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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_______________________
FORM
8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported):
July 14, 2023
_______________________
Trilogy Metals Inc.
(Exact name of registrant as specified in its
charter)
_______________________
| British Columbia |
001-35447 |
98-1006991 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
Suite 1150, 609 Granville Street
Vancouver, British Columbia
Canada, V7Y 1G5
(Address of principal executive offices, including
zip code)
(604) 638-8088
(Registrant’s telephone number, including
area code)
N/A
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction
A.2 below):
☐ Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.24d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.23e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
| Common Shares |
TMQ |
NYSE American
Toronto Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth
company ☐
If an emerging growth
company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02 | Results of Operations and Financial Condition |
On July 14, 2023, Trilogy Metals Inc. (the “Company”)
issued a press release reporting financial results for the second quarter ended May 31, 2023. A copy of the press release is furnished
as Exhibit 99.1 to this report.
In accordance with General Instruction B.2 of Form
8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liability
of that section, and shall not be incorporated by reference into any registration statement or other document filed under Securities Act
of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 7.01 | Regulation FD Disclosure |
On May 31, 2023, the Company issued a press release reporting financial
results for the second quarter ended May 31, 2023.
A copy of the press release is furnished as Exhibit 99.1 to this report.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall
not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement
or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific
reference in such filing
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
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 hereunto
duly authorized.
| |
TRILOGY METALS INC. |
| |
|
|
| Dated: July 14, 2023 |
By: |
/s/ Elaine Sanders |
| |
|
Elaine Sanders, Chief Financial Officer |
Exhibit 99.1
Trilogy Metals Reports Second Quarter Fiscal
2023 Financial Results
VANCOUVER, BC, July 14, 2023 /CNW/ - Trilogy Metals
Inc. (TSX: TMQ) (NYSE: TMQ) ("Trilogy", "Trilogy Metals" or "the Company") announces its financial
results for the second quarter ended May 31, 2023. Details of the Company's financial results are contained in the interim unaudited consolidated
financial statements and Management's Discussion and Analysis which will be available on the Company's website at www.trilogymetals.com,
on SEDAR at www.sedar.com and on EDGAR at www.sec.gov. All amounts are in United States dollars unless otherwise stated.
Ambler Access Project
In March 2023, the Board of Ambler Metals LLC ("Ambler
Metals"), our 50/50 joint venture with South32 Limited (ASX, LSE, JSE: S32; ADR: SOUHY), approved a budget totaling $12.3 million
for the Ambler Access Project – the proposed 211-mile, industrial-use-only road from the Upper Kobuk Mineral Projects ("UKMP")
to the Dalton Highway that will enable advancing exploration and development at the Ambler Mining District. The total budget of $24.6
million, funded equally by the Alaska Industrial Development and Export Authority ("AIDEA") and Ambler Metals, includes funding
for the 2023 field season work consisting of field studies, permitting and data collection to assist the United States Bureau of Land
Management ("USBLM") in completing the additional work to support the Supplemental Environmental Impact Statement ("SEIS").
The field work has started to utilize the Coldfoot
camp from May to mid-September and the Bornite camp from mid-June to August. The planned field program will consist of cultural resource
inventory surveys and testing of sites over approximately 765 acres, hydraulic and hydrology studies at 47 bridge crossings to assess
conditions for area drainage, culvert placement and bridge design, collecting topographical and bathymetric survey data to support bridge
data and fish passage culverts, engineering reconnaissance surveys and fish habitat investigations on over 100 sites.
The right-of-way permits issued to AIDEA by the USBLM
for the Ambler Access Project were suspended last year. On November 15, 2022, the USBLM submitted a status report announcing that it anticipated
publishing a draft SEIS in the second quarter of calendar 2023 and a final SEIS in the fourth quarter of calendar 2023. On January 17,
2023 and March 20, 2023, the USBLM submitted status reports reaffirming the timing of the draft and final SEIS. On May 19, 2023, the USBLM
submitted a status report revising the timeline for development of the SEIS and a subsequent Record of Decision.
The USBLM now anticipates publishing a draft SEIS
in the third quarter of calendar year 2023, a final SEIS in the first quarter of calendar year 2024, and a Record of Decision within the
second quarter of calendar year 2024. Their next status report to be submitted to the United States District Court for the District of
Alaska is due on July 18, 2023.
Private Placement
On April 25, 2023, the Company completed a non-brokered
private placement of 5,854,545 common shares of the Company (the "Common Shares") at a price of $0.55 per Common Share for gross
proceeds of $3.2 million. After payment of legal and stock exchange fees, the Company received net proceeds of $3.1 million.
Annual General Meeting of Shareholders
The Annual General Meeting of Shareholders was held
on May 17, 2023. All directors nominated by the Company and standing for election were elected by shareholders of the Company, with each
director receiving greater than 97% of the votes cast.
Selected Results
The following selected financial information is prepared
in accordance with U.S. GAAP.
|
in thousands of dollars,
except for per share amounts |
| Three months ended |
Six months ended |
| Selected expenses |
May 31,
2023
$ |
May 31,
2022
$ |
May 31,
2023
$ |
May 31,
2022
$ |
| General and administrative |
328 |
338 |
736 |
735 |
| Investor relations |
23 |
38 |
53 |
137 |
| Professional fees |
188 |
192 |
758 |
437 |
| Salaries |
193 |
261 |
430 |
675 |
Salaries and directors expense – stock-
based compensation |
491 |
662 |
2,853 |
2,584 |
| Share of loss on equity investment |
1,604 |
2,460 |
3,088 |
4,370 |
| Comprehensive loss for the period |
(2,803) |
(4,074) |
(7,875) |
(9,097) |
| Basic and diluted loss per common share |
(0.02) |
(0.03) |
(0.05) |
(0.06) |
For the three-month period ended May 31, 2023, we
reported a net loss of $2.8 million compared to a net loss of $4.1 million for the three-month period ended May 31, 2022. The decrease
in comprehensive loss in the second quarter of 2023 compared to the same quarter in 2022 is due to the decrease in our share of loss of
Ambler Metals, and stock-based compensation and salaries. The decrease of our share of losses of Ambler Metals is mainly due to the decrease
in mineral property expenses over the comparative quarter in the prior year from the decrease in drilling, engineering and project support
costs, and partially offset from the increased cost in the Ambler Access Project.
For the six-month period ended May 31, 2023, we reported
a net loss of $7.9 million compared to a net loss of $9.1 million for the six-month period ended May 31, 2022. The difference for the
six-month period ended May 31, 2023, when compared to the same period in 2022, is primarily due to a $1.3 million decrease in our equity
pick-up of Ambler Metals' comprehensive loss in the current period as well as decreases in salaries and investor relations, and partially
offset from the increase in professional fees and stock-based compensation. The decrease in our share of losses of Ambler Metals is mainly
due to the decrease in mineral property expenses over the comparable period in the prior year from decreases in drilling, engineering,
and project support costs as well as the Ambler Access Project cost.
Liquidity and Capital Resources
We expended $1.5 million on operating activities during
the six-month period ending May 31, 2023 with the majority of cash spent on corporate salaries, professional fees related to our annual
regulatory filings, and annual fees paid to the Toronto Stock Exchange and the NYSE American Exchange, along with the American and Canadian
securities commissions.
As at May 31, 2023, we had $4.2 million in cash and
working capital of $3.5 million. Management continues with cash preservation strategies to reduce cash expenditures where feasible, including
but not limited to reductions in marketing and investor conferences and office expenses. In addition, the Company's Board of Directors
have agreed to take all of their fees in deferred share units in an effort to preserve cash. The Company's senior management team is also
taking a portion of their base salaries in shares of the Company to preserve cash.
All project-related costs are funded by the Ambler
Metals joint venture. Amber Metals is well funded to advance the UKMP with $72.8 million in cash and $71.8 million in working capital
as at May 31, 2023. There are sufficient funds at the joint venture to fund this fiscal year's budget for the UKMP and the Ambler Access
Project. Trilogy does not anticipate having to fund the activities of Ambler Metals until the current cash balance of $72.8 million is
expended.
Qualified Persons
Richard Gosse, P.Geo., Vice President Exploration
for Trilogy Metals Inc., is a Qualified Person as defined by National Instrument 43-101. Mr. Gosse has reviewed the technical information
in this news release and approves the disclosure contained herein.
About Trilogy Metals
Trilogy Metals Inc. is a metal exploration and development
company which holds a 50 percent interest in Ambler Metals LLC, which has a 100 percent interest in the Upper Kobuk Mineral Projects in
northwestern Alaska. On December 19, 2019, South32, a globally diversified mining and metals company, exercised its option to form a 50/50
joint venture with Trilogy. The UKMP is located within the Ambler Mining District which is one of the richest and most-prospective known
copper-dominant districts in the world. It hosts world-class polymetallic volcanogenic massive sulphide ("VMS") deposits that
contain copper, zinc, lead, gold and silver, and carbonate replacement deposits which have been found to host high-grade copper and cobalt
mineralization. Exploration efforts have been focused on two deposits in the Ambler Mining District – the Arctic VMS deposit
and the Bornite carbonate replacement deposit. Both deposits are located within a land package that spans approximately 190,929 hectares.
Ambler Metals has an agreement with NANA Regional Corporation, Inc., an Alaska Native Corporation that provides a framework for the exploration
and potential development of the Ambler Mining District in cooperation with local communities. Trilogy's vision is to develop the Ambler
Mining District into a premier North American copper producer while protecting and respecting subsistence livelihoods.
Cautionary Note Regarding Forward-Looking Statements
This press release includes certain "forward-looking
information" and "forward-looking statements" (collectively "forward-looking statements") within the meaning
of applicable Canadian and United States securities legislation including the United States Private Securities Litigation Reform Act of
1995. All statements, other than statements of historical fact, included herein, including, without limitation, perceived merit of properties,
expectations regarding the 2023 field season and budgets for the UKMP and the continued willingness of the Company's director and
executives to receive their compensation in equity, the Company's plans to look for opportunities to reduce its cash spend for the year,
management's expectations regarding the effects of cash conservation efforts and the sufficiency of cash for the next twelve months, and
the Company's plans to provide further updates and the timing thereof are forward-looking statements. Forward-looking statements
are frequently, but not always, identified by words such as "expects", "anticipates", "believes", "intends",
"estimates", "potential", "possible", and similar expressions, or statements that events, conditions, or
results "will", "may", "could", or "should" occur or be achieved. Forward-looking statements involve
various risks and uncertainties. There can be no assurance that such statements will prove to be accurate, and actual results and future
events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ
materially from the Company's expectations include the uncertainties involving our ability to conserve cash and to raise capital at terms
favorable to the Company, or at all and other risks and uncertainties disclosed in the Company's Annual Report on Form 10-K for the year
ended November 30, 2022 filed with Canadian securities regulatory authorities and with the United States Securities and Exchange Commission
and in other Company reports and documents filed with applicable securities regulatory authorities from time to time. The Company's forward-looking
statements reflect the beliefs, opinions and projections on the date the statements are made. The Company assumes no obligation to update
the forward-looking statements or beliefs, opinions, projections, or other factors, should they change, except as required by law.
View original content:https://www.prnewswire.com/news-releases/trilogy-metals-reports-second-quarter-fiscal-2023-financial-results-301877140.html
SOURCE Trilogy Metals Inc.
View original content: http://www.newswire.ca/en/releases/archive/July2023/14/c9258.html
%CIK: 0001543418
For further information: Company Contacts: Tony Giardini; President
& Chief Executive Officer, 604-638-8088 or 1-855-638-8088; Elaine Sanders, Vice President & Chief Financial Officer
CO: Trilogy Metals Inc.
CNW 06:30e 14-JUL-23
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