Exhibit 99.13

 

 

Condensed Interim Consolidated Financial Statements

 

For the Three and Nine Months ended September 30, 2025 and 2024

 

(Expressed in thousands of US dollars)

 

(Unaudited)

 

 

 

 

TABLE OF CONTENTS

 

Notice of no auditor review of condensed interim consolidated financial statements 3
   
Condensed Interim Consolidated Statements of Financial Position 4
   
Condensed Interim Consolidated Statements of Income and Comprehensive Income 5
   
Condensed Interim Consolidated Statements of Cash Flows 6
   
Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity 7
   
Notes to the Condensed Interim Consolidated Financial Statements 8

 

2

 

 

Notice of no auditor review of condensed interim consolidated financial statements

 

Pursuant to National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.

 

The accompanying unaudited condensed interim consolidated financial statements of Santacruz Silver Mining Ltd. for the three and nine months ended September 30, 2025, have been prepared by and are the responsibility of the Company’s management.

 

The Company’s independent auditor has not performed a review of these financial statements in accordance with the standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditor.

 

November 26, 2025

 

3

 

 

SANTACRUZ SILVER MINING LTD.

Condensed Interim Consolidated Statements of Financial Position

As at September 30, 2025 and December 31, 2024

(Unaudited)

(Expressed in thousands of US dollars)

 

  Note September 30, 2025 December 31, 2024
    $ $
ASSETS      
Current      
Cash and cash equivalents    40,018 35,721
Marketable securities 20  13,412 -
Trade and other receivables 6  77,691 99,854
Inventories 7  49,625 32,437
Prepaid expenses and deposits    7,521 5,656
     188,267 173,668
       
Marketable securities 20  5,800 -
Trade and other receivables 6  13,595 30,556
Mineral properties, plant and equipment 8  158,556 144,733
Goodwill 8  15,466 15,466
Deferred income tax asset 18  16,859 9,602
Total assets    398,543 374,025
       
LIABILITIES      
Current      
Trade payables and accrued liabilities 9  39,267 38,781
Consideration payable 10  - 10,000
Loans payable 11  33,850 16,432
Current income taxes payable 18  30,799 45,450
Other liabilities 12  14,776 16,070
Decommissioning and restoration provision 13  367 639
     119,059 127,372
       
Trade payables and accrued liabilities 9  5,014 8,608
Consideration payable 10  10,045 34,783
Loans payable 11  1,879 3,137
Other liabilities 12  15,445 22,508
Decommissioning and restoration provision 13  31,209 25,037
Deferred income tax liability 18  32,649 21,233
Total liabilities    215,300 242,678
       
SHAREHOLDERS’ EQUITY      
Share capital 14  143,191 139,080
Equity reserves    9,287 8,274
Retained earnings (deficit)    30,765 (16,007)
Total shareholders’ equity    183,243 131,347
Total liabilities and shareholders’ equity    398,543 374,025

BALANCE SHEET

Subsequent event (18(c))

Approved and authorized for issue on behalf of the Board of Directors on November 26, 2025:

 

“Arturo Préstamo Elizondo”   “Larry Okada”
Director   Director

 

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

 

4

 

 

SANTACRUZ SILVER MINING LTD.

Condensed Interim Consolidated Statements of Income and Other Comprehensive Income

For the Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars)

 

    Three months ended September 30, Nine months ended September 30,
  Note 2025

2024

Restated (note 5)

2025

2024

Restated (note 5)

    $ $ $ $
           
Revenues 22  79,989  78,244  223,598  201,318
Mine operating costs          
Cost of sales 15  54,028  56,817  134,474  153,498
Depreciation, depletion and amortization 8  5,795  5,705  15,811  15,843
Gross profit    20,166  15,722  73,313  31,977
           
General and administrative expenses 16  (6,452)  (6,479)  (15,329)  (18,212)
Share-based compensation expense 21  (761)  (113)  (2,269)  (132)
Operating income    12,953  9,130  55,715  13,633
           
Gain on adjustment to consideration payable 10  -  -  -  133,255
Finance costs 17  (1,456)  (9,826)  (2,398)  (17,709)
Foreign exchange gain    4,119  28,053 13,497 41,233
Income before tax   15,616  27,357 66,814  170,412
           
Income tax expense 18 728 (9,823) (20,042) (18,770)
Net income for the period   16,344 17,534 46,772 151,642
           
Other comprehensive income that may be reclassified subsequently to net income or loss:          
Unrealized gain on marketable securities    112  -  289  -
Currency translation differences    (280) (5,173)  186  2,026
Comprehensive income for the period   16,176 12,361 47,247 153,668
           
Net income per share:          
Basic 23 0.05 0.05 0.13 0.43
Diluted 23 0.04 0.05 0.13 0.42
           
Weighted average number of common shares:          
Basic    360,024,448  355,703,581 357,265,110  354,947,655
Diluted    373,121,040  358,453,581 367,061,702  357,697,655

 

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

 

5

 

 

SANTACRUZ SILVER MINING LTD.

Condensed Interim Consolidated Statements of Cash Flows

For the Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars)

 

CASH FLOW STATEMENT   Three months ended September 30, Nine months ended
September 30,
  Note 2025

2024

Restated (note 5)

2025

2024

Restated (note 5)

    $ $ $ $
Operating activities:          
Net income for the period   16,344 17,534 46,772 151,642
Items not affecting cash:          
Depreciation, depletion and amortization 8 5,795 5,705 15,811 15,843
Gain on adjustment to consideration payable 10 - - - (133,255)
Finance costs 17 3,436 8,196 7,646 18,069
Share-based compensation expense 21 761 113 2,269 132
Foreign exchange (gain) loss   9,153 (7,152) (10,885) 412
Income tax expense 18 (728) 9,823 20,042 18,770
Operating cash flows before non-cash working capital   34,761 34,219 81,655 71,613
Changes in non-cash working capital:          
Trade and other receivables 6  (9,578)  3,267  39,914  (27,632)
Inventories 7  (11,898)  3,605  (17,188)  2,876
Prepaid expenses and deposits    831  223  (1,865)  267
Trade payables and accrued liabilities 9  5,526  (5,832)  (129)  (2,511)
Current income taxes payable 18  1,548  (17,961)  (30,534)  (13,239)
Other liabilities  12  1,670  3,818  (9,743)  (1,287)
Decommissioning and restoration provision  13  (39)  (37)  (129)  (101)
Net cash generated by operating activities    22,821  21,302  61,981  29,986
           
Investing activities:          
Expenditures on mineral properties, plant and equipment 8 (7,112) (7,227) (19,196) (13,915)
Proceeds on disposition of mineral properties, plant and equipment 8 - 34 312 218
Purchases of marketable securities   (5,137) - (27,758) -
Disposition of marketable securities   3,909 - 8,835 -
Payment of consideration payable for acquisition of Sinchi Wayra 10 (22,500) - (40,000) -
Net cash used in investing activities   (30,840) (7,193) (77,807) (13,697)
           
Financing activities:          
Proceeds from exercise of options   2,379 170 2,379 642
Proceeds from loans payable 11 13,985 24,254 58,042 46,021
Repayments of loans payable 11 (7,838) (27,662) (38,338) (48,224)
Lease payments on plant and equipment 12 (485) (1,554) (2,044) (2,181)
Net cash provided by financing activities   8,041 (4,792) 20,039 (3,742)
           
Effect of exchange rate on changes in cash   (1) 1,617 84 748
Net change in cash and cash equivalents   21 10,934 4,297 13,295
Cash and cash equivalents – beginning of period   39,997 7,308 35,721 4,947
Cash and cash equivalents – end of period   40,018 18,242 40,018 18,242

 

Cash paid during the period for:

         
Interest expense   303 356 739 1,087
Income taxes   5,383 11,159 28,248 18,566

 

Supplemental cash flow information (Note 24)

         

 

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

 

6

 

 

SANTACRUZ SILVER MINING LTD.

Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity

For the Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, except number of shares)

 

  Share Capital Equity reserves      
  Shares Amount Share-based compensation reserve Contributed surplus Accumulated other comprehensive (loss) Total equity reserves Deficit Total shareholders’ equity
  # $ $ $ $ $ $ $
                 
Balance, December 31, 2023 350,991,138 138,014 13,410 (1,872) (2,839) 8,699 (180,491) (33,778)
Shares issued from exercise of options 4,864,400 1,068 (426) - - (426) - 642
Share-based compensation expense - - 132 - - 132 - 132
Comprehensive income - - - - 2,026 2,026 151,642 153,668
Balance, September 30, 2024 (Restated) 355,855,538 139,082 13,116 (1,872) (813) 10,431 (28,849) 120,664
                 
Balance, December 31, 2024 355,855,538 139,080 9,269 1,949 (2,944) 8,274 (16,007) 131,347
Shares issued from exercise of options 6,948,404 2,986 (606) - - (606) - 2,380
Shares issued from vesting of RSUs 593,338 458 (458) - - (458) - -
Shares issued from vesting of PSUs 800,000 667 (667) - - (667) - -
Share-based compensation expense - - 2,269 - - 2,269 - 2,269
Comprehensive income - - - - 475 475 46,772 47,247
Balance, September 30, 2025 364,197,280 143,191 9,807 1,949 (2,469) 9,287 30,765 183,243

 

 

 

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

 

7

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

1. NATURE OF OPERATIONS

 

Santacruz Silver Mining Ltd. (the “Company” or “Santacruz”) was incorporated pursuant to the Business Corporations Act of British Columbia on January 24, 2011. The Company’s registered office is located at 1111 West Hastings Street, 15th Floor, Vancouver, British Columbia, Canada V6E 2J3. The Company is listed for trading on the TSX Venture Exchange (“TSXV”) under the symbol “SCZ”.

 

The Company is engaged in the operation, acquisition, exploration and development of mineral properties in Latin America, with a primary focus on silver and zinc, but also including lead and copper. As at September 30, 2025, the Company had interests in, including mining concession rights, to the following:

 

●Sinchi Wayra S.A. (“Sinchi Wayra”), Sociedad Minero Metalurgico Reserva Ltda. and Sociedad Minera Illapa S.A. (“Illapa”) which consist of the following mineral properties and businesses located in Bolivia: the producing Tres Amigos and Colquechaquita mines, collectively the “Caballo Blanco Group”; the producing Bolivar and Porco mines held under an net operating cash flow interest agreement with Corporación Minera de Bolivia (“COMIBOL”), a Bolivian state-owned entity; the Soracaya exploration project (“Soracaya Project”); the Reserva mine and the San Lucas ore sourcing and trading business collectively (“San Lucas Group”);

 

●The producing Zimapan mine located in Mexico held by Carrizal Mining S.A. de C.V. (“Carrizal Mining”); and, the La Pechuga Property and the Santa Gorgonia Prospect, which are exploration properties located in Mexico.

 

2. BASIS OF PRESENTATION

 

These unaudited condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34, “Interim Financial Reporting” which is part of IFRS Accounting Standards (“IFRS® Accounting Standards”) as issued by the International Accounting Standards Board (“IASB”). Because these statements have been prepared in accordance with IAS 34, certain disclosures included in the annual financial statements have been condensed or omitted. These unaudited condensed consolidated interim financial statements should be read in conjunction with the audited annual consolidated financial statements for the year ended December 31, 2024.

 

These unaudited condensed interim consolidated financial statements were approved by the Board of Directors of the Company on November 26, 2025.

 

References made throughout the consolidated financial statements to “US dollar” or “USD” are to United States dollars, “C$” or “CAD” are to Canadian dollars, “MXN” are to Mexican pesos, “BOB” are to Bolivian bolivianos. All references are in thousands, unless otherwise noted.

 

3. MATERIAL ACCOUNTING POLICIES

 

The company acquired Treasury Bills and Treasury notes during the 3 months ended September 30, 2025, these instruments are financial assets and will be carried at fair value through other comprehensive income (FVTOCI). The instruments are classified as Marketable Securities and Long-term investments in the statement of financial position. The instruments at FVTOCI are initially recognized at fair value plus transaction costs. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTOCI are recognized in other comprehensive income (loss). When the securities mature or are sold the cumulative realized gains and losses are recognized through profit and loss as Finance Costs.

 

The remainder of the accounting policies applied in the preparation of these unaudited condensed consolidated interim financial statements are consistent with those applied and disclosed in the Company’s audited consolidated financial statements for the year ended December 31, 2024 and reflect all the adjustments necessary for fair presentation in accordance with IFRS for the interim periods presented.

 

8

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

3. MATERIAL ACCOUNTING POLICIES (continued)

 

New IFRS accounting standards and pronouncements - adopted

 

The following amendments to standards were effective for annual periods beginning on or after January 1, 2025:

 

Lack of exchangeability – Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates

 

The amendments contain guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. The amendments are effective for annual reporting periods beginning on or after January 1, 2025. There was no material impact on the Company’s consolidated financial statements from the adoption of these amendments however the guidance contained was considered when determining the appropriate exchange rate to record transactions denominated in Bolivian Bolivianos, see section below in note 4 for further information.

 

New IFRS accounting standards and pronouncements – not yet adopted

 

Below are the amendments to standards applicable for future periods that the Company has not yet adopted:

 

Amendments to IFRS 9: Financial Instruments and IFRS 7: Financial Instruments: Disclosures

 

In May 2024, the IASB issued amendments to update classification and measurement requirements in IFRS 9: Financial Instruments, and related disclosure requirements in IFRS 7: Financial Instruments: Disclosures. The IASB clarified the recognition and derecognition date of certain financial assets and liabilities, and amended the requirements related to settling financial liabilities using an electronic payment system. It also clarified how to assess the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criterion, including financial assets that have environmental, social and corporate governance (ESG)-linked features and other similar contingent features. The IASB added disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs and amended disclosures relating to equity instruments designated at fair value through other comprehensive income.

 

The amendments are effective for annual periods beginning on or after January 1, 2026 with early application permitted. The Company is currently assessing the effect of these amendments on our financial statements.

 

IFRS 18: Presentation and Disclosure in Financial Statements

 

In April 2024, the IASB issued IFRS 18: Presentation and Disclosure of Financial Statements (“IFRS 18”), which replaces IAS 1: Presentation of Financial Statements. IFRS 18 introduces a specified structure for the income statement by requiring income and expenses to be presented into the three defined categories of operating, investing and financing, and by specifying certain defined totals and subtotals. Where company-specific measures related to the income statement are provided, IFRS 18 requires companies to disclose explanations around these measures, which are referred to as management-defined performance measures. IFRS 18 also provides additional guidance on principles of aggregation and disaggregation which apply to the primary financial statements and the notes. IFRS 18 will not affect the recognition and measurement of items in the financial statements, nor will it affect which items are classified in other comprehensive income and how these items are classified.

 

Some of the requirements in IAS 1 are moved to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and IFRS 7 Financial Instruments: Disclosures. The IASB also made minor amendments to IAS 7 Statement of Cash Flows and IAS 33 Earnings per Share in connection with the new standard.

 

The standard is effective for reporting periods beginning on or after January 1, 2027, including for interim financial statements. Retrospective application is required, and early application is permitted. The Company is currently assessing the effect of this new standard to its financial statements.

 

9

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

4. MATERIAL ACCOUNTING ESTIMATES AND JUDGMENTS

 

The preparation of the financial statements in conformity with IFRS requires management to select accounting policies and make estimates and judgments that may have a material impact on the financial statements. Estimates are continuously evaluated and are based on management’s experience and expectations of future events that are believed to be reasonable under the circumstances. Actual outcomes may differ from these estimates. The Company’s critical accounting judgements and estimates have been consistently applied with those presented in Note 5 of the audited annual consolidated financial statements for the years ended December 31, 2024, and 2023 and are supplemented by the changes described below:

 

Determination of Exchange rate for Bolivian operations

 

The Sinchi Wayra and Illapa operations are located in Bolivia and sales revenue from the Bolivian operations is denominated and settled in US Dollars but most operating expenses are denominated in Bolivian Bolivianos (BOB). The functional currency of the Bolivian subsidiaries is United States dollars and has not changed since acquisition. Since the operations were acquired in 2022 the Company has used the official exchange rate published by the Central Bank of Bolivia to record all transactions denominated in BOB, this exchange rate has been fixed at 6.96 BOL/USD since 2009.

 

Until late 2023 and throughout 2024 the exchange rates quoted by banks to buy BOB with US Dollars was generally in line with the official exchange rate and varied only by several basis points. The spread between the official exchange rate (the “Official rate”) and the Bank rate used to acquire BOB has widened progressively and is no longer a temporary situation. Management expects that the spread will continue due to macroeconomic fundamentals. Recording BOB denominated expenses at the Official rate is no longer appropriate and to better present the economic substance of BOB denominated transactions, management will change its approach by using a spot rate that is in line with the Bank rate.

 

As defined in IAS 21 – The effects of changes in foreign exchange rates, the BOB is exchangeable, however because there is no availability of the currency at the official exchange rate it is more appropriate to determine the spot rate that is the actual exchange rate that is being used to purchase BOB. Management has applied an estimation technique to determine the spot exchange rate used for translating transactions denominated in BOB. This estimated rate (the “Bank rate”) is based on the average of weekly quotations obtained from commercial banks which reflects the rate at which an orderly exchange transaction takes place at the measurement date between market participants under the prevailing economic conditions.

 

The official rate of 6.96 BOB/USD has been used to record transactions denominated in BOB since the acquisition of the Bolivian operations until December 31, 2024. Starting January 1, 2025 the Bank rate has been used to record transactions denominated in BOB. The average Bank rate for the nine months ended September 30, 2025 was 12.68 BOB/USD. All monetary assets and liabilities outstanding as at September 30, 2025 have been revalued using the Bank spot rate of 11.95 BOB/USD. The exchange rate is management’s estimate of the $USD value of transactions denominated in BOB, accordingly comparative figures which were translated using the official rate have not been restated as the change in estimate is only applied prospectively.

 

5. RESTATEMENT OF PRIOR PERIOD COMPARATIVES

 

During the preparation of the of the audited annual financial statements for the year ended December 31, 2024, the Company identified several errors in the previously filed 2024 interim consolidated financial statements and the 2023 audited annual consolidated financial statements. The Company has determined that a correction was required and as such, has restated its previously reported consolidated financial statements as at December 31, 2023 and the consolidated statement of financial position as at January 1, 2023. Refer to note 3 of the audited annual consolidated financial statements for the year ended December 31, 2024. The interim consolidated statement of income and statement of cash flows for the three months and nine months ended September 30, 2024 have also been restated; refer to note 5 for details of the adjustments. The nature and impact of the corrections made to the interim consolidated statement of income are described below:

 

10

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

5. RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued)

 

(i)Joint Operation Adjustments:

 

The Illapa entity is 100% owned by the Company however its operations are part of a net operating cash flow interest agreement in which the Company has a 45% interest and the remaining 55% interest is held by Corporación Minera de Bolivia (“COMIBOL”). The net operating cash flow interest agreement meets the definition of a Joint Operation in accordance with IFRS 11 – Joint Arrangements, and the Company recognizes its 45% share of the operation’s assets, liabilities, revenues and expenses arising from the Joint Operation. The Company is solely responsible for certain transactions made by the Illapa entity, and for these transactions, the assets, liabilities, revenues and expenses are recognized at 100% in the Company’s Financial Statements and result in balances payable to or owed from COMIBOL. The net amount due to/from COMIBOL from differences in the participation share of certain transactions has been recognized as a non-current other asset or liability.

 

The errors identified affect multiple lines in the consolidated financial statements due to incorrectly accounting for the proportion of the Company’s interest in certain assets, liabilities, income and expenses of the Joint Operation. The Company previously recorded 100% of the Illapa entity’s foreign exchange gain/loss, additions to mineral properties, plant and equipment and certain intercompany expenses which form part of the Joint Operation and should have been recognized at 45%, the Company’s proportional interest.

 

The adjustments have resulted in an increase to comprehensive income of $4,018 for the three months ended September 30, 2024, and increase to comprehensive income of $8,233 for the nine months ended September 30, 2024. See column (i) in the table below for details of the lines affected.

 

(ii)CAPEX Receivable & PPA Adjustment:

 

The Illapa Joint Operation’s net operating cash flow interest agreement establishes that the Company will transfer its 45% ownership of all the fixed assets of the joint operation to COMIBOL at the end of the agreement. COMIBOL will compensate the Company for the asset transfer at different points in time throughout the agreement by either making payments to the Company or reducing the amount payable to COMIBOL for its 55% interest in the joint operation.

 

The amounts receivable from COMIBOL have been separated into two different categories, the initial investment period and the continuing investment period, as classified in the net operating cash flow interest agreement. There was no adjustment to the initial investment period receivable.

 

The continuing investment period’s CAPEX receivable is a payment of 45% of the capital expenditures incurred between 2020 to 2027. The receivable amount of this period’s expenditures becomes available to the Company to offset against amounts due to COMIBOL for its 55% interest at different points in time from 2024 to 2028 if the operation generates positive cash flows. If the joint operation does not generate enough positive cash flows to offset the amount receivable from the continuing investment period, the remaining amounts will be paid at the end of the agreement.

 

Since the continuing investment period receivable is compensation for the transfer of the Company’s 45% interest in mineral properties, plant & equipment to COMIBOL at the end of the contract, this amount should not have been recognized as a receivable but rather as part of the residual value of the assets. The residual value has been recognized as a non-depletable mineral properties, plant and equipment balance. Since the amount that will ultimately be received at the end of the agreement will vary depending on the actual CAPEX investment made and the actual payable amount according to an appraisal process, each period the difference between the initial carrying value and the revised carrying value will be recorded as a prospective adjustment to depreciation expense of MPPE so that at the end of the agreement, the ending value of mineral properties, plant and equipment (“MPPE”) will be equal to the amount receivable from COMIBOL.

 

As a result of the restated CAPEX receivable balances, comprehensive income increased by $944 for the three months ended September 30, 2024, and by $2,832 for the nine months ended September 30, 2024. See column (ii) in the table below for details.

 

11

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

5. RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued)

 

(iii)Amortization of Purchase Price Allocation (PPA) & Impairment:

 

In the fourth quarter of 2024, the Company identified errors in the depreciation, depletion and amortization expense that were generated from the Sinchi Wayra and Illapa acquisition. The amortization expense was recorded incorrectly due to differences between the local accounting records and the consolidated accounting records. After synchronizing and reconciling the PPA amounts, a reduction to depletion, depreciation and amortization expense of $1,232 was recognized for the three months ended September 30, 2024, and a reduction of $1,835 was recognized for the nine months ended September 30, 2024. See column (iii) in the table below for details.

 

(iv)Other Adjustments:

 

The Company identified various errors relating to prior periods caused by differences in the accounting records between the Corporate consolidation records and the local accounting records. For the three months ended September 30, 2024, these adjustments resulted in an increase of $7,278 to foreign exchange gain, and a corresponding $7,278 decrease to other comprehensive income. For the nine months ended September 30, 2024, these adjustments resulted in an increase of $4,116 to foreign exchange gain, and a corresponding $4,116 decrease to other comprehensive income The net impact to comprehensive income for the period was $nil. See column (iv) in the table below for details.

 

The consolidated statement of cash flows for the three and nine months ended September 30, 2024 has been restated to reflect the corrections described above. For the three months ended September 30, 2024, operating cash flows before non-cash working capital increased by $4,019. For the nine months ended September 30, 2024, operating cash flows before non-cash working capital increased by $8,232. Net cash generated or used by operating, investing, and financing activities were not impacted for both comparative periods.

 

The consolidated statement of changes in shareholders’ equity for the nine months ended September 30, 2024 has been restated for the balances as at December 31, 2023 and September 30, 2024 for corrections to accumulated other comprehensive loss and retained deficit. The cumulative impact of the corrections resulted in a decrease of $998 to the opening accumulated other comprehensive loss as at December 31, 2023. Other comprehensive income for the comparative period decreased by $4,116, resulting in a decrease of $3,118 to the ending accumulated other comprehensive income as at September 30, 2024. The cumulative impact to the opening retained deficit as at December 31, 2023 increased the balance by $40,191. Net income for the comparative period increased by $17,016, resulting in an increase of $23,175 to the ending deficit as at September 30, 2024.

 

12

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

5. RESTATEMENT OF PRIOR PERIOD COMPARATIVES (continued)

 

The following adjustments were made to the Consolidated Statement of Comprehensive (Loss) for the nine months ended September 30, 2024:

 

  For the three months ended September 30, 2024
  As previously reported (i) Joint Operation (ii) Capex Receivable & PPA Adj. (iii) PPA Amort. & Impairment (iv) Other Adj. As restated
  $ $ $ $ $ $
             
Cost of sales (55,955) (862) - - - (56,817)
Depreciation, depletion and amortization (7,522) - 585 1,232 - (5,705)
Gross profit 14,767 (862) 585 1,232 - 15,722
             
Finance costs (12,276) 2,091 359 - - (9,826)
Foreign exchange gain 17,986 2,789 - - 7,278 28,053
Income before tax 13,885 4,018 944 1,232 7,278 27,357
             
Other comprehensive income that may be reclassified subsequently to net income or loss: 2,105 - - - (7,278) (5,173)
Comprehensive income for the period 6,167 4,018 944 1,232 - 12,361
             
Net income per share, basic and diluted 0.01         0.05

 

  For the nine months ended September 30, 2024
  As previously reported (i) Joint Operation (ii) Capex Receivable & PPA Adj. (iii) PPA Amort. & Impairment (iv) Other Adj. As restated
  $ $ $ $ $ $
             
Cost of sales (150,965) (2,533) - - - (153,498)
Depreciation, depletion and amortization (19,433) - 1,755 1,835 - (15,843)
Gross profit 30,920 (2,533) 1,755 1,835 - 31,977
             
Finance costs (23,143) 4,357 1,077 - - (17,709)
Foreign exchange gain 30,708 6,409 - - 4,116 41,233
Income before tax 153,396 8,233 2,832 1,835 (4,116) 170,412
             
Other comprehensive income that may be reclassified subsequently to net income or loss: 6,142 - - - (4,116) 2,026
Comprehensive income for the period 140,768 8,233 2,832 1,835 - 153,668
             
Net income per share, basic and diluted 0.38         0.43

 

13

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

6. TRADE AND OTHER RECEIVABLES

 

A summary of the Company’s trade and other receivables is as follows:

 

 

September 30,

2025

December 31, 2024
  $ $
Trade receivables  18,152 17,402
COMIBOL contract prepayment  1,395 2,395
COMIBOL initial investment period CAPEX receivable (note 6(a))  13,112 21,158
Uncertain income tax position receivable (note 18(c))  11,063 15,226
VAT receivable  46,300 73,320
Other receivables  1,264 909
Balance, end of period  91,286 130,410
Less: current portion  77,691 99,854
Non-current portion  13,595 30,556

 

a)COMIBOL initial investment period CAPEX receivable

 

The COMIBOL initial investment period CAPEX receivable is a reimbursement of 22.5% of a pre-defined amount of capital investments made by the Company from 2012 to 2019 in the Illapa Joint Operation. The refundable amount becomes available for the Company to offset against amounts due to COMIBOL for its 55% interest in the operation over seven years from 2020 to 2026. If the joint operation does not produce sufficient positive cash flows, COMIBOL can defer payment until cash flows are positive at which point the amounts receivable can be used to reduce the amount due to COMBIOL for its 55% share of the interest in the operation. If the operation does not generate enough positive cash flows to offset amounts due, the outstanding amount receivable will be paid by COMIBOL at the end of the agreement. The classification between current and non-current has been made based upon management’s best estimate of when the receivable will be used to offset future payments to COMIBOL for its 55% interest.

 

The timing of the cash flows will vary depending on the operational results from the joint operation and how much is payable to COMIBOL for their 55% interest in the operation. Depending on estimates and actual results each period the asset will be revalued to reflect the timing of the expected cash flows and will be discounted using the same effective rate at acquisition resulting in recognizing a gain or loss on the re-estimation of cash flows related the CAPEX receivable.

 

7. INVENTORIES

 

A summary of the Company’s inventories is as follows:

 

  September 30, 2025 December 31,
2024
  $ $
Mineralized material stockpiles  10,997 7,062
Concentrate inventory  22,846 11,256
Supplies inventory  15,782 14,119
Total  49,625 32,437

 

During the three and nine months ended September 30, 2025, the inventory recognized as cost of sales was $54,028 and $134,474, respectively (2024 – $56,817 and $153,498 respectively), which includes production costs directly attributable to the inventory production process.

 

During the three and nine months ended September 30, 2025, the Company recognized through cost of sales a net realizable value write-off of inventory for $101 and $747, respectively (2024 – $nil and $nil).

 

14

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

8. MINERAL PROPERTIES, PLANT AND EQUIPMENT

 

A summary of the Company’s Mineral Properties, Plant and Equipment is as follows:

 

    Depletable mineral properties Exploration and evaluation

 

Plant and equipment

Total
    $ $ $ $
Cost          
Balance, December 31, 2023   69,555 12,189 111,103 192,847
Additions   15,194 - 7,425 22,619
Change in decommissioning and restoration costs (note 13)   1,752 - - 1,752
Disposals   - - (2,721) (2,721)
Adjustments   29,220 - - 29,220
Balance, December 31, 2024   115,721 12,189 115,807 243,717
Additions    4,811  -  14,385  19,196
Change in decommissioning and restoration costs (note 13)    10,750 - -  10,750
Disposals   (3,245)  -  (3,687)  (6,932)
Balance, September 30, 2025    128,037  12,189  126,505  266,731
           
Accumulated depreciation and impairment          
Balance, December 31, 2023   16,860 - 34,222 51,082
Depletion, depreciation and amortization   3,933 - 15,773 19,706
Disposals   - - (1,024) (1,024)
Adjustments   29,220 - - 29,220
Balance, December 31, 2024   50,013 - 48,971 98,984
Depletion, depreciation and amortization    4,078  -  11,733  15,811
Disposals    (3,245)  -  (3,375)  (6,620)
Adjustments    (601)  -  601  -
Balance, September 30, 2025    50,245  -  57,930  108,175
           
Cost as at December 31, 2024   115,721 12,189 115,807 243,717
Accumulated depreciation and impairment   50,013 - 48,971 98,984
Carrying value - December 31, 2024   65,708 12,189 66,836 144,733
           
Cost as at September 30, 2025    128,037  12,189  126,505  266,731
Accumulated depreciation and impairment    50,245  -  57,930  108,175
Carrying value – September 30, 2025    77,792  12,189  68,575  158,556

 

As at September 30, 2025, the Company’s plant and equipment included right-of-use assets with a carrying amount of $3,039 for leased mining equipment (December 31, 2024 - $2,395). Depreciation on the right of use assets for the three and nine months ended September 30, 2025 was $132 and $396, respectively (2024 - $165 and $323, respectively).

 

A summary of the Company’s Goodwill and allocation to each CGU is as follows:

 

  September 30, 2025 December 31, 2024
  $ $
Caballo Blanco Group (Tres Amigos mine) 2,963 2,963
San Lucas Group 12,503 12,503
Goodwill 15,466 15,466

 

15

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

9. TRADE PAYABLES AND ACCRUED LIABILITIES

 

A summary of the Company’s trade payables and accrued liabilities is as follows:

 

  September 30, 2025 December 31, 2024
  $ $
Trade payables  27,885 29,784
COMIBOL contract obligations (note 9 (a))  5,014 8,608
Accrued liabilities 11,382 8,997
Balance, end of period  44,281 47,389
Less: current portion  39,267 38,781
Non-current portion  5,014 8,608

 

a)COMIBOL contract obligations

 

COMIBOL contract obligations represent the Company’s obligation to pay its portion of committed funding related to the investment of inventories and fixed assets made prior to 2013 under the previous contract of $3,280, and COMIBOL’s share of the VAT receivable of $1,734 (all of which are classified as non-current)

 

10. CONSIDERATION PAYABLE

 

On March 18, 2022, the Company acquired 100% ownership of Sinchi Wayra and Illapa (the “Acquisition”) from Glencore plc (“Glencore”) under the terms and conditions outlined in the Share Purchase Agreement (“SPA”).

 

On May 10, 2023, the Company signed amendments to the SPA (“Amended SPA”) that impacted the timing of the repayments of the deferred cash consideration and timing of payment of certain VAT amounts collected by the Company which generated a gain on adjustment to consideration payable of $933 in the year-ended December 31, 2023.

 

On March 28, 2024, the Company entered into a binding term sheet (the “Term Sheet”) with Glencore to amend the SPA, Amended SPA and certain transaction documents in connection with the Acquisition. On October 3, 2024, the Company entered into a definitive omnibus agreement under the terms established in the Term Sheet.

 

The following table summarizes the consideration payable to Glencore.

 

  September 30, 2025 December 31, 2024
  $ $
Base purchase price (note 10(a)) - 34,625
Contingent value rights (note 10(b)) 10,045 10,158
Balance, end of period 10,045 44,783
Less: current portion - 10,000
Non-current portion 10,045 34,783

 

a)Base purchase price

 

Subject to the Acceleration Option (as defined below), the Company will pay up to $80,000 in cash to Glencore in eight equal annual instalments of $10,000 each (the “Base Purchase Price” or “BPP”) with the first payment being made on or before November 1, 2025. The Company can exercise an option to accelerate the payment of the outstanding balance of the Base Purchase Price in full at any time, such prepayment amount will be $40,000 if exercised prior to November 1, 2025 and shall decrease by $2,000 for each annual instalment of $10,000 that has been paid by the Company (the “Acceleration Option”).

 

As at the date of the Term Sheet the fair value of the BPP was estimated using a discounted cash flow method to calculate the net present value of the expected cash flows. The initial recognition of the liability used a discount rate of 20% based on various qualitative and quantitative considerations.

 

As at September 30, 2025, the Company has paid Glencore $40,000 to exercise the accelerated payment option in full and has fully extinguished the base purchase price liability.

 

16

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

10. CONSIDERATION PAYABLE (continued)

 

b)Contingent value rights & additional payments

 

The Company granted to Glencore a contingent value right (the “CVR”) whereby the Company will pay Glencore a monthly payment of $1,333 (the “CVR Payment”), subject to a total cap of $77,700 (the “Valuation Cap”), in the event that in any calendar month after the date the parties enter into the Term Sheet, the average London Metal Exchange (“LME”) spot price of zinc (or the highest open hedge price if the Hedging Option (as defined below) has been exercised) in the calendar month is at least $3,850 per tonne (the “Base Price”). The CVR Payment will increase by $83 for each increase of $100 per tonne above the Base Price and up to a price of $5,049.99 per tonne.

 

In addition to the CVR Payment, in the event the average LME spot price of zinc (or the highest open hedge price if the Hedging Option has been exercised) in a calendar month is at least $5,050 per tonne (the “Additional Payment Price”), the CVR Payment will increase by $83 for each increase of $100 per tonne above the Additional Payment Price and the Company will pay Glencore a monthly payment of $83 as a Bonus Payment that will increase by $83 for each increase of $100 per tonne above the Additional Payments Price. The Bonus Payment is not considered as part of the CVR Payment.

 

Upon the occurrence of the monthly average zinc LME spot price exceeding the Base Price, Glencore can require the Company to hedge a limited amount of zinc production from its Bolivian mining operations (so long as the hedging price would exceed the Base Price) subject to certain conditions (the “Hedging Option”).

 

The CVR and Additional Payments will be effective from the date of the Term Sheet until the earlier of December 31, 2032 and the date the Valuation Cap is reached. The Additional Payments and the Hedging Option will terminate once the Company is no longer obligated to make CVR Payments.

 

The fair value at the initial recognition of the CVR was calculated using a Monte Carlo Simulation with key inputs and assumptions including the zinc spot price ($2,974 per tonne), the expected price of zinc in each year until December 31, 2032, the market risk-free rate and credit spread and the volatility and variability of historical zinc prices.

 

The Company performed a valuation exercise as at September 30, 2025, and determined a fair value of the CVR of $10,045. The gain on change in fair value was $113 for the nine months ended September 30, 2025, which is recorded as a finance cost (Note 17).

 

c)Deferred cash consideration, royalties payable and other payables

 

Prior to the Term Sheet, the Company had $164,566 in consideration payable accounted for as deferred cash consideration, royalties payable and other payables from the profits on sale of inventory and payment of certain VAT amounts. As a result of entering into the term sheet as described above, the Company determined that the contractual change was an extinguishment of the previous liabilities and recognized the base purchase price, CVR and additional payment obligations at their fair value which resulted in a gain of $133,255 in the three months ended March 31, 2024.

 

17

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

10. CONSIDERATION PAYABLE (continued)

 

The following table summarizes the details of the consideration payable to Glencore and when the previous consideration payable liabilities were considered extinguished and the new consideration was recognized at fair value at inception resulting in a gain on modification:

 

 

BPP

(a)

CVRs

(b)

Deferred cash consideration

(c)

Royalties payable

(c)

Other payables

(c)

Total
  $ $ $ $ $ $
Balance, December 31, 2023 - - 91,619 15,102 56,267 162,988
Accretion (Note 17) - - 976 18 584 1,578
Gain on adjustment to consideration payable 29,925 1,386 (92,595) (15,120) (56,851) (133,255)
Loss on change in fair value of consideration payable 4,700 8,772 - - - 13,472
Balance, December 31, 2024 34,625 10,158 - - - 44,783
Less: current portion 10,000 - - - - 10,000
Non-current portion 24,625 10,158 - - - 34,783
             
Balance, December 31, 2024 34,625 10,158 - - - 44,783
Loss on change in fair value of consideration payable 5,375 (113) - - - 5,262
Payment of base purchase price obligation (40,000) - - - - (40,000)
Balance, September 30, 2025 - 10,045 - - - 10,045
Less: current portion - - - - - -
Non-current portion - 10,045 - - - 10,045

 

18

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

11. LOANS PAYABLE

 

A summary of the Company’s loans payable is as follows:

 

  Bank facilities
(a)

Trafigura loan facility

 

(b)

Other loans payable

 

(c)

Promissory loan payable

 

(d)

Total
  $ $ $ $ $
Balance, December 31, 2023 11,327 5,498 950 - 17,775
Proceeds advanced 58,192 - 1,026 - 59,218
Accretion - 547 - - 547
Interest expense 830 658 - - 1,488
Repayment with cash (55,558) (2,669) (1,232) - (59,459)
Balance, December 31, 2024 14,791 4,034 744 - 19,569
Less: Current portion 14,791 1,423 218 - 16,432
Non-current portion - 2,611 526 - 3,137
           
Balance, December 31, 2024 14,791 4,034 744 - 19,569
Proceeds advanced  29,590  -  16,768  11,684  58,042
Interest expense  704 254  -  303  1,261
Foreign exchange gain  (4,563)  -  (311)  69  (4,805)
Repayment with cash  (20,298) (1,185)  (16,855)  -  (38,338)
Balance, September 30, 2025  20,224  3,103  346  12,056  35,729
Less: Current portion  20,224  1,531  39  12,056  33,850
Non-current portion  -  1,572  307  -  1,879

 

a)Bank facilities

 

The Company has a secured credit facility denominated in Bolivian Bolivianos with Banco BISA S.A. of BOL 55,000 ($4,603), which is comprised of 1) a revolving credit facility of BOL 48,800 ($4,084) for the financing of mining operations and working capital with a fixed interest rate of 6.0% and 10.00% per annum; and 2) a “loan guarantee” credit facility of BOL 6,200 ($519) for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. In Bolivia, companies have the option to receive VAT refunds in advance of the audit process being completed if a loan guarantee for the refund amount is provided. The BOL 55,000 ($4,603) total credit facility is secured by certain real estate assets in Bolivia.

 

The BOL 48,800 ($4,084) revolving credit facility for working capital purposes can be drawn down at BOL 3,480 ($291) increments and automatically rolls over at maturity once fully repaid. As at September 30, 2025, BOL 48,720 ($4,077) (December 31, 2024 – BOL 48,720 ($7,000), was drawn down from this credit facility.

 

As at September 30, 2025, BOL 2,100 ($176) of the BOL 6,200 ($519) loan guarantee credit facility was used to provide collateral to the Bolivian government on VAT refunds received (December 31, 2024 – BOL $2,415 ($347)).

 

On April 24, 2025, Sociedad Minera Illapa S.A. obtained a 360-day bank loan from Banco BISA S.A. with a fixed interest rate of 6.0% per annum. The facility is secured by a standby letter of credit guarantee issued by Stifel Bank where the marketable securities are held as collateral (refer to note 20). As at September 30, 2025, the loan amount outstanding was BOL 90,500 ($7,573).

 

The Company also has an unsecured revolving credit facility for working capital requirements and a loan guarantee with Banco de Crédito de Bolivia S.A. for a total of BOL 48,020 ($4,018). The credit facility has a weighted average fixed interest rate of 6.0% and 10.00% per annum and the weighted average interest rate on the loan guarantee facility is 2.0%.

 

19

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

11. LOANS PAYABLE (continued)

 

As at September 30, 2025, BOL 51,396 ($4,301) (December 31, 2024 - BOL 52,332 ($7,519)) was drawn down on the credit facility and $nil (December 31, 2024 - $nil) was used on the loan guarantee. The credit facility has varying maturity dates between October 2025 and February 2026. The loan guarantee is used for the purpose of providing collateral to the Bolivian government for VAT refunds collected prior to the completion of the audit process by the Bolivian tax authority. All credit facilities are denominated in Bolivian Bolivianos.

 

On March 31, 2025 Sociedad Minera Illapa S.A. obtained 180-day bank loan outstanding for BOL 45,962 ($3,846) from Banco de Crédito de Bolivia S.A. with a fixed interest rate of 6.00% per annum. The facility is secured by a standby letter of credit guarantee issued by Stifel Bank where the company holds some of its USD cash balances from sales revenues (refer to note 20).

 

b)Trafigura loan facility

 

On April 23, 2021, in connection with the acquisition of Zimapan, Trafigura Mexico, S.A. de C.V. (“Trafigura”) loaned the Company $17,616 under a new loan facility (“Trafigura Loan Facility”).

 

The Trafigura Loan Facility is secured by a first charge over all Zimapan Mine assets and all other material rights and properties owned by Carrizal Mining. In addition, the Company issued to Trafigura 28,000,000 warrants (“Trafigura Warrants”), each Trafigura Warrant exercisable into a Santacruz common share at C$0.395 per share, for a period of 12 months with respect to 7,280,000 of the Trafigura Warrants and 42 months with respect to the remaining 20,720,000 Trafigura Warrants. As at December 31, 2024, a total of 13,280,000 Trafigura Warrants were exercised for gross proceeds to the Company of $4,049 (C$5,246) (December 31, 2023 - 13,280,000 warrants for proceeds of $4,049 (C$5,246)). On October 24, 2024 the remaining 14,720,000 Trafigura Warrants expired unexercised.

 

Pursuant to the Trafigura Loan Facility, Trafigura will have the right to offset payments owing by Trafigura to Carrizal Mining and/or its affiliates under existing commodity purchase and sale agreements against payments owing by Carrizal Mining to Trafigura under the Trafigura Loan. No offsets were made as of September 30, 2025.

 

In the third quarter of 2024, the Company entered into a new amended and restated agreement to settle the outstanding principal amount of $4,156. The amended agreement has the same annual interest rate as the original agreement (1-month SOFR + 6.5%) and is for a period of 36 months, ending on October 31, 2027. The loan is repayable in monthly installments of principal plus accrued interest for the respective period. The Company is fully compliant with all financial covenants stipulated in the agreement.

 

c)Other loans payable

 

In the fourth quarter of 2022, the Company entered into contracts to sell trucks and machinery for net proceeds of $1,310. The Company subsequently leased the trucks and machinery back from the counterparty for a period of five years at a financing charge of 10.0% per annum and is required to make quarterly lease payments plus accrued interest.

 

As the contracts provide the Company the right to repurchase the trucks and machinery at the end of the term for their residual value of 1%, the Company has an irrevocable right to repurchase the assets, and control of the assets did not transfer to the counterparty. Hence, these contracts are accounted for as financing transactions in accordance with IFRS 9 - Financial Instruments, rather than as sale and leaseback transactions under IFRS 16 - Leases.

 

In accordance with IFRS 9, these contracts were recorded as a financial liability at amortized cost using the effective interest rate method. As at September 30, 2025, the financial liability was $346 (December 31, 2024 - $744). No interest expense was accrued as it was immaterial.

 

20

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

11. LOANS PAYABLE (continued)

 

d)Promissory notes

 

On February 20, 2025 the Company completed an offering of BOB 70,000 ($5,858) in promissory notes under its San Lucas Promissory Notes Issuance program. The San Lucas Promissory Notes Issuance program allows the Company to issue up to BOB 140,000 ($11,716) in the Bolivian Stock market (Bolsa Boliviana de Valores). The notes are denominated in Bolivian Bolivianos and have a 6.50% interest rate and a maturity date of February 15th, 2026 and are unsecured. In accordance with IFRS 9, these contracts were recorded as a financial liability at amortized cost using the effective interest rate method.

 

On August 8, 2025, the Company completed a second offering of BOB 70,000 ($5,858) in promissory notes under its San Lucas Promissory Notes Issuance program. The notes under the second offering have an interest rate of 7.00% and a maturity date of June 15, 2026.

 

e)Bonds

 

On December 30, 2024, the Financial System Supervisory Authority (ASFI) authorized the San Lucas Bonds Program. The San Lucas Bonds program allows the Company to issue up to $40,000 of unsecured bonds in the Bolivian Stock market (Bolsa Boliviana de Valores), the bonds can be denominated in USD or Bolivian Bolivianos. As at September 30, 2025, no bonds have been issued under the program.

 

12. OTHER LIABILITIES

 

A summary of the Company’s other liabilities is as follows:

 

  September 30, 2025 December 31, 2024
  $ $
Post Employment Benefits (note 12(a)) 9,291 12,784
Lease liability  2,037 650
Bolivia uncertain tax position financing arrangement (note 18(c))  4,652 5,974
Other taxes payable (note 12(b))  6,847 6,976
Long-term portion of current income taxes payable  606 1,503
Participation payable to COMIBOL for interest in joint operation (note 12(c))  6,723 8,977
Other liabilities  65 1,714
Balance, end of the period  30,221 38,578
Less: current portion  14,776 16,070
Non-current portion  15,445 22,508

 

a)Post-employment benefits

 

As at September 30, 2025, the Company recognized a provision of $1,823 ($1,473 as at December 31, 2024) for payments that must be made to employees upon termination of employment which is required by Mexican labour legislation. A provision of $7,468 ($11,311 as at December 31, 2024) has been recognized in Bolivia which entitles employees to receive a payment after five years of employment, if the employee resigns or is terminated before the 5-year period they are entitled to receive the amount accrued at the time of separation. Based on expected employee turnover, these provisions are considered non-current.

 

b)Other taxes payable

 

Other taxes payable includes amounts payable to the Mexican and Bolivian tax authorities for miscellaneous taxes such as payroll taxes, withholding taxes, VAT payables and income taxes from prior periods which are being paid under an installment plan.

 

c)Participation payable to COMIBOL for interest in joint operation

 

The net participation payable from COMIBOL is derived from the Illapa Joint Operation. The Company is solely responsible for 100% of certain transactions specified in the agreement and such transactions are recorded as liabilities where there is a net amount payable to COMIBOL.

 

21

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

13. DECOMMISSIONING AND RESTORATION PROVISION

 

The Company has an obligation to undertake decommissioning, restoration, rehabilitation and environmental work when environmental disturbance is caused by the development and ongoing production of a mining operation. Movements in decommissioning liabilities during the nine months ended September 30, 2025 and 2024 are allocated as follows:

 

  Bolivar Porco Caballo Blanco Group

San Lucas Group

Zimapan Total
  $ $ $ $ $ $
Balance, December 31, 2023 3,105 5,296 6,092 2,773 6,241 23,507
Change in estimate 479 522 1,105 92 (446) 1,752
Reclamation work performed (192) (8) (83) (81) (74) (438)
Accretion 274 446 429 222 524 1,895
Foreign exchange gain - - - - (1,040) (1,040)
Balance, December 31, 2024 3,666 6,256 7,543 3,006 5,205 25,676
Less: current portion 73 20 476 70 - 639
Non-current portion 3,593 6,236 7,067 2,936 5,205 25,037
             
Balance, December 31, 2024 3,666 6,256 7,543 3,006 5,205 25,676
Change in estimate  1,562  2,403  4,710  2,157  (112)  10,720
Reclamation work performed  (20)  (2)  (49)  (28)  -  (99)
Accretion  166  285  455  190  366  1,462
Foreign exchange gain  (1,349)  (2,299)  (2,192)  (869)  526  (6,183)
Balance, September 30, 2025  4,025  6,643  10,467  4,456  5,985  31,576
Less: current portion  41  10  276  40  -  367
Non-current portion  3,984  6,633  10,191  4,416  5,985  31,209

 

A provision for decommissioning liabilities is estimated based on current regulatory requirements and is recognized at the present value of such costs. The expected timing of cash flows in respect of the provision is based on the estimated life of the Company’s mining operations.

 

  Decommissioning and restoration provisions – September 30, 2025
  Bolivar Porco Caballo Blanco Group San Lucas Group Zimapan
Undiscounted uninflated estimated cash flow 4,102 6,716 7,627 3,159 8,856
Discount rate 6.4% 6.4% 8.1% 7.0% 8.5%
Inflation rate 20.7% 20.7% 20.7% 20.7% 3.6%

 

  Decommissioning and restoration provisions - December 31, 2024
  Bolivar Porco Caballo Blanco Group

San Lucas

 

Group

Zimapan
Undiscounted uninflated estimated cash flow 3,587 6,119 7,333 2,917 8,032
Discount rate 9.3% 9.3% 9.6% 9.6% 10.1%
Inflation rate 10.0% 10.0% 10.0% 10.0% 3.7%

 

22

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

14. SHARE CAPITAL

 

a) Authorized share capital

 

The Company is authorized to issue an unlimited number of common shares without par value.

 

b) Issued – share capital

 

During the nine months ended September 30, 2025, the Company issued 593,338 common shares from the vesting of RSUs, 800,000 common shares from the vesting of PSUs and 6,948,404 common shares from the exercising of Options for proceeds of $2,380. During the year ended December 31, 2024, the Company issued 4,864,400 shares from the exercise of options for proceeds of $642.

 

c) Stock options

 

On November 17, 2023, the Company’s shareholders approved the omnibus equity incentive plan (the “Omnibus Incentive Plan”). Pursuant to the Omnibus Incentive Plan, the Company may grant options, RSUs, PSUs, and DSUs to directors, officers, employees, management company employees, and consultants of the Company and its subsidiaries. The maximum number of shares available for issuance under the Omnibus Incentive Plan is limited to 10% of the issued and outstanding common shares.

 

Pursuant to the Omnibus Incentive Plan, options granted have a maximum term of ten years and the vesting provisions of options granted are at the discretion of the Board of Directors. Options are non-transferrable and the exercise price of the options shall be determined by the Board of Directors at the time the options are granted but in no event shall be lower than the discounted market price permitted by the TSX-V.

 

The following is a summary of the Company’s stock options for the nine months ended September 30, 2025 and year ended December 31, 2024:

 

  Number of stock options Weighted average exercise price
  # C$
Balance, December 31, 2023 23,714,400 0.40
Granted 2,500,000 0.40
Exercised (4,864,400) 0.42
Cancelled (6,900,000) 0.43
Balance, December 31, 2024 14,450,000 0.41
Granted 3,450,000 1.10
Exercised (6,948,404) 0.47
Cancelled (216,666) 0.88
Balance, September 30, 2025 10,734,930 0.52

 

As at September 30, 2025, the Company had the following stock options outstanding:

 

    Options outstanding Options exercisable

 

 

 

Grant Date

Date of expiry Number of options Weighted average exercise price Weighted average years until expiry Number of options Weighted average exercise price Weighted average years until expiry
    # C$ Years # C$ Years
May 7, 2021 May 7, 2026 5,501,596 0.47 0.60 5,501,596 0.47 0.60
August 1, 2024 August 1, 2029 1,783,334 0.40 3.84 616,668 0.40 3.84
October 16, 2024 October 16, 2029 150,000 0.41 4.05 112,500 0.41 4.05
June 26, 2025 June 26, 2030 3,300,000 1.10 4.74 1,100,00 1.10 4.74
Balance, September 30, 2025   10,734,930 0.65 2.46 7,330,764 0.56 1.55

 

During the nine months ended September 30, 2025, the Company granted a total of 3,300,000 options (2024 – 2,350,000) with a fair value of $1,634 (2024 - $400), of which $739 (2024 – $55) was recognized in operating expenses during the year.

 

23

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

14. SHARE CAPITAL (continued)

 

The weighted average assumptions used in the Black-Scholes option pricing model were as follows:

 

Assumption Based on 2025 2024
Risk-free rate (%) Yield curves on Canadian government zero-coupon bonds with a remaining term equal to the stock options’ expected life 2.83% 3.02%
Expected life (years) Expiry term of the options 5 years 5 years
Expected volatility (%) Historical volatility of the Company’s share price 89.86% 87.08%
Dividend yield (%) Annualized dividend rate as of the date of grant nil nil

 

The weighted average closing share price on the date of the option exercises for the nine months ended September 30, 2025 was C$ 1.78 per share (year ended December 31, 2024 - C$0.42).

 

d) Warrants

 

The following is a summary of the Company’s warrants for the nine months ended September 30, 2025 and year ended December 31, 2024:

 

  Number of warrants Weighted average exercise price
  # C$
Balance, December 31, 2023 63,221,961 0.43
Expired  (63,221,961) 0.43
Balance, December 31, 2024 and September 30, 2025 - -

 

Of the 63,221,961 warrants issued, the remaining 14,720,000 outstanding warrants with a value of $3,821 as at December 31, 2023 expired unexercised on October 24, 2024. When the warrants expired, the share-based compensation reserve corresponding to the warrants was transferred to contributed surplus. No additional warrants have been issued in the nine months ended September 30, 2025.

 

e) Restricted Share Units (RSU)

 

RSUs are non-transferrable awards for service which upon vesting and settlement entitle the recipient to receive cash or common shares of equivalent value. The choice of settlement method is at the Company’s sole discretion and the RSUs have been accounted for assuming they will be settled through equity. Vesting conditions for RSUs are set by the Board of Directors.

 

The following is a summary of the Company’s RSUs for the nine months ended September 30, 2025 and year ended December 31, 2024:

 

  Number of RSUs outstanding Weighted average grant price
  # C$
Balance, December 31, 2023 - -
Granted 825,000 0.3450
Balance, December 31, 2024 825,000 0.3450
Granted 955,000 0.9800
Vested (593,338) 0.6857
Balance, September 30, 2025 1,186,662 0.6857

 

24

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

14. SHARE CAPITAL (continued)

 

As at September 30, 2025, the Company had the following RSUs outstanding:

 

 

 

 

 

Grant Date

Vesting Date Number of RSUs outstanding Weighted average grant price Weighted average years until vesting
    # C$ years
August 1, 2024 April 1, 2026 275,000 0.3450 0.50
August 1, 2024 April 1, 2027 275,000 0.3450 1.50
June 26, 2025 June 26, 2026 318,332 0.9800 0.74
June 26, 2025 June 26, 2027 318,330 0.9800 1.74
Balance, September 30, 2025 1,186,662 0.6857 1.13

 

f) Deferred Share Units (DSU)

 

DSUs are non-transferrable awards that become payable upon termination of service of the participant. Vesting conditions for DSUs are set by the Board of Directors. Upon settlement, DSUs entitle the recipient to receive cash or common shares of an equivalent value. Timing of settlement after vesting occurs at the discretion of the participant and communicated to the Company by the participant in writing at least fifteen days prior to the designated day, or an earlier date as the participant and the Company pay agree. If no notice is given by the participant for a designated day, the DSUs shall be payable on the first anniversary of the date on which the participant’s termination of service, or any earlier period on which the DSUs vest, at the sole discretion of the participant.

 

The following is a summary of the Company’s DSUs for the nine months ended September 30, 2025 and year ended December 31, 2024:

 

  Number of DSUs outstanding Weighted average grant price
  # C$
Balance, December 31, 2023 - -
Granted 675,000 0.3450
Balance, December 31, 2024 675,000 0.3450
Balance, September 30, 2025 675,000 0.3450

 

As at September 30, 2025, the Company had the following DSUs outstanding:

 

 

 

 

Grant Date

Vesting Date Number of DSUs outstanding Weighted average grant price Weighted average years until vesting
    # C$ years
August 1, 2024 August 1, 2025 675,000 0.3450 0.00
Balance, September 30, 2025 675,000 0.3450 0.00

 

25

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

14. SHARE CAPITAL (continued)

 

g) Performance Share Units (PSU)

 

PSUs are non-transferrable awards that will vest and become payable upon the attainment of performance criteria within a certain period, the criteria and the evaluation of performance in relation to the criteria is determined by the Board of Directors. PSUs are settled through cash or the issuance of common shares of equivalent value. The choice of settlement method is at the Company’s sole discretion. Each quarter, the expected number of PSUs that will vest is updated based upon the actual performance versus the criteria established and the instrument is revalued.

 

The following is a summary of the Company’s PSUs for the nine months ended September 30, 2025 and year ended December 31, 2024:

 

  Number of PSUs outstanding Weighted average grant price
  # C$
Balance, December 31, 2023 - -
Granted 1,250,000 0.3450
Cancelled (250,000) 0.3450
Balance, December 31, 2024 1,000,000 0.3450
Granted 500,000 0.9800
Vested (800,000) 0.3450
Cancelled (200,000) 0.3450
Balance, September 30, 2025 500,000 0.9800

 

As at September 30, 2025, the Company had the following PSUs outstanding:

 

 

 

 

Grant Date

Vesting Date Number of PSUs outstanding Weighted average fair value Weighted average years until vesting
    # C$ years
June 26, 2025 June 26, 2026 500,000 2.76 0.74
Balance, September 30, 2025 1,500,000 2.76 0.74

 

26

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

15. COST OF SALES

 

Cost of sales excluding depletion, depreciation and amortization are costs that directly relate to production and generation of revenues at the operating segments. Significant components of cost of sales are comprised of the following:

 

  Three months ended September 30, Nine months ended September 30,
  2025  2024
(Restated) (1)
2025

2024

 

(Restated) (1)

  $ $ $ $
Consumables and materials  4,797  4,807  10,577  13,459
Energy  828  1,164  2,162  3,328
Insurance  974  798  2,506  2,504
Mining and plant maintenance costs  21,042  23,954  61,434  68,933
Ore and concentrate purchase costs  15,078  13,830  30,732  30,733
Other costs  (469)  (1,179)  (336)  1,251
Production Costs  42,250  43,374  107,075  120,208
Transportation and other selling costs  6,079  5,572  16,799  17,434
Mining royalties expense  2,808  3,029  5,991  8,488
Finished goods inventory changes  2,891  4,842  4,609  7,368
Cost of sales  54,028  56,817  134,474  153,498

 

(1) Mine royalty expense relates to the mining royalty due to the Bolivian government as a result of mining operations at the Sinchi Wayra and Illapa businesses.

 

16. GENERAL AND ADMINISTRATIVE EXPENSES

 

A summary of the Company’s general and administrative expenses is as follows:

 

  Three months ended September 30, Nine months ended September 30,
  2025 2024 2025 2024
  $ $ $ $
Community relationship  579  720 1,017  1,374
Corporate administration  841  412 2,071  1,814
Professional fees  956  720 2,177 1,978
Salaries and benefits  2,125  3,642 5,634 9,149
Tax penalties and inflation charges  1,951  985 4,430  3,897
   6,452  6,479  15,329  18,212

17.       FINANCE COSTS

 

A summary of the Company’s finance costs (income) is as follows:

 

  Three months ended September 30, Nine months ended September 30,
  2025

2024

(Restated)

2025

2024

(Restated)

  $ $ $  
Accretion of consideration payable (note 10)  -  - -  1,578
Accretion of decommissioning provisions (note 13)  687  483  1,462  1,444
Accretion of Trafigura facility loan  -  82  -  547
Accretion (income) of receivable from COMIBOL (note 6(a))  (350)  346  (790)  (1,115)
Financing charge on leases  155  66  451  149
Loss on change in fair value of consideration payable  2,283  7,510  5,262  15,542
Interest expense, carrying and finance charges  661  145  1,261  1,002
Interest (income)  (486)  308  (1,093)  (16)
Other finance expense (income)  (1,494)  886  (4,155)  (1,422)
   1,456  9,826  2,398  17,709

 

27

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

18. INCOME TAX

 

a)Income tax expense

 

A summary of the Company’s income tax expense is as follows:

 

  Three months ended September 30, Nine months ended September 30,
  2025

2024

 

(Restated)

2025

2024

 

(Restated)

  $ $ $ $
Current tax expense 3,037 11,138 15,771 19,465
Deferred tax (recovery) (3,765) (1,315) 4,271 (695)
Income tax expense (728) 9,823 20,042 18,770

 

A summary of the Company’s reconciliation of income taxes at statutory rates for the three and nine months ended September 30, 2025 and 2024, is as follows:

 

  Three months ended September 30, Nine months ended September 30,
  2025

2024

 

(Restated)

2025

2024

 

(Restated)

  $ $ $ $
Income before income taxes 15,616 13,885 66,814 153,396
Combined federal and provincial statutory income tax rates 27% 27% 27% 27%
Income tax expense at statutory rates 4,216 3,749 18,040 41,417
         
Permanent differences  (1,422)  3,631  (8,277)  (30,153)
Change due to differences in tax rates  419  1,561  15,588  4,046
Inflation adjustment  (22)  309  (72)  (48)
Change due to foreign translation  (943)  (53)  (4,006)  1,676
Deferred tax assets not recognized  4,536  499  5,860  (227)
Mexico mining royalty tax  (97)  -  138  748
Tax effect of investment in subsidiaries  (3,749)  153  (3,985)  943
Impact of change in accounting estimate  (4,000)  -  (3,675)  -
Others  334  (26)  431  368
Income tax expense  (728)  9,823  20,042  18,770

 

28

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

18. INCOME TAX EXPENSE (continued)

 

b)Deferred taxes

 

The significant components of the Company’s deferred tax assets are as follows:

 

  September 30, 2025 December 31, 2024
  $ $
Trade and other receivables  2,077 1,346
Other liabilities  7,999 5,431
Mineral properties, plant and equipment  12 2,048
Decommissioning and restoration provision  2,337 2,554
Non-capital losses  2,230 2,813
Capital losses  - 4,607
Inventories  1,244 858
Other assets  845 497
Mining tax  74 128
Other  41 164
Deferred tax assets  16,859 20,446

 

The significant components of the Company’s deferred tax liabilities are as follows:

 

  September 30, 2025 December 31, 2024
  $ $
Mineral properties, plant and equipment  (25,905) (17,773)
Investment in subsidiaries  (1,998) (5,954)
Inventories  (401) (256)
Trade payables and accrued liabilities  (186) (160)
COMIBOL initial investment period CAPEX receivable  (3,457) (7,934)
Other  (702) -
Deferred tax liabilities  (32,649) (32,077)

 

The following table reconciles the deferred tax assets and liabilities to the Consolidated Statements of Financial Position:

 

  September 30, 2025 December 31, 2024
  $ $
Deferred tax assets 16,859 9,602
Deferred tax liabilities (32,649) (21,233)
  (15,790) (11,631)

Deferred tax assets and liabilities that are probable to be utilized are offset if they relate to the same taxable entity and same taxation authority. Future potential tax deductions that do not offset deferred tax liabilities are considered to be deferred tax assets.

 

As at September 30, 2025, the Company had unrecognized capital losses of approximately $46,835 (December 31, 2024 - $16,355) that arose in Canada, the capital losses can be carried forward indefinitely.

 

As at September 30, 2025 the Company has unrecognized taxable temporary differences of $80,700 (December 31, 2024 - $109,706) for taxes that would be payable on the unremitted earnings of certain subsidiaries of the Company.

 

29

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

18. INCOME TAX EXPENSE (continued)

 

c)Bolivia uncertain income tax position relating to tax year 2017

 

As part of the Acquisition, the Company assumed potential pre-acquisition income tax liabilities for Bolivia’s 2017 tax year related to decommissioning and restoration provisions, depreciation of mineral properties, plant and equipment, undeclared income, and non-deductible expenses in the determination of the Bolivian current income tax. In the second quarter of 2023, the Company received notification from the Bolivian tax authorities on its decision to deny an appeal and confirmed the tax reassessment of 118,306 BOB ($9,900), which includes tax interest and penalties. The Company and the Bolivian tax authorities agreed on a financing arrangement (“financing arrangement”) by making an initial deposit of 40,479 BOB ($3,387) (which represents 35% of the total balance) in the second quarter of 2023, and monthly instalments for the remaining balance of 75,175 BOB ($6,291) over the next five years to June 2028.

 

The Company is challenging the Bolivian tax authorities’ decision and has filed legal proceedings with the Supreme Court of Justice and the Constitutional Court in Bolivia.

 

As the matter relates to income tax, and there is uncertainty over whether the relevant authorities will accept the current tax treatment under the Bolivian tax law, management believes that it meets the definition of an uncertain tax treatment and this in within the scope of IAS 12 – Income Taxes and IFRIC 23 – Uncertainty over Income Tax Treatments. In accordance with IFRIC 23, an entity shall consider whether it is probable (more likely than not) that a taxation authority will accept an uncertain tax treatment. If an entity concludes it is probable that a taxation authority will accept an uncertain tax treatment, the entity shall determine the taxable income or loss consistent with the tax treatment applied in its income tax filings.

 

Pursuant to the Sinchiwayra and Illapa acquisition agreements, Glencore has agreed to indemnify the Company for up to a maximum of $25,000, in aggregate, for all claims and liabilities arising from the acquisition. Such indemnification would, subject to such cap and certain conditions, extend to income tax liabilities. In the unlikely event that the Company exhausts all avenues and receives an unfavourable ruling, the Company is indemnified by the acquisition agreements and would not be liable for any income tax liability up to $25,000.

 

The Company obtained legal advice to assess the probability of a final favourable ruling from its legal proceedings and the acceptance of the current tax treatments of the various tax items. Based on the legal assessment, the Company believes it is probable that the current tax treatments will be accepted as it has a strong substantive defense. Accordingly, the Company believes there is no current tax liability and has not recognized an expense related to this matter as at September 30, 2025.

 

As at September 30, 2025, the Company has remitted tax instalments totaling $6,411 inclusive of interest and penalties to the Bolivian tax authorities based on the financing arrangement. The Company has recognized a liability of $4,652 to account for the obligation to make the remaining payments under the financing arrangement (Note 12). The Company needs to continue to make payments under the financing arrangement until there is final legal resolution to avoid adverse actions from the taxation authorities such as the seizing of bank accounts. However, as the Company believes the current tax owing related to this matter is $nil and the amounts paid will ultimately be refunded to the Company, the total payment made to date of $6,405 and the liability for the remaining outstanding payments of $4,652 under the financing arrangement have been recognized as “trade and other receivables” (Note 6).

 

On January 7, 2025 the Supreme Court of Justice ruled in favor of the Company by issuing sentence 188/2025 which nullified the previous rulings in favor of the tax authority and requires the Tax authority issue a new assessment that is legally compliant, at that point management will determine whether or not to accept the new assessment or could challenge it again. The tax authority appealed the decision during the second quarter of 2025, but the appeal was denied in October 2025 a second review of the appeal is still pending by the Constitutional Tribunal however the first denial makes the sentence 188/2025 enforceable and management is currently working with the Tax Authority to arrange the terms for refunding the payments made under the financing arrangement. The appeal does not affect management’s current legal assessment which believes that it is probable that the current tax treatments will be accepted. Accordingly, the Company believes there is no current tax liability and has not recognized an expense related to this matter as at September 30, 2025.

 

30

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

19. CAPITAL MANAGEMENT

 

The Company’s objective when managing its capital is to maintain its ability to continue as a going concern while at the same time maximizing the growth of its business and providing returns to its shareholders. The Company’s capital structure consists of shareholders’ equity (comprising issued capital plus equity reserves plus deficit) with a shareholders’ equity of $183,243 as at September 30, 2025 (December 31, 2024 - $131,347).

 

The Company manages its capital structure and makes adjustments based on changes to its economic environment and the risk characteristics of the Company’s assets. The Company’s capital requirements are effectively managed based on the Company having a thorough reporting, planning and forecasting process to help identify the funds required to ensure the Company is able to meet its operating and growth objectives.

 

The Company is not subject to any externally imposed capital requirements with the exception of compliance with covenants for the Trafigura Loan Facility, see note 11(c) for details.

 

20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

 

The carrying amounts of the Company’s financial assets and financial liabilities by category are as follows:

 

September 30, 2025 Amortized cost FVTPL FVTOCI Total
  $ $   $
Financial assets        
Cash and cash equivalents  40,018  -  -  40,018
Marketable securities  -  -  19,212  19,212
Trade and other receivables  15,771  18,152  -  33,923
   55,789  18,152  19,212  93,153
Financial liabilities        
Trade payables and accrued liabilities  44,281  -  -  44,281
Consideration payable  -  10,045  -  10,045
Loans payable  35,729  -  -  35,729
Other liabilities  30,221  -  -  30,221
   110,231  10,045  -  120,276
         
December 31, 2024        
Financial assets        
Cash and cash equivalents 35,721 - - 35,721
Trade and other receivables 24,462 17,402 - 41,864
  60,183 17,402 - 77,585
Financial liabilities        
Trade payables and accrued liabilities 47,389 - - 47,389
Consideration payable 34,625 10,158 - 44,783
Loans payable 19,569 - - 19,569
Other liabilities 38,578 - - 38,578
  140,161 10,158 - 150,319

 

31

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

 

The categories of the fair value hierarchy that reflect the inputs to valuation techniques used to measure fair value are as follows:

 

Level 1: Quoted prices in active markets for identical assets or liabilities;

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and

Level 3: Inputs for the asset or liability based on unobservable market data.

 

The carrying values of cash and cash equivalents, other receivables, and trade payables and accrued liabilities approximate their fair values because of their short-term nature.

 

Marketable securities consists of US treasury notes and US treasury bills which are held as part of the Company’s cash position and liquidity management strategy. The Marketable securities are measured at fair value using level 1 inputs, the unrealized gain/loss is recorded as other comprehensive income and once the securities are sold or mature the corresponding gain/loss is recorded as finance income/cost.

 

The securities are held with Stifel bank which uses a portion of the holdings as collateral for the Standby Letters of Credit that were issued to Banco BISA and Banco Credito de Bolivia (see note 11a)). Although the securities held can be readily converted to cash, they are restricted to the extent that the amounts serve as collateral. The Standy Letter of credit issued to Banco BISA is for $10,000 and expires on May 26, 2026. The standby letter of credit issued to Banco Credito de Bolivia is for $5,830 and expires on March 26, 2026, and automatically renews each year. Since the standby letter of credit to Banco Credito de Bolivia will renew indefinitely, the amount held as collateral has been classified as non-current.

 

Trade receivables are measured at fair value using Level 2 inputs. The fair value of trade receivables is measured based on inputs other than quoted prices for the underlying commodity prices (silver, lead, zinc, copper) to which the receivable relates as the trade receivables are provisionally priced at the time of sale.

 

The fair value of the loans payable for disclosure purposes is determined using discounted cash flows based on the expected amounts and timing of future cash flows discounted using a market rate of interest adjusted for appropriate credit risk.

 

The levels in the fair value hierarchy into which the Company’s financial assets and liabilities that are measured and recognized on the consolidated statements of financial position at fair value on a recurring basis were categorized as follows:

 

  September 30, 2025 December 31, 2024
  Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
  $ $ $ $ $ $
Assets            
Marketable securities  19,212  -  -  -  -  -
Trade and other receivables  -  18,152  -  -  17,402  -
   19,212  18,152  -  -  17,402  -
             
Liabilities            
Consideration payable  -  -  10,045  -  -  10,158
   -  -  10,045  -  -  10,158

 

The majority of the Company’s trade receivables arose from provisional concentrate sales and are valued using quoted market prices based on the forward London Metal Exchange for silver, zinc and lead and the London Bullion Market Association P.M. fix for silver.

 

The methodology and assessment of inputs for determining the fair value of financial assets and liabilities as well as the levels of hierarchy for the Company’s financial assets and liabilities measured at fair value remains unchanged from that at December 31, 2024.

 

32

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

 

The Company has exposure to risks of varying degrees of significance which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The Company’s Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.

 

Credit risk

 

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Company’s trade receivables.

 

The Company has concentrate contracts to sell the zinc, lead and copper concentrates produced by all of the Company’s mines. Concentrate contracts are a common business practice in the mining industry. The terms of the concentrate contracts may require the Company to deliver concentrate that has a value greater than the payment received at the time of delivery, thereby introducing the Company to credit risk of the buyers of concentrates. Should any of these counterparties not honour purchase arrangements, or should any of them become insolvent, the Company may incur losses for products already shipped and be forced to sell its concentrates on the spot market or it may not have a market for its concentrates and therefore its future operating results may be materially adversely impacted. At September 30, 2025, the Company had receivable balances associated with buyers of its concentrates of $18,152 (December 31, 2024 - $17,402), the Company’s concentrate is sold to well-known and well-established international concentrate buyers.

 

The following financial assets represent the maximum credit risk to the Company:

  September 30, 2025 December 31, 2024
  $ $
Cash and cash equivalents  40,018 35,721
Marketable securities  19,212 -
Trade and other receivables  33,923 41,864
Prepaid expenses and deposits  7,521 5,656

 

Management constantly monitors and assesses the credit risk resulting from its concentrate sales, trading counterparties and customers. With the exception to the above, the Company believes it is not exposed to significant credit risk.

 

Liquidity risk

 

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company manages its liquidity risk by continuously monitoring forecasted and actual cash flows. The Company has in place a rigorous planning and budgeting process to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis and its expansion plans. The Company strives to maintain sufficient liquidity to meet its short-term business requirements, taking into account its anticipated cash flows from operations, its holdings of cash and short-term investments, and its committed loan facilities.

 

33

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

 

In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following tables summarize the remaining contractual maturities of the Company’s financial liabilities and operating and capital commitments on an undiscounted basis at September 30, 2025:

 

  <1
year
1 – 2
years
2 – 5
years
>5
years
Total
  $ $ $ $ $
Trade payables and accrued liabilities  39,267  5,014  -  -  44,281
Consideration payable – CVR & additional payments  430  1,705  6,866  5,063  14,064
Loans payable  33,850  1,879  -  -  35,729
Lease payments  1,633  -  -  -  1,633
   75,180  8,598  6,866  5,063  95,707

 

Currency risk

 

The Company reports its financial statements in USD; however, the Company operates in jurisdictions that utilize other currencies. As a consequence, the financial results of the Company’s operations as reported in USD are subject to changes in the value of the USD relative to local currencies. Since the Company’s sales are denominated in USD and a portion of the Company’s operating costs and capital spending are in local currencies, the Company is negatively impacted by strengthening local currencies relative to the USD and positively impacted by the inverse.

 

The sensitivity of the Company’s net loss to changes in the exchange rate between the US dollar and the Bolivian boliviano, the Mexican peso and the Canadian dollar, would be as follows: a 1% change in the US dollar exchange rate relative to the Bolivian boliviano would change the Company’s net income by approximately $525, a 1% change in the US dollar exchange rate relative to the Mexican peso would change the Company’s net loss by approximately $98, and a 1% change in the US dollar exchange rate relative to the Canadian dollar would change the Company’s net loss by approximately ($69).

 

34

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

20. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

 

The Company’s financial assets and liabilities as at September 30, 2025 are denominated in Canadian dollars, US dollars, Bolivian bolivianos and Mexican pesos and translated to US dollars as follows:

 

  CAD BOB USD MXN Total
  $ $ $ $ $
Financial assets          
Cash and cash equivalents  2,074  8,047  29,336  561  40,018
Marketable securities  -  -  19,212  -  19,212
Trade and other receivables  21  16,237  17,555  110  33,923
   2,095  24,284  66,103  671  93,153
           
Financial liabilities          
Trade payables and accrued liabilities  1,268  25,644  4,378  12,991  44,281
Consideration payable  -  -  10,045  -  10,045
Loans payable  -  32,626  3,103  -  35,729
Other liabilities  -  10,789  6,789  12,643  30,221
   1,268  69,059  24,314  25,634  120,276
Net financial assets (liabilities)  827  (44,775)  41,789  (24,963)  (27,123)

 

Interest rate risk

 

Interest rate risk is the risk that the fair values and future cash flows of the Company will fluctuate because of changes in market interest rates. The Company monitors its exposure to interest rates and has not entered into any derivative contracts to manage this risk. As at September 30, 2025, the Company’s exposure to interest rate risk on interest bearing liabilities is limited to its consideration payable, debt facilities and lease liabilities. Based on the Company’s interest rate exposure at September 30, 2025, a change of 1% increase or decrease of market interest rate would impact the Company’s income or loss by approximately $378.

 

Price risk

 

Metal price risk is the risk that changes in metal prices will affect the Company’s income or the value of its related financial instruments. The Company derives its revenue from the sale of silver, zinc, lead and copper. The Company’s sales are directly dependent on metal prices that have shown significant volatility and are beyond the Company’s control. Consistent with the Company’s mission to provide equity investors with exposure to changes in precious metal prices, the Company’s current policy is to not hedge the price of precious metal.

 

35

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

21. RELATED PARTY TRANSACTIONS AND KEY MANAGEMENT COMPENSATION

 

The Company’s related parties include its subsidiaries, joint arrangements and key management personnel. During its normal course of operation, the Company enters into transactions with its related parties for goods and services. All related party transactions for the three and nine months ended September 30, 2025 and 2024, have been disclosed in these consolidated financial statements.

 

These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of consideration established and agreed to by the parties.

 

Remuneration of key management personnel

 

Key management includes directors of the Company, the CEO, the CFO, the Executive Chairman, and other members of key management. Compensation to key management personnel was as follows:

 

  Three months ended September 30, Nine months ended September 30,
  2025 2024 2025 2024
  $ $ $ $
Management and consulting fees  611  988  1,920  2,059
Share-based compensation  919  113  2,201 132
   1,530  1,101  4,121  2,191

 

Of the $611 and $1,920 in management and consulting fees incurred with related parties during the three and nine months ended September 30, 2025, $53 and $170, respectively (2024 - $58 and $109, respectively) was related to directors’ fees and $558 and $1,750 (2024 - $930 and $1,950, respectively), was related to management fees.

 

22. SEGMENT INFORMATION

 

The Company has identified its operating segments based on the internal reports that are reviewed and used by the chief executive officer and the executive management team, collectively the chief operating decision maker (“CODM”), in assessing performance and in determining the allocation of resources. The Company primarily manages its business by looking at individual producing and developing resource projects as well as the aggregate of the exploration and evaluation properties and typically segregate these projects between production, development, and exploration.

 

a)Operating segments

 

The following reportable operating segments have been identified: the Bolivar mine and processing plant, the Porco mine and processing plant, the Caballo Blanco Group which includes the Tres Amigos, Colquechaquita mines and the Don Diego processing plant, the San Lucas Group which includes the Reserva mine and San Lucas feed sourcing business, Zimapan mine and processing plant, and Corporate and Other activities. The corporate division earns income that is considered incidental to the Company’s activities and therefore does not meet the definition of an operating segment.

 

(1) In the following tables it should be noted that the CODM reviews Bolivar and Porco revenues, cost of sales information, capital expenditures, total assets and total liabilities on a 100% basis whereas this financial information is recorded at 45% in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).

 

36

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

22. SEGMENT INFORMATION (continued)

 

In the third quarter of 2024, the Company changed its business process and began feeding all of Reserva’s ore to the San Lucas feed sourcing business instead of combining it with the other mines in the Caballo Blanco Group. The change in business process has changed the manner in which information is reviewed by the CODM and the operating segments have been updated to present the Reserva mine as part of the San Lucas Group.

 

Management has prepared the segmented information showing the assets, liabilities and capital expenditures of Reserva under the old basis within the Caballo Blanco Group and under the new basis within the San Lucas Group. Management was unable to present the operating results of Revenues, Mine Operating Costs and Gross profit because the necessary information is not available and the cost to develop it would be excessive. Refer to the tables below to see the information of assets, liabilities and capital expenditures prepared using the old basis and the new basis.

 

a)Revenues, operating costs and gross profit by operating segment

 

Three months ended

 

September 30, 2025

Bolivar Porco Caballo Blanco Group San Lucas Group Zimapan Corporate and other Illapa Joint Operation eliminations(1) Inter-company eliminations Total
Country Bolivia Bolivia Bolivia Bolivia Mexico   Bolivia Bolivia  
  $ $ $ $ $ $ $ $ $
Revenues  11,120  9,725  21,740  24,723  24,977  -  (11,216)  (1,080)  79,989
Mine operating costs                  -
Cost of sales  (9,542) (7,232) (9,474)  (22,601) (15,528)  -  9,269  1,080 (54,028)
Depletion and amortization  (3,066)  (1,318)  (2,218) (638) (1,585)  -  3,030  - (5,795)
   (12,608)  (8,550)  (11,692)  (23,239)  (17,113)  -  12,299  1,080 (59,823)
Gross profit  (1,488)  1,175  10,048  1,484  7,864  -  1,083  -  20,166

 

Three months ended

September 30, 2024

(Restated)

Bolivar Porco Caballo Blanco Group San Lucas Group Zimapan Corporate and other Illapa Joint Operation eliminations(1) Inter-company eliminations Total
Country Bolivia Bolivia Bolivia Bolivia Mexico   Bolivia Bolivia  
  $ $ $ $ $ $ $ $ $
Revenues  20,562  11,821  20,194  22,878  21,570  -  (17,423)  (1,358)  78,244
Mine operating costs                  
Cost of sales  (13,749)  (9,869)  (12,852)  (20,040)  (14,458)  -  12,793  1,358  (56,817)
Depletion and amortization  (3,455) (200)  (2,309)  (6)  (1,977)  -  2,242  -  (5,705)
   (17,204)  (10,069)  (15,161)  (20,046)  (16,435)  -  15,035  1,358  (62,522)
Gross profit  3,358  1,752  5,033  2,832  5,135  -  (2,388)  -  15,722

 

37

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

22. SEGMENT INFORMATION (continued)

 

a)Revenues, operating costs and gross profit by operating segment

 

Nine months ended

 

September 30, 2025

Bolivar Porco Caballo Blanco Group San Lucas Group Zimapan Corporate and other Illapa Joint Operation eliminations(1) Inter-company eliminations Total
Country Bolivia Bolivia Bolivia Bolivia Mexico   Bolivia Bolivia  
  $ $ $ $ $ $ $ $ $
Revenues  50,884  28,247  56,876  64,618  68,760  -  (42,898)  (2,889)  223,598
Mine operating costs                  
Cost of sales (25,572)  (17,378)  (20,989)  (47,239)  (49,693)  -  23,508  2,889  (134,474)
Depletion and amortization  (8,826)  (3,401)  (6,083)  (1,638)  (4,443)  -  8,580  -  (15,811)
  (34,398)  (20,779)  (27,072)  (48,877)  (54,136)  -  32,088  2,889  (150,285)
Gross profit  16,486  7,468  29,804  15,741  14,624  -  (10,810)  -  73,313

 

Nine months ended

 

September 30, 2024

 

(Restated)

Bolivar Porco Caballo Blanco Group San Lucas Group Zimapan Corporate and other Illapa Joint Operation eliminations(1) Inter-company eliminations Total
Country Bolivia Bolivia Bolivia Bolivia Mexico   Bolivia Bolivia  
  $ $ $ $ $ $ $ $ $
Revenues  61,794  30,392  49,632  55,450  57,037  -  (49,563)  (3,424)  201,318
Mine operating costs                  
Cost of sales  (40,339)  (25,850)  (38,255)  (48,471)  (40,015)  -  36,008  3,424 (153,498)
Depletion and amortization  (10,145)  (1,064)  (5,118) (28)  (6,407)  -  6,919  -  (15,843)
   (50,484)  (26,914)  (43,373)  (48,499)  (46,422)  -  42,927  3,424 (169,341)
Gross profit  11,310  3,478  6,259  6,951  10,615  -  (6,636)  -  31,977

 

b)Capital expenditures, assets and liabilities by operating segment

 

As at September 30, 2025 Bolivar Porco Caballo Blanco Group San Lucas Group Zimapan Corporate and other Illapa Joint Operation eliminations(1) Inter-company eliminations Total
Country Bolivia Bolivia Bolivia Bolivia Mexico   Bolivia Bolivia  
  $ $ $ $ $ $ $ $ $
Capital expenditures  6,181  1,370  2,246  1,787  11,622  -  (4,010)  - 19,196
Total assets 118,181 79,272 121,544 58,407 77,044  15,985  (71,890)  -  398,543
Total liabilities  (44,574) (32,330) (104,591) 3,361 (47,444)  (10,846) 21,124  - (215,300)

 

As at December 31, 2024 Bolivar Porco Caballo Blanco Group San Lucas Group Zimapan Corporate and other Illapa Joint Operation eliminations(1) Inter-company eliminations Total
Country Bolivia Bolivia Bolivia Bolivia Mexico   Bolivia Bolivia  
  $ 7$ $ $ $ $ $ $ $
Capital expenditures 7,309 3,756 6,588 2,683 9,642 - (7,359) - 22,619
Total assets 119,275 72,971 92,386 89,962 59,878 16,582 (77,029) - 374,025
Total liabilities (47,244) (31,169) (7,985) (96,666) (40,292) (45,039) 25,717 - (242,678)

 

38

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

22. SEGMENT INFORMATION (continued)

 

c)Segment revenue by operating segment, product and major customers

 

Three months ended September 30, 2025 Bolivar Porco Caballo Blanco Group San Lucas Group Zimapan Corporate and other Illapa Joint Operation eliminations(1) Inter-company eliminations Total
Country Bolivia Bolivia Bolivia Bolivia Mexico   Bolivia Bolivia  
  $ $ $ $ $ $ $ $ $
Silver 3,910 2,746 9,475 9,069 11,753 - - - 36,953
Zinc 6,780 6,476 9,915 16,972 10,342 - - - 50,485
Lead 142 173 1,165 692 1,778 - - - 3,950
Copper - - - - 2,764 - - - 2,764
Illapa joint operation (55%)           - (11,216) - (11,216)
Intercompany transactions 195 258 627 - - - - (1,080) -
Provisional pricing adjustments 698 634 1,426 143 2,225 - - - 5,126
Smelting and refining costs (605) (562) (868) (2,153) (3,885) - - - (8,073)
Sales to external customers 11,120 9,725 21,740 24,723 24,977 - (11,216) (1,080) 79,989

 

Three months ended September 30, 2024

 

(Restated)

Bolivar Porco Caballo Blanco Group San Lucas Group Zimapan Corporate and other Illapa Joint Operation eliminations(1) Inter-company eliminations Total
Country Bolivia Bolivia Bolivia Bolivia Mexico   Bolivia Bolivia  
  $ $ $ $ $ $ $ $ $
Silver  11,510  4,669  9,337  9,072  11,104 - - -  45,692
Zinc  9,432  6,686  10,062  14,415  9,037 - - -  49,632
Lead  554  605  1,613  1,168  3,407 - - -  7,347
Copper  -  -  -  -  2,280  - -  -  2,280
Illapa joint operation (55%)            -  (17,423) -  (17,423)
Intercompany transactions  277  429  652  -   - -  (1,358)  -
Provisional pricing adjustments  565  591  342  (188)  1,273 - - -  2,583
Smelting and refining costs  (1,776)  (1,159)  (1,812)  (1,589)  (5,531) - - -  (11,867)
Sales to external customers  20,562  11,821  20,194  22,878  21,570  -  (17,423)  (1,358)  78,244

 

39

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

22. SEGMENT INFORMATION (continued)

 

c)Segment revenue by operating segment, product and major customers

 

Nine months ended September 30, 2025 Bolivar Porco Caballo Blanco Group San Lucas Group Zimapan Corporate and other Illapa Joint Operation eliminations(1) Inter-company eliminations Total
Country Bolivia Bolivia Bolivia Bolivia Mexico   Bolivia Bolivia  
  $ $ $ $ $ $ $ $ $
Silver  27,516  10,166  26,876  23,958  34,835  -  -  -  123,351
Zinc  24,731  17,976  26,931  43,765  30,155 -  -  -  143,558
Lead  1,001  993  2,988  2,513  6,565 -  -  -  14,060
Copper  -  -  -  -  7,111 -  -  -  7,111
Illapa joint operation 55%
 interest
 -  -  -  -  - -  (42,898)  -  (42,898)
Intercompany transactions  411  723  1,755  -  - -  -  (2,889)  -
Provisional pricing adjustments  943  739  1,809  (934) 2,953 -  -  -  5,510
Smelting and refining costs  (3,718)  (2,350)  (3,483)  (4,684)  (12,859) -  -  -  (27,094)
Sales to external customers  50,884  28,247  56,876  64,618  68,760  -  (42,898)  (2,889)  223,598

 

Nine months ended September 30, 2024

 

(Restated)

Bolivar Porco Caballo Blanco Group San Lucas Group Zimapan Corporate and other Illapa Joint Operation eliminations(1) Inter-company eliminations Total
Country Bolivia Bolivia Bolivia Bolivia Mexico   Bolivia Bolivia  
  $ $ $ $ $ $ $ $ $
Silver 33,044 10,455 19,146 19,178 29,300 - - - 111,123
Zinc 32,290 20,367 31,057 40,126 23,061 - - - 146,901
Lead 2,250 1,240 3,421 2,434 10,851 - - - 20,196
Copper - - - - 6,653 - - - 6,653
Illapa joint operation 55%
 interest
- - - - - - (49,563) - (49,563)
Intercompany transactions 851 1,224 1,349 - - - - (3,424) -
Provisional pricing adjustments 2,167 2,017 2,259 (235) 4,108 - - - 10,316
Smelting and refining costs (8,808) (4,911) (7,600) (6,053) (16,936) - - - (44,308)
Sales to external customers 61,794 30,392 49,632 55,450 57,037 - (49,563) (3,424) 201,318

 

During the three and nine months ended September 30, 2025, the Company had two customers (2024 – two customers). One customer accounted for 69% of the total sales revenue for the three and nine months ended September 30, 2025 (2024 – 72%). The other customer accounted for the remaining 31% of the total sales revenue for the three and nine months ended September 30, 2025, respectively (2024 – 28%).

 

40

 

 

SANTACRUZ SILVER MINING LTD.

Notes to the Condensed Interim Consolidated Financial Statements

Three and Nine Months ended September 30, 2025 and 2024

(Unaudited)

(Expressed in thousands of US dollars, unless otherwise noted)

 

23. EARNINGS PER SHARE

 

Earnings per share for the Company was calculated based on the following:

 

  Three months ended September 30, Nine months ended September 30,
  2025

2024

(Restated)

2025

2024

(Restated)

  $ $ $ $
Net income for the period 16,344 17,534 46,772 151,642
Weighted average number of shares outstanding 360,024,448 355,703,581 357,265,110 354,947,655
Earnings per share – basic 0.05 0.05 0.13 0.43

 

  Three months ended September 30, Nine months ended September 30,
  2025

2024

(Restated)

2025

2024

(Restated)

  $ $ $ $
Net income for the period 16,344 17,534 46,772 151,642
Weighted average number of shares outstanding 360,024,448 355,703,581 357,265,110 354,947,655
Incremental shares from options, RSUs, DSUs and PSUs 13,096,592 2,750,000 9,796,592 2,750,000
Earnings per share – diluted 0.04 0.05 0.13 0.42

 

Earnings per share is based on the weighted average number of common shares of the Company outstanding during the period. The diluted earnings per share reflects the potential dilution of common share equivalents, such as outstanding share options, RSUs, DSUs and PSUs in the weighted average number of common shares outstanding during the period, if dilutive.

 

The following securities could potentially dilute basic earnings per share in the future, but were not included in the computation of diluted earnings per share because they were anti-dilutive:

 

  2025 2024
     
Stock options - 14,300,000
  - 14,300,000

 

24. SUPPLEMENTAL CASH FLOW INFORMATION

 

A summary of the Company’s non-cash finance costs is as follows:

 

  Three months ended September 30, Nine months ended September 30,
  2025

2024

 

(Restated)

2025

2024

 

(Restated)

  $ $ $ $
Accretion of consideration payable (note 10)  -  -  -  1,578
Accretion of decommissioning provision (note 13)  687  483  1,462  1,444
Accretion of Trafigura Loan Facility  -  82  -  547
Accretion of COMIBOL initial investment CAPEX receivable (note 6(a))  (350)  (731)  (790)  (2,193)
Finance charges on leases  155  66  451  149
(Gain) loss on change in fair value of consideration payable (note 10)  2,283  7,510  5,262  15,542
Interest expense, carrying and finance charges (note 11)  661  353  1,261  1,002
Other expense income  -  433  - -
   3,436  8,196  7,646  18,069

 

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