v3.26.1
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENT
12 Months Ended
Dec. 31, 2025
Notes and other explanatory information [abstract]  
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENT

27       FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENT

 

a)         Financial Instruments

 

The Company has the following derivative financial instruments in the following line items in the consolidated statements of financial position:

 

                   
        Asset/(Liability) at     Asset/(Liability) at  
Derivatives Contracts   Current/Non-Current   December 31, 2025     December 31, 2024  
   Swap - Aura Almas (Itaú Bank)   Non-current     4,418       (15,164 )
   Swap  - Apoena Mines (ABC Bank)   Current     (2,753 )     (3,872 )
   Gold Derivatives   Current / Non-current     (401,944 )     (120,454 )
Total         (400,279 )     (139,490 )

 

Classification of financial instruments

 

                                                   
        December 31, 2025     December 31, 2024  
    Note   Measured at amortized cost     Fair value through profit & loss     Fair value through OCI     Measured at amortized cost     Fair value through profit & loss     Fair value through OCI  
Assets                                                    
Current                                                    
Cash and cash equivalents   6     286,056       -       -       270,189       -       -  
Accounts receivable   7     17,478       2,321       -       2,354       13,480       -  
Derivative Financial Instrument   27     -       -       4,418       -       -       -  
Non-current                                 -       -       -  
Other receivables and assets   10     -       -       9,691       -       -       3,454  
Assets         303,534       2,321       14,109       272,543       13,480       3,454  
                                                     
Liabilities                                                    
Current                                                    
Trade and other payables   12     189,614       -       -       98,067       -       -  
Derivative Financial Instrument   26     -       139,354       -       -       19,302       -  
Loan and debentures   13     92,497       7,051       -       78,115       3,892       -  
Liability measured at fair value   14     -       1,012       -       -       3,362       -  
Other liabilities   18     18,933               -       14,190       -       -  
Non-current                                                    
Derivative Financial Instrument   25     -       265,343       -       -       105,024       15,164  
Loan and debentures   13     132,238       179,382       -       202,474       158,623       -  
Liability measured at fair value   14     -       25,822       -       -       14,387       -  
Deferred consideration (NSR)   5(b)     -       23,643       -       -               -  
Other provisions (CVR)   17     -       11,982       -       -               -  
Other liabilities   18     6,473       -       -       11,032       -       -  
 Total         439,755       653,589       -       403,878       304,590       15,164  

 

i) Swap agreements:

 

As of December 31, 2025 and 2024, the Company has the following swap agreements:

 

                       
            Asset/(Liability) at     Asset/(Liability) at  
Derivatives Contracts   Commodity/ index   Current/Non-Current   December 31, 2025     December 31, 2024  
Swap - Aura Almas (Itaú Bank) (a)   CDI   Current     4,418       (15,164 )
Swap  - Apoena Mines (ABC Bank)   CDI   Current     (2,753 )     (3,872 )
Total             1,665       (19,036 )

 

(a) The swap agreements from the Company’s subsidiary, Almas, was designated as a hedge accounting.

 

ii) Derivative Options

 

ii) a - Derivative Collars – Almas and Apoena

 

As of December 31, 2025, the Company did not have any outstanding zero-cost put/call collar contracts related to gold production. As of December 31, 2024, the Company had outstanding zero-cost put/call collar arrangements covering gold production at the Almas Project and Apoena Mines. All such contracts expired during 2025.

 

ii) b – Derivative Collars Borborema Project

 

As of December 31, 2025, the Company had 198,561 ounces outstanding for the Borborema Project. The put/calls collars have floor prices of $1,745 and ceiling prices at $2,400 per ounce of gold expiring between January 2025 and June 2028.

 

The fair value effect of both the Derivative Collars - Apoena and the Derivative Collars Borborema Project for the year ended December 31, 2025 is ($281,489) (($80,241) in December 31, 2024 and ($25,683) as of December 31, 2023), recorded as a finance expenses loss in the financial statements.

 

As of the date of this Consolidated Financial Statements, the Company have no agreements in place with financial institutions which would require the Company to post cash or any other type of collateral to cover fair value exposure against the Company.

 

b)     Fair value of financial instruments

 

The Company measures certain of its financials assets and liabilities at fair value on a recurring basis and these are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. There are three levels of the fair value hierarchy that prioritize the inputs to valuation techniques used to measure fair value:

 

1) Level 1, which are inputs that are unadjusted quoted prices in active markets for identical assets or liabilities;
2) Level 2, which are inputs other than Level 1 quotes prices that are observable, either directly or indirectly, for the asset or liability; and,
3) Level 3, which are inputs for the asset or liability that are not based on observable market data.

 

Additionally, the Company classifies derivative assets and liabilities in Level 2 of the fair value hierarchy as they are valued using pricing models which require a variety of inputs such as expected gold price.

 

The fair value of the Company’s financial assets and liabilities measured at fair value on a recurring basis at December 31, 2025 and 2024 are summarized in the following table:

 

                                   
                                     
        December 31, 2025     December 31, 2024  
    Level   Fair value through profit & loss     Fair value through OCI     Fair value through profit & loss     Fair value through OCI  
Assets                                    
Accounts receivable   2     2,321       -       13,213       -  
Other receivables and assets   1     -       9,691       -       2,168  
Derivative Financial Instrument   2     -       4,418       -       -  
Total         2,321       14,109       13,213       2,168  
                                     
Liabilities                                    
Debentures (a)   2     186,433       -       162,515       -  
Liability measured at fair value   3     26,834       -       17,749       -  
Derivative Financial Instrument   2     404,697       -       124,326       15,164  
Deferred consideration (NSR)   3     23,643       -       -       -  
Other provisions (CVR)   3     11,982       -       -       -  
 Total         653,589       -       304,590       15,164  

 

(a) As of December 31, 2025, the debenture was trading in the market at approximately 101% of its yield curve value, which management considers to be a reasonable approximation of its carrying amount.

 

Valuation inputs and relationships to fair value

The following table summarizes the quantitative information about the significant unobservable inputs used in level 3 fair value measurements:

 

               
Description Fair value at Unobservable inputs Inputs Relationship of unobservable inputs to fair value
2025 2024     2025 2024    
Liability measured at fair value (NSR agreement)) 26,834 17,749   Expected production of gold ounces 719,512 747,704   If expected production of gold ounces were 10% higher or lower, the fair value would increase/decrease by $219.
Contingent Value Rights (CVRs) 11,982 -   Commercial Production (a) -   (a)
Contingent consideration (NSR) 23,643 -   Expected production of gold ounces 315,481 -   If expected production of gold ounces were 10% higher or lower, the fair value would increase/decrease by $192.

 

(a) The Company assessed the probability of achieving commercial production, which is defined on Note 5, over various time horizons, primarily within a 0 to 20-year range, while also recognizing a residual probability of timelines extending beyond 20 years. If expected commercial production probability varies by 10% on the lower and higher ends of these time horizons, the fair value would increase or decrease by $940.

 

The finance department of the Company includes a team that performs the valuations of non-property items required for financial reporting purposes, including level 3 fair values.

 

Valuation process - Liability measured at fair value

The main level 3 inputs used by the Company are derived and evaluated as follows:

- Discount rates for financial assets and financial liabilities are determined using a capital asset pricing model to calculate a pre-tax rate that reflects current market assessments of the time value of money and the risk specific to the asset.

- Risk adjustments specific to the counterparties (including assumptions about credit default rates) are derived from credit risk gradings determined by internal credit risk management group.

 

The key inputs into the Monte Carlo simulation model were as follows at December 31, 2025 and 2024:

 

       
Input   2025   2024
WACC   11.50%   11.80%
Credit-risk   2.70%   3.10%
Expected volatility   15.20%   15.70%

 

Valuation process - Contingent Value Rights (CVRs)

The fair value of the Contingent Value Rights is determined using a scenario-based valuation model that incorporates management’s assessment of the probability and timing of achieving commercial production at the Era Dorada Project.

 

The main level 3 inputs used by the Company are derived and evaluated as follows:

- The probability-weighted timing of commercial production is based on scenarios provided by management, covering multiple time horizons up to 20 years, with a residual probability assigned to production commencing beyond this period.

- Discount rates applied to the expected cash flows are determined based on a risk-free rate derived from U.S. Treasury bonds with maturities consistent with the expected payment dates, adjusted by a credit spread that reflects the Company’s credit risk, consistent with market data for comparable issuers.

 

Valuation process - Deferred consideration (NSR)

The fair value of the deferred consideration related to the Net Smelter Return (NSR) agreement is determined using a discounted cash flow model that estimates future royalty payments based on expected production profiles and commodity price assumptions.

 

The main level 3 inputs used by the Company are derived and evaluated as follows:

- Expected production volumes are based on life-of-mine production forecasts prepared by management and technical studies, reflecting current mine plans and operational assumptions.

- Discount rates applied to the expected royalty cash flows are determined using a capital asset pricing model to estimate a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the asset, including country, operational and project-specific risks.

- Commodity price assumptions are based on consensus forecasts obtained from market participants, which are publicly available.

 

Fair value of loans and other financial liability

The Company considers that for the loans, that are recorded at their contractual value and other financial liabilities measured at amortized cost, their book values are close to their fair values and therefore information on their fair values is not being presented.