Financial Statements 2025 Q1

Expressed in United States dollars

For the three months ended March 31, 2025

Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the condensed consolidated 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 condensed consolidated interim financial statements of the Company have been prepared by, and are the responsibility of the Company's management. The Company's independent auditor has not performed a review of these financial statements.

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

Condensed Consolidated Interim Statements of Net and Comprehensive Income For the three months ended

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

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

Condensed Consolidated Interim Statements of Changes in Equity As at and for the periods ended March 31, 2025 and 2024 (Expressed in thousands of United States Dollars)

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

Condensed Consolidated Interim Statements of Cash Flows For the three months ended

(Expressed in thousands of United States Dollars)

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

Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

(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

   1. Statement of compliance

      These condensed consolidated interim financial statements have been prepared in accordance with the IFRS Accounting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"). The condensed consolidated interim financial statements should be read in conjunction with the Company's audited annual consolidated financial statements for the year ended December 31, 2024 prepared in accordance with IAS as issued by the International Accounting Standards Board ("IASB").

   2. Basis of measurement

      The condensed consolidated interim 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 of the Company's audited financial statements for the year ended December 31, 2024.

   3. Basis of consolidation

      The condensed consolidated interim 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%

   4. Functional currency and currency of presentation

      These condensed consolidated interim 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 condensed consolidated interim statements of income and comprehensive income for the period.

      Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

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

3. MATERIAL ACCOUNTING POLICIES

   The condensed consolidated interim financial statements reflect the accounting policies applied by the Company in its audited financial statements for the year ended December 31, 2024. The Company's material accounting policies are presented in Note 3 in the audited consolidated financial statements for the year ended December 31, 2024.

4. CRITICAL JUDGMENTS AND ESTIMATES

   The preparation of the Company's condensed consolidated interim financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the condensed consolidated interim financial statements and reported amounts of revenue and expenses during the reporting period. Estimates and assumptions are continually evaluated and are based on management's experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. However, actual results could differ from these estimates.

   These condensed consolidated interim financial statements reflect the judgements and estimates outlined by the Company in Note 4 of its audited consolidated financial statements for the year ended December 31, 2024.

5. INVESTMENT

   In February 2023, the Company provided a convertible loan to a private Swiss company ("Embion") in the amount of CHF 500,000. In January 2024, the Company made an additional non-interest bearing loan of CHF 65,000. The second tranche was provided under the same terms and conditions as the original loan. The Company's two loans totaled $635.

   The convertible loans were non-interest bearing and had a maturity date of February 28, 2025. The loans would automatically convert to shares of Embion at the earlier of the maturity date and the completion by Embion to finance a minimum of CHF 1,500,000. In accordance with the terms of the loan agreement, in October 2024, the loans were converted to 113,000 shares of Embion, representing a 4.6% ownership interest.

   The investment in Embion shares was written down by $435 to its fair value of $200 at December 31, 2024 due to an observable transaction in the form of a recent equity financing, reflecting current market conditions and the estimated fair value of the Company's investment in Embion shares.

   Embion is a start-up company developing a novel catalytic process to break down waste biomass, such as brewer's grains. The process can be adapted to convert certain carbohydrates that can be utilized by bacteria in the gastrointestinal tracts of animals.

   Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

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

6. SUBSIDIARIES AND BUSINESS SEGMENTS

Inter-Rock has two operating businesses. Each business is an operating segment for financial reporting purposes. Certain costs are managed on a consolidated basis and are therefore not reflected in segment income.

Operating segments of the Company are as follows:

The Company's management evaluates the performance of these segments and allocates resources to them based on certain performance measures.

Segment earnings correspond to each business' earnings from operations. The Company's management reporting system evaluates performance based on a number of factors; however, the primary profitability measure is the earnings from operations before depreciation, amortization, net financing income or expense and income taxes ("EBITDA").

Effective April 1, 2024, Papillon became the exclusive distributor of MIN-AD's feed products. Inter-segment revenues are eliminated upon consolidation.

Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

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

Segment operating results are as follows:

Adjustments and eliminations include inter-segment revenues and expenses which are eliminated on consolidation.

Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

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

1. SUBSIDIARIES AND BUSINESS SEGMENTS (CONT'D)

   Segment balances for the prior year are as follows:

   Period ended March 31, 2024 MIN-AD		Papillon	Other	Eliminations	Total
   REVENUE Internal sales 1,061		41	240	(1,342)	-
   External sales	1,034	26,271	-	-	27,305
   COST OF SALES Operating costs	1,543	23,728	-	(1,061)	24,210
   GROSS PROFIT	552	2,584	240	(281)	3,095
   OPERATING EXPENSES Selling, general & administration	465	1,642	423	(281)	2,249
   Amortization and depletion	102	15	44	-	161
   Amortization of intangible assets	-	81	-	-	81
   INCOME (LOSS) BEFORE FINANCING COSTS	(15)	846	(227)	-	604
   FINANCING COSTS Interest on debt and lease obligations	19	5	3	-	27
   INCOME (LOSS) BEFORE INCOME TAXES	(34)	841	(230)	-	577
   INCOME TAXES Current	-	100	-	-	100
   Deferred	-	-	-	-	-
   NET AND COMPREHENSIVE INCOME (LOSS)	(34)	741	(230)	-	477
   As at March 31, 2024	MIN-AD	Papillon	Other	Eliminations	Total
   ASSETS Current assets	1,626	17,485	128	(205)	19,034
   Non-current assets	3,495	3,428	236	-	7,159
   	5,121	20,913	364	(205)	26,193
   LIABILITIES Current liabilities	1,594	8,427	180	(205)	9,996
   Non-current liabilities	704	290	3,987	-	4,981
   	2,298	8,717	4,167	(205)	14,977

   Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

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

2. INVENTORIES March 31, December 31, 2025 2024 $ $

   Raw materials and consumables 304 388

   Finished goods 2,055 2,329

   Total inventories 2,359 2,717

3. PROPERTIES, PLANT AND EQUIPMENT

   Dolomite Property

   Plant and Equipment

   Right of

   Use Assets Vehicles Spare Parts Total

   Balance, December 31, 2023	1,754	11,015	2,332	300	409	15,810
   Additions in the year	-	1,002	1,484	87	121	2,694
   Disposals in the year	-	-	-	-	-	-
   Balance, December 31, 2024	1,754	12,017	3,816	387	530	18,504
   Additions in the period	-	329	68	-	-	397
   Disposals in the period	-	-	-	-	-	-
   Balance, March 31, 2025	1,754	12,346	3,884	387	530	18,901

   Accumulated Amortization and Depletion	Dolomite Property	Plant and Equipment	Right of Use Assets	Vehicles	Spare Parts	Total
   Balance, December 31, 2023	(1,372)	(9,025)	(1,504)	(294)	-	(12,195)
   Additions in the year	(48)	(321)	(445)	(15)	-	(829)
   Disposals in the year		-	-	-	-	-
   Balance, December 31, 2024	(1,420)	(9,346)	(1,949)	(309)	-	(13,024)
   Additions in the period	(13)	(91)	(116)	(4)	-	(224)
   Disposals in the period	-	-	-	-	-	-
   Balance, March 31, 2025	(1,433)	(9,437)	(2,065)	(313)	-	(13,248)
   Net Book Value
   As at December 31, 2024	334	2,671	1,867	78	530	5,480
   As at March 31, 2025	321	2,909	1,819	74	530	5,653

   For the periods ending March 31, 2025 and 2024 there no indicators of impairment in the carrying value of the Company's dolomite property, plant and equipment and right-of-use assets.

   Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

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

4. INTANGIBLE ASSETS AND GOODWILL

   Intangible assets and goodwill comprise the following:

   	Customer relationships (a)	Distribution rights (b)	Brand (c)	Total Intangibles	Goodwill
   	$	$	$	$	$
   Balance December 31, 2023	414	295	15	724	1,808
   Less: amortization	(185)	(127)	(10)	(322)	-
   Balance, December 31, 2024	229	168	5	402	1,808
   Less: amortization	(47)	(32)	(2)	(81)	-
   Balance, March 31, 2025	182	136	3	321	1,808

   Amortization of intangible assets is presented within amortization of intangibles on the condensed consolidated interim statements of income and comprehensive income. At period-end there were no impairment losses recognized in income.

   1. Customer relationships, which are long-standing relationships with many specialty feed ingredient suppliers, toll manufacturers and customers in the dairy industry.

   2. Distribution rights, which are exclusive rights of the Company to produce and distribute specialty feed ingredients to the dairy industry.

   3. Brand, where the value of a brand is determined by the consumers' perception of the brand. Positive brand equity is achieved when consumers are willing to pay more for a product with a recognizable brand name than they would pay for a generic version of the product.

      Goodwill is measured as the fair value of consideration paid less the fair value of the net assets acquired and liabilities assumed on the acquisition date. Goodwill is tested at least annually for impairment or more frequently when impairment indicators are identified. In accordance with IAS 36, if some or all of the goodwill allocated to a cash-generating unit was acquired in a business combination during the current annual period, that unit shall be tested for impairment before the end of the current annual period.

      Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

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

      10. DEBT
      Bank debt and equipment purchase financings comprise the following:
      	March 31, 2025	December 31, 2024
      Aggregate debt facilities	$	$
      (i) Revolving credit facility	470	470
      (ii) MIN-AD term loan	563	597
      (iii) Equipment financing	107	115
      	1,140	1,182
      Less:
      Current portion of long term debt	(606)	(605)
      Equipment financing	(40)	(39)
      Total long term debt	494	538

      The Company's debt facilities are described below. At March 31, 2025, the Company was in compliance with all debt covenants.

      1. $500 Revolving Credit Facility - a one-year, secured revolving credit facility ("RC") in the amount of $500 bearing interest at the U.S. bank prime rate plus 1.00% per annum. At March 31, 2025 -

         $470 (March 31, 2024 - $Nil) was recorded as current portion of long term debt.

         The facility is secured by the assets of MIN-AD and is guaranteed by both the Company and its subsidiary Secret Pass Gold Inc. The facility contains certain covenants that limit, among other things, the ability of MIN-AD to incur new indebtedness, sell material assets and make acquisitions. There is also a requirement to maintain a minimum debt service cover ratio ("DSCR"). The DSCR is calculated annually based on the annual audited consolidated results of the Company.

      2. $800 MIN-AD Term Loan - an equipment financing facility of up to $800 with a nine-month drawdown period, which ended March 2, 2024, followed by a fifty-seven month amortization period commencing April 2024. A total of $692 (2023 - $343) was advanced during the drawdown period, the interest rate was the U.S. prime rate plus 50bps and during the amortization period the interest rate is fixed at 6.75%. Only interest was paid during the drawdown period. The loan is secured by the equipment and is guaranteed by Secret Pass Gold Inc. and the Company. At March 31, 2025

         - $136 (March 31, 2024 - $128) was recorded as current portion of long term debt and the balance of $427 (March 31, 2024 - $564) was recorded as long term debt.

      3. Equipment financing loans - the Company periodically finances the purchase of equipment and company vehicles for use by a number of employees. At March 31, 2025 - $40 (March 31, 2024 -

$Nil) was recorded as current portion of long term debt and the balance of $67 (March 31, 2024 -

$Nil) was recorded as long term debt. The loans are secured by the equipment, and the interest rates are 0.9% and 9%.

Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

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

1. LEASE OBLIGATIONS

   The Company leases rail cars and office space. The Company's lease obligations at March 31, 2025 consist of the following:

   	March 31, 2025	December 31, 2024
   Movement in lease obligations: Lease obligations, beginning	$ 1,936	$ 863
   Additions during the period	68	1,486
   Payments during the period	(105)	(413)
   Lease obligations, ending	1,899	1,936
   Less: current portion	(432)	(452)
   Total long term lease obligations	$ 1,467	$ 1,484

   During the year, the Company recognized interest expense of $27 (March 31, 2025- $11) on lease liabilities.

   MIN-AD has a number of rail car leases with maturity dates ranging from 2026 to 2031. In the normal course of business, MIN-AD renews the rail car leases as demand requires. The rail car leases typically have terms of 3 or 5 years. The Company does not have any low value or short term leases and does not capitalize leases with these attributes.

2. ASSET RETIREMENT OBLIGATION

   The Company is required to satisfy certain asset retirement obligations including the removal of any equipment and the restoration of the land and premises. This liability is management's estimate of the requirements for restoration and rehabilitation of the Company's MIN-AD dolomite quarrying operations. The Company's liability for reclamation of the property has been discounted to its present value based on an estimate of the Company's pricing in the market to obtain debt.

3. SERIES A PREFERRED SHARES

   On December 5, 2008, the Company issued 17,136,980 Series A preferred shares ("Preferred Shares") to settle debt and unpaid interest owing to a shareholder in the amount of $3,417.

   Each Preferred Share is entitled to one vote, is redeemable and retractable on demand at a value of $0.20, pays a non-cumulative quarterly dividend at a rate equivalent to the US prime interest rate, and is convertible into one common share.

   There is no certainty of retraction of the Preferred Shares as there is no fixed or determinable date for their retraction nor are any future events defined that would trigger retraction. The shareholders agreed to waive their right to retract the Preferred Shares for the year ending December 31, 2025, so the liability has been presented in these condensed consolidated interim financial statements as long term.

   Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

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

4. SHARE CAPITAL

The Company is authorized to issue an unlimited number of common shares. The number of common shares issued and outstanding is as follows:

On August 16, 2024, the Company received approval from the TSXV to renew its NCIB to purchase for cancellation up to 1,000,000 common shares, representing 4.6% of the outstanding common shares of the Company. The Company may purchase common shares under the NCIB over the twelve-month period beginning on or about August 19, 2024. The NCIB will terminate upon the earliest of (i) the Company purchasing 1,000,000 common shares, (ii) the Company providing termination of the NCIB and (iii) the date that is 12 months following the commencement of the NCIB.

Any purchases under the NCIB will be conducted on the open market through the facilities of the TSXV or alternative Canadian trading systems. The price paid for any common shares repurchased under the NCIB will be the prevailing market price at the time of purchase. All common shares purchased by the Company will be cancelled. During the first quarter of 2025, 52,000 common shares were repurchased under the NCIB.

Each Preferred Share (Note 13) is convertible into one common share of the Company, the dilutive effect of the conversion of Preferred Shares is 17,136,980 additional common shares.

Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

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

At March 31, 2025, the Company had Canadian tax losses which are not recognized as deferred tax assets. The Company recognizes the tax benefit of the tax losses only to the extent of anticipated future Canadian taxable income that can be reduced by tax losses. The gross amount of the tax losses for which a tax benefit has not been recorded expire as follows:

management of the Company and its subsidiaries. Key management includes directors, the Chief Executive Officer ("CEO"), the Chief Financial Officer ("CFO"), the Vice-President of Operations and the President of Papillon.

The compensation paid to key management for services is shown below:

Notes to the Condensed Consolidated Interim Financial Statements For the periods ended March 31, 2025 and 2024

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

1. REVENUE SUPPLEMENTAL INFORMATION

   The Company's revenue by type is broken down as follows in the consolidated interim statements of net and comprehensive income:

   	March 31, 2025	March 31, 2024
   MIN-AD	$	$
   Dolomite sales	176	885
   Freight and fuel charges	17	149
   	193	1,034
   Papillon Animal feed sales	27,337	25,403
   Freight charges	792	868
   	28,322	27,305

2. FINANCIAL COMMITMENTS

The Company is committed to $ 3,364 (March 31, 2024 - $1,905) for obligations and financial commitments in the normal course of operations and financing activities. At March 31, 2025, the Company had the following financial commitments:

Debt repayments represent the principal only. Lease obligations represent the undiscounted amount of the lease commitments.

In accordance with the terms of a protein manufacturing agreement, Papillon has committed to purchasing a minimum annual value of protein products over a five-year period, with an aggregate value over the five years of $1,000. If the value of the protein purchases is less than $1,000 Papillon must pay the difference between the minimum required and the value of the actual amount purchased. The manufacturer can choose to reconcile the account annually or carry forward any difference.