Inter-rock Minerals IncTSXV: IRO

2024 Consolidated Financial Statements

· Issued by Inter-rock Minerals Inc

Consolidated Financial Statements

Expressed in United States dollars

For the years ended December 31, 2024 and 2023

INDEPENDENT AUDITOR'S REPORT

To the Shareholders of Inter-Rock Minerals Inc.

Opinion

We have audited the consolidated financial statements of Inter-Rock Minerals Inc. (the "Group"), which comprise the consolidated balance sheets as at December 31, 2024 and 2023, and the consolidated statements of net and comprehensive income, 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 December 31, 2024 and 2023, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with International Financial Reporting 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.

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 for the year ended December 31, 2024. 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.

Revenue recognition - sales of dolomite products and dairy feed nutritional supplements

Refer to consolidated financial statements Note 3.3 - Material accounting policies - Revenue recognition; Note 4(i) Revenue.

Revenue from sales of dolomite products and dairy feed nutritional supplements totaled $99,143,000 for the year ended December 31, 2024. The Group recognizes revenue when control of the goods is transferred to the buyer, which is either on shipment or delivery depending on the contract terms.

We identified the Group's recognition of revenue from these two revenue streams as a key audit matter because significant auditor judgment and auditor effort was required to evaluate when revenue should be recognized.

How our audit addressed the Key Audit Matter

Our audit procedures related to revenue recognized from sales of dolomite products and dairy feed nutritional supplements included the following, among others:

  • We evaluated management's policies and procedures for revenue recognition to assess whether revenue is recognized in accordance with the applicable accounting standards; and

  • We tested revenue recognized on a sample basis by agreeing sales transactions to the underlying sales invoice, customer order, shipping document and cash receipt.

Other Information

Management is responsible for the other information. The other information comprises the Management's Discussion and Analysis.

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's Discussion and Analysis prior to the date of this auditor's report. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. 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 International Financial Reporting 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 the purpose 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 Mark Jakovcic.

Chartered Professional Accountants

Licensed Public Accountants

April 24, 2025

Toronto, Ontario

Inter-Rock Minerals Inc.

Consolidated Balance Sheets

As at December 31st

(Expressed in thousands of United States Dollars)

Note

2024

2023

$

$

ASSETS

Current assets

Cash

6,214

4,603

Accounts receivable

9,708

13,216

Inventories

7

2,717

1,904

Prepaid expenses and other assets

1,627

1,131

Total Current Assets

20,266

20,854

Non-current assets

Investment

5

200

543

Properties, plant and equipment

8

5,480

3,615

Intangible assets

9

402

724

Goodwill

9

1,808

1,808

Total Assets

28,156

27,544

LIABILITIES AND EQUITY

Current liabilities

Accounts payable and accrued liabilities

8,674

11,520

Current portion of long term debt

10

644

221

Current portion of lease obligations

11

452

294

Total Current Liabilities

9,770

12,035

Non-current liabilities

Long-term debt

10

538

292

Lease obligations

11

1,484

569

Asset retirement obligation

12

33

33

Deferred tax liability

16

449

454

Series A preferred shares

13

3,417

3,417

Total Liabilities

15,691

16,800

Equity

Share capital

14

5,590

5,621

Contributed surplus

315

315

Retained earnings

6,560

4,808

Total Equity

12,465

10,744

Total Liabilities and Equity

28,156

27,544

Financial Commitments (Note 21)

Approved on behalf of the Board of Directors:

"Michael B. Crombie"

"David R. Crombie"

Director

Director

2

Consolidated Statements of Net and Comprehensive Income For the years ended December 31st

(Expressed in thousands of United States Dollars except for outstanding shares and per share amounts)

NNootete

2024

(resta2t0e2d3)

$

$

REVENUE

6

99,143

90,529

COST OF SALES

Operating costs

6

86,704

79,593

GROSS PROFIT

12,439

10,936

OPERATING EXPENSES

Selling, general and administrative

6

8,453

7,262

Write-down of investment

5

435

-

Amortization and depletion

8

829

667

Amortization of intangible assets

9

322

322

INCOME BEFORE FINANCING COSTS

2,400

2,685

FINANCING COSTS

Interest on Series A preferred shares

13

278

285

Interest on debt and lease obligations

10,11

166

76

INCOME BEFORE INCOME TAXES

1,956

2,324

INCOME TAXES

Current

16

209

302

Deferred

16

(5)

252

NET INCOME AND COMPREHENSIVE INCOME

1,752

1,770

Basic income per share

15

0.08

0.08

Diluted income per share

15

0.05

0.05

Weighted average number of shares outstanding

Basic

21,954,353

22,137,811

Diluted

39,091,333

39,274,791

Consolidated Statements of Changes in Equity

As at and for the years ended December 31, 2024 and 2023

(Expressed in thousands of United States Dollars)

Share

Capital

Contributed

Retained

(Note 14)

Surplus

Earnings

Total

$

$

$

$

Balance, December 31, 2022

5,791

315

3,038

9,144

Shares purchased for cancellation

(170)

-

-

(170)

Net income and comprehensive income

-

-

1,770

1,770

Balance, December 31, 2023

5,621

315

4,808

10,744

Shares purchased for cancellation

(31)

-

-

(31)

Net income and comprehensive income

-

-

1,752

1,752

Balance, December 31, 2024

5,590

315

6,560

12,465

4

Consolidated Statements of Cash Flows For the years ended December 31st

(Expressed in thousands of United States Dollars)

Note

2024

2023

CASH PROVIDED BY (USED IN) OPERATIONS

Net income

1,752

1,770

Items not affecting cash

Write-down of investment

435

-

Amortization and depletion

829

667

Amortization of intangible assets

322

322

Interest expense

444

361

Deferred income tax expense

16

(5)

252

3,777

3,372

Net changes in non-cash working capital

Accounts receivable

3,508

(3,924)

Inventories

(813)

686

Prepaid expenses

(496)

(421)

Accounts payable and accrued liabilities

(2,843)

4,273

Cash provided by operating activities

3,133

3,986

INVESTING

Purchase of properties, plant and equipment

8

(1,210)

(1,266)

Investment

5

(92)

(543)

Cash used in investing activities

(1,302)

(1,809)

FINANCING

Interest paid

(166)

(76)

Interest on Series A preferred shares

14

(278)

(275)

Proceeds from financing

10

771

513

Repayment of long term debt

10

(103)

(279)

Repayment of lease obligations

11

(413)

(335)

Shares purchased for cancellation

14

(31)

(170)

Cash used in financing activities

(220)

(622)

Net change in cash

1,611

1,555

Cash, beginning of the year

4,603

3,048

Cash, end of the year

6,214

4,603

Notes to the Consolidated Financial Statements For the years ended December 31, 2024 and 2023

(Expressed in thousands of United States Dollars except for per share information)

1. CORPORATE INFORMATION

Inter-Rock Minerals Inc. ("Inter-Rock" or the "Company") is domiciled in Canada and is continued under the Business Corporations Act (Ontario). The Company's office is located at 2 Toronto Street, Suite 500 Toronto, Ontario, M5C 2B6, Canada. The Company's shares are traded on the TSX Venture Exchange under the symbol "IRO".

Inter-Rock owns two operating businesses: Papillon Agricultural Company Inc. ("Papillon") and MIN-AD, Inc. ("MIN-AD"). Papillon is a U.S. based marketer and distributor of toll manufactured premium dairy feed nutritional supplements, including MIN-AD's products. MIN-AD is engaged in the production and marketing of high purity dolomite and clay, primarily to the animal feed industry in the United States.

2. BASIS OF PRESENTATION

2.1 Statement of compliance

These consolidated financial statements, including comparative balances for the year ended December 31, 2024, have been prepared in accordance with the IFRS Accounting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"). The consolidated financial statements were approved by the Board of Directors of the Company on April 24, 2025.

2.2 Basis of measurement

The consolidated financial statements have been prepared on the historical cost basis except for certain financial instruments, which are measured at fair value, as explained in the accounting policies set out in Note 3.

2.3 Basis of consolidation

The consolidated financial statements include the accounts of the Company and the following wholly-owned subsidiaries:

Name of subsidiary

Country of Incorporation

Ownership

Secret Pass Gold, Inc.

United States

100%

MIN-AD, Inc.

United States

100%

Papillon Agricultural Company, Inc.

United States

100%

2.4 Functional currency and currency of presentation

These consolidated financial statements are presented in United States dollars, which is the functional currency of the Company and all its subsidiaries. Transactions denominated in currencies other than the functional currency are recorded in the functional currency using the spot rate on the transaction date, and revalued using the exchange rate in effect at the end of each reporting date. Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange prevailing at the reporting date. Non-monetary assets and liabilities are translated at the historical rate. Exchange gains and losses are included in the consolidated statements of income and comprehensive income for the year.

Notes to the Consolidated Financial Statements For the years ended December 31, 2024 and 2023

(Expressed in thousands of United States Dollars except for per share information)

3. MATERIAL ACCOUNTING POLICIES

3.1 Inventories

Inventories comprise finished goods, raw materials, stockpiled crushed ore and crushed ore in-circuit. All inventories are valued at the lower of cost and net realizable value. Cost includes production costs determined principally on an average cost basis for ore produced and processed. Cost includes blasting, crushing and transportation, costs of conversion and any other costs incurred in bringing inventories to their final processed condition. Costs not attributed to bringing inventories to their final processed condition, such as transportation costs subsequent to the completion of processing, storage costs and selling costs are expensed in the period incurred.

3.2 Properties, plant and equipment

Properties, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. With the exception of spare parts, items are depreciated using the straight-line method over their estimated useful lives as follows:

Plant and equipment Vehicles

3 - 15 years 5 - 7 years

Where components of an asset have a different useful life and cost that is significant to the total cost of the asset, depreciation is calculated on each separate component. Right-of-use assets are depreciated using the straight-line method over the shorter of the economic useful life of the asset or the term of the lease.

Spare parts are carried at cost and transferred to the cost of the asset when the part is used to extend the life of the equipment; otherwise spare parts are expensed as repairs and maintenance when used.

Estimates of useful lives, residual values and methods of depreciation are reviewed annually. The dolomite property is recorded at cost and depleted over the estimated economic life of the quarry on a unit of production method based on estimated recoverable tons of dolomitic limestone.

3.3 Revenue recognition

The Company earns revenue from its sales of dairy feed nutritional supplements and dolomite products. Revenue from the sale of products is measured at the fair value of the consideration received or receivable, based upon the transaction price agreed under the terms of a sales contract. The Company typically receives payment within fifteen to thirty days of shipment or delivery.

Sales revenue is recognized when control of the goods has been transferred to the buyer. Control is generally transferred upon shipment (that is when the goods have been loaded and have left a manufacturing facility) or upon delivery (the goods arrive at a named place of destination). Revenue is recognized once shipment or delivery has been achieved. Once shipped or delivered, depending upon the contract terms, the customer has legal title to, physical possession of, and the risks and rewards of ownership of the product.