Auditor's Report 2
Consolidated Statements of Financial Position 6
Consolidated Statements of Loss and
Comprehensive Loss 7
Consolidated Statements of Cash Flows 8
Consolidated Statement of Changes in Equity 9
Notes to the Consolidated Financial Statements 10
1
Tel: 403 266 5608
Fax: 403 233 7833
https://www.bdo.ca
BDO Canada LLP
903 - 8thAvenue SW, Suite 620 Calgary AB T2P 0P7
Canada
Independent Auditor's ReportTo the Shareholders of CANEX Metals Inc.:
Opinion
We have audited the consolidated financial statements of CANEX Metals Inc. and its subsidiaries (the Group), which comprise the consolidated statement of financial position as at September 30, 2025 and 2024, and the consolidated statements of loss and comprehensive loss, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including material accounting policy information.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at September 30, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with International Financial Reporting Standards and International Accounting Standards as issued by the International Accounting Standards Board (IASB) and Interpretations (collectively IFRS Accounting Standards).
Basis for Opinion
We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 1 in the consolidated financial statements, which indicates that the Group incurred a net loss of $496,817 during the year ended September 30, 2025 and, as of that date, the Entity has a deficit of $18,346,237 and a working capital surplus of $506,487. As stated in Note 1, these events or conditions, along with other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to the matter described in the Material Uncertainty Related to Going Concern section, we have determined the matter described below to be the key audit matter to be communicated in our report.
Impairment of Exploration and Evaluation Assets
Description of the key audit matter
Exploration and Evaluation Assets is carried at $6,296,930. Management is required to assess whether any facts and circumstances suggest that the carrying amount may exceed the recoverable amount at the end of each reporting period. If facts and circumstances were identified then an
BDO Canada LLP, a Canadian limited liability partnership, is a member of BDO International Limited, a UK company limited by guarantee, and forms part of the International BDO network of independent member firms.
impairment test is required. The assessment of any facts and circumstances requires high levels of judgement and as such are significant to the audit. See Note 3e), 4a) and 8 to the consolidated financial statements.
How the key audit matter was addressed in the audit
Our approach in addressing this matter included the following procedures, among others:
Evaluated management's assessment of whether facts and circumstances of impairment existed and obtained evidence regarding management's conclusion including reviewing historical data, historical expenditures, budgets and press releases.
Verified ownership and claim standing through review of public records, and claim renewal documentation and evidence of claim payments made.
Obtained evidence to evaluate the completeness and accuracy of the information presented by management through review of press releases, examination of external invoices, and disclosures in Management Discussion and Analysis.
Reviewing the adequacy of the disclosures in the consolidated financial statements, including disclosures related to significant judgments and estimates.
Other Information
Management is responsible for the other information. The other information comprises:
The information, other than the consolidated financial statements and our auditor's report thereon, included in the Mangement Discussion and Analysis for the year ended September 30, 2025.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
We obtained the Management Discussion and Analysis prior to the date of this auditor's report. If, based on the work we have performed on this other information, we conclude that there is a material misstatement of this other information, we are required to report that fact in this auditor's report. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS Accounting Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Group's financial reporting process.
Auditor's Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group's internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Group as a basis for forming an opinion on the group financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partner on the audit resulting in this independent auditor's report is Jeannette Toner.
Chartered Professional Accountants Calgary, Alberta
December 19, 2025
Consolidated Statements of Financial Position(Expressed in Canadian Dollars) As at September 30
2025 | 2024 | ||
ASSETS Current Assets Cash (Note 5) | $ | 663,907 | $ 158,093 |
Accounts receivable (Note 6) | 35,548 | 2,116 | |
Prepaid expenses | 74,241 | 12,786 | |
Short-term investments (Note 7) | - | 31,035 | |
$ | 773,696 | $ 204,030 | |
Non-current Assets | |||
Mineral property advances and deposits (Note 8) | $ | 526,479 | $ 51,164 |
Exploration and evaluation assets (Note 8) | 6,296,930 | 5,713,501 | |
$ | 6,823,409 | $ 5,764,665 | |
TOTAL ASSETS | $ | 7,597,105 | $ 5,968,695 |
EQUITY AND LIABILITIES Current Liabilities Accounts payable and accrued liabilities (Note 9) | 267,209 | 46,116 | |
Non-current Liabilities Decommissioning obligation (Note 10) | 52,558 | 50,031 | |
TOTAL LIABILITIES | $ | 319,767 | $ 96,147 |
EQUITY Share capital (Note 11) | 23,139,647 | 21,450,899 | |
Reserves | 2,483,928 | 2,271,069 | |
Deficit | (18,346,237) | (17,849,420) | |
TOTAL EQUITY | 7,277,338 | 5,872,548 | |
TOTAL EQUITY AND LIABILITIES | $ | 7,597,105 | $ 5,968,695 |
Nature of operations and continuance of operations (Note 1)
Subsequent events (Note 23) Approved by the Board "Shane Ebert" Director
"Jean-Pierre Jutras" Director
See accompanying notes to consolidated financial statements.
Consolidated Statements of Loss and Comprehensive Loss(Expressed in Canadian Dollars) For the years ended September 30
2025 | 2024 | |
Expenses | ||
General and administrative (Note 13) | $ (505,969) | $ (198,063) |
Reporting to shareholders | (13,835) | (20,825) |
Professional fees | (60,375) | (48,689) |
Stock exchange and transfer agent fees | (12,614) | (18,304) |
Property fees and taxes | - | (2,094) |
Accretion | (4,734) | (2,131) |
Operating loss | (597,527) | (290,106) |
Interest and other | 5,037 | 9,821 |
Realization of flow through premium (Note 16) | 75,500 | |
Gain (loss) from short-term investments | 20,173 | 1,137 |
100,710 | 10,958 |
Net loss and comprehensive loss for the year
$ (496,817) $ (279,148)
Basic and diluted loss per share (Note 15) $ (0.00) $ (0.00)
Weighted average shares outstanding - basic and
diluted (Note 15) 127,743,757 112,895,636
See accompanying notes to the consolidated financial statements.
(Expressed in Canadian Dollars) For the years ended September 30 | |||
2025 | 2024 | ||
Increase in cash and cash equivalents | |||
Operating activities Cash paid to suppliers and contractors (Note 19) | $ (252,237) | $ (251,900) | |
Cash used in operating activities | (252,237) | (251,900) | |
Investing activities Interest and other items (expended) received | 5,033 | 9,819 | |
Cash received on sale of short-term investments | 51,208 | 59,944 | |
Cash expended on exploration and evaluation assets (Note 19) | (537,124) | (344,230) | |
Cash expended on mineral property advances and deposits | (475,315) | (8,198) | |
Cash used by investing activities | (956,198) | (282,665) | |
Financing activities | |||
Share capital and warrant issue proceeds | 1,737,004 | - | |
Cash share issuance and transaction costs | (22,755) | (3,254) | |
Cash provided by financing activities | 1,714,249 | (3,254) | |
Increase in cash and cash equivalents | 505,814 | (537,819) | |
Cash, beginning of period | 158,093 | 695,912 | |
Cash, end of period | $ 663,907 | $ 158,093 | |
See accompanying notes to the consolidated financial statements.
CANEX Metals Inc. Consolidated Statement of Changes in Equity(Expressed in Canadian Dollars)
As at September 30
Common share capital | Equity settled share based payments | Other Reserves * | Total Reserves | Deficit | Total | |
$ | $ | $ | $ | $ | $ | |
Balance, September 30, 2023 | 21,135,858 | 345,879 | 1,914,896 | 2,260,775 | (17,570,272) | 5,826,361 |
Net and comprehensive loss for the year | - | - | - | - | (279,148) | (279,148) |
Share issuance - Property November 2023 | 304,296 | - | - | - | - | 304,296 |
Share issuance - Property April 2024 | 14,000 | - | - | - | - | 14,000 |
Options cancelled - November 2023 | - | (16,583) | 16,583 | - | - | - |
Options issued - July 2023 | - | 10,294 | - | 10,294 | - | 10,294 |
Options expiry - July 2024 | - | (124,301) | 124,301 | - | - | - |
Share issuance costs | (3,255) | - | - | - | - | (3,255) |
Balance, September 30, 2024 | 21,450,899 | 215,289 | 2,055,780 | 2,271,069 | (17,849,420) | 5,872,548 |
Net and comprehensive loss for the year | - | - | - | - | (496,817) | (496,817) |
Share issuance - November 2024 | 135,000 | - | - | - | - | 135,000 |
Flow through Share issuance - November 2024 | 302,002 | - | - | - | - | 302,002 |
Flow through Share Premium | (75,500) | - | - | - | - | (75,500) |
Share issuance - Property February 2025 | 20,000 | - | - | - | - | 20,000 |
Share issuance - June 2025 | 1,300,001 | - | - | - | - | 1,300,001 |
Share issuance - Property July 2025 | 30,000 | - | - | - | - | 30,000 |
Options issued - July 2023 | - | 161,159 | - | 161,159 | - | 161,159 |
Options issued - July 2025 | - | 51,700 | - | 51,700 | - | 51,700 |
Options expiry - October 2024 | - | (37,417) | 37,417 | - | - | - |
Share issuance costs | (22,755) | - | - | - | - | (22,755) |
Balance, September 30, 2025 | 23,139,647 | 390,731 | 2,093,197 | 2,483,928 | (18,346,237) | 7,277,338 |
*Other reserves is comprised of the aggregate of options and warrants that expired or were fully vested and forfeited without exercise. These values were relieved from common share capital, share based payment reserve and warrants reserve respectively upon the expiry of the equity instrument.
See accompanying notes to the consolidated financial statements
9
Nature of operations and continuance of operations
CANEX Metals Inc. ("CANEX" or the "Company") is engaged in the business of mineral exploration and development in Canada. The Company was originally incorporated under the laws of the Province of Quebec, Canada and has been continued under the Alberta Business Corporations Act, Canada. The address of its primary office is Suite 1620, 734-7thAvenue SW, Calgary, Alberta, Canada, T2P 3P8. The Company's common shares are listed on the TSX Venture Exchange under the trading symbol CANX.
Since inception, the efforts of the Company have been devoted to the acquisition, exploration and development of mineral properties. To date the Company has not received any revenue from mining operations and has not determined whether its mineral exploration properties contain ore reserves that are economically recoverable.
The Company incurred a net loss of $496,817 during the year ended September 30, 2025. The Company has a deficit of $18,346,237 at September 30, 2025 and a working capital surplus of $506,487. Any increase in expenditures over budget, exploration programs, and new property acquisitions will require additional financing. There can be no assurance that the Company will be successful in obtaining financing. These material uncertainties cast significant doubt on the Company's ability to continue as a going concern. These financial statements do not include any adjustments which could be significant should the Company be unable to continue as a going concern.
Basis of presentation
Basis of presentation
These Consolidated Financial Statements have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board ("IASB") and interpretations (collectively "IFRS Accounting Standards") , effective for the periods ended September 30, 2025 and 2024, using the material accounting policies outlined in Note 3. The Consolidated Financial Statements were authorized for issue by the board of directors on December 19, 2025.
These Consolidated Financial Statements have been prepared on a historical cost basis except for certain financial instruments described in Note 12 and decommissioning obligation described in Note 10. In addition, these statements have been prepared using the accrual basis of accounting except for cash flow information.
The presentation and functional currency of the Company is the Canadian dollar.
Principles of consolidation
These Consolidated Financial Statements include the accounts of the Company and its wholly-owned US subsidiary, Canexco Inc. ("Canexco"). Canexco was incorporated by the Company on June 5, 2019 in Arizona, USA, to conduct its exploration and development business in the USA, (refer to Note 8 - "Exploration and evaluation assets" for more information). All intercompany transactions and balances have been eliminated on consolidation. Subsidiaries are those entities that the Company controls through its power to govern the financial and operating policies of the subsidiary. Subsidiaries are fully consolidated from the date control is obtained and are de-consolidated from the date control ceases.
Material accounting polices
New accounting pronouncements
Future standards not yet adopted include IFRS 18 - Presentation and Disclosure in Financial Statements (IFRS 18). IFRS 18 will replace IAS 1, Presentation of Financial Statements which aims to improve how companies communicate in their financial statements, with a focus on information about financial performance in the statement of profit or loss, in particular additional defined subtotals, disclosures about management-defined performance measures and new principles for aggregation and disaggregation of information. IFRS 18 is accompanied by limited amendments to the requirements in IAS 7 Statement of Cash Flows. IFRS 18 is effective from January 1, 2027. Companies are permitted to apply the new standard before that date. The Company is not yet able to determine the impact to the Consolidated Financial Statements from the adoption of this standard.
Certain pronouncements were issued by the IASB but are not yet effective as at September 30, 2025. The Company intends to adopt these standards when they become effective but does not expect these amendments to have a material effect on its Consolidated Financial Statements.
Financial Instruments
The Company's financial instruments consist of the following:
Financial Assets Classification
Cash Financial asset measured at amortized cost
Accounts receivable Financial asset measured at amortized cost
Short-term investments Financial asset measured at fair value
Financial Liabilities Classification
Accounts payable and accrued liabilities Financial liabilities measured at amortized cost
The Company records financial assets initially at fair value and subsequently measures these financial assets at either amortized cost or fair value on the basis of both the Company's business model for managing the financial assets and the contractual cash flow characteristics of the financial asset. A financial asset is measured at amortized cost if both of the following conditions are met:
the asset is held within a business model whose objective is to hold assets in order to collect contractual cash flows; and
the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
If the financial asset is not measured at amortized cost as per the above, the financial asset is measured at fair value.
Financial assets measured at fair value
Financial assets measured at fair value are carried at fair value at each period end, with the related gains and losses recognized in profit or loss. The sale of equity investments is accounted for using trade date accounting.
3. Material accounting polices
Financial Instruments (continued)
Financial assets measured at amortized cost
Financial assets measured at amortized cost are recorded at fair value upon initial recognition, plus any applicable transaction costs that are directly attributable to the acquisition of the financial asset, and subsequently carried at amortized cost, using the effective interest method. A gain or loss on a financial asset that is measured at amortized cost is recognized in profit or loss when the financial asset is derecognized, impaired, or reclassified.
Financial liabilities measured at amortized cost
Financial liabilities measured at amortized cost are recorded at fair value upon initial recognition, less any applicable transaction costs that are directly attributable to the acquisition of the financial liability, and are subsequently measured at amortized cost using the effective interest method. A gain or loss on a financial liability that is measured at amortized cost is recognized in profit or loss when the financial liability is derecognized.
Impairment of financial assets
The Company recognizes a loss allowance for expected credit losses on financial assets that are measured at amortized cost using the "simplified method". At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date, the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to the twelve month expected credit losses. The Company shall recognize in the Consolidated Statements of Loss and Comprehensive Loss as an impairment gain or loss, the amount of expected credit losses that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized.
The carrying amount of financial assets is reduced by any impairment loss directly except in the case of accounts receivable, where the carrying amount is reduced through the use of an allowance account. When an account receivable is considered uncollectible, it is written-off against the allowance account. Subsequent recoveries of accounts receivable previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognized in earnings.
If, in a subsequent period, the amount of the impairment loss decreases for financial assets except accounts receivable, and the decrease can be related objectively to an event occurring after the impairment was recognized, the reversal is recognized in profit or loss and is limited to the carrying amount that would have been determined had no impairment loss been recognized in prior years.
Cash
Cash includes cash held in Canadian dollar and US dollar current accounts, highly liquid Canadian dollar denominated investments in bankers' acceptances or term deposits, with terms to maturity of 90 days or less when acquired and cash held in short-term investment accounts. The counter-parties are financial institutions.
Provisions
Provisions are recognized when the Company has a present obligation, whether legal or constructive, as a result of a past event for which it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation discounted using the pre-tax, risk-free rate, updated at each reporting date.
3. Material accounting polices (continued)
Decommissioning obligation
Decommissioning obligation includes obligations related to future removal of property and equipment, and site restoration costs. A liability, for the fair value of environmental and site restoration obligations, is recorded in accordance with the broader policy described in "c) Provisions" above. Provisions for restoration costs do not include any additional obligations that are expected to arise from future disturbance. The amortization or unwinding of the discount applied in establishing the net present value of provisions is charged to earnings in a systematic manner. Other movements in the provision, including those from new disturbance, updated cost estimates, changes to the lives of operations and revisions to discount rates are capitalized to exploration and evaluation assets. The amounts included in capitalized costs are depleted using the unit-of-production method at such point that the mineral property achieves commercial production, or the costs will be written-off at such time that management considers that the value of the related property has been impaired.
Exploration and evaluation assets
The Company is in the exploration stage with respect to its investment in mineral properties. The Company capitalizes costs directly related to the acquisition, exploration and evaluation of mineral properties. Such costs include, but are not restricted to, geological, geophysical, drilling, trenching and sampling costs including the support costs and supplies required in relation thereto. These assets are recorded at cost as adjusted for impairments in value. Impairment is assessed when facts and circumstances suggest that the carrying amount of the asset may exceed its recoverable amount. In assessing impairment, exploration and evaluation assets are grouped into Cash Generating Units ("CGU's"), on the basis of areas of interest. Management groups mineral claims that are contiguous and specific to an area that encompasses the same prospective minerals, into one area of interest and assigns a name to this mineral property. Each named mineral property is considered an area of interest and a CGU.
Exploration and evaluation assets are reviewed for impairment if there is an indication that the carrying amount may not be recoverable. When a review for impairment is conducted, the recoverable amount is assessed by reference to the higher of "value in use" (being the net present value of expected future cash flows of the relevant cash generating unit ("CGU"), or "fair value less costs to sell". Where there is no binding sale agreement or active market, fair value less costs to sell is based on the best information available to reflect the amount the Company could receive for the assets in an arm's length transaction.
The discount rate applied in calculating net present value of expected future cash flows, is based upon pre-tax discount rates that reflect current market assessments of the time value of money and the risks associated with the relevant cash flows, to the extent that such risks are not reflected in the forecasted cash flows.
If the carrying amount of the asset exceeds its recoverable amount, the asset impairment loss is charged to earnings and reduces the carrying amount of the asset. A previously recognized impairment loss is reversed if the recoverable amount increases as a result of a reversal of the conditions that originally precipitated the impairment. This reversal is recognized in profit or loss and is limited to the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized in prior years.
An impairment loss may be reversed in a situation where there is a change in the circumstances that had initially dictated that an impairment had occurred. An example of such a situation might include, but not be limited to, the re-commencement of exploration activity on a mineral property due to a significant change in commodity prices.
3. Material accounting polices
Exploration and evaluation assets (continued)
Although not an exhaustive list, one or more of the following facts and circumstances indicate that a specific CGU should be tested for impairment:
The period for which the entity has the right to explore in the specific area has expired during the financial statement period or will expire in the near future and is not expected to be renewed.
Substantive expenditure on further exploration for, and evaluation of, mineral resources in the specific area is neither budgeted nor planned.
Exploration for and evaluation of mineral resources in the specific area has not led to the discovery of commercially viable quantities of mineral resources and the entity has decided to discontinue such activities in the specific area.
Sufficient data exists to indicate that, although a development in the specific area is likely to proceed, the carrying amount of the exploration and evaluation asset is unlikely to be recovered in full from successful development or sale.
Where the Company's exploration commitments for a CGU are performed under option agreements with a third party, the proceeds of any option payments under such agreements are applied to the CGU to the extent of costs incurred. The excess, if any, is credited to operations. Option payments made by the Company are recorded as exploration and evaluation assets. Options are exercisable entirely at the discretion of the optionee and accordingly, are recorded as exploration and evaluation assets or recoveries when the payments are made or received. The proceeds on the sale of exploration and evaluation assets are applied to the area of interest to the extent of costs incurred and the excess, if any, is credited to operations. In some circumstances option payments received by or made by the Company are made in whole or in part through the issuance of common shares. The value of these share-based payments is calculated using the closing price of the shares on the date of issue as determined by the public exchange upon which they are listed as this is the most readily determinable value. When the Company enters the development stage for a CGU, the exploration and evaluation costs are transferred into mine development costs and all subsequent expenditures on the construction, installation or completion of infrastructure net of incidental revenue, is capitalized. Upon commencement of commercial production, all mine development assets for the relevant CGU are transferred to producing mine assets at which point the costs will commence being charged to earnings on a unit-of-production basis.
Share capital
Equity instruments are contracts that give a residual interest in the net assets of the Company. Financial instruments issued by the Company are classified as equity only to the extent that they do not meet the definition of a financial liability or financial asset. The Company's common shares and share warrants are classified as equity instruments. Incremental costs attributable to the issue of new shares or options are shown in equity as a deduction from the proceeds.
The Company has adopted a residual value method with respect the measurement of shares and warrants issued as private placement units. The residual value method first allocates value to the most easily measurable component based on fair value and then the residual value if any, to the less easily measurable component.
Share-based payment transactions
The fair value of stock options granted to employees is recognized as an expense over the vesting period with a corresponding increase in the equity-settled share based payment reserve in equity. Employees, for the purpose of this calculation, also include individuals who provide services similar to those performed by a direct employee, including directors and consultants of the Company. The fair value of the options granted is measured using the Black-Scholes Option Pricing Model taking into account the terms and conditions upon which the options were granted. Consideration received on the exercise of stock options is recorded as share capital and
Material accounting polices
Share-based payment transactions (continued)
the related equity-settled share based payment amount is transferred to share capital. If options expire or are cancelled without being exercised, the associated value is transferred from equity-settled share based payment reserve to other reserves.
Loss per share
Basic loss per common share is computed by dividing the net earnings loss attributable to common shareholders by the weighted average number of common shares outstanding for the period. Diluted per share amounts reflect the potential dilution that could occur if securities or other contracts to issue common shares were exercised or converted to common shares. Only "in-the-money" dilutive instruments impact the dilution calculations and potentially dilutive instruments shall only be treated as dilutive when their conversion increases loss per share. Refer to Note 11 for a summary of options and warrants outstanding that could potentially dilute basic earnings per share in the future, but were excluded from the calculation in the periods disclosed because their effect was anti-dilutive. Refer to Note 15 for calculations of loss per share.
Income taxes
Income tax on net earnings or loss for the periods presented is comprised of current and deferred tax as applicable. Income tax pertaining to earnings or loss is recognized in earnings or loss; income taxes pertaining to items recognized directly in equity is recorded through equity. Current tax is the tax expected to be payable on the taxable income for the year calculated using rates that have been enacted or substantively enacted by the balance sheet date. It includes adjustments for tax expected to be payable or recoverable in respect of previous periods.
Deferred tax is provided for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The amount of deferred tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the statement of financial position date. Deferred tax assets are only recognized to the extent that it is probable that the deductible temporary differences will reverse in the foreseeable future and future taxable profit will be available against which the temporary difference can be utilized.
Critical accounting judgments and estimates
The preparation of financial statements requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual outcomes could differ from these estimates. Circumstances and changes in assumptions could arise over the years that would require material revisions to these estimates. These financial statements include estimates that, by their nature, are uncertain. The impacts of such estimates are pervasive throughout the financial statements and may require accounting adjustments based on future occurrences. Adjustments resulting from revisions to accounting estimates are recognized in the period in which the estimate is revised, and future periods if the revision affects both current and future periods. These estimates are based on historical experience, current and future economic conditions and other factors, including expectation of future events that are believed to be reasonable under the circumstances.
Exploration and evaluation assets
The carrying values of exploration and evaluation assets and property and equipment that are included in the Consolidated Statements of Financial Position, include the assumptions that are incorporated into the impairment assessments, and the amount of depreciation and/or impairments that are included in the Consolidated Statements of Loss and Comprehensive Loss.
Critical accounting judgments and estimates
Exploration and evaluation assets (continued)
In assessing whether an impairment loss should be recorded on exploration and evaluation assets, management considers the four factors outlined in Note 3 e) to the Consolidated Financial Statements. A number of assumptions are required in making valuation assessments including, mineral prices, continued exploration activity in the surrounding areas increasing the likelihood of being able to option out the property, and the availability of future financing to further develop the property failing the optioning out of the property. As the properties of the Company are at the exploration and evaluation level, they are not yet at the stage where there are assessments of possible or probable reserves. Consequently any estimates of value of the properties may require judgements and estimates. There is a risk that: 1) the properties could have little or no value if exploration activities on the property and in the surrounding areas cease, 2) prices will not be high enough to make extraction, regardless of quantities, economical or, 3) the Company will be unable to acquire future financing to enable exploration before the claims expire.
Decommissioning obligations
The amount of decommissioning obligations and the inputs used in determining the net present value of the liabilities for decommissioning obligations included in the Consolidated Statements of Financial Position are estimated and incorporate assumptions made by management of interest rates and future inflation rates.
Share-based compensation
The value of share-based compensation expense in the Consolidated Statements of Loss and Comprehensive Loss included in the Consolidated Statements of Financial Position, are valued using valuation models and incorporate assumptions made by management of stock volatility, interest rates and exercise periods.
Functional currency
Management has assessed the functional currency to be the Canadian dollar when recording the transactions of its wholly owned subsidiary. In accordance with IAS 21, a number of factors are considered in determining the functional currency of an entity. When indicators are mixed and the functional currency is not obvious, management uses its judgment to determine the functional currency that most faithfully represents the economic effects of the underlying transactions, events and conditions.
Cash
Cash is comprised of:
Sept 30, 2025
Sept 30, 2024
Current bank accounts
$ 656,442
$ 156,488
Cash held in foreign currencies
7,465
1,605
$ 663,907
$ 158,093
Accounts receivable
Sept 30, 2025 Sept 30, 2024
Due from related parties $ - $ 121
Sales tax receivables 35,548 1,995
$ 35,548 $ 2,116
Short-term investments
Homeland Nickel Inc.
Number of
shares
Carrying
Value
Balance at September 30, 2023 1,633,500 $ 89,842
Cost base of shares sold (599,000) (54,160)
Valuation adjustment - loss - (4,647)
Balance at September 30, 2024 1,034,500 $ 31,035 Cost base of shares sold (1,034,500) (93,536) Valuation adjustment - recovery - 62,501
Balance at September 30, 2025 - $ -
On March 18, 2025, the Company sold the remaining 1,034,500 shares for net proceeds of $51,208 and a net gain on sale of $20,173.
On December 1, 2023 the Company sold 599,000 shares for net proceeds of $59,944 resulting in a net gain on sale of $1,137. The common shares of Homeland Nickel Inc. (formerly Spruce Ridge Resources Ltd.), held at September 30, 2024, were valued at fair value, based on the period-end trading price.
Exploration and evaluation assets
Mineral properties are recognized in these financial statements in accordance with the accounting policies outlined in Note 3 (e) "Exploration and evaluation assets". Accordingly, their carrying values represent costs incurred to date, net of recoveries, abandonments and impairments. The recoverability of these amounts is dependent upon the existence of economically recoverable mineral reserves; the acquisition and maintenance of appropriate permits, licenses and rights; the ability of the Company to obtain necessary financing to complete the development of properties where necessary, and upon future profitable operations; or alternatively, upon the Company's ability to recover its costs through a disposition of its interests in its mineral exploration properties.
Louise Cu-Au Porphyry Project, British Columbia, Canada
On March 1, 2024, the Company entered into an option agreement to acquire nine mineral claims totalling 5,362.95 hectares located in the Omineca Mining Division, British Columbia. Under the terms of the option agreement, the Company will either pay an aggregate of $775,000 in common shares of CANEX or make cash payments. Future remaining commitments are scheduled as follows:
Value of underlying
Due Date | Common Shares |
March 1, 2026 | $50,000 |
March 1, 2027 | $90,000 |
March 1, 2028 | $200,000 |
March 1, 2029 | $400,000 |
Total future commitment | $740,000 |
8. Exploration and evaluation assets
Louise Cu-Au Porphyry Project, British Columbia, Canada (continued)
On April 8, 2024, the first option payment was made by issuing 200,000 common shares of the Company at a price of $0.07 per share.
On February 25, 2025, the second option payment was made by issuing 500,000 common shares of the Company at a price of $0.04 per share and a cash payment of $3,500.
The Vendor retains a 2.5% NSR (net smelter royalty) with Canex having the right to buy back 40% of the NSR (1% of the 2.5% NSR) for $1,500,000. A milestone bonus of $50,000 in shares or cash will also be payable if CANEX drills over 4250 metres of core, and a second milestone bonus of $50,000 in shares or cash will be payable if CANEX publishes a resource estimate with greater than 1.5 million contained ounces of gold.
On July 29, 2025, the Company acquired a 100% interest in three small claims located internal to the Louise Cu-Au Porphyry Project (Louise) by issuing 400,000 common shares to the Vendor. The shares are subject to a hold period of four months and a day from the date of regulatory approval. The Vendor retains a net smelter royalty of 1% which can be purchased by the Company at any time for $500,000.
On September 25, 2025 applications for 2 new mining claims totaling 3350 hectares were approved, brining the total claim size at Louise to 8806.1 hectares.
The gross costs and impairments recorded to the Louise property at September 30, 2025, are $466,261 and
$nil respectively (September 30, 2024 - $28,594 and $nil).
Gold Range Property, Arizona, USA
On June 11, 2019, the Company's wholly owned subsidiary, Canexco Inc., entered into an arm's length Option Agreement to acquire a 100% interest in the Gold Range Property, Arizona, USA from a Prospector, the "Optionor". On June 11, 2023, the Company completed its payment and expenditure obligations and the 100% earn in was completed. The Optionor will retain a 2% NSR, half of which can be bought back by the Company for US$500,000 and the remaining half for US$1,000,000. The Gold Range Property is located in Mohave County, Arizona, USA.
On February 24, 2020, the Company's wholly owned subsidiary, Canexco Inc., entered into an arm's length Option Agreement to acquire a 100% interest in the Never Get Left Claim from Onyx Exploration Inc., the "Optionor". Under the terms of the agreement, the Company was committed to option payments totaling US$90,000 over four years. On February 24, 2024, the Company made the final payment of $49,314 (US$30,000), extinguishing its payment obligations, and the 100% earn in was complete. The Optionor will retain a 2% NSR, half of which can be bought back by the Company for US$500,000; the remaining half for US$500,000. Additionally, the Company must pay 10% of any profits realized from the processing and recovery of metals from the existing leach pad materials located within the Optionor's claim.
On January 12, 2021, the Company, and its wholly owned subsidiary, Canexco Inc., signed a letter of intent allowing the Company to earn into the Excelsior Mine Property located adjacent to the Company's other Gold Range properties. On November 29, 2023, 8,694,170 common shares, valued at $0.035 per share (total value - $304,295 were issued plus US$120,000 cash (CAD$166,058) and the 100% earn in was completed. The Optionor will continue to hold a 1.5% NSR as outlined in the original agreement and the Company will retain a right of first refusal (ROFR), should this royalty ever be offered for sale. In addition, until August 31, 2030, should the Company be subject to any event that would impact the creditors rights that is not cured in 30 days, it will deliver the mine property back to the Vendor under the reversion clause of the agreement.
8. Exploration and evaluation assets
Gold Range Property, Arizona, USA (continued)
On June 9, 2025, the Company announced its intention to make a formal offer to acquire all of the issued and outstanding shares of Gold Basin Resources Corporation (Gold Basin) in a share for share exchange transaction. The assets of Gold Basin are directly adjacent to the existing Gold Range property, and the acquisition would consolidate a large oxide gold camp in northern Arizona. The transaction has not closed as of the date of these Consolidated Financial Statements.
As of September 30, 2025, the Company holds 261 lode mining claims and 2 patented claims (approximately 1650 hectares) in respect of the Gold Range Property, including acquisitions via the option agreements noted above as well as staking. The gross costs and impairments recorded to the Gold Range Property at September 30, 2025, are $5,830,669 and $nil respectively (September 30, 2024 - $5,684,907 and $nil).
Gibson Prospect, British Columbia
On May 17, 2017, the Company had signed a purchase agreement to acquire a 100% interest in the Gibson property from Altius Resources Inc. ("Altius"). Gibson is 887 Ha in size and located in central British Columbia, approximately 95 kilometres northwest of Fort St. James. The Company also assumed the obligations of an underlying option agreement with Steven Scott. The gross costs and impairments recorded to the Gibson Prospect as at September 30, 2025, and September 30, 2024 are $473,527 and $473,527 respectively.
During the year ended September 30, 2021, the Company determined that further exploration on this property would no longer be a priority unless a third-party partner could be found to further advance the exploration program; however, the Company continues to hold claims which expire in January 2029. Accordingly, the Company recorded an impairment of the full amount of exploration expenditures to September 30, 2021. In August 2024, the Company received a further extension to meet its minimum exploration expenditures of
$500,000 to December 31, 2025. All other terms of the option agreement remain unchanged.
As at September 30, 2025, under the terms of the Agreement, the Company is committed to the following share issuances and minimum exploration expenditures:
Altius
Minimum Exploration
Share issues Expenditures*
Expenditure commitment, on or before December 31, 2025 - $ 500,000 Following the completion of the Expenditure Commitment 1,240,000 -Total remaining commitment 1,240,000 $ 500,000
* - as at September 30, 2025, the Company has incurred exploration expenditures of $293,500
In addition, Altius will retain a right to purchase an underlying 1.5% NSR and preferential rights on any future royalties or streams granted on the Property. If the Company achieves measured and indicated mineral resources in excess of 1 million gold equivalent ounces, a Milestone Payment of 1,275,000 shares will be issued to Altius. Altius will have a pro rata right to participate in future equity financings of the Company for two years.
Pursuant to the Underlying Agreement, Steven Scott is also entitled to the additional milestone bonuses of
1) $25,000 in cash or securities upon a Bankable Feasibility Study; and 2) $50,000 in cash or securities upon Commercial Production.
8. Exploration and evaluation assets (continued)
Summary exploration and evaluation expenditures:
A summary of exploration and evaluation expenditures by category for the years ended September 30, 2025 and 2025 is as follows:
Arizona USA | BC Canada | Total | |||
Year ended September 30, 2025 | Gold Range Property | Louise Property | |||
Exploration expenditures: Balance, September 30, 2024 | $ 4,321,817 | $ 5,860 | $ 4,327,677 | ||
Geological consulting | 9,402 | 49,309 | 58,711 | ||
Travel | 2,321 | 8,459 | 10,780 | ||
Field Costs | 20,821 | 6,707 | 27,528 | ||
Survey | - | 301,510 | 301,510 | ||
Analysis and other | 40,964 | 4,300 | 45,264 | ||
Decommissioning | (2,208) | - | (2,208) | ||
Balance, September 30, 2025 | $ 4,393,117 | $ 376,145 | $ 4,769,262 | ||
Property acquisition costs: Balance, September 30, 2024 | $ 1,363,090 | $ 22,734 | $ 1,385,824 | ||
Acquisition costs incurred | 74,462 | 67,382 | 141,844 | ||
Balance, September 30, 2025 | $ 1,437,552 | $ 90,116 | $ 1,527,668 | ||
Total Exploration and evaluation September 30, 2025 | assets, | $ 5,830,669 | $ 466,261 | $ 6,296,930 | |
Arizona USA | BC Canada | Total | |||
Year ended September 30, 2024 | Gold Range | Louise | |||
Property | Property | ||||
Exploration expenditures: Balance, September 30, 2023 | $ 4,274,794 | $ - | $ 4,274,794 | ||
Geological consulting | 14,025 | 5,162 | 19,187 | ||
Travel | 5,885 | 698 | 6,583 | ||
Field Costs | 308 | - | 308 | ||
Analysis and other | 17,285 | - | 17,285 | ||
Decommissioning | 9,520 | - | 9,520 | ||
Balance, September 30, 2024 | $ 4,321,817 | $ 5,860 | $ 4,327,677 | ||
Property acquisition costs: Balance, September 30, 2023 | $ 778,791 | $ - | $ 778,791 | ||
Acquisition costs incurred | 584,299 | 22,734 | 607,033 | ||
Balance, September 30, 2024 | $ 1,363,090 | $ 22,734 | $ 1,385,824 | ||
Total Exploration and evaluation September 30, 2024 | assets, | $ 5,684,907 | $ 28,594 | $ 5,713,501 | |
8. Exploration and evaluation assets (continued)
Mineral property advances and deposits | ||
Sept 30, 2025 | Sept 30, 2024 | |
Gibson exploration deposit | $ 10,000 | $ 10,000 |
Louise exploration deposit | 1,000 | - |
Gold Range exploration deposit | 41,164 | 41,164 |
Pre-takeover bid expenditures | 474,315 | - |
$ 526,479 | $ 51,164 | |
Costs that relate directly to the acquisition of mineral interests are recorded as advances until such time as the transaction is completed. At that time, they will either be capitalized as part of the exploration asset acquired or expensed for the period if the acquisition is unsuccessful. Professional fees for legal , advisory, geological consulting and accounting are included in this category. Also, from time to time the Company is required to pay a deposit or bond to a government agency prior to their commencing exploration work on the mineral interest. The advances are held until reclamation work is complete and the Company makes application to have the deposit or bond returned.
9. | Accounts payable and accrued liabilities | ||
Sept 30, 2025 | Sept 30, 2024 | ||
Trade payables | $ 202,248 | $ - | |
Due to related parties | 18,173 | 5,211 | |
Accrued liabilities | 46,800 | 40,900 | |
Commodity taxes payable | (12) | 5 | |
$ 267,209 $ 46,116
Decommissioning obligation
Changes in the decommissioning obligation:
Sept 30, 2025 Sept 30, 2024
Balance, beginning of year
$ 50,031
$ 38,380
Accretion
4,734
2,131
Change in estimates
(2,207)
9,520
Expenditures
-
-
Balance, end of year
$ 52,558
$ 50,031
The provision noted above represents estimated costs to restore the Company's mineral property which includes the cost of filling trenches and revegetation as applicable. Management believes that there are no other significant legal and constructive obligations as at the respective year end dates for current and future decommissioning obligations. The year end present value of the decommissioning obligation was determined using a risk-free rate of 2.47% (September 30, 2024 - 3.99%). The estimated total undiscounted amount, using an inflation rate of 2.50% (September 30, 2024 - 2.50%) for the year ended September 30, 2025 is $53,594 (2024 - $53,415). The timing of future decommissioning costs is uncertain, as the costs will not be incurred until the Company gives up its legal right to explore the property or the current land use permits expire, at which time the reclamation has to have been completed.
Share capital and stock options
Authorized
Unlimited number of common shares without par value.
11. Share capital and stock options (continued) b) Issued and outstanding common share capital | Shares | $ Value | |
Balance, as at September 30, 2024 | 114,380,737 | 21,450,899 | |
Common shares - November 2024 | 3,000,000 | 135,000 | |
Flow through shares - November 2024 | 5,033,365 | 226,502 | |
Shares issued for property - February 2025 | 500,000 | 20,000 | |
Common shares - June 2025 | 23,636,380 | 1,300,001 | |
Shares issued for property - August 2025 | 400,000 | 30,000 | |
Share issuance costs | - | (22,755) | |
Balance, as at September 30, 2025 | 146,950,482 | 23,139,647 | |
Shares | $ Value | ||
Balance, as at September 30, 2023 | 105,486,567 | 21,135,858 | |
Shares issued for property - November 2023 | 8,694,170 | 304,296 | |
Shares issued for property - April 2024 | 200,000 | 14,000 | |
Share issuance costs | - | (3,255) | |
Balance, as at September 30, 2024 | 114,380,737 | 21,450,899 |
2025
Subsequent to the date of these Consolidated Financial Statements the Company announced a private placement issue of 20,000,000 common shares at a price of $0.15 per share for gross proceeds of $3,000,000. See Note 23 - Subsequent Event for more detail.
On August 19, 2025 the Company received regulatory approval to issue 400,000 common shares in exchange for three additional mining claims internal to the Louise Cu-Au Porphyry Project. The transaction was valued at the closing CANEX share price on the date of issue.
On June 26, 2025, the Company announced the closing of a non-brokered private placement of 23,636,380 common shares for gross proceeds of $1,300,001. The shares were issued at $0.055 per share and are subject to a hold period of four months plus one day from the date of closing. No commissions were paid on the transaction and insiders purchased a total of 1,139,054 common shares.
On February 25, 2025, the Company issued 500,000 common shares in accordance with the Louise option agreement and were valued at the closing CANEX share price on the date of issue.
During November 2024, the Company announced an equity financing for cash that closed in two tranches, November 14 and November 25, 2024. The non-brokered private placement consisted of 3,000,000 common shares and 5,033,365 flow through common shares for gross proceeds of $437,002. Common shares were offered at $0.045 per share and the flow through common shares were offered at $0.06 per share. The tax benefit of the flow through common shares, renounced to shareholders, was determined to be $75,500 and recorded as a current liability which was amortized through earnings as the critical mineral flow through mining expenditures are incurred. More details on the transaction are included in Note 16 - "Flow through shares", to these Consolidated Financial Statements.
2024
On April 8, 2024, 200,000 common shares were issued in accordance with the Louise option agreement and were valued at the closing CANEX share price on the date of issue.
On November 29, 2023, 8,694,170 common shares were issued in accordance with the Excelsior Mine Property amended option agreement and were valued at the closing CANEX share price on the date of issue.
Share capital and stock options (continued)
c) Stock options outstanding
Number of options Exercise
Expiry Sept 30, 2025 Sept 30, 2024 Price
October 4, 2024
-
710,000
$0.055
May 1, 2027
1,462,500
1,462,500
$0.18
July 11, 2026
400,000
400,000
$0.06
November 25, 2029
5,200,000
-
$0.05
July 14, 2030
700,000
-
$0.08
7,762,500
2,572,500
The Company has implemented a 10% Rolling Stock Option Plan whereby 10% of the issued shares will be reserved for issuance under the stock based compensation plan ("the Plan"). Under the Plan, the options that have been granted expire at the earlier of five years from the grant date, the date at which the Directors determine, or 60 days from the date on which the optionee ceases to be a director, officer, employee or consultant. The exercise price of the options granted under the Plan will not be less than that from time to time permitted under the rules of the stock exchange or exchanges on which the shares are then listed, which price reflects trading values at that time.
d) Stock option transactions
Number of options
Weighted average exercis e price
Balance, September 30, 2024
2,572,500
$0.13
Expired October 2024
(710,000)
$0.055
Issued November 2024
5,200,000
$0.05
Issued July 2025
700,000
$0.08
Balance, September 30, 2025
7,762,500
$0.08
Number of options
Weighted average
exercise price
Balance, September 30, 2023
5,410,000
$0.12
Cancelled
(262,500)
(0.13)
Expired (2,575,000) ($0.11) Balance, September 30, 2024 2,572,500 $0.13
On November 25, 2024, 5,200,000 options were issued at $0.05 per share to existing directors, officers and consultants. One third of the options vested immediately and the remaining two thirds vest evenly over the next two years. If not exercised, the options will expire 5 years from date of grant.
On July 14, 2025, 700,000 options were issued at $0.08 per share to a consultant providing services to the Company. The options vest immediately and if not exercised will expire 5 years from the date of grant.
e) Warrant transactions and warrants outstanding
On May 27, 2024, the remaining 9,615,458 warrants outstanding with an exercise price of $0.18 per share expired without exercise.
Financial instruments
Financial instruments recorded at fair value are classified using a fair value hierarchy that prioritizes the inputs to fair value measurements. The three levels of fair value are summarized below:
Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities;
Level 2 - Inputs other than quoted prices that are observable for assets or liabilities either directly, (i.e. prices), or indirectly, (i.e. derived from prices); and
Level 3 - Inputs that are not based on observable market data.
Level 1 has been utilized to value common shares included in short-term investments. The following summarizes the categories of the various financial instruments:
Sept 30, 2025 Sept 30, 2024
Carrying Value
Financial Assets Financial assets measured at fair value: Short-term investments | $ - | $ 31,035 |
Financial assets measured at amortized cost: Cash | 663,907 | 158,093 |
Accounts receivable | - | 121 |
$ 663,907 | $ 158,214 | |
Financial Liabilities |
Sept 30, 2025 Sept 30, 2024
Carrying Value
Financial liabilities measured at amortized cost:
Accounts payable and accrued liabilities $ 267,217 $ 46,111
The above noted financial instruments are exclusive of any sales tax.
The carrying value of financial assets and liabilities measured at amortized cost approximates fair value due to the short-term nature of the instruments. Unless otherwise noted, it is management's opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments.
The Company undertakes transactions denominated in US currency through its exploration in the US; consequently, it is exposed to exchange rate fluctuations. The Company will acquire US funds from time to time to settle US$ denominated liabilities. At September 30, 2025, the Company had US$5,358 (CAD$7,465) (2024
- US$1,189 (CAD$1,605)) in a US denominated bank account. The effect of a foreign currency increase or decrease of 10% on this cash holding would result in an increase or decrease of $747 (2024 - $161).
13. General and administrative | ||
Sept 30, 2025 | Sept 30, 2024 | |
Administrative consulting fees | $ 184,189 | $ 95,286 |
Share-based compensation (Note 14) | 212,860 | 10,294 |
Occupancy costs | 23,106 | 22,686 |
Office, secretarial, supplies and other | 58,261 | 45,301 |
Insurance | 13,679 | 15,091 |
Directors' fees | 5,500 | 6,000 |
Computer network and website maintenance | 3,189 | 2,411 |
Travel and promotion | 5,185 | 994 |
$ 505,969 | $ 198,063 | |
14. Share-based payment transactions |
On November 25, 2024, the Company issued 5,200,000 options that may be exercised at $0.05 per share to November 25, 2029. The options vest one third on issue, one third on the first anniversary date and the remainder on the second anniversary date. Stock based compensation is recognized each quarter based upon the portion that vests during the period. Vested options were valued at $71,000 and the remainder at $142,000 using the Black-Scholes Options Pricing model assuming a 5-year term, volatility of 151.03%, a risk free discount rate of 3.18% and a dividend rate of 0%, on the grant date.
On July 14, 2025, the Company issued 700,000 options that may be exercised at $0.08 per share to July 14, 2030. The options were issued to a consultant for completed and future work and vest immediately. Stock based compensation of $51,700 was recognized on issue using the Black-Scholes Options Pricing model assuming a 5-year term, volatility of 155.20%, a risk free discount rate of 3.04% and a dividend rate of 0%, on the grant date.
During the year ended September 30, 2024, the Company did not issue any options, but recognized stock based compensation related to options that were issued in July of 2023 that were fully vested.
Loss per share
Basic loss per share is calculated using the weighted average number of common shares outstanding during the period. Diluted loss per share is computed using the treasury stock method. Stock options and warrants outstanding are not included in the computation of diluted loss per share if their inclusion would be anti-dilutive.
The following adjustments were made in arriving at diluted weighted average number of common shares for the years ended September 30:
Weighted average number of common
shares: Sept 30, 2025 Sept 30, 2024
Basic and Diluted
127,743,757
112,895,636
Loss per share
Basic and diluted
$ (0.00)
$ (0.00)
Flow through shares
Flow through common shares require the Company to spend an amount equivalent to the proceeds of the issued flow-through common shares on Canadian qualifying exploration expenditures. The Company may be required to indemnify the holders of such shares for any tax and other costs payable by them in the event the Company has not made the required exploration expenditures. During November 2024, the Company received
$302,002 from the issuance of flow-through shares, of which $75,500 was attributed to a premium over the fair value of the shares issued and recorded as a liability for accounting purposes. At September 30, 2025, the Company has fulfilled all obligations associated with the flow through issue and recognized the full value of the flow through liability through earnings. Funds raised in connection with the flow-through shares were spent on qualified mineral exploration that met the definition of Canadian Exploration Expenditures as defined in the Canadian Income Tax Act. The tax benefit of the expenditures was renounced in favor of investors subscribing for flow through shares and the amounts are not available to the Company for income tax purposes.
Income tax information Rate reconciliation:
The combined provision for taxes in the Consolidated Statement of Loss and Comprehensive Loss reflects an effective tax rate which differs from the expected statutory rate as follows:
Income (loss) before income taxes | Sept 30, 2025 $ (496,817) | Sept 30, 2024 $ (279,148) | |
Computed expected expense (recovery) based on a | |||
combined rate of 23.00% (2024 - 23.00%) | (114,268) | (64,204) | |
Change resulting from: | |||
True up of opening balance | 6,752 | (26,753) | |
Differential tax rate of foreign jurisdiction | (3,898) | (4,776) | |
Non-deductible (taxable) items and other | (12,924) | (11,353) | |
Unrecognized deferred tax asset | 124,338 | 107,086 | |
Income tax expense | $ | - $ | - |
The combined statutory rate is 23.00% for 2025 (2024 - 23.00%). The deferred combined statutory rate is expected to be 23.00% for 2025 and subsequent years (2024 - 23.00%).
Temporary differences and tax loss not recognized for accounting purposes :
Sept 30, 2025 Sept 30, 2024
Non-capital loss carry-forwards | $ 4,574,541 | $ 4,375,714 |
Capital loss carry-forwards | 1,007,367 | 986,203 |
Share issuance costs | 26,947 | 20,658 |
US net operating loss | 4,488,625 | 4,154,541 |
Mineral properties | 1,088,965 | 1,672,153 |
Short-term investments | - | 41,667 |
Interest | 571,245 | 393,044 |
Total | $ 11,757,690 | $ 11,643,980 |
Income tax information (continued)
As future taxable profits of the Company are uncertain, no deferred tax asset has been recognized. As at September 30, 2025, the Company had unused non-capital loss carry forwards of approximately $4.6 million that expire between the years 2026 and 2045. Capital loss carry-forwards may be carried forward indefinitely. The Company has unused US net operating loss carry forwards of approximately $4.5 million that may be carried forward indefinitely.
Related party balances and transactions and key management remuneration
The Company is considered a related party to Jade Leader Corp. ("Jade Leader") because of its common directors, officers and key management personnel that have some direct financial interest in both the Company and Jade Leader. In addition, related parties include members of the board of directors, officers and their close family members. Vector Resources Inc., a company controlled by Shane Ebert, President and director of CANEX Metals; and 635280 Alberta Ltd., a company controlled by Jean Pierre Jutras, an officer and director of CANEX Metals are also considered related parties.
The Company incurred the following amounts charged to (by) related parties:
Sept 30, 2025 Sept 30,
2024 | ||||
Key management remuneration President and director | a | $ (103,919) | $ (43,377) | |
Corporate secretary | b | (54,030) | (37,380) | |
Chief Financial Officer | c | (2,200) | (1,980) | |
Directors' fees | d | (5,500) | (6,000) | |
Total Management remuneration | $ (165,649) | $ (88,737) | ||
Sept 30, 2025 | Sept 30, 2024 | |||
Other related party transactions | ||||
Jade Leader | ||||
Office rent and operating costs paid | $ (23,106) | $ (23,343) | ||
General and administrative and secretarial costs paid | $ (5,032) | $ (5,350) | ||
General and administrative and secretarial cost recovery | $ 663 | $ 435 | ||
635280 Alberta Ltd. | ||||
Geological consulting services | e $ | (12,771) | $ | (1,356) |
The following amounts were due to or receivable from related parties at the respective year ends:
Balances Receivable (Payable) Consulting fees: | Sept 30, 2025 | Sept 30, 2024 | |
President and director | a | $ (6,615) | $ (3,309) |
Chief Financial Officer | c | $ (2,310) | $ - |
635280 Alberta Ltd. Office rent and operating costs Jade Leader | e | $ (1,240) $ - | - $ 121 |
General and administrative and other: | |||
Directors Fees | d | $ (500) | $ - |
Jade Leader | $ (998) | $ (1,539) | |
Corporate secretary | b | $ (5,985) | $ - |
President and director | a | $ (525) | $ (363) |
Related party balances and transactions and key management remuneration (continued)
Management compensation payable to "key management personnel" during the years ended September 30, 2025 and 2024 is reflected in the table above and consists of consulting fees paid to the President, the CFO, fees for the Corporate Secretary and directors' fees. Officers and directors are also compensated through the granting of options from time-to-time. During the year ended September 30, 2025, 4.2 million options at
$0.05 were issued to related parties. During 2024, the Company did not grant any stock options to related parties. There were no other benefits granted to officers, directors and consultants during the years ended September 30, 2025 and 2024. Key management personnel are defined as those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any director of the Company.
The President and director of the Company billed for consulting services that were either expensed or, when his services related directly to mineral property exploration, capitalized to exploration and evaluation assets (Note 8). During the year ended September 30, 2025, $56,875 (2024 - $26,950) was expensed through administrative expenses, $47,044 (2024 - $15,427) was capitalized to exploration and evaluation assets.
The Corporate Secretary provides services to the Company on a contract basis.
The Chief Financial Officer provides services to the Company on a contract basis.
The Company pays directors who are not officers, $500 for attendance at board meetings. There are three directors who are not officers and the amounts above reflect directors' fees paid/payable for meetings attended during the above-noted periods.
During the years ended September 30, 2025 and 2024, geological consulting services were provided by 635280 Alberta Ltd.
Related party receivables pertain to billings plus applicable sales taxes for which payment has not been received and related party payables reflect billings plus applicable sales taxes that were not yet paid by the Company at the respective period ends. Related party transactions were measured at the amounts agreed to by the transacting parties.
Supplemental disclosure statement of cash flows
Reconciliation of cash used in operating activities to operating loss for the years ended:
Sept 30, 2025 | Sept 30, 2024 | ||
Loss and comprehensive loss | $ (496,817) | $ (279,148) | |
Stock-based compensation | 212,860 | 10,294 | |
Accretion | 4,734 | 2,131 | |
Interest and other items | (5,037) | (9,820) | |
(Gain) loss on short-term investments | (20,173) | (1,137) | |
Realization of flow through premium | (75,500) | - | |
Changes in assets and liabilities pertaining to operations: | |||
Accounts receivable | (33,432) | 2,532 | |
Prepaid expenses | (61,454) | 23,321 | |
Accounts payable and accrued liabilities | 222,582 | (73) | |
Cash paid to suppliers and contractors | $ (252,237) | $ (251,900) | |
Supplemental disclosure statement of cash flows (continued)
Reconciliation of cash expended on exploration and evaluation assets for the years ended:
Sept 30, 2025
Sept 30, 2024
Change in exploration and evaluation assets
$ (583,428)
$ (659,916)
Property acquisition - Share issuance
50,000
318,296
Provision for decommissioning
(2,207)
9,520
Accounts receivable
-
1,549
Accounts payable and accrued liabilities
(1,489)
(13,679)
Cash expended on exploration and evaluation assets
$ (537,124)
$ (344,230)
Interest and taxes
No cash was expended on interest or taxes during the years ended September 30, 2025 and September 30, 2024.
Non-cash transactions
During the year ended September 30, 2025, the company issued 500,000 common shares valued at $20,000 pursuant to an option agreement on the Louise Cu-Au Porphyry Project. In addition, 400,000 shares were issued to acquire additional claims within the Louise property. These shares were valued at $30,000. All shares issued for property are valued based on the closing price on the date of issue.
During the year ended September 30, 2024, the Company issued 8,694,170 common shares valued at
$304,296 pursuant to an option agreement on the Gold Range Property. In addition, 200,000 common shares valued at $14,000 were issued pursuant to an option agreement on the Louise property.
During 2025, the Company granted 5,900,000 (2024-nil) stock options to directors and consultants and recorded a non-cash charge for vested stock based payments of $212,860 (2024-$10,294) which is included in general and administrative expenses (Note 13). Refer to Note 14 - "Share-based payment transactions" for further information.
Segment disclosures
During the years ended September 30, 2025 and September 30, 2024, the Company was only engaged in mineral exploration and all exploration activities were undertaken in Canada and/or the United States. Activities undertaken in both countries were similar in nature. As at September 30, 2025, the value of non-current assets associated with United States operations is $5,871,833 (2024 - $5,726,071) including mineral property advances and deposits of $41,164 (2024 - $41,164) and exploration and evaluation assets of $5,830,669 (2024
- $5,684,907). All remaining non-current assets are associated with Canadian operations. Consequently, segmented information is not presented in these financial statements. Refer to Note 8 - "Exploration and evaluation assets" for details of the carrying amounts of these assets at the respective period ends.
