
 
Royalty Interests                                                  
Gediktepe   Turkey   $ 34,528   $ -   $ (1,401 ) $ -   $ -   $ 33,127   $ 43,746   $ (10,619 )
Leeville   USA     4,546     -     (164 )   -     -     4,382     38,869     (34,487 )
Diablillos   Argentina     6,582     -     -     -     -     6,582     6,582     -  
Berenguela   Peru     1,828     -     -     -     -     1,828     1,828     -  
Revelo Portfolio   Chile     1,137     -     -     -     -     1,137     1,137     -  
Tartan Lake   Canada     914     -     -     -     -     914     914     -  
Timok   Serbia     148     -     -     -     -     148     148     -  
Other*   Various     2,008     -     -     -     -     2,008     2,008     -  
          51,691     -     (1,565 )   -     -     50,126     95,232     (45,106 )
Other Property Interests                                                  
Perry Portfolio   Canada     741     (44 )   -     -     -     697     741     (44 )
Other*   Various     993     -     -     -     -     993     993     -  
          1,734     (44 )   -     -     -     1,690     1,734     (44 )
Total       $ 53,425   $ (44 ) $ (1,565 ) $ -   $ -   $ 51,816   $ 96,966   $ (45,150 )

*Included in other are various royalty and other property interests held in Finland, Sweden, Argentina, Chile, Mexico, Canada and the U.S.A.

**Includes previously recognized recoveries and impairment charges.

As at and for the year ended December 31, 2022:

    Country     December 31,
2021
    Net Additions
(Recoveries)
    Depletion     Impairment     Cumulative
translation
adjustments
    December 31,
2022
    Historical cost     Accumulated
depletion and
other**
 
Royalty Interests                                                  
Gediktepe   Turkey   $ 43,746   $ -   $ (3,770 ) $ (5,448 ) $ -   $ 34,528   $ 43,746   $ (9,218 )
Leeville   USA     6,413     -     (1,867 )   -     -     4,546     38,869     (34,323 )
Diablillos   Argentina     7,018     -     -     -     (436 )   6,582     7,224     (642 )
Berenguela   Peru     1,949     -     -     -     (121 )   1,828     2,006     (178 )
Revelo Portfolio   Chile     1,326     -     -     (25 )   (164 )   1,137     1,162     (25 )
Tartan Lake   Canada     975     -     -     -     (61 )   914     1,003     (89 )
Timok   Serbia     195     -     -     -     (47 )   148     195     (47 )
Other*   Various     1,576     484     -     -     (52 )   2,008     2,081     (73 )
          63,198     484     (5,637 )   (5,473 )   (881 )   51,691     96,286     (44,595 )
Other Property Interests                                                  
Perry Portfolio   Canada     1,321     (446 )   -     (53 )   (81 )   741     2,199     (1,458 )
Other*   Various     1,129     (67 )   -     -     (69 )   993     3,624     (2,631 )
          2,450     (513 )   -     (53 )   (150 )   1,734     5,822     (4,088 )
Total       $ 65,648   $ (29 ) $ (5,637 ) $ (5,526 ) $ (1,031 ) $ 53,425   $ 102,109   $ (48,684 )

*Included in other are various royalty and other property interests held in Finland, Sweden, Argentina, Chile, Mexico, Canada and the U.S.A.

**Includes previously recognized recoveries, impairment charges and translation adjustments.


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

8. ROYALTY AND OTHER PROPERTY INTERESTS (continued)

ROYALTY INTERESTS

Gediktepe Royalty

The Company holds two royalties at Gediktepe in Turkey, which cover assets currently being operated by Lidya Madencilik Sanayi ve Ticaret A.Ş., a private Turkish company. These include a perpetual 10% NSR royalty over metals produced from the oxide zone after cumulative production of 10,000 gold-equivalent oxide ounces; and (ii) a perpetual 2% NSR royalty over metals produced from the sulfide zone, payable after cumulative production of 25,000 gold-equivalent sulfide ounces. Upon achievement of the production of 10,000 gold-equivalent oxide ounces, a $4,000 milestone payment was earned and is expected to be paid to the Company in Q3 2023.

Leeville Royalty

The Company holds a 1% gross smelter return ("GSR") royalty on portions of West Leeville, Carlin East, Four Corners, Turf and other underground gold mining operations and deposits in the Northern Carlin Trend of Nevada. The Leeville royalty property is included in the Nevada Gold Mines LLC and Barrick-Newmont Nevada joint venture. Royalty income from the Leeville Mine incurs a 5% direct gold tax.

Balya Royalty

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

Gold Bar South Royalty (formerly Afgan)

The Company holds a 1% NSR royalty in the Gold Bar South royalty property, operated by McEwen Mining Inc. ("McEwen"), which covers a sediment-hosted, oxide gold deposit situated southeast of McEwen's Gold Bar open pit mining operation in north-central Nevada.

9. ADVANCES FROM JOINT VENTURE PARTNERS

Advances from joint venture partners relate to unspent funds received pursuant to approved exploration programs by the Company and its project partners. The Company's advances from project partners consist of the following:

    June 30, 2023     December 31, 2022  
U.S.A. $ 1,236   $ 1,670  
Fennoscandia   145     33  
Total $ 1,381   $ 1,703  

10. DERIVATIVE LIABILITIES

As a result of the functional currency change of the Company's reporting entity from Canadian dollars to US dollars on January 1, 2023, the Company reclassified $1,286 (2022 - $Nil) of reserves related to warrants previously issued and priced in Canadian dollars, as a derivative liability. Upon reclassification, the Company recognized a loss of $589 (2022 - $Nil) on the revaluation of derivative liabilities.


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

10. DERIVATIVE LIABILITIES (continued)

As at June 30, 2023, the fair value of derivative liabilities was $1,720 (December 31, 2022 - $Nil). During the six months ended June 30, 2023, the Company recognized a cumulative loss of $398 (2022 - $Nil) on the revaluation of derivative liabilities. The fair values of derivative liabilities were estimated using the Black-Scholes option pricing model with weighted average assumptions as follows:

    June 30, 2023     December 31, 2022  
Risk free interest rate   4.24%     N/A  
Expected life (years)   2.21     N/A  
Expected volatility   42.1%     N/A  
Dividend yield   0%     N/A  

During the six months ended June 30, 2023, there were no changes in the number of warrants outstanding.

The following table summarizes information about the warrants which were outstanding as at June 30, 2023:

Date Issued   Number of Warrants     Exercisable     Exercise Price (C$)     Expiry Date  
November 5, 2021   3,249,998     3,249,998     4.50     November 5, 2023  
April 14, 2022   3,812,121     3,812,121     4.45     April 14, 2027  
Total   7,062,119     7,062,119              

11. LOAN PAYABLE

Sprott Credit Facility

In August 2021, the Company entered into a credit facility with Sprott for $44,000 (the "Sprott Credit Facility") with a maturity date of July 31, 2022. The credit facility carries an annual interest rate of 7%, payable monthly and the Company is required to maintain $1,500 in funds held as a minimum cash balance under the agreement. The Sprott Credit Facility includes a general security agreement over select assets of EMX.

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

For the six months ended June 30, 2023, the Company recognized an interest expense of $2,511 (2022 - $2,430) on the loan which was calculated using the revised annual effective interest rate and was included in finance expenses and other.


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

11. LOAN PAYABLE (continued)

The following table summarizes the Company's loan payable as at June 30, 2023, and changes during the six months then ended:

    Sprott Facility  
Balance as at December 31, 2022 $ 40,489  
Interest accretion   2,511  
Repayments   (1,572 )
Balance as at June 30, 2023   41,428  
Less: current portion   (3,178 )
Non-current portion $ 38,250  

12. CAPITAL STOCK

Authorized 

As at June 30, 2023, the authorized share capital of the Company was an unlimited number of common shares without par value.

Common Shares

During the six months ended June 30, 2023, the Company:

  • Issued 67,500 common shares for gross proceeds of $66 pursuant to the exercise of stock options.

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

  • Issued 211,795 common shares valued at $477 related to the Oijärvi acquisition agreement.
  • Issued 3,812,121 units pursuant to a private placement for gross proceeds of $10,000. Each unit consisted of one common share of the Company and one warrant which entitles the holder to purchase one common share of the Company for a period of five years at an exercise price of C$4.45. Using the residual value method with respect to the measurement of shares and warrants issued as private placement units, $1,330 was allocated to the value of the warrant component.  In consideration for arrange the private placement, the Company paid share issue costs of $39 in cash.
  • Issued 75,000 common shares for gross proceeds of $71 pursuant to the exercise of stock options.
  • Issued 164,063 common shares with a value of $378 pursuant to a restricted share unit plan with executives and management of the Company.

Stock Options

The Company adopted a stock option plan (the "Plan") pursuant to the policies of the TSX-V.  The maximum number of shares that may be reserved for issuance under the plan is limited to 10% of the issued common shares of the Company at any time.  The vesting terms are determined at the time of the grant, subject to the terms of the plan.


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

12. CAPITAL STOCK (continued)

During the six months ended June 30, 2023, the change in stock options outstanding was as follows:

    Number     Weighted Average
Exercise Price (C$)
 
Balance as at December 31, 2022   7,849,000   $ 2.53  
Exercised   (67,500 )   1.30  
Forfeited   (64,500 )   3.36  
Number of options outstanding as at June 30, 2023   7,717,000   $ 2.53  

The following table summarizes information about the stock options which were outstanding and exercisable at June 30, 2023:

Date Granted   Number of Options     Exercisable     Exercise Price($C)     Expiry Date  
July 10, 2018   1,196,500     1,196,500     1.30     July 10, 2023  
November 28, 2018   10,000     10,000     1.57     November 28, 2023  
December 14, 2018   20,000     20,000     1.42     December 14, 2023  
June 6, 2019   1,335,000     1,335,000     1.70     June 6, 2024  
November 18, 2019   30,000     30,000     1.80     November 18, 2024  
January 21, 2020   60,000     60,000     2.22     January 21, 2025  
April 22, 2020   20,000     20,000     2.50     April 22, 2025  
June 10, 2020   1,402,500     1,402,500     2.62     June 10, 2025  
October 5, 2020   24,000     24,000     3.50     October 5, 2025  
May 6, 2021   1,187,500     1,187,500     4.11     May 6, 2026  
May 12, 2021   15,000     15,000     4.28     May 12, 2026  
August 19, 2021   500,000     500,000     3.66     August 19, 2026  
September 8, 2021   10,000     10,000     3.51     September 8, 2026  
April 29, 2022   1,795,500     1,795,500     2.56     April 29, 2027  
July 5, 2022   100,000     100,000     2.45     July 5, 2027  
July 20, 2022   11,000     11,000     2.45     July 20, 2027  
                         
Total   7,717,000     7,717,000              

Stock options expiring during an imposed restricted period that are not exercised prior to any such restriction, will not expire but instead be available for exercise for ten business days after termination of the restricted period.

As at June 30, 2023, the weighted average remaining useful life of exercisable stock options was 2.15 years (December 31, 2022 - 2.64 years).

Restricted share units

In 2017, the Company introduced a long-term restricted share unit plan ("RSUs"). The RSUs entitle employees, directors, or officers to common shares of the Company upon vesting based on vesting terms determined by the Company's Board of Directors at the time of grant.  A total of 3,200,000 RSUs are reserved for issuance under the plan and the number of shares issuable pursuant to all RSUs granted under this plan, together with any other compensation arrangement of the Company that provides for the issuance of shares, shall not exceed ten percent (10%) of the issued and outstanding shares at the grant date.


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

12. CAPITAL STOCK (continued)

The following table summarizes information about the RSUs which were outstanding at June 30, 2023:

Evaluation Date   December 31, 2022     Granted     Vested     Expired/Cancelled     June 30, 2023  
December 31, 2022*   430,000     -     (365,500 )   (64,500 )   -  
December 31, 2023   470,000     -     -     (20,000 )   450,000  
December 31, 2024   520,000     -     -     (20,000 )   500,000  
Total   1,420,000     -     (365,500 )   (104,500 )   950,000  

* Based on the achievement performance as evaluated by the Compensation Committee, it was ascertained that 365,500 RSU’s with an evaluation date of December 31, 2022 had vested based on preset performance criteria previously established on the grant date. As at June 30, 2023 the vested RSU’s had not yet been settled.

13. REVENUE

During the three and six months ended June 30, 2023 and 2022 the Company had the following sources of revenue and other income:

Revenue and other income    Three months ended     Six months ended  
  June 30, 2023     June 30, 2022     June 30, 2023     June 30, 2022  
Royalty revenue* $ 2,059   $ 946   $ 3,776   $ 1,574  
Option and other property income   1,011     5,599     1,700     6,223  
Interest income   338     489     674     986  
  $ 3,408   $ 7,034   $ 6,150   $ 8,783  

* Excludes royalty revenue generated from the Company's equity interest in SLM California (Note 7)

During the three and six months ended June 30, 2023 and 2022 the Company had the following sources of royalty revenue:

Royalty Revenue   Three months ended     Six months ended  
  June 30, 2023     June 30, 2022     June 30, 2023     June 30, 2022  
Gediktepe  $ 1,175   $ -   $ 2,101   $ -  
Leeville   664     802     1,198     1,203  
Balya   9     -     162     -  
Gold Bar South   134     -     134     -  
Other    77     144     181     371  
  $ 2,059   $ 946   $ 3,776   $ 1,574  

The Company has a number of exploration stage royalties and royalty generation properties being advanced by the Company and within partnered agreements. Many of these projects include staged or conditional payments owed to the Company payable in cash or partner equity pursuant to individual agreements. The Company may also earn conditional payments on producing royalties.

During the six months ended June 30, 2023, the Company received or accrued staged cash payments totaling $378 (2022 - $666), milestone payments on producing royalties totaling $Nil (2022 - $4,000), and equity payments valued at $798 (2022 - $488) in connection with property agreements from various partners. These payments have been included in option and other property income within revenue and other income. 


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

14. GENERAL AND ADMINISTRATIVE EXPENSES

During the three and six months ended June 30, 2023 and 2022 the Company had the following sources of general and administrative expenses:

General and administrative expenses    Three months ended     Six months ended  
  June 30, 2023     June 30, 2022     June 30, 2023     June 30, 2022  
Salaries, consultants, and benefits $ 401   $ 181   $ 1,333   $ 1,086  
Professional fees   361     185     536     798  
Investor relations and shareholder information   228     230     441     431  
Transfer agent and filing fees   33     63     167     227  
Administrative and office   235     211     465     443  
Travel   74     40     88     47  
  $ 1,332   $ 910   $ 3,030   $ 3,032  

15. ROYALTY GENERATION COSTS

During the six months ended June 30, 2023, the Company incurred the following royalty generation costs, which were expensed as incurred:

    Fennoscandia     USA**     Eastern Europe     South America     Other     Technical support
and project
investigation*
    Total  
Administration costs $ 115   $ 219   $ 177   $ -   $ 3   $ 35   $ 549  
Drilling, technical, and support costs   617     4,075     104     2     174     166     5,138  
Personnel   247     1,488     340     28     168     876     3,147  
Property costs   89     275     28     196     41     -     629  
Professional costs   3     54     62     16     22     250     407  
Share-based payments   -     -     -     -     -     (40 )   (40 )
Travel   28     23     -     -     16     88     155  
Total Expenditures   1,099     6,134     711     242     424     1,375     9,985  
Recoveries from partners   (580 )   (4,115 )   -     -     -     -     (4,695 )
Net Expenditures $ 519   $ 2,019   $ 711   $ 242   $ 424   $ 1,375   $ 5,290  

* Technical support, evaluation, and due diligence related to new and existing opportunities for royalty acquisitions and strategic investments

** Includes costs related to Scout Drilling LLC, which was sold subsequent to June 30, 2023

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

    Fennoscandia     USA**     Eastern Europe     South America     Other     Technical support
and project
investigation*
    Total  
Administration costs $ 140   $ 148   $ 26   $ 16   $ 9   $ 64   $ 403  
Drilling, technical, and support costs   322     2,961     14     43     46     -     3,386  
Personnel   466     1,172     343     117     177     912     3,187  
Professional costs   29     6     20     186     22     250     513  
Property costs   374     304     -     142     42     -     862  
Share-based payments   198     235     30     73     30     302     868  
Travel   57     11     15     -     17     51     151  
Total Expenditures   1,586     4,837     448     577     343     1,579     9,370  
Recoveries from partners   (513 )   (3,620 )   -     -     (9 )   -     (4,142 )
Net Expenditures $ 1,073   $ 1,217   $ 448   $ 577   $ 334   $ 1,579   $ 5,228  

* Technical support, evaluation, and due diligence related to new and existing opportunities for royalty acquisitions and strategic investments

** Includes costs related to Scout Drilling LLC, which was sold subsequent to June 30, 2023


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

16. SHARE-BASED PAYMENTS

During the six months ended June 30, 2023, the Company recorded aggregate share-based payments of $225 (2022 - $2,626) as they relate to the fair value of stock options and RSU's vested, and forfeited. Share-based payments for the six months ended June 30, 2023, and 2022 are allocated to expense accounts as follows:

Six months ended June 30, 2023   General and
Administrative Expenses
    Royalty Generation Costs     Total  
RSU's vested $ 265   $ (40 ) $ 225  
                   
                   
Six months ended June 30, 2022   General and
Administrative Expenses
    Royalty Generation Costs     Total  
Fair value of stock options vested $ 864   $ 804   $ 1,668  
RSUs vested   870     64     934  
RSUs settled in cash   24     -     24  
  $ 1,758   $ 868   $ 2,626  

17. NET INCOME (LOSS) PER SHARE

    Three months ended     Six months ended  
    June 30, 2023     June 30, 2022     June 30, 2023     June 30, 2022  
Net income (loss) $ (4,722 ) $ (3,315 ) $ (8,448 ) $ 15,277  
Weighted average number of common shares outstanding - basic   110,698,311     108,890,140     110,681,345     105,382,744  
Dilutive effect of stock options and warrants    -     -     -     1,999,625  
Weighted average number of common shares outstanding - diluted   110,698,311     108,890,140     110,681,345     107,382,369  
Basic earnings (loss) per share $ (0.04 ) $ (0.03 ) $ (0.08 ) $ 0.14  
Diluted earnings (loss) per share $ (0.04 ) $ (0.03 ) $ (0.08 ) $ 0.14  

18. RELATED PARTY TRANSACTIONS

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

Six months ended June 30, 2023   Salary and fees     Share-based
Payments
    Total  
Management $ 494   $ 103   $ 546  
Outside directors    362     43     405  
Seabord Management Corp.*   151     -     151  
Total $ 1,007   $ 146   $ 1,102  

* Seabord Management Corp. (“Seabord”) is a management services company partially owned by the CFO and Chairman of the Board of Directors of the Company. Seabord provides accounting and administration staff, and office space to the Company. Neither the CFO nor the Chairman receives any direct compensation from Seabord in relation to services provided to the Company


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

18. RELATED PARTY TRANSACTIONS (continued)

Six months ended June 30, 2022   Salary and fees     Share-based
Payments
    Total  
Management $ 466   $ 637   $ 1,103  
Outside directors    267     560     827  
Seabord Management Corp.*   160     -     160  
Total $ 893   $ 1,197   $ 2,090  

* Seabord Management Corp. (“Seabord”) is a management services company partially owned by the CFO and Chairman of the Board of Directors of the Company. Seabord provides accounting and administration staff, and office space to the Company. Neither the CFO nor the Chairman receives any direct compensation from Seabord in relation to services provided to the Company

Included in accounts payable and accrued liabilities as at June 30, 2023, is $6 (December 31, 2022 - $Nil) owed to key management personnel.

During the six months ended June 30, 2023, the Company advanced $750 to Rawhide Acquisition Holdings ("Rawhide"), a company which EMX has a 38.07% equity interest in.  Of the total amount advanced, $600 was issued as a promissory note, secured against certain mining equipment of Rawhide (the "Collateral") listed for sale. The note bears interest at 6% compounded annually and matures on the date which is three business days after the proceeds covering the full amount of the loan are received by Rawhide from the sale or disposition of the Collateral.

During the six months ended June 30, 2023, the Company recognized $11 in interest income on the promissory note.

19. SEGMENTED INFORMATION

For the six months ended June 30, 2023, the Company had revenue and other income located geographically as follows:

    Fennoscandia     USA     Eastern Europe     Other     Total  
Royalty revenue* $ 125   $ 1,388   $ 2,263   $ -   $ 3,776  
Option and other property income   459     643     -     598     1,700  
Interest income   2     12     -     660     674  
Total $ 586   $ 2,043   $ 2,263   $ 1,258   $ 6,150  

* Excludes royalty revenue generated from the Company's equity interest in SLM California (Note 7)

For the six months ended June 30, 2022, the Company had revenue and other income located geographically as follows:

    Fennoscandia     USA     Eastern Europe     Other     Total  
Royalty revenue* $ 144   $ 1,203   $ -   $ 227   $ 1,574  
Option and other property income   403     983     4,666     171     6,223  
Interest income   26     -     -     960     986  
Total $ 573   $ 2,186   $ 4,666   $ 1,358   $ 8,783  

* Excludes royalty revenue generated from the Company's equity interest in SLM California (Note 7)


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

19. SEGMENTED INFORMATION (continued)

As at June 30, 2023, the Company had royalty and other property interests, and property and equipment located geographically as follows:

    Fennoscandia     USA     Eastern Europe     South America     Other     Total  
Royalty and other property interests                                    
As at June 30, 2023 $ 524   $ 5,852   $ 33,275   $ 9,742   $ 2,423   $ 51,816  
As at December 31, 2022 $ 515   $ 6,026   $ 34,676   $ 9,742   $ 2,466   $ 53,425  
Property and equipment                                    
As at June 30, 2023 $ 180   $ 672   $ 77   $ -   $ -   $ 929  
As at December 31, 2022 $ 150   $ 1,019   $ 19   $ -   $ -   $ 1,188  

20. RISK AND CAPITAL MANAGEMENT: FINANCIAL INSTRUMENTS

The Company considers items included in shareholders' equity as capital.  The Company's objective when managing capital is to safeguard the Company's ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders.

As at June 30, 2023, the Company had working capital of $24,885 (December 31, 2022 - $31,562). The Company has continuing royalty income that will vary depending on royalty ounces received and the price of minerals. The Company also receives additional cash inflows from the recovery of expenditures from project partners, investment income including dividends from investments in associated entities and pre-production property deals including anniversary and stage payments. During the year ended December 31, 2022, the Company re-negotiated the payment terms of the Sprott Credit Facility (Note 11).

The Company manages the capital structure and makes adjustments in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may issue new shares through public and/or private placements, sell assets, renegotiate terms of debt, or return capital to shareholders. 

The Company is not subject to externally imposed capital requirements other than as disclosed in Note 11.

Fair Value

The Company characterizes inputs used in determining fair value using a hierarchy that prioritizes inputs depending on the degree to which they are observable. The three levels of the fair value hierarchy are as follows:

a) Level 1: inputs represent quoted prices in active markets for identical assets or liabilities. Active markets are those in which transactions occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

b) Level 2: inputs other than quoted prices that are observable, either directly or indirectly. Level 2 valuations are based on inputs, including quoted forward prices for commodities, market interest rates, and volatility factors, which can be observed or corroborated in the market place.

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


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

20. RISK AND CAPITAL MANAGEMENT: FINANCIAL INSTRUMENTS (continued)

During the six months ended June 30, 2023, derivative liabilities (Note 10) were added to the fair value hierarchy levels. Financial instruments measured at fair value on the statement of financial position are summarized in levels of the fair value hierarchy as follows:

Assets   Level 1     Level 2     Level 3     Total  
Investments - shares $ 8,625   $ 593   $ -   $ 9,218  
Investments - warrants   -     271     -     271  
Total $ 8,625   $ 864   $ -   $ 9,489  
                         
                         
Liabilities   Level 1     Level 2     Level 3     Total  
Deriviative liablities - warrants $ -   $ 1,720   $ -   $ 1,720  
Total $ -   $ 1,720   $ -   $ 1,720  

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

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

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

Credit Risk

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

Interest Rate Risk

The Company is exposed to interest rate risk because of fluctuating interest rates on cash and restricted cash. Management believes the interest rate risk is low given the interest rate on the Sprott Credit Facility (Note 11) is fixed.

Market Risk

The Company is exposed to market risk because of the fluctuating values of its publicly traded marketable securities and other company investments. The Company has no control over these fluctuations and does not hedge its investments.  Based on the June 30, 2023 portfolio values, a 10% increase or decrease in effective market values would increase or decrease net shareholders’ equity by approximately $949.

Liquidity Risk

Liquidity risk is the risk that the Company is unable to meet its financial obligations as they come due.  The Company manages this risk by careful management of its working capital to ensure the Company's expenditures will not exceed available resources.


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

20. RISK AND CAPITAL MANAGEMENT: FINANCIAL INSTRUMENTS (continued)

Commodity Risk

The Company's royalty revenues are derived from a royalty interest and are based on the extraction and sale of precious and base minerals and metals. Factors beyond the control of the Company may affect the marketability of metals discovered. Metal prices have historically fluctuated widely. Consequently, the economic viability of the Company's royalty interests cannot be accurately predicted and may be adversely affected by fluctuations in mineral prices.

Currency Risk

Foreign exchange risk arises when future commercial transactions and recognized assets and liabilities are denominated in a currency that is not the entity's functional currency.  The Company operates in North America, Europe, Turkey, Latin America and Australia. The Company funds cash calls to its subsidiary companies outside of Canada in US dollars and a portion of its expenditures are also incurred in local currencies.

The exposure of the Company's cash, restricted cash, trade receivables, accounts payable and accrued liabilities, advances from joint venture partners and loan payable to foreign exchange risk as at June 30, 2023, was as follows:

    Canadian Dollar
$
    Turkish Lira
TRY
 
Cash    725     239  
Accounts receivable   168     67,805  
Accounts payable and accrued liabilities   (527 )   (1,668 )
Derivative warrant liability   (2,277 )   -  
Net exposure   (1,911 )   66,376  
US dollar equivalent $ (1,443 ) $ 2,547  

The balances noted above reflect the foreign currency balances held within the parent company and any wholly owned subsidiaries.  Balances denominated in another currency other than the currencies above are considered immaterial. Based on the above net exposure as at June 30, 2023, and assuming that all other variables remain constant, a 10% depreciation or appreciation of the US dollar against the foreign currencies above would result in an increase/decrease of approximately $110 in the Company's pre-tax profit or loss.

21. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS

Changes in non-cash working capital:

    Six months ended     Six months ended  
    June 30, 2023     June 30, 2022  
Trade receivables and other assets $ 1,511   $ (3,369 )
Accounts payable and accrued liabilities   (432 )   (1,037 )
Advances from joint venture partners   23     (504 )
  $ 1,102   $ (4,910 )


EMX ROYALTY CORPORATION
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited - Expressed in thousands of US dollars, except where indicated)
For the period ended June 30, 2023

21. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS (continued)

During the six months ended June 30, 2023 and 2022, the Company paid interest and income tax as follows:

    Six months ended     Six months ended  
    June 30, 2023     June 30, 2022  
Interest paid $ 1,571   $ 1,211  
Income taxes paid   293     -  
  $ 1,864   $ 1,211  



 

 

 

 

 

EMX ROYALTY CORPORATION

MANAGEMENT'S DISCUSSION AND ANALYSIS

SIX MONTHS ENDED JUNE 30, 2023

 

 

 

 

 

 


GENERAL

This Management's Discussion and Analysis ("MD&A") for EMX Royalty Corporation, (the "Company", or "EMX") has been prepared based on information known to management as of August 10, 2023. This MD&A is intended to help the reader understand the consolidated financial statements and should be read in conjunction with the consolidated financial statements of the Company for the six months ended June 30, 2023 prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"). All dollar amounts included therein and in the following MD&A are in United States dollars except where noted.

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

OVERVIEW

EMX Royalty Corporation is in the business of organically generating royalties derived from a portfolio of mineral property interests. The Company augments royalty generation with royalty acquisitions and strategic investments. EMX's royalty and mineral property portfolio consists of 274 properties in North America, Europe, Turkey, Latin America, Africa and Australia. The Company's portfolio is comprised of the following:

Producing Royalties 6
Advanced Royalties 11
Exploration Royalties 152
Royalty Generation Properties 105

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

STRATEGY

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

  • Royalty Generation. EMX's 20-year track record of successful exploration initiatives has developed into an avenue to organically generate mineral property royalty interests. The strategy is to leverage in-country geologic expertise to acquire prospective properties on open ground, and to build value through low-cost work programs and targeting. These properties are sold or optioned to partner companies for retained royalty interests, advance minimum royalty ("AMR") and annual advance royalty ("AAR") payments, project milestone payments, and other consideration that may include equity interests. Pre-production payments provide early-stage cash flows to EMX, while the operating companies build value through exploration and development. EMX participates in project upside optionality at no additional cost, with the potential for future royalty payments upon the commencement of production.
  • Royalty Acquisition. The purchase of royalty interests allows EMX to acquire assets that range from producing mines to development projects. In conjunction with the acquisition of producing and pre-production royalties in the base metals, precious metals, and battery metals sectors, the Company will also consider other cash flowing royalty acquisition opportunities including the energy sector.

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

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

HIGHLIGHTS

Financial Updates for the Three Months Ended June 30, 2023

  • Revenue and other income for the three months ended June 30, 2023 was $3,408,000 (2022 – $7,034,000). Adjusted revenue and other income1 of $6,481,000 (2022 – $9,465,000) included $3,073,000 (2022 – $2,431,000) in revenue for the Company’s share of royalty revenue from the Caserones Mine (effective) royalty interest in Chile. Revenue and other income and adjusted revenue and other income1 for Q2-2022 included the accrual of a $4,000,000 milestone payment related to Gediktepe.

  • Net loss for the three months ended June 30, 2023 was $4,722,000 (2022 – $3,315,000).

  • Cash used in operating activities for the three months ended June 30, 2023 was $1,160,000 (2022 – $4,152,000). Adjusted cash1 provided by operating activities for the three months ended June 30, 2023 was $1,294,000 (2022 – adjusted cash used in operating activities of $3,254,000). Operating cash flows for Q2-2023 include an accelerated $2,500,000 option payment by Aftermath Silver for the Berenguela property.

  • As at June 30, 2023, EMX had cash of $9,980,000 (December 31, 2022 – $15,508,000), investments, long-term investments and loans receivable valued at $14,346,000 (December 31, 2022 – $14,561,000) and loans payable of $41,428,000 (December 31, 2022 – $40,489,000).

Corporate Updates

Timok Dispute Update

On January 27, 2022 the Company announced that it had suspended the filing of a Notice of Arbitration to Zijin Mining Group Ltd ("Zijin") regarding its royalty agreement covering the Timok project in Serbia, which includes the producing Cukaru Peki copper and gold mine. This suspension followed EMX's previous announcement of its intention to file the Notice of Arbitration to formally dispute the royalty rate as defined under the Royalty Agreement (see EMX news release dated December 17, 2021). Discussions with Zijin have since proved amicable and productive and continued through Q2 2023. Both companies are expecting to execute a modified royalty agreement in 2023.

Acquisition of Additional Royalty Interest on Caserones

During Q2 2023, EMX acquired an additional 2.263% ownership in the underlying Caserones royalty holder, Sociedad Legal Minera California Una de la Sierra Peña Negra ("SLM"), for cash consideration of $3,517,000 pursuant to agreements with existing shareholders of SLM. The acquisition provides EMX with a further 0.044% (effective) net smelter royalty ("NSR") interest in the Caserones property, increasing the Company's NSR royalty interest to 0.7775%.

____________________________________
1
Adjusted revenue and other income and adjusted cash provided by (used in) operating activities are non-IFRS financial measures with no standardized meaning under IFRS and might not be comparable to similar financial measures disclosed by other issuers. Refer to the "Non-IFRS financial measures" section on page 26 of this MD&A for more information on each non-IFRS financial measure.


Acquisition Agreement for New Royalties with Franco-Nevada

During Q2 2023, EMX executed a term sheet with Franco-Nevada Corporation ("Franco-Nevada") (NYSE and TSX: FNV) for the joint acquisition of newly created precious metals and copper royalties sourced by EMX (the "Agreement"). Franco-Nevada will contribute 55% (up to $5.5 million) and EMX will contribute 45% (up to $4.5 million) towards the royalty acquisitions, with the resulting royalty interests equally split (i.e., 50/50). The initial term of the Agreement is for three years, or until the maximum contributions totaling $10 million from both companies have been met, and may be extended if mutually agreed by both companies.

Royalty and Royalty Generation Updates

During Q2 2023, the Company’s royalty generation business was active in North America, South America, Europe, Turkey, Australia and Morocco. The Company spent $4,255,000 (2022 – $5,108,000) on royalty generation costs and recovered $1,811,000 (2022 – $2,014,000) from partners. Royalty generation costs include exploration related activities, technical services, project marketing, land and legal costs, as well as third party due diligence for acquisitions. Included in revenue and other income was $807,000 in option, advance royalty, and other pre-production payments related to existing partnered projects as a result of the royalty generating activities. During Q2 2023, the Company also completed two new partnerships across the portfolio while continuing to replace partnered properties with new royalty generation projects. 

Highlights from Q2 2023 include the following:

  • EMX earned over $1,175,000 in royalty revenue from the Gediktepe mine.  Mine operator Lidya advised EMX that Oxide Zone gold production will increase during the summer months of 2023.

  • The Caserones (effective) royalty distribution for Q1 was received in Q2 and totaled approximately $2,454,000. Lundin Mining completed the acquisition of fifty-one percent (51%) of the issued and outstanding equity of MLCC, the Caserones mine operator, from JX Nippon (see Lundin news release dated June 13, 2023). In connection with the acquisition, Lundin filed a technical report on SEDAR titled “NI 43-101 Technical Report on the Caserones Mining Operation, Atacama Region, Chile” that included current mineral resource and reserve estimates in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects.

  • Leeville payments to EMX totaled approximately $664,000 from royalty production that totaled 338 ounces of gold. Q2 marked another strong quarter of Leeville royalty production along with robust gold prices.

  • EMX earned and subsequently received Gold Bar South royalty revenue of $54,000 from Q1 production of 2,966 gold ounces and $80,000 from Q2 production of 3,984 gold ounces. The receipt of initial royalty revenue from Gold Bar South now establishes the operation as a paying royalty for EMX.

  • Arizona Sonoran Copper released results of the Parks-Sayler infill drill program in preparation for a PFS planned for 2024, which included enriched (secondary sulfide) copper intercepts from EMX’s royalty property. Arizona Sonoran also provided an update on metallurgical programs being conducted in preparation for the PFS, which included recoveries of ~80% after 160 days from Parks-Sayler enriched copper mineralization (secondary sulfide).

  • Exploration drilling by South32 at the Hermosa property’s Peake prospect returned mineralized intercepts covered by EMX’s Hardshell royalty property included the best copper intercept to date of 139 meters averaging 1.88% copper, 0.51% lead, 0.34% zinc, and 52 g/t silver (true width not reported).

  • In Canada, EMX programs advanced available properties in the portfolio as partners conducted summer field programs on EMX royalty properties. EMX received $45,000 in cash payments and $Nil in share equity payments during the quarter from partnered projects.


  • EMX's Latin American royalty portfolio was advanced with work programs that included drilling and metallurgical test work conducted by AbraSilver at the Diablillos project's JAC Zone silver-gold discovery. GR Silver Mining Ltd ("GR Silver") reported on successful exploration step-out drilling at the San Marcial epithermal silver project. Aftermath Silver made an accelerated $2,500,000 option payment to EMX for the Berenguela polymetallic CRD project.

  • The Company‘s U.S. royalty generation portfolio progressed with ongoing partner-funded work programs, as well by the expansion of properties through the staking of new claims and permitting at key projects. EMX currently has 43 projects in partnership with other companies in the western U.S.

  • In Northern Europe the Company continued to develop and advance its portfolio of projects, with summer field programs commencing on numerous properties in Q2. EMX has 37 projects in partnership with other companies in Northern Europe and partner funded drill programs were completed in Q2 by Mahvie Minerals AB, a private Swedish corporation, at the Mo-I-Rana royalty property in Norway, and by Bayrock Resources, a private Australian company, at EMX’s Vuostok battery metals royalty property in Northern Sweden.

  • Kendrick Resources PLC (LDSE:KEN) announced drill results from EMX's Espedalen royalty property in Norway, including an intercept of 11.60 meters averaging 2.85% nickel, 1.04% copper and 0.08% cobalt from 52.4 meters depth in drill hole ESP23-08 (see Kendrick news release dated May 4, 2023). This hole was drilled at the Stormyra prospect on the Espedalen license (true width not reported, but can be estimated at 70-80% according to published cross sections). Kendrick plans to expand its exploration programs at Espedalen in the second half of 2023.

  • The Company optioned the Yarrol gold-copper (+ Co-Mn) project and the Mt Steadman gold project to Many Peaks Gold (“MPG”) during Q2. The agreement provides EMX with cash payments, equity interests in MPG, and work commitments during a fifteen month option period. Upon exercise of the option, EMX will receive additional payments of cash and shares of MPG along with annual advance royalty payments, royalty interests and other consideration.

  • Royalty generation programs proceeded in the Balkans and in Morocco in Q2, where multiple exploration license applications have been filed by the Company. New target areas are being assessed for further acquisitions.

Investment Updates

As at June 30, 2023, the Company had marketable securities of $8,626,000 (December 31, 2022 – $9,966,000), and $4,688,000 (December 31, 2022 – $4,591,000) in private investments. The Company will continue to generate cash flow by selling certain of its investments when appropriate.

OUTLOOK

The 2023 year will continue to see revenue and other income coming from our cash flowing royalties, including Leeville and Gold Bar South in Nevada, Gediktepe and Balya in Turkey, potentially Timok in Serbia (pending conclusion of discussions with Zijin), and our effective royalty interest on Caserones in Chile. As in previous years, production royalties will continue to be complemented by option, advance royalty, and other pre-production payments from partnered projects across the global asset portfolio.

The Company will continue to strengthen its balance sheet over the course of the year by looking to retire portions of our long-term debt, continuing to evaluate equity markets, and the ongoing monetization of the Company's marketable securities.


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

As a royalty holder, the Company has limited, if any, access to detailed operating information on properties such as mine plan, budget, and forecast information for which it holds royalties. Additionally, the Company may receive information from the owners and operators of the properties, which the Company is not permitted to disclose to the public pursuant to the underlying agreement or the information is not NI 43-101 compliant. Accordingly, the Company has not, and does not anticipate that it will have the ability to, provide meaningful and reliable guidance or outlook as to future production.

ROYALTY PORTFOLIO REVIEW

EMX's royalty and royalty generation portfolio totals 274 projects on six continents. The following is a summary of the royalty portfolio that includes producing, advanced, and exploration project royalties. There are three material royalties covering the Caserones Mine in Chile, the Timok Mine in Serbia, and the Gediktepe Mine in Turkey. EMX has filed technical reports for Caserones, Timok, and Gediktepe that are available under the Company's issuer profile on SEDAR (www.sedar.com). In addition, the Leeville, Balya, and Gold Bar South royalty properties are important to the Company, for current as well as projected future royalty cash flows.

Appendix A includes a comprehensive table of EMX's royalty assets. Please see EMX's AIF for the year ended December 31, 2022 for a summary of resource and reserve statements for key royalty assets. For additional details on EMX's royalty and royalty generation portfolio, including specifics on the royalty terms, please refer to the Company's website (www.EMXroyalty.com) as well as the Company's AIF and financial statements for the year ended December 31, 2022.

Producing Royalties

Asset Location Operator Commodity Stage Royalty Interest
Caserones Chile SCM Minera Lumina Copper Chile SpA Copper (Molybdenum) Producing Effective 0.7775% NSR
Timok Serbia Zijin Mining Group Co, Ltd. Copper-Gold Producing 0.5% NSR
Gediktepe Turkey Lidya Madencilik Anayi ve Ticaret A.S. Gold, Polymetallic Producing - Oxide phase 10% NSR on oxide zone and 2% NSR on sulfide zone
Leeville USA Nevada Gold Mines LLC Gold Producing 1.0% GSR
Balya Turkey Esan Eczacibaşi Endüstriyel Hammaddeler San. Ve Tic. A.Ş. Zinc-Lead-Silver Producing 4.0% NSR
Gold Bar South Nevada McEwen Mining Inc. Gold Producing 1% NSR

Significant Updates

Caserones, Chile - The Caserones open pit mine ("Caserones") is developed on a porphyry copper (molybdenum) deposit in the Atacama Region of Chile's Andean Cordillera. EMX holds an (effective) 0.7775% NSR royalty interest covering the Caserones mine, as well as other nearby exploration targets, within a mineral concession package totalling approximately 17,000 hectares. The mine is operated by SCM Minera Lumina Copper Chile SpA ("MLCC"). Caserones produces copper and molybdenum concentrates from a conventional crusher, mill, and flotation plant, as well as copper cathodes from a dump leach and solvent extraction and electrowinning plant. In 2022, the mine produced 109 ktonnes of copper and 3.1 ktonnes of molybdenum in concentrates, and 15.1 ktonnes of copper cathodes.


In Q2, the Caserones (effective) royalty distribution for Q1 2023 was received by EMX and totaled $2,454,000. This distribution was after payment of Chilean taxes of 27%.

Also in Q2, Lundin Mining Corporation ("Lundin") (TSX: LUN; Nasdaq Stockholm: LUMI) closed on the acquisition of fifty-one percent (51%) of the issued and outstanding equity of SCM Minera Lumina Copper Chile (MLCC) from JX Metals Corporation and certain of its subsidiaries (collectively, "JX"), which had owned 100% of MLCC (see Lundin news release dated July 13, 2023). Lundin paid an aggregate of approximately $800 million in cash consideration at closing, with remaining deferred cash consideration of $150,000,000 payable in installments over the six-year period following the closing date. Lundin also has the right to acquire up to an additional 19% interest in Lumina Copper for $350,000,000 over a five-year period commencing on the first anniversary of the date of closing.

In connection with the acquisition, Lundin filed a technical report on SEDAR titled "NI 43-101 Technical Report on the Caserones Mining Operation, Atacama Region, Chile" with an effective date of December 31, 2022 and report date of July 13, 2023 that was authored by AGP Mining Consultants Inc. The Technical Report includes updated mineral resource and reserve estimates for Caserones prepared in accordance with National Instrument 43-101 - Standards of Disclosure for Mineral Projects and using the 2014 Canadian Institute of Mining, Metallurgy and Petroleum (CIM) Definition Standards for Mineral Resources and Mineral Reserves.

The Caserones mineral resources were given by Lundin as:

Caserones Mineral Resource Statement, effective December 31, 2022
    Grade Contained Metal
  Mtonnes CuT% Mo% CuT Kt Mo Kt
Measured 173 0.36 0.012 617 21
Indicated 850 0.3 0.01 2,532 84
Meas+Ind 1,023 0.31 0.01 3,150 105
Inferred 121 0.26 0.012 317 14

Notes:

1. All figures are rounded to reflect the relative accuracy of the estimate.

2. Totals may not sum due to rounding as required by reporting guidelines.

3. Open pit mineral resources are reported within an optimized constraining shell.

4. Open pit cut-off grade is 0.13% CuT.

5. Mineral resources are inclusive of mineral reserves.

6. The Qualified Person responsible for the mineral resource estimate is Mr. Paul Daigle, P.Geo., Associate Principal Geologist with AGP Mining Consultants Inc.

The Caserones mineral reserves were given by Lundin as:

Caserones Mineral Reserve Statement, effective December 31, 2022 
    Grade Contained Metal
  Mtonnes CuT% Mo% CuT Kt Mo Kt
Proven 144 0.36 0.016 518 13
Probable 706 0.29 0.013 2,036 63
Total P+P 850 0.3 0.014 2,554 76

Notes:

1. The Mineral Reserves have an effective date of December 31, 2022 and are reported at the point of delivery to the process plant.


2. Mineral Reserves are reported within a design pit based on optimized Lerchs-Grossmann pit shell. Input parameters include the following: long term copper price of US$3.65/lb and long term molybdenum price of US$11.45/lb; a 2.88% net smelter return (NSR) royalty rate; average life-of-mine (LOM) mining cost of US$2.32/t mined, average LOM copper concentrate processing cost of US$8.20/t processed, average LOM general and administrative (G&A) costs of US$3.83/t processed and average desalinated water cost of $0.75/t processed; average LOM molybdenum concentrate processing cost of US$24.93/t of concentrate; average LOM dump leach cost of $1.47/t placed; bench face angles that range from 60-70º; fixed metallurgical recoveries of 82.7%, 53.7%, and 60% for copper concentrate, copper dump leach, and molybdenum concentrate respectively. Cut-off grades are based on block values with positive value blocks classified as ore. Dilution and ore loss are accounted for in the resource model blocks, and no additional ore loss or dilution is applied.

3. Mineral Reserves are presented on a 100% basis. MLCC owns the project. Lundin beneficially holds a 51% interest in MLCC and JX beneficially holds the remaining 49% interest in MLCC.

4. Tonnages are metric tonnes rounded to the nearest 100,000. Copper grade is rounded to the nearest 0.01 % copper. CuT (kt) are estimates of metal contained in tonnages and do not include allowances for processing losses. Contained copper is reported as kilo tonnes, rounded to the nearest 1,000.

5. Rounding of tonnes and contained metal content as required by reporting guidelines may result in apparent differences between tonnes, grade and contained metal content.

Lundin stated that it "believes significant exploration potential exists within the over 58,500 hectares of the Caserones land package in the highly prospective Vicuña District." This land package includes EMX's Caserones royalty property footprint, which covers the Caserones mining operation and nearby targets.

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

Production from the Upper Zone of Cukaru Peki commenced in Q4 2021, and EMX announced its intent to seek arbitration to resolve an issue with Zijin about the royalty rate on the project (see EMX news release dated December 17, 2021). Amicable discussions with Zijin commenced shortly after EMX’s announcement, leading the Company to suspend plans to file a notice of arbitration (see Company news release dated January 27, 2022). Discussions between EMX and Zijin continued throughout Q2 2023 as both companies have agreed to work toward an updated royalty agreement document, which is anticipated to be completed in 2023.

EMX also notes that Zijin has made additional technical disclosures regarding Timok and the Cukaru Peki deposit in their 2021 and 2022 annual reports, various company communications and on their website. However, this information is not yet presented in accordance with NI43-101 disclosure standards or an acceptable foreign code.

Gediktepe, Turkey - The Gediktepe VMS polymetallic deposit is located in western Turkey. The Gediktepe Royalties consist of: (i) a perpetual 10% NSR royalty over metals produced from the "oxide zone" (predominantly gold and silver) after cumulative production of 10,000 gold-equivalent oxide ounces; and (ii) a perpetual 2% NSR royalty over metals produced from the "sulfide zone" (predominantly copper, zinc, lead, silver and gold), payable after cumulative production of 25,000 gold-equivalent sulfide ounces (gold-equivalent as referenced from an underlying 2019 Share Purchase Agreement). The Gediktepe Royalties were acquired as part of the SSR royalty portfolio transaction (see EMX news release dated July 29, 2021), and are being advanced by operator Lidya Madencilik ("Lidya"), a private Turkish company.

The Gediktepe mine reached a cumulative production of 10,000 gold equivalent ounces in June 2022 as referenced in the 2019 Gediktepe share purchase agreement between Alacer Gold Madencilik A.S. and Lidya Madencilik. This triggered the 10% NSR royalty payments to EMX for all subsequent production of metals from oxide zone mining operation.


EMX earned over $1,175,000 in royalty revenue from the Gediktepe mine in Q2 2023.  Lidya has advised EMX that gold production will increase during the summer months of 2023.

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

Leeville Royalty payments to EMX totaled approximately $664,000 in Q2. Royalty production totaled 338 troy ounces of gold that were principally sourced from Four Corners (72%), Carlin East (16%), and West Leeville (12%).

NGM continues to actively explore and develop the Greater Leeville Complex, which includes the Company's Leeville Royalty property.

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

The initial phases of mining at Balya North commenced in late 2021, and production continued to ramp up in 2022 as mine construction was completed. In December 2022, Esan informed the Company that production from Balya North would be temporarily suspended due to technical difficulties in processing the clay-rich materials in the upper portions of the lead-zinc-silver deposit. Esan modified its engineering and mine plans and resumed production in Q2, 2023 with production now coming from multiple underground working faces and mine levels. 

EMX recognized $9,000 in royalty payments from the Balya property in Q2. Production is scheduled to continue ramping up through Q3 and Q4 of 2023.

Gold Bar South, Nevada - EMX's Gold Bar South 1% NSR royalty property, operated by McEwen Mining Inc. (TSX & NYSE: MUX) ("McEwen"), covers a sediment-hosted, oxide gold deposit situated ~5.6 kilometers southeast of McEwen's Gold Bar open pit mining operation in north-central Nevada. Gold Bar South probable reserves have been stated by McEwen as (see McEwen news release dated February 22, 2021):

kTons Gold
(oz/ton)
Gold
(g/t)
Contained Gold
Koz
Recoverable
Gold Koz
2,135 0.031 1.05 65.7 40.1
  • Assumes 61% metallurgical recovery for Gold Bar South ROM.
  • Reserves estimated at a price of $1,500/ounce Au and are within an engineered pit design based on a Lerchs Grossman Algorithm.
  • Numbers have been rounded to reflect the accuracy of the estimates and may not sum due to rounding.

In Q2, mining and production continued from Gold Bar South, with EMX subsequently receiving NSR royalty revenue of $54,000 from Q1 production of 2,966 gold ounces and $80,000 from Q2 production of 3,984 gold ounces.


Advanced Royalty Projects

Asset Location Operator Commodity Stage Royalty Interest
Diablillos Argentina AbraSilver Resource Corp Silver-Gold Resource Development 1% NSR
Berenguela Peru Aftermath Silver Ltd Copper-Silver-Manganese-Zinc Resource Development 1% -1.25% NSR
Challacollo Chile Aftermath Silver Ltd Silver-Gold Resource Development 2% NSR
San Marcial Mexico GR Silver Mining Ltd Silver-Gold-Zinc-Lead Resource Development 0.75% NSR
Parks-Salyer USA Arizona Sonoran Copper Copper-Molybdenum Resource Development 1.5% NSR
Tartan Lake Canada Satori Resources Inc Gold Resource Development 2.0% NSR
Yenipazar Turkey Virtus Madencilik Gold Feasibility 6%-10% NPI
Akarca Turkey Çiftay İnşaat Taahhüt ve Ticaret A.Ş. Silver-Gold Resource Development 1%-3% NSR
Sisorta Turkey Bahar Madencilik Sinayi ve Ticaret Ltd Sti Gold Under Construction 3.5%-5% NSR
Viscaria Sweden Copperstone Resources AB Copper-Iron Development Permitting 0.5% to 1% NSR
Kaukua Finland Palladium One Mining Inc PGE-Nickel-Copper Resource Development 2% NSR

Significant Updates

Diablillos, Argentina - Diablillos is a resource stage high sulfidation silver-gold project located in the Puna region of Salta Province, Argentina that is owned and operated by AbraSilver Resource Corp. ("AbraSilver") (TSX-V: ABRA). There are multiple known mineralized zones, including the JAC Zone and Oculto resource development projects. EMX's Diablillos 1% NSR royalty was acquired as part of the SSR royalty portfolio transaction in 2021. In addition to EMX's NSR royalty, there is a $7,000,000 payment due to EMX upon the earlier of commencement of commercial production from the property or July 31, 2025.

During Q2, AbraSilver focused on completion of the 22,000 meter Phase III drill program at the JAC Zone (see AbraSilver "Corporate Presentation - July 2023"). Oxide drill results announced during the quarter included 32 meters (161.5-193.5 m) averaging 530.8 g/t silver and 0.6 g/t gold in hole DDH-23-021, and 17 meters (144-161 m) averaging 828.9 g/t silver in DDH-23-024 (true widths estimated as 80% of reported interval lengths) (see AbraSilver news releases dated May 4 and May 25, 2023). AbraSilver also reported positive metallurgical test results with overall recoveries for the JAC and Fantasma deposits ranging between 86%-93% for silver and 82%-91% for gold (see AbraSilver news release dated June 1, 2023). AbraSilver expects mineral resource updates and completion of a PFS in "H2/2023".

Berenguela, Peru - The Berenguela project, located in the Puno region of southeastern Peru, is a resource stage polymetallic carbonate replacement-style deposit being advanced by Aftermath Silver Ltd ("Aftermath") (TSX-V:  AAG; OTCQB: AAGFF). Aftermath is earning 100% project interest per a definitive acquisition agreement originally executed with SSR Mining. EMX's Berenguela sliding scale royalty interests and staged earn-in payments (i.e., totaling $11,000,000 to EMX) were acquired in 2021 as part of the SSR royalty portfolio transaction.


EMX received an early $2,500,000 payment from Aftermath that had been previously deferred to November 2023 in consideration of a) Aftermath paying EMX $400,000 (received) and b) granting EMX a right of first refusal on any additional Berenguela royalties Aftermath may elect to sell in the future. Remaining option payments due to EMX are:

  • The next payment of $3,000,000 is now deferred to May 2025 from November 2024 in consideration of the Q2 2023 accelerated payment.

  • The final payment to EMX of $3,250,000 remains due in November 2026.

Other obligations per the agreement include Aftermath's completion of a PFS by November 2024 and payment of a sliding-scale NSR royalty to EMX for the life of mine based upon: a) a 1% NSR royalty when the silver market price is up to and including $25/oz, or b) a 1.25% NSR royalty when the silver price is over $25/oz and the copper price is above $2/lb.

Also in Q2, Aftermath filed a technical report that included the updated mineral resource estimate for Berenguela (see Aftermath news release dated April 13, 2023). The current Berenguela open pit constrained mineral resource estimate at a 80 g/t silver equivalent cutoff is:

  Mtonnes Ag g/t Mn % Cu% Zn % Ag Moz Mn Mt Cu Mlb Zn Mlb
Measured 6.152 101 8.89 0.85 0.30 20.0 0.55 115.3 41.2
Indicated 34.024 74 5.60 0.63 0.34 81.2 1.90 473.7 258.1
Meas & Ind 40.176 78 6.10 0.67 0.34 101.2 2.45 589.0 299.3
Inferred 22.287 54 3.57 0.42 0.25 38.8 0.80 204.3 122.8

 Silver equivalent (AgEq) formula is based on metal prices of $22.50/oz Ag, $4.00/lb Cu, $1.45/lb Zn, and $530/t MnSO4, and recoveries of 81% Ag, 81% Cu, 76% Zn, and 81% Mn.

 Mineral Resources are depleted for historically mined out material.

See the technical report titled "Berenguela Mineral Resource Estimate NI 43-101, Province of Lampa, Department of Puno, Peru" with an effective date of March 30, 2023 and report date of April 12, 2023, prepared by AMC Mining Consultants (Canada) Ltd and filed under Aftermath's SEDAR profile.

Aftermath also provided an update on the Berenguela metallurgical testwork program that will be undertaken by Kappes Cassiday and Associates (see Aftermath news release dated June 20, 2023). According to Aftermath, the objectives of the program, which will complement prior metallurgical testwork, are to refine the flowsheet routes and outline approximate plant costs for a planned PEA to be completed in 2024.

San Marcial, Mexico - San Marcial is a resource stage epithermal silver deposit located in Sinaloa, Mexico. EMX retains a 0.75% NSR royalty covering San Marcial, which is integrated within the Plomosas project owned and operated by GR Silver (TSX-V:GRSL; OTCQB GRSLF; FRA:GPE). GR Silver has a buyback right on the NSR royalty that can be exercised by payment of C$1,250,000 to EMX. EMX's interest in San Marcial was acquired in 2021 as part of the SSR royalty portfolio transaction. 

GR Silver filed the Plomosas project technical report that includes updated mineral resource estimates for the San Marcial royalty property (see GR Silver news release dated May 4, 2023). The San Marcial mineral resource estimates assume mining and processing costs of $30/t for the open pit, and $60/t for underground resources reported as:



Type Mineral
Resource
Class
Tonnes
(Mt)
Average Grade Contained Metal
Ag
(g/t)
Au
(g/t)
Pb
(%)
Zn
(%)
AgEq
(g/t)
Ag
(Moz)
Au
(Koz)
Pb
(Kt)
Zn
(Kt)
AgEq
(Moz)
Open Pit Indicated 9 146 0.04 0.2 0.3 161 42 10.2 16 28 47
Inferred 2 127 0.03 0.1 0.2 136 6 1.4 1 3 7
Underground Indicated 1 176 0.06 0.3 0.6 206 4 1.5 2 4 5
Inferred 1 164 0.03 0.2 0.4 182 8 1.6 3 5 9

 Silver equivalent (AgEq) calculated using $22/oz and 94% recovery for Ag, $1750/oz and 0% recovery for Au, $1.10/lb and 59% recovery for Pb, and $1.30/lb and 80% recovery for Zn. Gold was not used in the estimation of the silver equivalent for the San Marcial estimate because of limited metallurgical testwork for gold; however, the preliminary work does indicate that gold recoveries could be in the range of 70% to 80%.

 Numbers may not add up due to rounding.

See the technical report titled "2023 Technical Report and Mineral Resource Update for the Plomosas Project" with an effective date of March 15, 2023 and a report date of May 3, 2023, authored by Dr. Gilles Arseneau of Arseneau Consulting Services Inc, and filed under GR Silver's SEDAR profile.

GR Silver also reported step-out exploration drill results at the "SE Area", which is 250 meters southeast along strike of the San Marcial resource (see GR Silver news releases dated May 25 and June 14, 2023). These results included 11.3 meters (147-158.3 m) averaging 584 g/t silver in hole SMS23-02, and 35.2 meters (229.3-264.5 m) averaging 134 g/t silver in hole SMS23-03 (true widths not reported).

Parks-Salyer, Arizona - EMX's Parks-Salyer royalty property is located approximately one kilometer southwest of the historical Sacaton mine in central Arizona and is controlled and operated by Arizona Sonoran Copper Company, Inc. (TSX: ASCU) ("ASCU") as part of ASCU's greater Parks-Salyer project and the Cactus Mine operation. EMX retains a 1.5% NSR royalty covering 158 acres of the eastern portion of the Parks-Salyer deposit. The Company also receives ongoing AAR payments. One percent of the royalty can be bought down for $500,000.

ASCU released results of the Parks-Sayler infill drill program in preparation for a PFS planned in 2024. These results included enriched (secondary sulfide) intercepts from EMX's royalty property such as 112.7 meters (starting at 516 m) averaging 1.63% total copper (CuT) and 0.040% molybdenum in drill hole ECP-135 (true width not known) (see ASCU news releases dated April 20 and June 14, 2023). ASCU also provided an update on metallurgical programs being conducted in preparation for the PFS, which included Parks-Sayler enriched mineralization recoveries of ~80% after 160 days (see ASCU news release dated May 2, 2023).

Tartan Lake, Canada - Tartan Lake is a past producing, resource stage greenstone hosted gold deposit located near Flin Flon in Manitoba, Canada. EMX retains a 2% NSR royalty covering Tartan Lake, which is owned and operated by Canadian Gold Corp. ("CGC") (TSX-V: CGC) (previously Satori Resources). CGC has an option to buyback each 1% of the NSR royalty for separate C$1,000,000 payments to EMX. The Tartan Lake Royalty Property hosts underground gold resources which are considered as historical by EMX. EMX's interest in Tartan Lake was acquired in 2021 as part of the SSR royalty portfolio transaction. 

In Q2, the acquisition of Rob McEwen's Apollo Exploration was completed, resulting in McEwen holding 37.6% of the company (see Satori news release dated April 25, 2023), and the company changed its name to Canadian Gold Corp ("CGC"). CGC also announced a Phase 1 exploration program at the Tartan Mine which includes 4000 meters of drilling to extend Main Zone gold mineralization to depth (see CGC news release dated May 12, 2023).

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


In 2020 Çiftay made the decision to halt further field work while awaiting permits and a court decision regarding land use designations in the area. EMX has maintained active discussions with Çiftay since that time, and Çiftay has informed EMX that it is awaiting a final legal ruling on the land use issue, which will allow Çiftay to resume its programs at Akarca. To EMX's knowledge the pending issues have yet to be resolved, and there is no clear indication as to when a legal resolution will be reached.

Sisorta, Turkey - The Sisorta project consists of an oxide gold deposit with underlying copper and gold porphyry potential. EMX sold the project in 2016 to Bahar Madencilik Sinayi ve Ticaret Ltd Sti (“Bahar”), a privately owned Turkish company, retaining a royalty and advance royalty payment interests. The EMX royalties consist of a 3.5% NSR on any materials mined and processed on site at Sisorta, and a 5% NSR royalty on any materials shipped offsite for processing. Bahar, which operates the nearby Altintepe gold mine, commenced development of the Sisorta project in early 2022, with first gold production anticipated in late 2023.

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

In Q2 Copperstone announced updated information for the environmental permit application timeline. A site inspection will be held on September 29, 2023 with the main hearing regarding consideration of the environmental permit slated for February, 2024 (see Copperstone news releases dated June 29, 2023). Copperstone also announced that its application for land allocation has been approved and that the Swedish government has designated that the Viscaria project area can be used for mining. These are important milestones achieved by Copperstone as it advances the project toward development. Copperstone expects production to commence by the end of 2025 or early 2026.

Exploration Royalty & Royalty Generation Projects

The Company has 152 exploration stage royalties and 105 royalty generation properties being advanced, and available for partnership (note, these totals do not include producing royalty or advance royalty projects). A complete listing of the exploration stage royalties is included in Appendix A to this MD&A. The following table below provides an overview of exploration royalties and royalty generation properties by country and commodity, followed by brief discussions of select project highlights.



Country   Exploration Royalty     Royalty Generation Project  
  Precious Metals     Base Metals     Precious Metals     Base Metals  
                         
USA   29     16     22     19  
Canada   39     3     17     8  
                         
Mexico   2     -     -     -  
Haiti   5     2     -     -  
Chile   5     10     2     1  
Argentina   1     -     -     -  
                         
Sweden   10     9     2     10  
Finland   1     -     1     -  
Norway   -     14     5     7  
Serbia   1     1     -     -  
                         
Morocco   -     -     7     -  
Turkey   -     -     1     1  
                         
Australia   4     -     1     1  
    97     55     58     47  

Select Highlights

Swift & Selena, Nevada; Robber Gulch, Idaho, USA - EMX's Swift and Selena Royalty Properties (3.25% production returns royalties), are owned by Ridgeline Minerals Corp's ("Ridgeline") (TSX-V: RDG; OTCQB: RDGMF; FRA: 0GC0). Swift is a Carlin-type gold project (operated by Nevada Gold Mines LLC in a joint venture with Ridgeline), and Selena is a polymetallic carbonate replacement deposit ("CRD") project. Ridgeline is advancing EMX's Robber Gulch oxide gold royalty generation project under an option agreement for 100% earn-in.

In Q2, Ridgeline outlined Q3 exploration drill programs planned for all three of EMX's royalty properties.

South32 Portfolio, Arizona, USA. EMX continued to execute exploration programs funded by South32 Limited ("South32") (ASX, LSE, JSE: S32; ADR: SOUHY) on a portfolio of projects retained from a four-year Regional Strategic Alliance which concluded in late 2022.

Hardshell, Arizona, USA. South32 continued to advance its Hermosa property, which includes EMX's Hardshell royalty property. The Hermosa property is comprised of a) the Taylor polymetallic (Zn-Pb-Ag) development project adjacent to the north of Hardshell with CRD mineralization that projects down dip onto EMX's royalty footprint, b) the Peake Cu-Pb-Zn-Ag prospect, which as currently outlined is significantly covered by EMX's royalty ground, and c) the Clark deposit to the east of Hardshell. EMX retains a 2% NSR royalty on Hardshell that is not capped nor subject to buy down.

South32's Q2 advances included 1) the designation of Hermosa as the first mining project given FAST-41 status by the US Federal Permitting Improvement Steering Council to facilitate the potential to supply designated critical minerals (i.e., zinc and manganese), 2) an updated JORC (2012) mineral resource estimate for Taylor to support  ongoing feasibility work, and 3) exploration drilling at Peake that returned mineralized intercepts from EMX's Hardshell royalty property (see South32 Quarterly Report, June 2023 and news release dated July 24, 2023). These results included the best Peake intercept to date in hole HDS-813, with 139 meters (1302.7-1441.7 m) averaging 1.88% copper, 0.51% lead, 0.34% zinc, and 52 g/t silver, with a subinterval of 58.2 meters averaging 3.1% copper, 0.6% lead, 0.24% zinc, 74g/t silver and 0.015% molybdenum (true width not reported - unknown). South32 stated "We consider the results to be supportive of future exploration potential, with the Peake prospect remaining open in several directions."


Scout Idaho Portfolio, Idaho, USA. As a subsequent event, Scout Discoveries Corp. (a private Idaho company) and EMX closed on an amended transaction, originally announced in Q1 (see EMX news release dated March 8, 2023) for the sale of the Erickson Ridge, South Orogrande, Lehman Butte, Jackknife precious and base metal projects located in Idaho. The amended terms of the transaction include a 19.9% equity position in Scout Discoveries, carried through to a $5,000,000 capital raise,  AAR payments for each project beginning upon the first anniversary, milestone payments and a retained 3.25% NSR royalty, of which 1% can be bought down in two stages (0.5% for 600 gold ounces or the cash equivalent within eight years, and an additional 0.5% for 1800 gold ounces or the cash equivalent before commercial production commences). In addition, Scout Discoveries has also purchased Scout Drilling LLC to integrate low-cost in-house drilling to advance the portfolio of projects.

Yarrol and Mt. Steadman, Queensland Australia - The Company optioned the Yarrol gold-copper (+ Co-Mn) project and the Mt Steadman gold project to Many Peaks Gold (ASX:"MPG") during Q2. The agreement provides EMX with cash payments, additional equity interests in MPG, and work commitments during a fifteen month option period. Upon exercise of the option, EMX will receive additional payments of cash and shares of MPG along with annual advance royalty payments, royalty interests and other consideration (see EMX news release dated May 2, 2023 for additional details). MPG is also an EMX partner on the nearby Queensland Gold project.

Qualified Persons

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

RESULTS OF OPERATIONS

Three Months Ended June 30, 2023

The net loss for the three months ended June 30, 2023 (“Q2-23”) was $4,722,000 compared to net loss of $3,315,000 for the comparative period ("Q2-22").  The net loss for Q2-23 was made up of revenues and other income of $3,408,000 (Q2-22 – $7,034,000), costs and expenses totaling $4,688,000 (Q2-22 – $6,011,000), losses from other items totaling $1,815,000 (Q2-22 – $4,549,000), and net tax expense totaling $1,627,000 (Q2-22 – recovery of $211,000). Significant components of other income and losses include a loss on revaluation of investments of $1,383,000 (Q2-22 – $3,471,000), equity income from the Company's investments in associated entities of $1,340,000 (Q2-22 – $2,094,000), finance expenses totaling $1,270,000 (Q2-22 – $1,377,000), and a foreign exchange loss of $797,000 (Q2-22 – $1,643,000). 

Revenues and other income

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


During the three months ended June 30, 2023 and 2022, the Company had the following sources of revenues and other income:

In Thousands of Dollars            
    Three months ended     Three months ended  
Revenue and Other Income   June 30, 2023     June 30, 2022  
Royalty revenue $ 2,059   $ 946  
Option and other property income   1,011     5,599  
Interest income   338     489  
    3,408     7,034  
Non-IFRS Measures            
Adjusted revenue and other income1 $ 6,481   $ 9,465  

In Q2-23, the Company earned $2,059,000 (Q2-22 – $946,000) of royalty revenue. Royalty revenue for the three months ended June 30, 2023 included $664,000 (Q2-22 – $802,000) earned from gold production from the Leeville royalty interest, $1,175,000 (Q2-22 – $Nil) earned from gold and silver production from the Gediktepe royalty interest, $9,000 (Q2-22 – $Nil) earned from zinc-lead-silver production from the Balya royalty interest, and other pre-production amounts received including AMRs on various properties.  The 2023 increase in royalty revenue compared to the comparative period was mainly the result of the new sources of royalty payments from Gediktepe. Royalty revenue was offset by depletion of $810,000 (Q2-22 – $694,000) and included in costs and expenses.

Option and other property income will fluctuate depending upon the Company’s deal flow and structure of property agreements relating to execution payments, staged option payments and operator and management fees. Execution payments can include the fair value of equity interests obtained in the respective partner and cash proceeds. Further, anti-dilution provisions in property agreements provided for additional equity received and are included in option and other property income. For the three months ended June 30, 2023, included in option and other property income was $498,000 (Q2-22 – $295,000) related to the fair value of share equity payments received, and $257,000 (Q2-22 – $4,568,000) of various pre-production payments including $Nil (Q2-22 – $4,000,000) milestone payment being earned during Q2-22 on the Gediktepe royalty interest.

Adjusted revenue referenced in the table above includes $3,073,000 (Q2-22 – $2,431,000) from the Company’s effective royalty interest in the Caserones mine.

Royalty revenue from producing mines will fluctuate as result of metal sold and prices received by the operators of the producing mines. Timing of additional AMR’s related to other projects and included in royalty income can also fluctuate.

Interest income was earned on the cash balances the Company holds and interest accretion on the deferred compensation payments from Aftermath and AbraSilver.

General and Administrative Costs

General and administrative expenses (“G&A”) of $1,332,000 were incurred for the three months ended June 30, 2023 compared to $910,000 in the three months ended June 30, 2022. General and administrative expenditures will fluctuate from period to period depending on the level of activity and deal flow. Some of the changes in Q2-23 compared to Q2-22 are related to:

  • Salaries, consultants and benefits costs increased in 2023 by $220,000 compared to 2022 primarily due to an increase in head count at our corporate offices and timing of annual management and employee bonuses in Q1-22 vs Q2-23.

____________________________________
1
Adjusted revenue and other income and adjusted cash provided by (used in) operating activities are non-IFRS financial measures with no standardized meaning under IFRS and might not be comparable to similar financial measures disclosed by other issuers. Refer to the "Non-IFRS financial measures" section on page 26 of this MD&A for more information on each non-IFRS financial measure.


  • Professional fees increased in 2023 by $176,000 compared to 2022 primarily due to legal fees incurred relating to ongoing discussions related to the Timok royalty, the updating of equity compensation plans, and the set-up of new business units in Eastern Europe and Northern Africa.

Included in these costs is general and administrative costs for the three months ended June 30, 2023 and 2022, comprised of the following:

In Thousands of Dollars            
    Three months ended     Three months ended  
General and administrative expenses   June 30, 2023     June 30, 2022  
Salaries, consultants, and benefits $ 401   $ 181  
Professional fees   361     185  
Investor relations and shareholder information   228     230  
Transfer agent and filing fees   33     63  
Administrative and office   235     211  
Travel   74     40  
  $ 1,332   $ 910  

Project and Royalty Generation Costs, Net of Recoveries

Net royalty generation costs decreased from $3,094,000 ($5,108,000 in expenditures less $2,014,000 recovered from partners) in Q2-22 to $2,444,000 ($4,255,000 in expenditures less $1,811,000 in recoveries) in Q2-23. Royalty generation costs include exploration related activities, technical services, project marketing, land and legal costs, as well as third party due diligence for acquisitions. The increase in expenditures and recoveries was predominately attributable to drilling activities and various project due diligence completed on potential acquisitions which did not materialize. Royalty generation costs and recoveries from partners vary from period to period depending on the level of activity incurred and comparison between periods does not accurately reflect the activity with the Company. See the highlights, royalty, and project review sections for current activities.

Share-based Payments

In Q2-23 the Company recorded a total of $122,000 in share-based payments compared to $1,264,000 in Q2-22. The aggregate share-based payments relate mainly to the fair value of restricted share units vesting during the period. The decrease for Q2-23 from the comparative quarter is predominately due to granting of RSU's and stock options in Q2-22. There was no comparable stock option or RSU grant during Q2-23.

Other

  • During the three months ended June 30, 2023, the Company had an unrealized loss of $1,383,000 (Q2-22 – $3,471,000) related to the fair value adjustments of investments, and a realized loss of $17,000 (Q2-22 – $127,000) for the sale of certain marketable securities held by the Company. The unrealized loss in the current period was attributed primarily to the Company’s investment in Premium Nickel Resources Ltd. The Company continues to sell marketable securities to generate cash where available but does not have control over market fluctuations.
  • During the three months ended June 30, 2023, the Company recognized equity income from its investments in an associated entity of $1,340,000 (Q2-22 – $2,094,000). This related to the share of the Company’s net income derived in SLM California which holds the Caserones effective royalty interest.

  • During the three months ended June 30, 2023, the Company recognized finance expenses of $1,270,000 (Q2-22 – $1,377,000) which primarily consisted of interest accretion on the Sprott Credit Facility.


Taxes

During the three months ended June 30, 2023, the Company recorded a deferred income tax expense of $1,554,000 (Q2-22 – recovery of $211,000) and a current income tax expense of $73,000 (2022 – $Nil).

Six Months Ended June 30, 2023

The net loss for the six months ended June 30, 2023 was $8,448,000 compared to net income of $15,277,000 for the comparative period.  The net loss for the period was made up of revenues and other income of $6,150,000 (2022 – $8,783,000), costs and expenses totaling $10,227,000 (2022 – $11,255,000), losses from other items totaling $2,663,000 (2022 – income of $21,753,000), and net tax expense totaling $1,708,000 (2022 – $4,004,000).

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

  • In the current period, royalty revenue totaled $3,776,000 (2022 – $1,574,000) offset by gold tax and depletion of $1,565,000 (2022 – $1,463,000). The increase in royalty revenue was mainly due to the commencement of commercial production at Gediktepe in Q3 2022.
  • For the six months ended June 30, 2023, the Company incurred a foreign exchange loss of $965,000 compared to a foreign exchange loss of $2,511,000 during the same period in 2022. For both periods, this was primarily related to the continued depreciation of the Turkish Lira against the value of the USD.
  • For the six months ended June 30, 2023, the Company recorded an unrealized loss of $709,000 (2022 - unrealized gain of $1,526,000) related to the fair value changes of financial instruments including marketable securities. The unrealized loss in the current period was attributed primarily to the Company's investment in Premium Nickel Resources Ltd.
  • For the six months ended June 30, 2023, the Company recorded a gain on debt and receivable modifications of $124,000 related to the modification of the Aftermath deferred compensation balance. The comparative period gain of $4,005,000 was the result of a modification of the Sprott credit facility.

  • For the six months ended June 30, 2023, the Company recorded finance expenses of $2,511,000 (2022 – $2,788,000) related to the interest expense on the Sprott loan facility.

  • For the six months ended June 30, 2022, the Company recorded a gain on the Barrick Settlement of $18,825,000.

LIQUIDITY AND CAPITAL RESOURCES

The Company considers items included in shareholders' equity as capital.  The Company's objective when managing capital is to safeguard the Company's ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders.

As at June 30, 2023, the Company had working capital of $24,885,000 (December 31, 2022 - $31,562,000). The Company has continuing royalty revenue that will vary depending on metal sold, the prevailing price at time of sale and other pre-production income. The Company also receives additional cash inflows from the recovery of expenditures from project partners, sale of investments, and investment income including dividends from investments in associated entities. The Company manages the capital structure and makes adjustments in light of changes in economic conditions and the risk characteristics of the underlying assets. The Company may issue new shares through public and/or private placements, sell assets, renegotiate terms of debt, or return capital to shareholders. 


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

Operating Activities

Cash used in operating activities for the six months ended June 30, 2023 was $3,992,000 (2022 – cash provided by operating activities of $12,012,000), and adjusted cash used in operating activities1 for the period was $640,000 (2022 – adjusted cash provided by operating activities of $13,016,000) and represents expenditures primarily on royalty generation and general and administrative expenses for both periods, offset by royalty revenue received in the period. Adjusted cash provided by operating activities is adjusted for $3,352,000 (2022 – $898,000) in royalty distributions received from the Company's effective royalty interest at Caserones. A significant component of cash provided by operating activities in the comparative period is the net settlement gain of $18,825,000 resulting from the Barrick settlement.

Investing Activities

The total cash used in investing activities during the six months ended June 30, 2023 was $57,000 compared to cash used in investing activities of $23,955,000 for the comparative period. The cash used in the current period related primarily to the purchase of additional equity investments related to the Company’s effective royalty interest in the Caserones mine for 3,517,000 (2022 – $25,742,000), as well as a $750,000 loan receivable issued to Acquisition Holdings (“Rawhide”). This is partially offset by net proceeds on sales of other fair value through profit and loss investments of $676,000 (2022 – purchases of $2,077,000), and dividends and distributions received of $3,566,000 (2022 – $2,887,000). 

Financing Activities

The total cash used in financing activities for the six months ended June 30, 2023 was $1,506,000 compared to $44,000 for the comparative period. The cash used in the current period primarily consisted of $1,572,000 in loan repayments compared to $10,048,000 in loan repayments in Q2 2022, offset by $10,000,000 in proceeds from private placement in Q2 2022.

OFF-BALANCE SHEET ARRANGEMENTS

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

____________________________________
1
Adjusted revenue and other income and adjusted cash provided by (used in) operating activities are non-IFRS financial measures with no standardized meaning under IFRS and might not be comparable to similar financial measures disclosed by other issuers. Refer to the "Non-IFRS financial measures" section on page 26 of this MD&A for more information on each non-IFRS financial measure.


QUARTERLY INFORMATION

In Thousands of Dollars, Except Per Share Amounts                        
Fiscal quarter ended   June 30, 2023     March 31, 2023     December 31, 2022     September 30, 2022  
Revenue and other income $ 3,408   $ 2,742   $ 2,288   $ 7,206  
Project and royalty generation costs   (4,255 )   (5,730 )   (2,776 )   (5,351 )
Recoveries from partners   1,811     2,884     1,145     3,283  
Share-based payments   122     143     373     361  
Net income (loss) for the period   (4,722 )   (3,726 )   950     (12,475 )
Basic earnings (loss) per share   (0.04 )   (0.03 )   0.01     (0.11 )
Diluted earnings (loss) per share   (0.04 )   (0.03 )   0.01     (0.11 )
                         
In Thousands of Dollars, Except Per Share Amounts                        
Fiscal quarter ended   June 30, 2022     March 31, 2022     December 31, 2021     September 30, 2021  
Revenue and other income $ 7,034   $ 1,749   $ 1,887   $ 1,202  
Project and royalty generation costs   (5,124 )   (4,262 )   (3,888 )   (3,103 )
Recoveries from partners   2,021     2,128     1,959     1,432  
Share-based payments   1,264     494     448     964  
Net income (loss) for the period   (3,315 )   18,591     (8,684 )   (8,684 )
Basic earnings (loss) per share   (0.03 )   0.18     (0.10 )   (0.10 )
Diluted earnings (loss) per share   (0.03 )   0.17     (0.10 )   (0.10 )

RELATED PARTY TRANSACTIONS

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

          Share-based        
Six months ended June 30, 2023   Salary and fees     Payments     Total  
Management $ 494   $ 103   $ 546  
Outside directors   362     43     405  
Seabord Management Corp.*   151     -     151  
Total $ 1,007   $ 146   $ 1,102  
                   
                   
          Share-based        
Six months ended June 30, 2022   Salary and fees     Payments     Total  
Management $ 466   $ 637   $ 1,103  
Outside directors   267     560     827  
Seabord Management Corp.*   160     -     160  
Total $ 893   $ 1,197   $ 2,090  

*Seabord Management Corp. ("Seabord") is a management services company partially owned by the CFO and the Chairman of the Board of Directors of the Company. Seabord provides accounting and administration staff, and office space to the Company. Neither the CFO nor the Chairman receives any direct compensation from Seabord in relation to services provided to the Company.

Included in accounts payable and accrued liabilities as at June 30, 2023, is $6,000 (December 31, 2022 – $Nil) owed to key management personnel.

During the six months ended June 30, 2023, the Company advanced $750,000 to Rawhide, a company which EMX has a 38.07% equity interest in.  Of the total amount advanced, $600,000 was issued as a promissory note, secured against certain mining equipment of Rawhide (the "Collateral") listed for sale. The note bears interest at 6% compounded annually and matures on the date which is three business days after the proceeds covering the full amount of the loan are received by Rawhide from the sale or disposition of the Collateral.

During the six months ended June 30, 2023, the Company recognized $11,000 in interest income on the promissory note.

NEW ACCOUNTING PRONOUNCEMENTS

Accounting standards adopted during the year

Please refer to the audited consolidated financial statements for the year ended December 31, 2022 on www.sedar.com.


Accounting pronouncements not yet effective

Please refer to the audited consolidated financial statements for the year ended December 31, 2022 on www.sedar.com.

RISK AND CAPITAL MANAGEMENT: FINANCIAL INSTRUMENTS

Please refer to the audited consolidated financial statements for the year ended December 31, 2022 on www.sedar.com.

CRITICAL ACCOUNTING JUDGEMENTS AND SIGNIFICANT ESTIMATES AND UNCERTAINTIES

Please refer to the audited consolidated financial statements for the year ended December 31, 2022 on www.sedar.com.

RISKS AND UNCERTAINTIES

The Company has identified the following risks and uncertainties which are consistent with those risks identified for the year ended December 31, 2022: Mineral Property Exploration Risks, Conditions to be Satisfied Under Certain Agreements, Markets, No Control over Mining Operations, Reliance on Third Party Reporting, Unknown Defects or Impairments in EMX's Royalty or Other Interests, Operators' Interpretation of EMX's Royalty and Other Interests; Unfulfilled Contractual Obligations, Revenue and Royalty Risks, Royalty Operation and Exploration Funding Risk, Fluctuating Metal Prices, Extensive Governmental Regulation and Permitting Requirements Risks, Foreign Countries and Political Risks, Natural Disasters, and Impact and Risks of Epidemics, Financing and Share Price Fluctuation Risks, Uncertainty of Mineral Resource and Mineral Reserve Estimates, Competition, Return on Investment Risk, No Assurance of Titles or Borders, Currency Risks, Insured and Uninsured Risks, Environmental Risks and Hazards, Changes in Climate Conditions and Legislation, Key Personnel Risk, Conflicts of Interest, Passive Foreign Investment Company, Corporate Governance and Public Disclosure Regulations, Internal Controls over Financial Reporting, Information Systems and Cyber Security, Activist Shareholders, and Reputation Damage.

For details on the above risks and uncertainties, please refer to the MD&A for the year ended December 31, 2022 on www.sedar.com.

CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

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

Management's Report on Internal Control over Financial Reporting

The Company's management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in National Instrument 52-109 in Canada and in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. The Company's internal control over financial reporting is a process designed by, or under the supervision of, the CEO and CFO to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.


The Company's internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

It should be noted that a control system, no matter how well conceived or operated, can only provide reasonable assurance, not absolute assurance, that the objectives of the control system are met. There are inherent limitations in all control systems, which include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls and projections of any evaluation of effectiveness to future periods may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Management, including the CEO and CFO, assessed the effectiveness of the Company’s internal control over financial reporting as of June 30, 2023, based on the criteria set forth in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management has concluded that EMX’s internal control over financial reporting was effective as at June 30, 2023.

Changes in Internal Control over Financial Reporting

Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS. As previously reported for the year ended December 31, 2022, management had concluded that the Company's internal control over financial reporting was not effective due to the following material weakness: deficiency in manual controls related to review process over period end closing and reporting due to a lack of accounting resources.

Management’s remediation plan has been implemented and included the hiring of additional accounting resources during the first quarter of 2023. Their contribution is ongoing as of the filing of this MD&A in Canada and the United States and management believes the material weakness has been remediated.

During the period covered by MD&A, no changes occurred in the Company's internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting, other than the hiring of additional resources noted above.


Management's Initiatives

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

OUTSTANDING SHARE DATA

At August 10, 2023, the Company had 110,751,690 common shares issued and outstanding. There were also 7,609,500 stock options outstanding with expiry dates ranging from July 10, 2023 to July 20, 2027 and 7,062,119 warrants outstanding with expiry dates ranging from November 5, 2023 to April 14, 2027.  In accordance with the terms of the Company’s stock option plan, if stock options expire during an imposed restricted period and are not exercised prior to any such restriction, they will not expire but instead will be available for exercise for ten business days after termination of the restricted period.

FORWARD-LOOKING INFORMATION

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

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

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

 production at any of the mineral properties in which the Company has a royalty or other interest;

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

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

 the expected ability of any of the properties in which the Company holds a royalty or other interest to develop adequate infrastructure at a reasonable cost;

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

 assumptions made in the interpretation of drill results, the geology, grade and continuity of the mineral deposits of any of the properties in which the Company holds a royalty or other interest;

 expectations regarding demand for equipment, skilled labor and services needed for exploration and development of mineral properties in which the Company holds a royalty or other interest; and

 the activities on any of the properties in which the Company holds a royalty or other interest will not be adversely disrupted or impeded by development, operating or regulatory risks or any other government actions.

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


 uncertainty of whether there will ever be production at the mineral exploration and development properties in which the Company holds a royalty or other interest;

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

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

 risks related to the ability of any of the properties in which the Company holds a royalty or other interest to commence production and generate material revenues or obtain adequate financing for their planned exploration and development activities;

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

 risks related to the Company's dependence on third parties for exploration and development activities;

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

 credit, liquidity, interest rate and currency risks;

 risks related to market events and general economic conditions;

 uncertainty related to inferred mineral resources;

 risks and uncertainties relating to the interpretation of drill results, the geology, grade and continuity of the mineral deposits of any of the properties in which the Company holds a royalty or other interest;

 risks related to lack of adequate infrastructure;

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

 the risk that permits and governmental approvals necessary to develop and operate mines on the properties in which the Company holds a royalty or other interest will not be available on a timely basis or at all;

 commodity price fluctuations;

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

 risks related to the need for reclamation activities on the properties in which the Company holds a royalty or other interest and uncertainty of cost estimates related thereto;

 uncertainty related to title to the mineral properties of any of the properties in which the Company holds a royalty or other interest;

 uncertainty as to the outcome of potential litigation;

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

 increased competition in the mining industry;

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

 risks related to hedging arrangements or the lack thereof;

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

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

 risks related to unknown liabilities in connection with acquisitions;

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

 risks related to global climate change;

 risks related to global pandemics and the spread of other viruses or pathogens; 

 risks related to adverse publicity from non-governmental organizations;

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

 uncertainty as to the Company's PFIC status;

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

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

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

 the ongoing operation of the properties in which the Company holds a royalty or other interest by the owners or operators of such properties in a manner consistent with past practice;

 the accuracy of public statements and disclosures made by the owners or operators of such underlying properties; and

 no adverse development in respect of any significant property in which the Company holds a royalty or other interest.


This list is not exhaustive of the factors that may affect any of the Company's forward-looking statements.  Forward-looking statements are statements about the future and are inherently uncertain, and actual achievements of the Company or other future events or conditions may differ materially from those reflected in the forward-looking statements due to a variety of risks, uncertainties and other factors, including, without limitation, those referred to under the heading "Description of the Business-Risk Factors" in the AIF (as defined below), which is incorporated by reference herein.

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

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

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

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


NON-IFRS FINANCIAL MEASURES

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

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

  • Equity income from associated entities holding royalty interests and the related cash flows related to the Company's effective royalty on Caserones.

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

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

In Thousands of Dollars                        
    Three months ended     Three months ended     Six months ended     Six months ended  
Revenue and Other Income   June 30, 2023     June 30, 2022     June 30, 2023     June 30, 2022  
Per financial statements $ 3,408   $ 7,034   $ 6,150   $ 8,783  
SLM California royalty revenue   7,685     6,443     13,584     13,236  
The Company's ownership %   40.0%     37.7%     40.0%     37.7%  
The Company's share of royalty revenue   3,073     2,431     5,432     4,994  
                         
Adjusted $ 6,481   $ 9,465   $ 11,582   $ 13,777  
                         
                         
In Thousands of Dollars                        
    Three months ended     Three months ended     Six months ended     Six months ended  
Cash provided by (used in) operating activities   June 30, 2023     June 30, 2022     June 30, 2023     June 30, 2022  
Per financial statements $ (1,160 ) $ (4,258 ) $ (3,992 ) $ 12,012  
Caserones royalty distributions   2,454     898     3,352     898  
Adjusted $ 1,294   $ (3,360 ) $ (640 ) $ 12,910  


Appendix A
List of Royalty Assets

LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY
GROUP
COMMODITY OPERATOR STATUS
Argentina Diablillos 1.0% NSR Precious Metals Silver-Gold AbraSilver Resources Advanced Royalty
M18/Aguas Perdidas 1.0% NSR Precious Metals Silver AbraSilver Resources Exploration
Australia, New South Wales Koonenberry 3% NSR & AAR payments (NQM) Precious Metals Gold KNB & Rockwell Exploration
Australia,
Queensland
Queensland Gold 2.5% NSR & other payments Precious Metals Gold-Copper Many Peaks Gold Pty Ltd Exploration
Mt. Steadman 2.5% NSR & other payments Precious Metals Gold-Copper Many Peaks Gold Pty Ltd Exploration
Yarrol 2.5% NSR & other payments Precious Metals Gold-Copper Many Peaks Gold Pty Ltd Exploration
Canada, British Columbia E&L Nickel Mountain 1.0% NSR Base Metals Nickel-Copper Garibaldi Resources Exploration
Hunter 1-12 2.5% NSR Precious Metals Gold Cassair Gold Exploration
Pyramid 1.0% NSR Precious Metals Gold Norra Metals Corp Exploration
Canada, Manitoba Tartan Lake 2.0% NSR Precious Metals Gold Satori Resources Advanced Royalty


Appendix A
List of Royalty Assets

LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY
GROUP
COMMODITY OPERATOR STATUS
Canada, Ontario Birch/Uchi multiple groups 1.5% NSR Precious Metals Gold Angel Wing Metals Inc Exploration
Bruce Lake 1.5% NSR & other payments Precious Metals Gold Portofino Exploration
Bruce Lake - Pakwash North 1.5% NSR & other payments Precious Metals Gold Goldon Resources Exploration
Cameron Lake East Other payments Precious Metals Gold Gold Hunter Resources Exploration
Dash Lake 1.5% NSR & other payments Precious Metals Gold Shafer Resources Exploration
Dixie Halo 0.75% NSR & other payments Precious Metals Gold BTU Metals Exploration
Dixie 17-18-19 - Eastern Vision 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Confederation South - Dixie Lake2 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Confederation South - Dixie Lake 3 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Fairchild Lake 1.5% NSR & other payments Precious Metals Gold Fairchild Gold Exploration
Gerry Lake - Eastern Vision 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Jackson Manion 1.5% NSR Precious Metals Gold Angel Wing Metals Inc Exploration
Kwai 1.5% NSR & other payments Precious Metals Gold Golden Goliath Exploration
Lang Lake 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
Cabin Bay North - Leo 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Longlegged Lake 1.5% NSR & other payments Precious Metals Gold Silver Dollar Resources Exploration
Lucky 7 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Manitou Project 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
Maskootch 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
McDonough East 1.5% NSR & other payments Precious Metals Gold Musk Metals Exploration
McDonough 1.5% NSR & other payments Precious Metals Gold Goldon Resources Exploration
Pipestone 1.5% NSR & other payments Precious Metals Gold Goldon Resources Exploration
McVicar Lake 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
Nabish Lake 3.0% NSR & other payments Precious Metals Gold Heritage Mining Exploration
North Pakwash 1.5% NSR & other payments Precious Metals Gold Trillium Gold Exploration
Pakwash Lake 1.5% NSR & other payments Precious Metals Gold Silver Dollar Resources Exploration
Red Lake Gold 1 2.5% NSR Precious Metals Gold Pacton Gold Exploration
Red Lake Gold - Gullrock Lake 0.25% to 2.25% & other payments Precious Metals Gold Pacton Gold Exploration
Red Lake Gold - Duchess 0.25% to 2.25% & other payments Precious Metals Gold Pacton Gold Exploration
Red Lake Gold - Red Lake 0.25% to 2.25% & other payments Precious Metals Gold Pacton Gold Exploration
Red Lake Gold - Tilly 0.25% to 2.25% & other payments Precious Metals Gold Pacton Gold Exploration
Rex Lake South 2% NSR & other payments Base Metals Nickel-Copper-Cobalt Double O Seven Exploration
Sandy Pines/Fly Lake/Joy 1.5% NSR & other payments Precious Metals Gold Pistol Bay Exploration
Shabu - Cross River 1.5% NSR & other payments Precious Metals Gold Cross River Ventures Exploration
Shabu - Mastadon - Taura Gold 1.5% NSR Precious Metals Gold Mastadon Exploration
South of Otter 1.5% NSR & other payments Precious Metals Gold Portofino Exploration
Swain Lake 1.5% NSR Precious Metals Gold Pacton Gold Exploration


Appendix A
List of Royalty Assets

LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY
GROUP
COMMODITY OPERATOR STATUS
Canada, Quebec Fernet 1.0% NSR & other payments Precious Metals Gold QCX Gold Corp Exploration
Portage River 1.5% NSR & other payments Precious Metals Gold Frontline Gold Exploration
Chile Arrieros 1.0% NSR Base Metals Copper-Molybdenum-Gold Pampa Metals Corp Exploration
Block 4 1.0% NSR Base Metals Copper-Molybdenum Pampa Metals Corp Exploration
Block 3 1.0% NSR Base Metals Copper-Molybdenum Pampa Metals Corp Exploration
Caserones 0.7775% NSR Base Metals Copper-Molybdenum JX Nippon Producing Royalty
Cerro Blanco 1.0% NSR Base Metals Copper-Molybdenum-Gold Pampa Metals Corp Exploration
Cerro Buenos Aires 1.0% NSR Base Metals Copper-Molybdenum-Gold-Silver Pampa Metals Corp Exploration
Challacollo 2.0% NSR Precious Metals Silver-Gold Aftermath Silver Advanced Royalty
Kolla Kananchiari - Bronce Weste 1% NSR precious metals, 0.5% NSR base metals Precious Metals Gold-Copper-Silver Masglas America Corporation Exploration
Las Animas 1.5% NSR Base Metals Copper-Gold Atacama Copper Exploration Ltd Exploration
Limbo 1.0% NSR Precious Metals Gold-Silver Austral Gold Ltd Exploration
Magallanes 1.0% NSR Precious Metals Gold-Silver Austral Gold Ltd Exploration
Morros Blancos 1.0% NSR Base Metals Copper-Gold-Molybdenum Pampa Metals Corp Exploration
Redono-Veronica 1.0% NSR Base Metals Copper-Molybdenum Pampa Metals Corp Exploration
San Guillermo 0.5% NSR Precious Metals Gold-Silver Austral Gold Ltd Exploration
San Valentino 1.0% NSR Base Metals Copper-Gold-Molybdenum Atacama Copper Exploration Ltd Exploration
T4 1.5% NSR Base Metals Copper-Gold Atacama Copper Exploration Ltd Exploration
Victoria Sur 1.0% NSR Precious Metals Gold-Silver-Copper Pampa Metals Corp Exploration
Finland Kaukua 2% NSR Base Metals PGE-Nickel-Copper-Gold Palladium One Advanced Royalty
Oijarvi 1%/3% NSR Precious Metals Gold-Silver Gold Line Resources Exploration
Haiti Grand Bois 0.5% NSR Precious Metals Gold-Copper Sono Global Holdings Exploration
Grand Bois & Surrounding Properties 0.5% NSR Base Metals Copper-Gold Newmont Ventures Ltd Exploration
La Miel 0.5% NSR Precious Metals Gold-Copper Newmont Ventures Ltd Exploration
La Mine 0.5% NSR Precious Metals Gold-Copper Newmont Ventures Ltd Exploration
North Central 0.5% NSR Precious Metals Gold-Copper Newmont Ventures Ltd Exploration
Northeast 0.5% NSR Precious Metals Gold-Copper Newmont Ventures Ltd Exploration
Northwest 0.5% NSR Base Metals Copper-Gold Newmont Ventures Ltd Exploration
Mexico, Durango El Mogote 2.0% NSR Precious Metals Gold-Silver Industrias Peñoles Exploration
Mexico, Durango San Agustin Sulfides 2.0% NSR Precious Metals Gold Argonaut Gold Exploration
Mexico, Sinaloa San Marcial 0.75% NSR Base Metals Silver-Gold-Zinc-Lead GR Silver Advanced Royalty


Appendix A
List of Royalty Assets

LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY
GROUP
COMMODITY OPERATOR STATUS
Norway Bleikvassli 3% NSR & other payments Base Metals Zinc-Lead-Copper Norra Metals Corp Exploration
Burfjord 3% NSR & other payments Base Metals Copper-Gold Norden Crown Metals Corp Exploration
Espedalen 3% NSR & other payments Base Metals Nickel-Copper-Cobalt Kendric Resources Exploration
Hosanger 3% NSR & other payments Base Metals Nickel-Copper-Cobalt Kendric Resources Exploration
Kjoli 2.5% NSR & other payments Base Metals Copper-Zinc-Lead Capella Minerals Ltd Exploration
Lokken 2.5% NSR & other payments Base Metals Copper-Zinc-Lead Capella Minerals Ltd Exploration
Meraker 3% NSR & other payments Base Metals Copper-Zinc-Gold Norra Metals Corp Exploration
Mofjell - Mo-i-Rana 2.5% NSR, AAR's & equity interest Base Metals Copper-Lead-Zinc-Gold Mahive Minerals AB Exploration
Råna 2.5% NSR & other payments Base Metals Nickel-Copper-Cobalt Kingsrose Mining Ltd. Exploration
Rostvangen 3% NSR & other payments Base Metals Nickel-Copper-Cobalt Playfair Mining Ltd Exploration
Sagvoll 2.5% NSR & other payments Base Metals Nickel-Copper Minco Silver Exploration
Sigdal 3% NSR & other payments Base Metals Nickel-Copper-Cobalt Kendric Resources Exploration
Sulitjelma 2.5% NSR & other payments Base Metals Zinc-Copper Minco Silver Exploration
Vakkerlien 3% NSR & other payments Base Metals Nickel-Copper-Cobalt Playfair Mining Ltd Exploration
Peru Berenguela 1.0% - 1.25% NSR Base Metals Copper-Silver-Manganese-Zinc Aftermath Silver Advanced Royalty
Serbia Jasikovo East - Durlan Potok 0.5% NSR Base Metals Copper-Gold Zijin Mining Exploration
Timok - (Brestovac West license 2.0% NSR on Au and Ag, 1% NSR other metals Precious Metals Gold Zijin Mining Exploration
Timok - Cukaru Peki 0.5% NSR Base Metals Copper-Gold Zijin Mining Producing Royalty
Sweden Adak 2.5% NSR & other payments Precious Metals Gold Copperhead Mineral AB Exploration
Akerberg 2.5% NSR & other payments Precious Metals Gold Copperhead Mineral AB Exploration
Blabarliden 3% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Faboliden Norra 2.5% NSR & other payments Precious Metals Gold Capella Minerals Ltd Exploration
Fiskeltrask 3% NSR & other payments Base Metals Ni-Cu-Co Bayrock Resources Ltd Exploration
Gumsberg 3% NSR & other payments Base Metals Zinc-Lead-Silver Norden Crown Metals Corp Exploration
Kankberg Norra 3% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Kattisavan 3% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Klippen 1% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Kukasjarvi 3% NSR & other payments Base Metals Ni-Cu-Co Bayrock Resources Ltd Exploration
Nottrask 3% NSR & other payments Base Metals Ni-Cu-Co Bayrock Resources Ltd Exploration
Paubacken 3% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Rismyrliden 2.5% NSR & other payments Precious Metals Gold Copperhead Mineral AB Exploration
Skogstrask 3% NSR & other payments Base Metals Ni-Cu-Co Bayrock Resources Ltd Exploration
Solvik 2.5% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Storjuktan 3% NSR & other payments Precious Metals Gold Gold Line Resources Exploration
Svardsjo 2.5% NSR & other payments Base Metals Copper-Zinc-Lead-Silver-Gold District Metals Exploration
Tomtebo 2.5% NSR & other payments Base Metals Copper-Zinc-Lead-Silver-Gold District Metals Exploration
Viscaria 1.0% NSR Base Metals Copper (Iron) Copperstone Resources Advanced Royalty
Vuostok 3% NSR & other payments Base Metals Ni-Cu-Co Bayrock Resources Ltd Exploration


Appendix A
List of Royalty Assets

LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY
GROUP
COMMODITY OPERATOR STATUS
Turkey Akarca 1-3% NSR & other payments Precious Metals Gold-Silver Çiftay Advanced Royalty
Balya 4% NSR & other payments Base Metals Zinc-Lead-Silver Esan Producing Royalty
Gediktepe Oxide / Sulfide 10.0% NSR Oxide / 2.0% NSR Sulfide Precious Metals Gold-Silver / Copper-Zinc-Gold-Silver Lidya Madencilik Producing Royalty
Sisorta 3.5-5% NSR & other payments Precious Metals Gold (Copper) Bahar Madencilik Advanced Royalty
Yenipazar 6.0% - 10.0% NPI Precious Metals Gold-Silver-Zinc-Copper-Lead Virtus Mining/Trafigura Advanced Royalty
USA, Alaska 64 North - Goodpaster - West Pogo 0.5 - 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - South Pogo 0.5 - 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - Shaw 0.5 - 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - Eagle 0.5 - 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - LMS 0.5 - 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - Last Chance 0.5 - 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - East Pogo 0.5 - 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - Divide 0.5 - 1.5% NSR Precious Metals Gold Millrock Resources Exploration
64 North - Goodpaster - Chisna 0.5 - 1.5% NSR Precious Metals Gold Millrock Resources Exploration
USA, Arizona Copper King 2.0% NSR, AMR & Milestone Payments Base Metals Copper Kennecott Exploration Co Exploration
Copper Springs 2% production and other payments Base Metals Copper South32 Exploration
Hardshell Skarn 2.0% NSR & AMR Payments Base Metals Copper-Lead-Zinc-Silver South32 Exploration
Mesa Well 2% production and other payments Base Metals Copper Intrepid Metals Exploration
Parks Salyer - Sacaton 1.5% NSR & other payments Base Metals Copper Arizona Sonoran Copper Advanced Royalty
Red Top 2.5% NSR/AMR & Milestone Payments Base Metals Copper Zacapa Resources Exploration
Superior West 2% NSR, AMR & Milestone Payments Base Metals Copper Kennecott Exploration Co Exploration
USA, Idaho Erickson Ridge 3.25% NSR & other payments Precious Metals Gold Scout Discoveries Corp Exploration
Jacknife 3.25% NSR & other payments Base Metals Silver-Lead-Zinc Scout Discoveries Corp Exploration
Lehman Butte 3.25% NSR & other payments Precious Metals Gold-Silver Scout Discoveries Corp Exploration
Miller Mountain 3.5% NSR/AMR & Milestone Payments Precious Metals Gold Zacapa Resources Exploration
Robber Gulch 3.25% NSR & other payments Precious Metals Gold Ridgeline Exploration Corporation Exploration
South Orogrande 3.25% NSR & other payments Precious Metals Gold Scout Discoveries Corp Exploration


Appendix A
List of Royalty Assets

LOCATION PROPERTY ROYALTY/PAYMENTS COMMODITY
GROUP
COMMODITY OPERATOR STATUS
USA, Nevada Awakening 2% NSR Precious Metals Gold Nevada Exploration Inc. Exploration
Bottle Creek 2% NSR Precious Metals Gold Nevada Exploration Inc. Exploration
Brooks 4% NSR Precious Metals Gold I-80 Gold Corp Exploration
Cathedral Well 2.5% NSR Precious Metals Gold Gold Royalty Corp Exploration
Gold Bar South - Afgan 1% NSR Precious Metals Gold McEwen Mining Inc Producing Royalty
Grass Valley 2% NSR Precious Metals Gold Nevada Exploration Inc. Exploration
Leeville 1% GSR Precious Metals Gold Nevada Gold Mines Producing Royalty
Maggie Creek 2% NSR on precious metals; 1% NSR on other metals Precious Metals Gold Renaissance Gold Inc Exploration
Maggie Creek South 3% NSR Precious Metals Gold Nevada Gold Mines Exploration
NP Placers > Of 50 cents/yd3 or 4% NSR & AAR Payments Precious Metals Gold New Gold Recovery Exploration
Richmond Mountain 4% NSR, AAR & Milestone Payments Precious Metals Gold Stallion Gold Corp Exploration
Selena 3.25% production, AMR & Milestone Payments Precious Metals Gold Ridgeline Minerals Exploration
Silver Peak 1.5% NSR Precious Metals Silver-Gold Millennium Silver Corp Exploration
South Grass Valley 2% NSR Precious Metals Gold Nevada Exploration Inc. Exploration
Speed Goat 4% NSR & other payments Precious Metals Gold Hochschild Mining PLC Exploration
Swift 3.25% production, AMR & Milestone Payments Precious Metals Gold Ridgeline Minerals Exploration
Yerington West-Roulette 20% carried to feasibility or 2.5% NSR Base Metals Copper Hudbay Minerals Exploration
USA, Oregon Golden Ibex 1% NSR Precious Metals Gold Golden Ibex Exploration
USA, Utah Copper Warrior 2.0% NSR Base Metals Copper Warrior Metals Inc Exploration
Ophir 2.0% NSR Base Metals Copper Kennecott Exploration Co Exploration

Qualified Person

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



Form 52-109F2

Certification of Interim Filings

Full Certificate

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

1. Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of EMX Royalty Corporation (the "issuer") for the interim period ended June 30, 2023.

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

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

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

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

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

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

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

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

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

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

5.3 Limitation on scope of design: N/A

6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on April 1, 2023 and ended on June 30, 2023 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

Date: August 14, 2023

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



Form 52-109F2

Certification of Interim Filings

Full Certificate

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

1. Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of EMX Royalty Corporation (the "issuer") for the interim period ended June 30, 2023.

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

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

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

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

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

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

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

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

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

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

5.3 Limitation on scope of design: N/A

6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer's ICFR that occurred during the period beginning on April 1, 2023 and ended on June 30, 2023 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

Date: August 14, 2023

/s/ Douglas Reed
Douglas Reed
Chief Financial Officer



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