INTEGRA GOLD CORP.

Transcrição

INTEGRA GOLD CORP.

INTEGRA GOLD CORP.
CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED NOV 30, 2013 AND 2012
(Expressed in Canadian dollars)
NOTICE OF NO AUDITOR REVIEW OF
INTERIM FINANCIAL STATEMENTS
The accompanying unaudited financial statements of Integra Gold Corp. (“the Company”),
for the six months ended November 30, 2013, have been prepared by management and
have not been reviewed by the Company’s external independent auditors.
2
Integra Gold Corp.
Condensed Interim Consolidated Financial Statements
Six Months Ended November 30, 2013 and 2012
____________________________________________________________________________________
Tables of Contents
Page
Condensed Interim Consolidated Statements of Financial Position
4
Condensed Interim Consolidated Statements of Operations and
Comprehensive Loss
5
Condensed Interim Consolidated Statements of Changes in Equity
6
Condensed Interim Consolidated Statements of Cash Flows
7
Notes to Condensed interim Consolidated Financial Statements
8 – 22
3
INTEGRA GOLD CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(Expressed in Canadian dollars)
(Unaudited)
November 30,
2013
May 31, 2013
ASSETS
Current
Cash and cash equivalents
Sales tax recoverable
Accounts receivable
Mining exploration tax credits recoverable
Available-for-sale investments
Prepaid expenses
Total Current Assets
$ 3,211,710
385,473
2,847
573,192
168,000
96,102
4,437,324
$ 1,632,791
657,482
52,743
1,498,826
675,862
19,848
4,537,552
Due From Related Parties (Note 8)
Deposits
Property, Plant and Equipment (Note 5)
Exploration Advances
Exploration and Evaluation Assets (Note 4)
37,894
38,500
942,901
33,620
18,968,815
37,894
37,500
887,874
12,500
15,462,416
Total Assets
$ 24,459,054
$20,975,736
$
$
LIABILITIES
Current
Accounts payable
Due to related parties (Note 8)
Other financial liabilities
Flow-through share premium liability
Total Liabilities
857,975
22,627
111,973
545,861
1,538,436
142,691
69,099
204,038
719,655
1,135,483
EQUITY
Share Capital (Note 6)
Reserves
Deficit
Total Equity
59,451,203
4,416,126
(40,946,711)
22,920,618
Total Liabilities and Equity
$ 24,459,054
56,214,507
4,022,203
(40,396,457)
19,840,253
$20,975,736
The accompanying notes are an integral part of these consolidated financial statements.
4
INTEGRA GOLD CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Expressed in Canadian dollars) (Unaudited)
Three Months Ended
November 30
2012
2013
Expenses
Administrative services (Note 8)
Depreciation
Compensation and benefits
Consulting – related parties (Note 8)
Consulting - others
Management and directors’ fees (Note 8)
Investor relations and promotion
Office expenses
Part XII.6 tax
Professional fees
Regulatory fees
Property management expenses
Share-based payments
$
Loss Before Other Income (Expense) And
Income Taxes
43,638
19,725
31,514
32,453
3,000
48,286
201,087
64,075
1,070
63,406
16,813
16,893
1,902
$
$
86,465
31,829
95,121
64,940
(21,963)
164,693
270,580
126,100
6,913
86,434
39,065
23,038
48,750
76,261
20,342
41,121
34,875
8,000
416,492
112,090
116,447
2,045
77,674
40,395
76,562
238,600
(1,260,904)
14,337
45,730
60,067
19,958
(375,902)
20,967
(334,977)
(527,235)
(591,180)
590,564
125,000
806,688
420,661
63,329
(466,180)
(550,254)
(780,176)
-
(126,000)
-
-
318,173
-
Deferred Income Tax Recovery
Net Loss (Income) For The Period
Other Comprehensive Loss
Change in fair value of available-for-sale
investments
Reclassification of loss realized on sale of
available-for-sale investments
(96,000)
-
(1,200,837)
(1,356,942)
Comprehensive Loss For The Period
$
(32,671)
$
(466,180)
$
(358,081)
Loss (Income) Per Share, Basic
Loss (Income) Per Share, Diluted (Note 6(f))
$
$
0.00
0.00
$
$
(0.01)
-
$
$
(0.01)
-
Weighted Average Number Of Shares
Outstanding, Basic
Weighted Average Number Of Shares
Outstanding, Diluted (Note 6(f))
$
(1,021,965)
7,107
45,730
52,837
16,627
16,627
Loss Before Income Taxes
27,136
10,485
20,234
24,863
8,000
42,406
71,963
66,951
2
53,749
18,175
61,453
238,600
(644,017)
(543,862)
Other Income (Expense)
Interest and foreign exchange
Loss on available-for-sale investments
Rental income
Six Months Ended
November 30
2012
2013
$ (780,176)
$
$
(0.01)
-
111,205,722
73,681,097
100,978,587
69,212,321
111,205,722
-
100,978,587
-
5
INTEGRA GOLD CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Share Capital
Number
Reserves
Share-based
Available-forPayments
sale
Amount
Balance, May 31, 2012
Issue of shares for mineral properties
Private placements – Flow-through shares
Private placements – Non flow-through shares
Share issue costs
Flow-through share premium
Options exercised
Option re-pricing
Net loss for the period
Balance, November 30, 2012
62,897,465
30,000
11,184,332
1,949,300
45,000
76,106,067
$
Issue of shares for mineral properties
Private placements – Flow-through shares
Private placements – Non flow-through shares
Flow-through share premium
Share issue costs
Share-based payments – brokers’ warrants
Share-based payments – options
Reclassification of loss realized on sale of
available-for-sale investments
Other comprehensive loss
Net loss for the period
86,498,407
20,000
18,082,702
6,771,833
-
56,214,507
3,100
3,345,300
1,015,775
(632,895)
(494,584)
-
4,585,341
153,000
48,750
111,372,942
59,451,203
4,787,091
$
50,669,642
6,600
3,523,064
526,311
(313,112)
(492,111)
18,718
53,939,112
$
$
4,155,366
205,600
(8,818)
33,000
4,385,148
$
-
$ (38,808,676)
-
Total
(780,176)
(39,588,852)
$ 16,016,332
6,600
3,523,064
526,311
(313,112)
(492,111)
205,600
9,900
33,000
(780,176)
18,735,408
(563,138)
-
(40,396,457)
-
19,840,253
3,100
3,345,300
1,015,775
(632,895)
(494,584)
153,000
48,750
318,173
(126,000)
$ (370,965)
(550,254)
$ (40,946,711)
318,173
(126,000)
(550,254)
$ 22,920,618
6
Deficit
INTEGRA GOLD CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended
November 30
2013
Operating Activities
Net loss (Income) for the period
Non-cash items:
Depreciation
Deferred income tax recovery
Reversal of prior period expenses
Changes in non-cash operating assets and
liabilities:
Accounts receivable
Accounts receivable – related parties
Sales taxes recoverable
Prepaid expenses
Accounts payable and other financial
liabilities
Due to related parties
Cash Used In Operating Activities
$
63,329
19,725
34,902
(590,564)
-
Investing Activities
Additions to property, plant and equipment
Exploration advance
Exploration costs, net of mining tax credits
Cash Used In Investing Activities
2012
$ (466,180)
$ (550,254)
$ (780,176)
10,484
238,600
(912,772)
-
31,829
201,751
(806,688)
-
20,342
238,600
(420,661)
30,000
49,897
12,000
272,008
(77,255)
1,321,222
(45,703)
(47,377)
53,009
(8,771)
(438,003)
57,922
15,000
(127,578)
(29,103)
366,552
167,438
298
21,113
(816,084)
(46,815)
(236,630)
(23,747)
(1,780,850)
(84,908)
15,589
(2,253,601)
(2,322,920)
Financing Activities
Issue of common shares for cash
Share issue costs
Cash Provided By Financing Activities
2012
Six Months Ended
November 30
2013
856,716
(99,283)
757,433
Net (Decrease) Increase In Cash and Cash
Equivalents
(1,802,117)
Cash and Cash Equivalents, Beginning Of
Period
5,013,827
$ 3,211,710
$
Supplemental Cash Flow Information (Note 9)
Cash paid for interest
Shares issued for mineral properties
Cash paid for Part XII.6 tax
$
$
$
$
$
$
-
(29,458)
(13,050)
(669,950)
(712,458)
(86,857)
(21,120)
(3,275,668)
(3,383,645)
(15,224)
(13,050)
(2,207,988)
(2,236,262)
1,547,373
(52,479)
1,494,894
5,061,111
(494,584)
4,566,527
4,059,276
(313,112)
3,746,164
1,578,919
109,799
3,887,203
1,632,791
2,778,990
2,888,789 $
3,211,710
$
2,888,789
3,100
-
$
$
$
6,600
-
(998,414)
Cash and Cash Equivalents, End Of Period
-
$
$
$
7
(1,363)
(1,400,103)
(58,473)
396,037
INTEGRA GOLD CORP.
NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED NOVEMBER 30, 2013 AND 2012
1. NATURE OF OPERATION AND GOING CONCERN
Integra Gold Corp. (the “Company”) was incorporated under the laws of the Province of British
Columbia, Canada. The Company is a public company listed on the TSX Venture Exchange (the
“TSX.V”) trading under the symbol “ICG.” The address of the Company’s corporate office and principal
place of business is Suite 2270, 1055 West Georgia Street, Vancouver, British Columbia, V6E 3P3.
The Company is an exploration stage resource company engaged in the acquisition and exploration of
mineral properties and has not yet determined whether the properties contain ore reserves that are
economically recoverable. The Company currently has no revenues from mineral producing operations.
The operations of the Company have been funded by the issuance of common shares.
The Company currently holds a number of properties in Canada: the Company’s flagship Lamaque
Gold Project in Val d`Or, Québec, properties within the Abitibi Greenstone Belt in Québec and Ontario,
and one property in British Columbia.
These consolidated financial statements have been prepared in accordance with International Financial
Reporting Standards (“IFRS”) on a going concern basis, which presume the realization of assets and
discharge of liabilities in the normal course of business for the foreseeable future. The ability of the
Company to arrange additional financing in the future depends, in part, on the prevailing capital market
conditions and mineral property exploration success.
The Company incurred a net loss of $(550,254) and a comprehensive loss of $(358,081) for the period
ended November 30, 2013 (November 30, 2012 – net and comprehensive loss of $(780,176)) and a
deficit of $(40,946,711) (May 31, 2013 - $(40,396,457)).
As at November 30, 2013 the Company had sufficient cash to meet its planned operating and investing
activities for the year ended May 31, 2014. The Company has been successful in securing equity
financing to date, plans to secure additional funds as required through future equity financings and also
has the ability to scale back certain costs to balance spending to market conditions.
2. BASIS OF PRESENTATION
Statement of Compliance
These condensed interim financial statements of the Company for the six month period ending
November 30, 2013 have been prepared in accordance with International Financial Reporting
Standards (“IFRS”), specifically, IAS 34 Interim Financial Reporting, as issued by the International
Accounting Standards Board (“IASB”) and Interpretations of the International Financial Reporting
Interpretations Committee (“IFRIC”)
These condensed interim financial statements should be read in conjunction with the Company’s May
31, 2013 audited annual financial statements.
The significant accounting policies applied in these financial statements are based on the IFRS issued
and outstanding policies as of January 28, 2014, the date the Board of Directors approved the financial
statements.
3. AVAILABLE-FOR-SALE INVESTMENTS
Available-for-sale investments consist of an investment in common shares of a publicly traded
company on the Toronto Stock Exchange and therefore has no fixed maturity date or coupon rate. The
fair value of the noted available-for-sale investment has been determined directly by reference to
published price quotations in an active market.
8
INTEGRA GOLD CORP.
4. EXPLORATION AND EVALUATION ASSETS
November 30, 2013
ACQUISITION
COSTS AND
OPTION
PAYMENTS
Lamaque Property, Quebec (a)
Roc d’Or Extension Property, Quebec (a)
Bourlamaque Property, Quebec (a)
MacGregor Property, Quebec (a)
Donald Property, Quebec (a)
Golden Valley Group, Quebec and Ontario (b)
Morrisette Property, Ontario (staked property)
Char Property, British Columbia (c)
$
979,083
48,750
14,000
67,500
78,000
130,483
30,400
$ 1,348,216
DEFERRED
EXPLORATION
COSTS
(NOTE 11)
TOTAL
$ 17,311,592
97,328
2,778
29,795
27,275
96,425
2,329
53,077
$ 18,290,675
146,078
16,778
97,295
105,275
226,908
2,329
83,477
$
$ 18,968,815
17,620,599
May 31, 2013
ACQUISITION
COSTS AND
OPTION
PAYMENTS
Lamaque Property, Quebec (a)
Roc d’Or Extension Property, Quebec (a)
Bourlamaque Property, Quebec (a)
MacGregor Property, Quebec (a)
Donald Property, Quebec (a)
Golden Valley Group, Quebec and Ontario (b)
Morrisette Property, Ontario (staked property)
Char Property, British Columbia (c)
$
DEFERRED
EXPLORATION
COSTS
(NOTE 11)
TOTAL
979,083
48,750
14,000
44,400
78,000
130,483
30,400
$ 13,833,500
97,328
2,778
29,796
27,275
95,898
2,329
48,396
$ 14,812,583
146,078
16,778
74,196
105,275
226,381
2,329
78,796
$ 1,325,116
$ 14,137,300
$ 15,462,416
a) Lamaque Group, Quebec
Lamaque
By an Agreement with Teck Cominco (the “Optionor”) dated June 16, 2003, the Company had the
option to acquire a 50.23% interest in the Tundra Gold Mines Limited (“Tundra”) mineral property
and 53.07% interest in the Golden Pond Resources Ltd. (“Golden Pond”) mineral property (subject
to a maximum 2% net smelter returns royalty (“NSR”) for consideration of:

Cash payments totaling $269,000 (paid) as follows:
- $44,000 within three business days of TSX Venture Exchange approval (paid);
- annual payments of $25,000 per year commencing January 1, 2004 with the final payment
made January 1, 2012 ($225,000 paid);

Issuing 20,000 shares of the Company (issued); and

Payment of property remediation services to the Optionor, in the amount of $250,000 (paid),
as security to cover any environmental and reclamation liabilities and obligations associated
with the Property.
9
INTEGRA GOLD CORP.
4. EXPLORATION AND EVALUATION ASSETS (Continued)
a) Lamaque Group, Quebec (Continued)
Lamaque (Continued)
In October 2009, the Company entered into agreements with Tundra and Golden Pond, on the
properties located in Val d’Or, Quebec to consolidate ownership at a 100% interest. Pursuant to
the agreements, the Company issued one share for every three shares that were then outstanding
in the delisted companies. 1,249,599 shares were issued to Tundra and Golden Pond shareholders
at a price of $0.30 per share.
Roc d’Or East Extension
On September 22, 2009 the Company entered into a property option agreement to earn 100%
interest in the Roc d’Or East Extension mineral property in Quebec. There is a 2% NSR payable
on the Property, of which one-half (1%) may be purchased for $1,000,000. In order to earn a 100%
interest, the Company paid $25,000 and issued 50,000 shares. The Company has now earned its
100% interest, subject only to the NSR.
Bourlamaque
In December 2010, the Company acquired a 100% interest in the Bourlamaque property located in
Bourlamaque Township, Quebec, adjacent to the Company’s flagship Lamaque property.
Consideration for the property was $3,500 (paid) and 10,000 shares (issued). There was a 2% NSR
payable, one-half (1%) of which it could have been purchased for $1,000,000.The Company
purchased the NSR for $5,000 on April 30, 2013 (no outstanding NSR).
MacGregor Property
In June 2011, the Company enter into an agreement to acquire a 100% interest in the MacGregor
property located in Bourlamaque Township, Quebec, adjacent to the Company’s flagship Lamaque
property. Consideration for the property is $100,000 ($50,000 paid) and 150,000 shares (70,000
issued), all payable over a period of four years. There is also a 2% NSR payable, one-half (1%) of
which may be purchased for $500,000.
Donald Property
In January 2012, the Company enter into an agreement to acquire a 100% interest in the Donald
property located directly east of the Lamaque property. Consideration for the property is $175,000
($45,000 paid) and 250,000 shares (100,000 shares issued), all payable over a period of four years.
There is also a 3% GMR payable, one-third (1%) of which may be purchased for $750,000.
b) Golden Valley Group, Quebec and Ontario
The Company entered into an option agreement with Golden Valley Mines Ltd. “GZZ” of Val d’Or,
Québec on February 1, 2005 whereby GZZ (as operator) could earn up to an 85% interest by
funding $1,000,000 in exploration expenditures on a group of nine properties located in the Abitibi
Greenstone Belt in Québec and Ontario. On December 9, 2008 GZZ chose to enter into a joint
venture with the Company, at which time it had earned a 70% interest in the nine properties through
the expenditure of $300,000 on exploration.
In January 2012 the Company and GZZ entered into a mining option agreement with Golden
Cariboo Resources Ltd. (“GCC”) wherein GCC wishes to acquire an undivided 70% interest in the
properties for which it must incur $4.5 million in exploration expenditures over five years, subject to
underlying NSRs. A minimum of $500,000 of this exploration work must be carried out on the
properties jointly held by GZZ and the Company. The Company will no longer be obligated to incur
any expenditure on the properties, but will retain a 7.5% carried interest.
10
INTEGRA GOLD CORP.
4. EXPLORATION AND EVALUATION ASSETS (Continued)
Bogside/Perestroika Properties, Quebec
In 2004, the Company acquired a 100% interest (subject to a 3% gross overriding royalty with
respect to diamonds and a 3.5% NSR), in fourteen mineral claims located in the Courville and
Cadillac Townships, Quebec for consideration of $80,000 cash and 74,167 shares. Additional
staking costs incurred totaled $8,612. Acquisition costs were subsequently written down to
$60,000.
Cook Lake Property, Ontario
By an Option Agreement dated June 3, 2002, the Company acquired a 100% interest (subject to a
3% NSR) in three mineral claims located in the Grenfell Township of Ontario for consideration of
$5,000 cash and issued 36,667 shares. In addition, the Company acquired by staking a 100%
interest in four additional mineral claims contiguous to the claims described above. Staking costs
incurred total $1,976. Acquisition costs were written down to $15,000 in a prior year.
Munro Property, Ontario
3% NSR) in 17 mineral claims located in the Munro Township of Ontario for consideration of
$10,000 cash and 42,222 shares. Acquisition costs were written down to $20,066 in a prior year.
Claw Lake Property, Ontario
3% NSR) in two mineral claims located in the Cabot Township of Ontario for consideration of $5,000
cash and 36,667 shares. Acquisition costs were written down to $15,417 in a prior year.
Murdoch Creek Property, Ontario
The Company acquired a 100% interest (subject to a 3% gross overriding royalty with respect to
diamonds and a 3.5% NSR) in 64 mineral claims located in the Lebel, Morrisette and Arnold
Townships, Ontario for consideration of $80,000 cash and 29,722 shares. Additional staking costs
were incurred for a total $4,543. Acquisition costs were written down to $20,000 in a prior year.
b) Char Property, British Columbia
In April 2011 the Company entered into an option agreement to acquire a 100% interest in the Char
Property located in British Columbia. In January 2012, the agreement was amended and in order
to earn a 100% interest, the Company must make cash payment of $15,000 (paid) and issue 60,000
shares (40,000 issued).
11
INTEGRA GOLD CORP.
5.
PROPERTY, PLANT AND EQUIPMENT
COMPUTER
COST
Additions
Additions
$
$
18,434
12,794
31,228
5,576
36,804
$
$
ACCUMULATED DEPRECIATION
Depreciation for the year
Depreciation for the period
$
4,680
13,223
17,903
5,426
23,329
CARRYING AMOUNTS
May 31, 2012
May 31, 2013
November 30, 2013
$
$
$
13,754
13,325
13,475
$
OFFICE
FURNITURE AND
EQUIPMENT
$
1,355
10,455
11,810
81,280
93,090
$
305
2,402
2,707
8,007
10,714
$
$
$
1,050
9,103
82,376
VEHICLES
$
$
$
12
21,000
21,000
21,000
LAND
$
$
$
6,250
7,000
13,250
3,500
16,750
$
$
$
$
$
14,750
7,750
4,250
$
$
$
BUILDINGS
270,983
270,983
270,983
-
270,983
270,983
270,983
$
$
$
627,133
(4,183)
622,950
622,950
TOTAL
$
938,905
19,066
957,971
86,856
$ 1,044,827
$
10,349
25,888
36,237
14,896
51,133
$
$
21,584
48,513
70,097
31,829
101,926
$
$
$
616,784
586,713
571,817
$
$
$
917,321
887,874
942,901
INTEGRA GOLD CORP.
6. SHARE CAPITAL
a) Authorized: Unlimited number of shares without par value.
b) Issued
Period ended November 30, 2013:

On September 4, 2013, 2013, the Company closed the third tranche of its non-brokered private
placement announced on August 2, 2013 and issued 2,739,000 flow-through shares (the “FT
shares”) at a price of $0.185 per FT share and 2,333,333 non-flow through units (the “NFT
Units”) at a price of $0.15 per NFT Unit for proceeds of $856,715. Each FT Share consisted of
one flow through common share and no warrant. Each NFT Unit consisted of one common
share and one non-half of one non-transferable common share purchase warrant. Each whole
NFT warrant entitled the holder to purchase one common share at an exercise price of $0.23
for 24 months following completion of the Offering. The Company paid $66,981 in commissions
for this tranche and issued 355,063 compensation warrants at a price of $0.23 with the expiry
date September 4, 2015.

On August 26, 2013, the Company closed the second tranche of its non-brokered private
placement announced on August 2, 2013 and issued 1,456,405 FT shares at a price of $0.185
per FT share and 1,818,500 NFT Units at a price of $0.15 per NFT Unit for proceeds of
$542,210. Each FT Share consisted of one flow through common share and no warrant. Each
NFT Unit consisted of one common share and one non-half of one non-transferable common
share purchase warrant. Each whole NFT warrant entitled the holder to purchase one common
share at an exercise price of $0.23 for 24 months following completion of the Offering. The
Company paid $28,088 in commissions for this tranche and issued 175,000 compensation
warrants at a price of $0.23 with the expiry date August 27, 2015.

On August 9, 2013, the Company closed the first tranche of its non-brokered private placement
announced on August 2, 2013 and issued 13,887,297 FT shares and 2,620,000 NFT Units for
proceeds of $2,962,150. The Company paid $246,515 in commissions for this tranche and
issued 1,136,602 compensation warrants at a price of $0.23 with the expiry date August 9,
2015.
Year ended May 31, 2013:

On January 11, 2013, the Company issued 5,000,000 NFT Shares at a price of $0.24 per NFT
Share in exchange for 1,379,310 common shares of a publicly traded company on the Toronto
Stock Exchange at $0.87 per common share, representing a value of $1,239,000, including
transaction costs of $39,000.

On December 19, 2012, the Company closed its non-brokered private placement announced
on December 18, 2012 and issued 5,322,310 FT Shares at a price of $0.325 per FT Share for
proceeds of $1,729,751. Each FT Share consisted of one common share and no warrants
issued in conjunction with this private placement. The Company paid $84,525 in finder’s fees.
Officers and directors of the Company participated in this private placement by purchasing a
total of 30,000 FT Units for total proceeds of $9,750.
13
INTEGRA GOLD CORP.
6. SHARE CAPITAL (Continued)
b) Issued (Continued)

On September 12, 2012, the Company closed the second tranche of its brokered private
placement announced on August 2, 2012 and issued 2,380,000 FT Units at a price of $0.315
per FT Unit for proceeds of $749,700. Each FT Unit consisted of one common share and one
half of one non-transferable common share purchase warrant exercisable for one common
share at $0.45 until March 20, 2014. The Company paid $52,479 in commissions.

On August 12, 2012, the Company closed the first tranche of its brokered private placement
announced on August 2, 2012 and issued 8,804,332 FT Units at a price of $0.315 per FT Unit
and 1,949,300 NFT Units at a price of $0.27 per NFT Unit for proceeds of $3,299,675. Each
NFT Unit consisted of one common share and one non-transferable share purchase warrant,
exercisable for one common share at $0.40 until February 20, 2014. Each FT Unit consisted
of one common share and one half of one non-transferable common share purchase warrant
exercisable for one common share at $0.45 until February 20, 2014. The Company paid
$260,633 in commissions.
c) Warrants
A summary of the changes in warrants to acquire an equivalent number of shares as at November
30, 2013 and 2012 was as follows:
WARRANTS
Warrants outstanding, May 31, 2012
Expired
Granted
Warrants outstanding, May 31, 2013
Granted
Expired
Warrants outstanding, November 30, 2013
29,258,767
(11,937,500)
7,541,466
24,862,733
3,385,916
(12,984,045)
15,264,604
WEIGHTED AVERAGE
EXERCISE PRICE
$
$
0.64
0.83
0.44
0.48
0.23
0.35
(0.55)
The Company had outstanding share purchase warrants as at November 30, 2013 as follows:
NUMBER
OF
WARRANTS
1,952,222
135,000
4,402,166
1,949,300
1,190,000
2,030,000
120,000
100,000
1,310,000
909,250
1,166,666
15,264,604
EXERCISE
PRICE
$
$
$
$
$
$
$
$
$
$
$
EXPIRY
DATE
0.85
2.00
0.45
0.40
0.45
1.00
1.00
2.00
0.23
0.23
0.23
December 29, 2013*
January 25, 2014/2015
February 20, 2014
February 20, 2014
March 20, 2014
September 30, 2014
October 27, 2014
December 28, 2014
August 9, 2015
August 27, 2015
September 4, 2015
* Subsequent to November 30, 2013, the expiry date of these warrants was extended to
December 29, 2015 and 454,622 warrants were re-priced to $0.26.
14
INTEGRA GOLD CORP.
c) Warrants (Continued)
As at November 30, 2013, the weighted average remaining contractual life of the share purchase
warrants was 0.65 years (2012 – 0.89 years) and the weighted average exercise price was $0.55
(2012 - $0.51).
d) Stock Options
The Company has adopted an incentive stock option plan (the “Plan”). The essential elements of
the Plan provide that the aggregate number of shares of the Company exercisable pursuant to
options granted under the Plan may not exceed 10% of the issued and outstanding shares at the
date of the grant. Options granted under the Plan may have a maximum term of ten years. The
exercise price of options granted under the Plan will not be less than the discounted market price
of the shares (defined as the last closing market price of the Company’s shares immediately
preceding the grant date, less the maximum discount permitted by TSX-V policy), or such other
price as may be agreed to by the Company and accepted by the TSX-V. Options vest on terms
determined by the directors and may be vested immediately on the grant date. Stock options
granted to consultants are subject to minimum vesting restrictions such that one-quarter of the
option shall vest on each of the grant date and three, six and twelve months thereafter.
A summary of the changes in stock options as at November 30, 2013 and 2012 as follows:
STOCK
OPTIONS
WEIGHTED AVERAGE
EXERCISE PRICE
Options outstanding, May 31, 2012
Cancelled/expired
Exercised
Granted
5,252,000
(400,000)
(45,000)
2,040,000
$
Options outstanding, May 31, 2013
6,847,000
0.28
Granted
Cancelled/expired
Options outstanding, November 30, 2013
300,000
(25,000)
7,122,000
0.20
0.30
0.28
$
0.37
0.30
0.22
0.27
On August 2, 2013, the Company granted 300,000 incentive stock options to an employee of the Company
for a period of five years to acquire common shares of the Company at $0.20 per share. The fair value of
the stock based compensation options was estimated on the date of grant in the amount of $38,100 with
the following assumptions: i) exercise price per share of $0.20; ii) expected share price volatility of
116.54%; iii) risk free interest rate of 1.75; iv) expected life of 5 years; and v) no dividend yield.
15
INTEGRA GOLD CORP.
d) Stock Options (Continued)
The Company had outstanding stock options as at November 30, 2013 as follows:
NUMBER OF
OPTIONS
OUTSTANDING
NUMBER OF
OPTIONS
EXERCISABLE
EXERCISE
PRICE
118,000
210,000
1,075,000
520,000
1,726,500
20,000
400,000
300,000
1,822,500
50,000
630,000
250,000
118,000
210,000
1,075,000
520,000
1,726,500
20,000
200,000
300,000
1,822,500
50,000
630,000
250,000
$
$
$
$
$
$
$
$
$
$
$
$
0.30
0.30
0.30
0.21
0.30
0.24
0.25
0.20
0.22
0.275
0.40
0.39
7,122,000
6,922,000
$ 0.28
EXPIRY
DATE
September 22, 2016
March 1, 2017
November 7, 2017
January 22, 2018
January 23, 2018
January 28, 2018
March 20, 2018
August 2, 2018
September 11, 2018
November 3, 2018
December 14, 2018
March 6, 2019
As at November 30, 2013, the weighted average remaining contractual life of the options was 4.39
years (2012 – 5.4 years), and the weighted average exercise price was $0.28 (2012 - $0.29).
e) Compensation Warrants
On September 4, 2013, the Company granted 355,063 compensation warrants to brokers in
connection with the third tranche of its August 2013 private placement. As a result, share issue
costs and share-based payments reserves were increased by $33,000. The compensation
warrants were measured using the Black-Scholes Model. The fair value of the compensation
warrants was estimated on the issue date with the following assumptions: i) exercise price per
share of $0.23; ii) expected share price volatility 73.02%,; iii) risk free interest rate of 1.21%; iv)
expected life of 2 years; v) forfeiture rate of 0%; and vi) no dividend yield.
On August 27, 2013, the Company granted 175,000 compensation warrants to brokers in
connection with the second tranche of its August 2013 private placement. As a result, share issue
costs and share-based payments reserves were increased by $16,000. The compensation
warrants were measured using the Black-Scholes Model. The fair value of the compensation
warrants was estimated on the issue date with the following assumptions: i) exercise price per
share of $0.23; ii) expected share price volatility 72.90%,; iii) risk free interest rate of 1.21%; iv)
expected life of 2 years; v) forfeiture rate of 0%; and vi) no dividend yield.
On August 9, 2013, the Company granted 1,136,602 compensation warrants to brokers in
connection with the first tranche of its August 2013 private placement. As a result, share issue costs
and share-based payments reserves were increased by $104,000. The compensation warrants
were measured using the Black-Scholes Model. The fair value of the compensation warrants was
estimated on the issue date with the following assumptions: i) exercise price per share of $0.23;
ii) expected share price volatility 72.61%,; iii) risk free interest rate of 1.21%; iv) expected life of 2
years; v) forfeiture rate of 0%; and vi) no dividend yield.
16
INTEGRA GOLD CORP.
e) Compensation Warrants (Continued)
The Company had outstanding compensation warrants at November 30, 2013 as follows:
NUMBER OF
WARRANTS
OUTSTANDING
424,745
95,200
1,136,602
175,000
355,063
EXERCISE
PRICE
$
$
$
$
$
0.27
0.27
0.23
0.23
0.23
EXPIRY
DATE
February 20, 2014
March 20, 2014
August 9, 2015
August 27, 2015
September 4, 2015
2,186,610
As at November 30, 2013, the weighted average remaining contractual life of the compensation
warrants was 1.36 years (2012 – Nil) and the weighted average exercise price was $0.24 (2012 Nil).
f)
Earnings per Share
Basic Earnings per Share
Basic earnings per share are calculated by dividing the net income by the weighted average number of
fully paid common shares outstanding throughout the year.
Diluted Earnings per Share
In determining diluted earnings per share, the Company uses the Treasury Stock method and increases
the average number of common shares outstanding by the following:



Number of shares that would have been issued if all stock options with an exercise price below
the average share price for the period had been exercised.
Number of shares that would have been issued if all outstanding warrants with an exercise price
below the average share price for the period had been exercised.
Number of shares that would have been issued if all shares were issued pursuant to property
option agreements.
The Company also decreases the average number of common shares outstanding by the number of
common shares that the Company could have repurchased if it used the proceeds from the above to
repurchase shares on the open market at the average share price for the period.
g) Flow-Through Commitments
During the year ended May 31, 2013, the Company renounced $5,241,631 of qualifying Canadian
exploration expenses (“CEE”) it was committed to incur on or before December 31, 2013.
Commencing February 1, 2013, the Company is liable to pay Part XII.6 tax, at a specified rate per
annum, calculated monthly on the unspent portion of the commitment. The Company had spent
the required amount by November 2013, eliminating this obligation.
If the Company pre-renounces the qualifying CEE for its August and December 2013 private
placements as at December 31, 2013, it will be committed to incur $7,688,500 by the end of
December 2014.
17
INTEGRA GOLD CORP.
7. CAPITAL MANAGEMENT
The Company includes cash and equity, comprised of issued common shares and reserves, in the
definition of capital.
The Company manages its capital structure and makes adjustments to it, based on the funds available
to the Company, in order to support the acquisition, exploration and development of mineral properties.
The Board of Directors does not establish quantitative return on capital criteria for management, but
rather relies on the expertise of the Company’s management to sustain future development of the
business.
The properties in which the Company currently has an interest are in the exploration stage; as such the
Company is dependent upon external financings to fund activities. In order to carry out planned
exploration and pay for administrative costs, the Company will spend its existing working capital and
raise additional funds as needed. The Company will continue to assess new properties and seek to
acquire an interest in additional properties if it feels there is sufficient geologic or economic potential
and if it has adequate financial resources to do so.
Management reviews its capital management approach on an ongoing basis and believes that this
approach, given the relative size of the Company, is reasonable.
There were no changes in the Company’s approach to capital management during the quarter. The
Company is not subject to externally imposed capital requirements.
8.
DUE TO RELATED PARTIES AND RELATED PARTY TRANSACTIONS
All related party transactions were within the normal course of business and have been recorded at
amounts agreed to by the transacting parties. Amounts due to and due from related parties do not bear
interest, are unsecured, and have no fixed payment terms.
As at November 30, 2013, $22,626 (2012 - $18,158) was owed to related parties and $37,894 (2012 $47,377), included within accounts receivable, was due from related parties.
Included in administrative and consulting expenses are fees charged by a private company wholly
owned by the Company’s Corporate Secretary for the provision of corporate and accounting services
for the current period of $23,689 (2012 - $33,933).
Key Management Compensation:
Key management personnel include those persons having authority and responsibility for planning,
directing and controlling the activities of the Company as a whole. The Company has determined that
key management personnel consist of executive and non-executive members of the Company’s Board
of Directors and corporate officers.
Remuneration attributed to key management personnel was as follows:
SIX MONTHS ENDED
NOVEMBER 30,
2013
Short-term employment benefits, including administrative, consulting,
directors’ and management fees
Termination benefits
Total
18
2012
$ 395,129
-
$ 302,379
270,000
186,727
$ 395,129
$ 759,106
INTEGRA GOLD CORP.
9. SUPPLEMENTAL CASH FLOW INFORMATION
Non-cash activities conducted by the Company during the six-month periods ended November 30,
2013 and 2012 are as follows:
SIX MONTHS ENDED
NOVEMBER 30,
2013
2012
Non-cash investing activities:
Shares issued for mineral properties
$
$
6,600
Non-cash financing activities:
Broker compensation warrants granted
$ 153,000
3,100
$
47,000
10. SUBSEQUENT EVENTS

On January 28, 2014 the Company announced that it had completed mineral resource estimations
on two additional targets for its Lamaque gold project located in Val-d’Or, Québec. The new
resource calculations were completed by Geopointcom and will be included in an NI 43-101
Technical Report currently being updated by Geologica Inc.

On January 22, 2014 the Company paid $30,000 and issued 50,000 shares as part of its agreement
to acquire a 100% interest in the Donald property located directly east of the Lamaque property.
Consideration for the property is $175,000 ($75,000 paid) and 250,000 shares (150,000 shares
issued).

On January 22, 2014, the Company closed the third and final tranche of its private placement
announced on December 9, 2013 and issued 4,132,352 NFT Units at a price of $0.17 for gross
proceeds of $702,499.84. Each NFT Unit consisted of one common share and one-half of one nontransferable common share purchase warrant (“NFT Warrant”). Each whole NFT Warrant entitled
the holder to purchase one common share at an exercise price of $0.26 for 18 months following
completion of the offering. For this tranche, the Company paid $6,545.00 in commissions and
issued 38,500 compensation warrants at a price of $0.26, with an expiry date of June 22, 2015.
For all tranches of this private placement, should the Company’s Shares trade on the TSX Venture
Exchange at a weighted average price of greater than $0.45 for any ten consecutive trading day
period the Company may, on written notice to the holders of the Warrants, reduce the exercise
period of the Warrants to a date that is not less than 30 days from the date of the notice.

On December 31, 2013, the Company closed the second tranche of its private placement
announced on December 9, 2013 and issued 769,230 Quebec flow through shares (“Quebec FT
Shares”) at a price of $0.26, 1,250,000 National flow through shares (“National FT Shares”) at a
price of $0.20 and 288,000 NFT Units at a price of $0.17 for a total of 2,307,230 shares or units
and gross proceeds of $498,960. Each Quebec or National FT Share consisted of one flow through
common share and no warrant. Each NFT Unit consisted of one common share and one-half of
one non-transferable NFT Warrant. Each whole NFT Warrant entitled the holder to purchase one
common share at an exercise price of $0.26 for 18 months following completion of the Offering.
For this tranche, the Company paid $38,427 in commissions and issued compensation warrants at
a price of $0.26 with an expiry date of June 30, 2015 (161,506); July 1, 2015 (53,846) and July 1,
2015 (107,660).
19
INTEGRA GOLD CORP.

10. SUBSEQUENT EVENTS (Continued)

On December 18, 2013, the Company closed the first tranche of its private placement announced
on December 9, 2013 and issued 14,031,539 Quebec FT Shares at a price of $0.26, 1,225,000
National flow through shares (the “National FT Shares”) at a price of $0.20 and 1,112,350 NFT
Units at a price of $0.17 for a total of 16,368,889 shares or units and gross proceeds of $4,082,300.
Each Quebec or National FT Share consists of one flow through common share and no warrant.
Each NFT Unit consists of one common share and one-half of one non-transferable NFT Warrant.
Each whole NFT Warrant will entitle the holder to purchase one common share at an exercise price
of $0.26 for 18 months following completion of the offering. For this tranche, the Company paid
$273,604 in commissions and issued 1,116,526 compensation warrants at a price of $0.26 with an
expiry date of June 18, 2015.

On December 13, 2013, the Company extended and re-priced warrants originally issued on
December 29, 2010 (with a previous expiry date of December 29, 2013). The warrants have been
extended to December 29, 2015. As insiders hold greater than 10% of these warrants, only 10%
of the warrants held by insiders were re-priced. Of 1,952,222 existing warrants, 454,622 warrants
were re-priced to $0.26 and the balance of 1,497,600 warrants remain at the original exercise price
of $0.85.
20
INTEGRA GOLD CORP.
11. SCHEDULE OF EXPLORATION AND EVALUATION COSTS – PERIOD ENDED NOVEMBER 30, 2013
Acquisition Costs
Opening balance-acquisition
Staking costs
Option payments cash
Option payments shares
Royalty transfer
Ending balance – acquisition costs
Exploration Costs
Opening balance-exploration
Consulting
Payroll
Drilling
Geological
Line cutting
Mapping and sampling
Surveys
Field costs and road construction
Site administration, taxes
Government assistance*
Ending balance, exploration costs
LAMAQUE GROUP
QUEBEC
GOLDEN VALLEY GROUP
QUEBEC
ONTARIO
BRITISH COLUMBIA
PROPERTIES
$
1,164,233
20,000
3,100
1,187,333
$ 60,000
60,000
$ 70,483
70,483
$
13,990,676
331,788
1,462,805
860,087
291,932
33,738
545,625
(47,883)
17,468,768
18,656,101
35,862
59
35,921
$ 95,921
62,366
417
50
62,833
$ 133,316
$
$
30,400
30,400
48,396
4,020
661
53,077
83,477
TOTAL
$
$
1,325,116
20,000
3,100
1,348,216
14,137,300
332,264
1,462,805
864,157
291,932
33,738
546,286
(47,883)
17,620,599
18,968,815
* On July 15, 2013, the Company received $162,823 for its 2012 Quebec tax credit. The balance of $74,680 was received on November 13, 2013; total 2012
Quebec tax credit was $237,503.
* On August 29, 2013, the Company received $736,013 for its 2011 Quebec tax credit.
* Subsequent to this period (January 2, 2014), the Company received $35,714 for its 2010 Quebec mining credit & $40,309 for its 2011 mining credit.
Final 2010, 2011, and 2012 mining credit adjustments were $49,692 (included in the “Government assistance” line), leaving the outstanding 2012 mining
credit in the amount of $33,997.
* The Company claimed $440,279 Quebec tax credit and $22,894 Quebec mining credit for its May 2013 fiscal year – these credits are expected to be
received by the end of 2014.
21
INTEGRA GOLD CORP.
11. SCHEDULE OF EXPLORATION AND EVALUATION COSTS – YEAR ENDED MAY 31, 2013
Acquisition Costs
Opening balance-acquisition
Staking costs
Option payments cash
Option payments shares
Royalty transfer
Ending balance – acquisition costs
Exploration Costs
Opening balance-exploration
Consulting
Payroll
Drilling
Geological
Line cutting
Mapping and sampling
Surveys
Field costs and road construction
Site administration, taxes
QST retroactive claim*
Government assistance*
Ending balance, exploration costs
LAMAQUE GROUP
QUEBEC
GOLDEN VALLEY GROUP
QUEBEC
ONTARIO
BRITISH COLUMBIA
PROPERTIES
$
1,095,633
45,000
18,600
5,000
1,164,233
$ 60,000
60,000
$ 70,483
70,483
$
10,653,321
277,048
34,776
58
59,028
870
12,101
-
10,759,226
277,976
900
128
35,862
$ 95,862
699
1,433
336
62,366
$ 132,849
23,499
3,555
9,241
48,396
78,796
232,539
1,296,927
1,039,249
1,027,244
5,860
225,642
2,832
(138,536)
(591,659)
14,137,300
15,462,416
$
232,539
1,296,927
1,015,051
1,023,689
5,860
214,068
2,368
(138,536)
(591,659)
13,990,676
15,154,909
$
17,200
10,000
3,200
30,400
TOTAL
$
$
1,243,316
55,000
21,800
5,000
1,325,116
* During the period, the Company was registered for the Quebec Sales Tax (QST) and claimed the following retroactive amounts (prior periods
were not restated):

$138,536 for the period November 22, 2010 to December 31, 2011. This claim covered past expenditures not renounced as flow-through
obligations and is adjusted in the schedule above. Funds from the claim were received in June 2013.

$356,348 for the period January 1 – December 31, 2012. This claim increased the Company’s 2013 flow-through obligation. Funds from the claim
were received in June 2013.

The Company has also reduced its expected tax ($123,168) and mining ($17,345) credit receivable due to these retroactive QST claims (included
in the “Government assistance” line).
22

INTEGRA GOLD CORP.

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