Equity Metals CorporationTSXV: EQTY

Third Quarter Report FS MD&A (eqty fs q3 2025 sedar)

· Issued by Equity Metals Corporation
Equity Metals Corporation

(An Exploration Stage Company)

Condensed Interim Consolidated Financial Statements

Three and Nine months ended May 31, 2025 and 2024

(Unaudited - presented in Canadian dollars)

NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS

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

The accompanying unaudited interim financial statements of Equity Metals Corporation (the "Company") have been prepared by and are the responsibility of the Company's management. The condensed consolidated financial statements are prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board and reflect management's best estimates and judgments based on information currently available.

The Board of Directors is responsible for ensuring management fulfills its responsibilities. The Audit Committee reviews the results of the annual audit and reviews the condensed consolidated interim financial statements prior to their submission to the Board of Directors for approval.

The accompanying condensed interim consolidated financial statements have not been reviewed by the Company's independent auditor.

Equity Metals Corporation

(An Exploration Stage Company)

Condensed Interim Consolidated Statements of Financial Position

(Unaudited - Presented in Canadian dollars)

May 31,

August 31,

Note

2025

2024

Current Assets

$

$

Cash and cash equivalents

5,376,151

5,000,044

Receivables and prepaids

8

313,445

277,738

Total current assets

5,689,596

5,277,782

Non-Current Assets

Reclamation and other deposits

5

208,980

147,480

Property and equipment

4

33,560

34,740

Exploration and evaluation assets

5

283,659

38,415

Total non-current assets

526,199

220,635

Total Assets

6,215,795

5,498,417

Current Liabilities

Accounts payable and accrued liabilities

445,444

523,119

Amounts due to related parties

8

42,359

33,381

Reclamation provision

5

10,000

106,325

Flow-through premium liability

6

800,556

869,465

Total liabilities

1,298,359

1,532,290

Equity

Share Capital

7

36,437,071

33,032,052

Subscriptions received in advance (receivable)

7

-

15,000

Reserves

7

6,106,260

5,461,441

Accumulated other comprehensive loss

(103,800)

(103,800)

Deficit

(37,522,095)

(34,438,566)

Total equity

4,917,436

3,966,127

Total Liabilities and Equity

6,215,795

5,498,417

Approved by the Board of Directors on July 23, 2025:

(signed) "Courtney Shearer" (signed) "Joseph A. Kizis"

The accompanying notes are an integral part of these condensed interim consolidated financial statements.

Three months ended Nine months ended

Note

May 31,

2025

May 31,

2024

May 31,

2025

May 31,

2024

Exploration Expenses

$

$

Exploration expenses, net of recoveries

5, 8

457,485

737,342

2,405,168

1,710,315

Administrative Expenses

Insurance

2,075

2,048

6,227

6,146

Legal, audit and accounting

8

50,013

56,921

198,068

180,048

Licences, fees and other

9,540

8,426

41,606

35,423

Management fees

8

10,605

14,248

31,930

38,238

Office rent and building expenses

8

15,000

15,000

45,000

45,000

Printing, stationery and office

10,810

9,751

38,612

24,997

Shared-based compensation

7, 8

792,196

-

792,196

389,537

Telephone

494

499

1,724

1,823

Transfer agent fees

3,516

3,590

19,271

16,193

Travel, marketing and promotion

8

69,651

63,710

240,589

222,716

(963,900)

(174,193)

(1,415,223)

(960,121)

Interest income and miscellaneous

25,989

13,018

89,578

28,527

Foreign exchange loss

(1,112)

(1,729)

(1,565)

(3,230)

Flow-through premium recovery

6

130,048

201,238

710,155

349,902

Part XII.6 tax arising on flow through financings

6

(41,877)

(43,506)

(61,306)

(43,506)

Net loss and comprehensive loss for the period

(1,308,337)

(732,514)

(3,083,529)

(2,338,743)

Weighted average number of shares outstanding

195,504,844

158,131,165

189,503,508

153,638,907

Basic and diluted net loss per share

(0.01)

(0.00)

(0.02)

(0.02)

The accompanying notes are an integral part of these condensed interim consolidated financial statements.

Share Capital

Share Capital

Subscriptions

received in advance

Reserves

AOCL(1)

Deficit

Total

Number

$

$

$

$

$

$

Balance, August 31, 2023

148,005,458

28,460,898

5,415,227

(103,800)

(30,714,878)

3,057,447

Shares issued on private placement

8,500,000

1,615,000

-

-

-

-

1,615,000

Less: Issue costs

-

(26,304)

-

-

-

-

(26,304)

Flow through premium

-

(425,000)

-

-

-

-

(425,000)

Exercise of warrants

3,020,500

442,950

44,040

(10,125)

-

-

476,865

Exercise of options

350,000

72,057

-

(32,807)

-

-

39,250

Transfer of value on expired options

-

-

-

(56,146)

-

56,146

-

Transfer of value on expired finders' warrants

-

-

-

(298,756)

-

298,756

-

Share-based payments

-

-

-

389,537

-

-

389,537

Net loss for the period

-

-

-

-

-

(2,338,743)

(2,338,743)

Balance, May 31, 2024

159,875,958

30,139,601

44,040

5,406,930

(103,800)

(32,698,719)

2,788,052

Shares issued on private placement

13,760,000

4,059,200

-

-

-

-

4,059,200

Less: Issue costs

-

(177,255)

-

64,397

-

-

(112,858)

Flow through premium

-

(1,169,600)

-

-

-

-

(1,169,600)

Exercise of warrants

1,346,500

162,518

(29,040)

(938)

-

-

132,540

Exercise of options

64,000

17,588

-

(8,948)

-

-

8,640

Net loss for the period

-

-

-

-

-

(1,739,847)

(1,739,847)

Balance, August 31, 2024

175,046,458

33,032,052

15,000

5,461,441

(103,800)

(34,438,566)

3,966,127

Receipts of private placement funding

9,160,657

2,473,377

-

-

-

-

2,473,377

Less: Issue costs

-

(105,218)

-

37,287

-

-

(67,931)

Allocation to flow-through premium

-

(641,246)

-

-

-

-

(641,246)

Shares issued for exploration and evaluation assets

944,686

188,937

-

-

-

-

188,937

Exercise of warrants

8,829,000

1,212,296

(15,000)

(57,151)

-

-

1,140,145

Exercise of options

1,636,000

276,873

-

(127,513)

-

-

149,360

Share-based payments

-

-

792,196

-

-

792,196

Net loss for the period

-

-

-

-

-

(3,083,529)

(3,083,529)

Balance, May 31, 2025

195,616,801

36,437,071

-

6,106,260

(103,800)

(37,522,095)

4,917,436

(1)Accumulated other comprehensive loss

The accompanying notes are an integral part of these condensed interim consolidated financial statements.

(Unaudited - Presented in Canadian dollars)

May 31

2025

May 31,

2024

$

$

Cash flows from operating activities

Net loss for the period

(3,083,529)

(2,338,743)

Items not affecting cash

Depreciation

5,364

6,087

Accrued interest income

(89,578)

22,445

Share-based payments

792,196

389,537

Foreign exchange loss

1,565

(3,230)

Flow-through premium recovery

(710,155)

(349,902)

(3,084,137)

(2,273,806)

Changes in non-cash operating working capital

Change in receivables and prepaids

(8,218)

(34,076)

Change in reclamation provision

(96,325)

-

Change in accounts payable and accrued liabilities

(77,675)

485,293

Change in amounts due to related parties

8,978

10,849

Cash used in operating activities

(3,257,377)

(1,811,740)

Cash flows used in investing activities

Mineral property bond security refunds (deposits)

(61,500)

-

Acquisition of exploration and evaluation assets

(56,307)

-

Purchase of equipment

(4,184)

(12,356)

Interest income received

62,089

-

Cash used in investing activities

(59,902)

(12,356)

Cash flows from financing activities

Receipts from private placement financing

2,473,377

1,615,000

Share issue costs

(67,931)

(26,304)

Proceeds from exercise of options

149,360

39,250

Proceeds from exercise of warrants

1,140,145

432,825

Warrant proceeds received in advance

-

44,040

Cash from financing activities

3,694,951

2,104,811

Increase in cash and cash equivalents

377,672

280,715

Effects of foreign exchange on cash and cash equivalents

(1,565)

3,230

Cash and cash equivalents - Beginning

5,000,044

2,951,659

Cash and cash equivalents - Ending

5,376,151

3,235,604

Supplemental cash flow information (Note 11)

The accompanying notes are an integral part of these condensed interim consolidated financial statements.

(Unaudited - Presented in Canadian dollars)

  1. Nature of operations and going concern

    Equity Metals Corporation ("Equity Metals Corporation" or the "Company") was incorporated pursuant to the laws of British Columbia on April 7, 1964. On September 12, 2019, the Company changed its name from New Nadina Explorations Limited to Equity Metals Corporation and changed its stock symbol to "EQTY" from "NNA". The Company is principally engaged in the acquisition, exploration, and development of mineral and diamond properties in British Columbia, Saskatchewan and the Northwest Territories. The Company's common shares trade on the TSX Venture Exchange under the trading symbol "EQTY" and on the OTCQB Venture Marketplace in the United States of America under the trading symbol "EQMEF". The Company is extra-provincially registered in the Province of Saskatchewan and extra-territorially registered in the Northwest Territories.

    These unaudited condensed interim consolidated financial statements have been prepared in accordance with IFRS Accounting Standards and on a going concern basis, which assumes that the Company will be able to meet its obligations and continue its operations for the next twelve months.

    The Company has incurred losses since inception and expects to incur further losses in the development of its business. As at May 31, 2025, the Company had working capital of $4,391,237 and an accumulated deficit of

    $37,522,095, which has been funded primarily by the issuance of equity.

    The Company's ability to continue as a going concern is dependent upon its ability to obtain the necessary financing to meet its general operating expenses and to continue to explore its mineral properties. Although the Company has been successful in the past in obtaining financing, there is no assurance that it will be able to obtain adequate financing in the future or that such financing will be on terms advantageous to the Company. These factors may cast significant doubt upon the Company's ability to continue as a going concern and, therefore, it may be unable to realize its assets and discharge its liabilities in the normal course of business. These unaudited condensed interim consolidated financial statements do not reflect the adjustments to the carrying values of the assets and liabilities, the reported expenses and the statements of financial position classifications that would be necessary should the Company be unable to continue as a going concern. Such adjustments could be material.

  2. Basis of presentation Statement of compliance

    The Company's unaudited condensed interim consolidated financial statements have been prepared in accordance with IFRS® Accounting Standards (as issued by the International Accounting Standards Board ("IASB") and the International Financial Reporting Interpretations Committee ("IFRIC")) ("IFRS") applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting. The unaudited condensed interim consolidated financial statements do not include all the information and note disclosures required by IFRS Accounting Standards for annual financial statements and should be read in conjunction with the annual consolidated financial statements for the year ended August 31, 2024, which have been prepared in accordance with IFRS.

    The Company uses the same accounting policies and methods of computation as in the annual consolidated financial statements for the year ended August 31, 2024.

    (Unaudited - Presented in Canadian dollars)

    Basis of consolidation

    These unaudited condensed interim consolidated financial statements include the financial statements of the Company and its 100% controlled subsidiary, 1157274 B.C. Ltd. which was incorporated by the Company on March 19, 2018. Subsidiaries are entities controlled by the Company and are included in the unaudited condensed interim consolidated financial statements from the date that control commences until the date that control ceases. The Company and its subsidiary apply the same accounting policies. All material intercompany balances are eliminated on consolidation.

  3. Use of estimates, assumptions and judgments

    In preparing these unaudited condensed interim consolidated financial statements, the significant judgements made by management in applying the group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements for the year ended August 31, 2024.

  4. Property and equipment

    Building

    Equipment

    & Vehicles

    Total

    $

    $

    $

    Cost

    Balance at August 31, 2023

    148,032

    104,925

    252,957

    Additions

    -

    12,356

    12,356

    Balance at August 31, 2024

    148,032

    117,281

    265,313

    Additions

    -

    4,184

    4,184

    Balance at May 31, 2025

    148,032

    121,465

    269,497

    Accumulated depreciation

    Balance at August 31, 2023

    135,253

    87,404

    222,657

    Depreciation

    2,371

    5,545

    7,916

    Balance at August 31, 2024

    137,624

    92,949

    230,573

    Depreciation

    1,484

    3,880

    5,364

    Balance at May 31, 2025

    139,108

    96,829

    235,937

    Net book value

    Balance at August 31, 2024

    10,408

    24,332

    34,740

    Balance at May 31, 2025

    8,924

    24,636

    33,560

    (Unaudited - Presented in Canadian dollars)

  5. Exploration and evaluation assets

    Amounts capitalized to exploration and evaluation assets at May 31, 2025 and August 31, 2024 are as follows:

    August 31,

    Acquisition cost of exploration and evaluation assets May 31, 2025 2024

    Silver Queen property - BC (100% interest)

    $ 38,413

    $ 38,413

    Arlington property - BC (earn-in interest)

    245,244

    -

    Monument Diamond property - NWT (57.49% interest)

    1

    1

    WO Claim block - NWT (4.47% interest)

    1

    1

    La Ronge Silica project - SK (100% interest)

    -

    -

    283,659

    38,415

    Silver Queen property, British Columbia - Omineca Mining Division (100%)

    The Company has a 100% interest in the Silver Queen Property, located in the Omineca Mining Division, of British Columbia. The property includes 17 crown-granted titles, comprised of 2 surface and undersurface titles and 15 undersurface-only titles, and 46 tenure claims. As at May 31, 2025, reclamation deposits of $85,000 (August 31, 2024 - $53,500) are held in relation to the Silver Queen property. At May 31, 2025, the Company has separately accrued $10,000 (August 31, 2024 - $106,325) in connection with expected future reclamation costs.

    Arlington property, British Columbia (earn-in interest)

    On November 5, 2024, the Company entered into an option agreement (the "Agreement") with Origen Resources Inc. ("Origen") to acquire a 100% interest in the Arlington Property located within the Arrow Boundary District of south-central British Columbia. During the period ended May 31, 2025, the Company staked 3 additional claims totaling approximately 1,830 ha and capitalized $3,190 to exploration and evaluation assets in connection with staking costs. The property is comprised of 12 claims totaling approximately 5,387 ha. In order to acquire the undivided 100% interest, the Company is required to:

    1. Pay to Origen:

      • $50,000 upon execution of the Agreement (paid);

      • $30,000 upon execution of the Agreement (as reimbursement of costs associated with the bond posted in regard to the current drill permit) (paid) - recorded in reclamation and other deposits in the consolidated statement of financial position; and

      • $50,000 on or before the first anniversary of Regulatory Approval.

    2. Issue and deliver to Origen common shares (the "Shares") of the Company:

      • $200,000 worth of Shares (issued - Note 7); and

      • $200,000 worth of Shares, or 2,000,000 Shares, whichever is the greater, on or before the first anniversary of Regulatory Approval;

        with the number of such Shares to be calculated on the basis of the volume-weighted average price of the Shares on the Exchange for the most recent 20 trading days prior to the date of issuance, subject to a minimum deemed

        (Unaudited - Presented in Canadian dollars)

        issue price set at the Discounted Market Price (as defined in the policies of the Exchange) of the Shares at the time of announcement of this Letter Agreement by way of news release; and

    3. Incur aggregate exploration expenditures on the Claims of not less than $250,000 on or before the first anniversary of Regulatory Approval (incurred).

      The property is subject to a net smelter return royalty (the "NSR Royalty") in the amount of 2% of net smelter returns. The Company has an option to purchase 1% of the NSR Royalty at any time for $1,000,000.

      During the nine months ended May 31, 2025, the Company issued 944,686 common shares to Origen in connection with the agreement. For accounting purposes, the shares were valued at the closing price on the issuance date of $0.20 per common share. As a result, the amount of $188,937 was capitalized to the acquisition of exploration and evaluation assets.

      La Ronge Silica project, Saskatchewan (100%)

      The Company holds a 100% interest in a renewable mineral lease covering a silica quarry which expires in December 2029.

      Monument Diamond property, Lac de Gras NWT (57.49%)

      In May 2002, the Company acquired from DHK Diamonds Inc. three claims and took them to lease in the Mackenzie District Mining Division, Northwest Territories. An Agreement provides for a 1% gross overriding royalty payable to each of DHK Diamonds Inc. and Royal Gold Inc. (Kennecott Canada Explorations Inc.), with the Company having an indirect 0.4337% interest in the royalty. Equity Metals is the operator and retains 57.49% with two other parties holding the remaining participating interest in the mineral claims. During 2023, the Company renewed the mineral leases for a 21-year period, expiring May 9, 2044, subject to aggregate annual lease payments of $15,405.

      In July 2017, the Company acquired 2 staked claims adjacent to the northern boundary of the 3 mineral leases.

      The Company currently holds a five-year Type "A" Land Use Permit by the Wek'eezhii Land and Water Board which was extend for a two-year period in September 2024 and expires on September 1, 2026.

      As at May 31, 2025, reclamation deposits of $93,980 (August 31, 2024 - $93,980) are held by the Government of Northwest Territories in relation to the Monument property.

      WO Claim block

      The Company holds an indirect 4.47% (August 31, 2024 - 4.47%) of the WO claim block, a diamond property in the Northwest Territories managed by Arctic Blue Diamonds Ltd., who acquired the interest from the De Beers Group in April 2025. The Company has a cost contribution commitment, commensurate with its interest, to fund the costs of operating the WO Claim block. The Company received a letter requesting to make a contribution to the 2025 Maintenance Budget for the WO Claim block in the amount of $32,084 (paid subsequently to May 31, 2025). During the three and nine months ended May 31, 2025 the Company incurred $630 (May 31, 2024 - $nil) in geological costs relating to the WO Claim block.

      (Unaudited - Presented in Canadian dollars)

      Exploration and evaluation expenditures:

      During the nine months ended May 31, 2025, the Company incurred the following exploration expenditures:

      Silver

      Queen property

      Arlington project

      La Ronge

      Silica project

      Monument

      Diamond property

      WO

      Claim block

      Total

      $

      $

      $

      $

      $

      $

      Assay analysis

      311,710

      9,780

      -

      -

      -

      321,490

      Camp preparation

      321,816

      61,715

      -

      -

      -

      383,531

      Depreciation

      5,364

      -

      -

      -

      -

      5,364

      Drilling

      793,491

      76,840

      -

      -

      -

      870,331

      General exploration

      166,358

      128,604

      -

      1,560

      -

      296,522

      Geology

      385,731

      81,536

      203

      542

      630

      468,642

      Geophysics

      18,610

      58,400

      -

      -

      -

      77,010

      Environmental and reclamation

      2,368

      -

      -

      5,401

      -

      7,769

      Property, assessment/taxes

      716

      -

      208

      10,455

      -

      11,379

      2,006,164

      416,875

      411

      17,958

      630

      2,442,038

      Generative Exploration

      -

      -

      -

      -

      -

      1,608

      Receipt of BC METC*

      (38,478)

      -

      -

      -

      -

      (38,478)

      1,967,686

      416,875

      411

      17,958

      630

      2,405,168

      * Government assistance arises from the receipt of refundable BC Mining Exploration Tax Credits.

      During the nine months ended May 31, 2024, the Company incurred the following exploration expenditures:

      Silver

      Queen property

      Arlington project

      La Ronge

      Silica project

      Monument

      Diamond property

      WO

      Claim block

      Total

      $

      $

      $

      $

      $

      $

      Assay analysis

      157,587

      -

      -

      -

      -

      157,587

      Camp preparation

      156,540

      -

      -

      -

      -

      156,540

      Depreciation

      6,087

      -

      -

      -

      -

      6,087

      Drilling

      795,684

      -

      -

      -

      -

      795,684

      General exploration

      253,369

      -

      -

      -

      -

      253,369

      Geology

      396,796

      -

      1,211

      1,935

      -

      399,942

      Environmental and reclamation

      5,412

      -

      -

      -

      -

      5,412

      Property, assessment/taxes

      1,214

      -

      108

      15,405

      -

      16,727

      1,772,689

      -

      1,319

      17,340

      -

      1,791,348

      Receipt of BC METC*

      (81,033)

      -

      -

      -

      -

      (81,033)

      1,691,656

      -

      1,319

      17,340

      -

      1,710,315

      * Government assistance arises from the receipt of refundable BC Mining Exploration Tax Credits.

      (Unaudited - Presented in Canadian dollars)

      During the three months ended May 31, 2025, the Company incurred the following exploration expenditures:

      Silver Queen

      property

      Arlington project

      La Ronge

      Silica project

      Monument Diamond

      property

      WO

      Claim block

      Total

      $

      $

      $

      $

      $

      $

      Assay analysis

      3,516

      -

      -

      -

      -

      3,516

      Camp preparation

      50,465

      60,592

      -

      -

      -

      111,057

      Depreciation

      1,767

      -

      -

      -

      -

      1,767

      Drilling

      -

      76,840

      -

      -

      -

      76,840

      General exploration

      21,673

      30,361

      -

      -

      -

      52,034

      Geology

      112,540

      39,893

      -

      207

      630

      153,270

      Geophysics

      3,010

      58,400

      -

      -

      -

      61,410

      Geophysics

      -

      -

      -

      -

      -

      Environmental and reclamation

      19,898

      -

      -

      -

      -

      19,898

      Property, assessment/taxes

      716

      -

      -

      15,455

      -

      16,171

      213,585

      266,086

      -

      15,662

      630

      495,963

      Receipt of BC METC*

      (38,478)

      -

      -

      -

      -

      (38,478)

      175,107

      266,086

      -

      15,662

      630

      457,485

      * Government assistance arises from the receipt of refundable BC Mining Exploration Tax Credits.

      During the three months ended May 31, 2024, the Company incurred the following exploration expenditures:

      Silver Queen

      property

      Arlington project

      La Ronge

      Silica project

      Monument Diamond

      property

      WO

      Claim block

      Total

      $

      $

      $

      $

      $

      $

      Assay analysis

      12,114

      -

      -

      -

      -

      12,114

      Camp preparation

      88,795

      -

      -

      -

      -

      88,795

      Depreciation

      1,926

      -

      -

      -

      -

      1,926

      Drilling

      354,083

      -

      -

      -

      -

      354,083

      General exploration

      127,484

      -

      -

      -

      -

      127,484

      Geology

      203,475

      -

      203

      1,935

      -

      205,613

      Environmental and reclamation

      1,741

      -

      -

      -

      -

      1,741

      Property, assessment/taxes

      1,214

      -

      -

      15,405

      -

      16,619

      790,832

      -

      203

      17,340

      -

      808,375

      Receipt of BCMETC*

      (81,033)

      -

      -

      -

      -

      (81,033)

      709,799

      -

      203

      17,340

      -

      727,342

      * Government assistance arises from the receipt of refundable BC Mining Exploration Tax Credits.

      (Unaudited - Presented in Canadian dollars)

  6. Flow-through premium

    The flow-through premium liability as at May 31, 2025 of $800,556 (August 31, 2024 - $896,465) arose in connection with the share offerings closed on June 19, 2024 and on December 17, 2024. The reported amount is the unamortized balance of the premium received from issuing the flow-through shares in June 2024 and December 2024. This balance does not represent a direct cash liability to the Company. The flow-through premium liability will be amortized, as a recovery, to the statement of loss and comprehensive loss pro-rata with the amount of related qualifying flow-through expenditures that are incurred by the Company.

    The Company is committed to incur on or before December 31, 2025 qualifying Canadian exploration expenses as defined under the Income Tax Act (Canada) (the "Qualifying Expenditures") in the amount of $4,059,200 with respect to the flow-through share financing completed on June 19, 2024 and in the amount of $2,473,377 with respect to the flow-through share financing completed on December 17, 2024. None of the Qualifying Expenditures will be available to the Company for future deduction from taxable income. As of May 31, 2025, the Company incurred related aggregate exploration expenses of $3,506,303. Accordingly, the Company's remaining commitment to incur Qualifying Expenditures at May 31, 2025 is $3,026,274.

    During the three and nine months ended May 31, 2025, the Company recognized an aggregate of $130,048 and

    $710,155, respectively, in flow-through premium recoveries in the consolidated statements of loss and comprehensive loss.

    The amounts recognized as a flow-through premium recovery represent the pro-rata portion of Qualifying CEE incurred during the applicable period for the applicable period presented in these financial statements.

    Part XII.6 tax arises on the balance of exploration expenses renounced in the first tax year of an applicable flow-through financing but which remain to be incurred at the end of each month, apart from January, in the second tax year of an applicable flow-through financing. The balance of expenditures not incurred at the end of each applicable month in the second tax year of an applicable flow-through financing are subject to interest ("Part XII.6 tax") at the Canada Revenue Agency's prescribed rate. During each of the three and nine months ended May 31, 2025 the Company recorded an expense of $41,877 and $61,306, respectively, in connection with Part

    XII.6 tax (May 31, 2024 - $43,506 for three and nine months ended) associated with prior flow-through financings.

  7. Share capital

    Authorized

    An unlimited number of common shares without par value

    Financings

    During the nine months ended May 31, 2025, the Company closed a non-brokered flow-through private placement by issuing 9,160,657 premium / charity flow-through units (the "Units") at a price of $0.27 per Unit for gross proceeds of $2,473,377. Each Unit consists of one flow-through common share and one-half of one share purchase warrant, with each whole warrant entitling the holder thereof to purchase one non-flow-through common share for a period of three years, until December 17, 2027, at an exercise price of $0.27. The Company incurred finders' fees of $43,211, other cash issuance costs of $24,720 and issued an aggregate 240,060 non-

    (Unaudited - Presented in Canadian dollars)

    transferable finders' warrants in connection with the private placement. Each finder's warrant is exercisable to purchase one common share for a period of 3 years at a price of $0.27. The fair value of the finders' warrants of

    $37,287 was calculated using the Black-Scholes Model and the following assumptions: share price - $0.17; expected life - 3 years; volatility - 119.76%; discount rate - 3.02%; dividend rate - $nil.

    During the nine months ended May 31, 2025, the Company issued 1,636,000 shares (May 31, 2024 - 350,000 shares) upon exercise of stock options with a weighted-average exercise price of $0.09 for gross proceeds of

    $149,360 (May 31, 2024 - $39,250). The Company reclassified fair value of $127,513 from Reserves to Share Capital associated with the 1,636,000 stock options exercised during the period (May 31, 2024 - $32,807). During the nine months ended May 31, 2025, the weighted average share price at the date of option exercises was $0.24 (May 31, 2024 - $0.20).

    During the nine months ended May 31, 2025, the Company issued 8,829,000 shares (May 31, 2024 - 3,020,500 shares) upon exercise of warrants for gross proceeds of $1,140,145 (May 31, 2024 - $476,865), which also included 100,000 common shares with proceeds of $15,000 collected from the exercise of 100,000 warrants at the exercise price of $0.15 per common share, for which proceeds were received at August 31, 2024. The Company reclassified fair value of $57,151 (May 31, 2024 - $10,125) from Reserves to Share Capital in connection with the warrant exercise.

    During the nine months ended May 31, 2024, the Company closed a non-brokered flow-through private placement by issuing 8,500,000 premium flow-through units (the "Units") at a price of $0.19 per Unit for gross proceeds of $1,615,000. Each Unit consists of one flow-through common share and one share purchase warrant. Each warrant entitles the holder to purchase one non-flow through common share for a period of 5 years, until December 20, 2028, at an exercise price of $0.18. The Company incurred cash issuance costs of $25,099 in connection with the private placement

    Stock options

    The Company has established a share purchase option plan (the "Plan") whereby the Board of Directors may from time-to-time grant options to directors, officers, employees or consultants. The maximum term of the options granted under the Plan is ten years from the date of grant, however the normal term of the options is five years, or such lesser period as determined by the Company's Board of Directors. The exercise price of options is determined by the Board of Directors and shall not be lower than the allowable discounted closing market price of the shares on the business day immediately prior to the grant date.

    During nine months ended May 31, 2025, the Company granted 5,150,000 incentive stock options to directors, officers and consultants, which vested upon grant, at an exercise price of $0.17 per share and recorded share-based compensation in the amount of $792,196 for the three and nine month ended May 31, 2025. The weighted average fair value of the options granted during the period ended May 31, 2025 was $0.15, with the fair value of the options granted during the year estimated using the Black-Scholes option-pricing model. Weighted average assumptions used in the pricing model were as follows: share price - $0.18; exercise price - $0.17; expected life - 5 years; risk-free rate - 2.53 %; expected volatility (based on historical volatility) - 125.77%; expected forfeitures - nil; and expected dividends - nil.

    During nine months ended May 31, 2024, the Company granted 3,650,000 incentive stock options to directors, officers and consultants, which vested upon grant, at an exercise price of $0.12 per share and recorded share-based compensation in the amounts of $Nil and $398,537, respectively, for the three and nine month ended May

    (Unaudited - Presented in Canadian dollars)

    31, 2024. The weighted average fair value of the options granted during the period ended May 31, 2024 was

    $0.11, with the fair value of the options granted during the year estimated using the Black-Scholes option-pricing model. Weighted average assumptions used in the pricing model were as follows: share price - $0.12; exercise price - $0.12; expected life - 5 years; risk-free rate - 3.24%; expected volatility (based on historical volatility) -138.98%; expected forfeitures - nil; and expected dividends - nil.

    During the period ended May 31, 2024, the Company reclassified, from Reserves to Deficit, $56,146 of fair value associated with the 700,000 options which expired during the period. No options expired during the period ended May 31, 2025.

    The Company's stock options outstanding as at May 31, 2025 and the changes for the period then ended are as follow:

    Number of options

    Weighted average exercise price

    ($ per share)

    Weighted average remaining life

    (years)

    Balance - August 31, 2024

    14,961,000

    0.173

    2.63

    Granted

    5,150,000

    0.170

    Exercised

    (1,636,000)

    0.091

    Balance - May 31, 2025

    18,475,000

    0.180

    2.86

    Exercisable - May 31, 2025

    18,475,000

    0.180

    2.86

    The balance of options outstanding as at May 31, 2025 is as follows:

    Expiry date

    Exercise price $

    Number of options

    outstanding

    Number of options

    exercisable

    October 19, 2025

    0.20

    100,000

    100,000

    January 29, 2026

    0.26

    4,000,000

    4,000,000

    January 26, 2027

    0.135

    2,700,000

    2,700,000

    March 20, 2028

    0.20

    2,975,000

    2,975,000

    January 4, 2029

    0.12

    3,550,000

    3,550,000

    March 4, 2030

    0.17

    5,150,000

    5,150,000

    18,475,000

    18,475,000

    (Unaudited - Presented in Canadian dollars)

    Share purchase warrants

    The Company's warrants outstanding as at May 31, 2025 and the changes for the period then ended are as follows:

    Number of warrants

    Weighted average exercise price

    ($ per share)

    Weighted average remaining life

    (years)

    Balance - August 31, 2024

    47,075,940

    0.17

    1.57

    Granted

    4,820,388

    0.27

    Exercised

    (8,829,000)

    0.13

    Expired

    (265,000)

    0.12

    Balance - May 31, 2025

    42,802,328

    0.20

    1.70

    During the period ended May 31, 2025, the Company reclassified, from Reserves to Deficit, $nil (May 31, 2024

    - $298,756) of fair value associated with the nil finders' warrants (May 31, 2024 - 2,479,566 finders' warrants) which expired during the period.

    Warrants to acquire common shares are outstanding at May 31, 2025 as follows:

    Expiry date

    Exercise price

    $

    Number of warrants

    outstanding

    December 29, 2025

    0.15

    9,898,197

    January 16, 2026

    0.15

    8,936,800

    August 16, 2026

    0.13

    99,279

    August 16, 2026

    0.20

    3,253,064

    June 19, 2027

    0.295

    6,880,000

    June 19, 2027

    0.20

    414,600

    December 19, 2027

    0.27

    4,820,388

    December 20, 2028

    0.18

    8,500,000

    42,802,328

    Options and warrants outstanding at May 31, 2025 are anti-dilutive as they would reduce the loss per share, and are therefore excluded from the calculation of diluted loss per share. Accordingly, the loss per share and diluted loss per share are the same amounts.

  8. Related party transactions and commitments

    Key management includes the President, the Chief Financial Officer, the VP Exploration, the VP Corporate Development and the directors.

    (Unaudited - Presented in Canadian dollars)

    The compensation paid or payable to key management for services during the three and nine months ended May 31, 2025 and 2024 is as follows:

    May 31,

    2025

    May 31,

    2024

    May 31,

    2025

    May 31,

    2024

    $

    $

    $

    $

    Management and professional fees to related 23,837

    25,925

    69,016

    39,781

    General exploration fees to related parties 28,452

    13,247

    66,484

    26,769

    Share-based payments to related parties 584,530

    261,471

    584,530

    261,471

    636,819

    300,643

    720,030

    328,021

    Three months ended Nine months ended

    parties

    During the three and nine months ended May 31, 2025, $13,695 (May 31, 2024 - $14,788) and $47,139 (May 31, 2024 - $41,160), respectively, in non-CFO accounting support services was charged by Malaspina Consultants Inc., a company controlled by Killian Ruby, the CFO and a director of the Company. Further, during the three and nine months ended May 31, 2025, the following amounts were charged to the Company by Manex Resource Group Inc., a company indirectly controlled by Killian Ruby, the CFO and a director of the Company: (i) $22,899 (May 31, 2024 - $27,129) and $62,692 (May 31, 2024 - $58,838), respectively, being costs for general exploration services; (ii) $15,000 (May 31, 2024 - $15,000) and $45,000 (May 31, 2024 - $45,000), respectively, being costs for office rent services; (iii) $2,271 (May 31, 2024 - $1,093) and $6,935 (May 31, 2024 - $7,377), respectively, being costs for general office and administration support services; (iv) $4,293 (May 31, 2024 - $15,892) and

    $31,158 (May 31, 2024 - $27,782), respectively, being costs for legal and corporate secretarial support services and (v) $28,358 (May 31, 2024 - $42,433) and $108,957 (May 31, 2024 - $119,137), respectively, being costs for corporate development and promotion services.

    Included in current liabilities at May 31, 2025 is $42,359 (August 31, 2024 - $33,381) due to related parties. These amounts are unsecured and due under normal business terms.

    At May 31, 2025, $10,391 (August 31, 2024 - $7,021) was included in receivables and prepaids for expense advances paid to the President and a Director of the Company.

  9. Capital management

    The Company's objectives for the management of capital are to safeguard the Company's ability to continue as a going concern, including the preservation of capital, and to achieve reasonable returns on invested cash after satisfying the objective of preserving capital.

    The Company considers its equity to be its manageable capital. The Company's policy is to maintain sufficient cash and deposit balances to cover operating and exploration costs over a reasonable future period. The Company accesses capital markets as necessary and may also acquire additional funds where advantageous circumstances arise.

    The Company currently has no externally imposed capital requirements. There have been no changes to the Company's approach to capital management during the nine months ended May 31, 2025.

    (Unaudited - Presented in Canadian dollars)

  10. Segmented information

    The Company operates in one reportable segment, being the acquisition and exploration of exploration and evaluation assets in Canada.

  11. Supplemental cash flow information

    May 31

    2025

    May 31,

    2024

    $

    $

    Share-based payments

    792,196

    389,537

    Taxes paid

    -

    -

    Reclamation provision

    (96,325)

    -

    Flow-through premium

    641,246

    425,000

    Shares issued for exploration and evaluation assets

    188,937

    -

    Issuance of common shares from subscriptions received in advance

    15,000

    -

    Transfer of value from reserves on exercise of warrants

    57,151

    10,125

    Transfer of value from reserves on exercise of options

    127,513

    32,807

    Transfer of value from reserves on expiry of options

    -

    56,146

    Transfer of value from reserves on expiry of warrants

    -

    298,756

  12. Subsequent events

Subsequent to May 31, 2025, the Company issued 200,000 common shares on exercise of warrants at $0.15 per share for gross proceeds of $30,000.