Consolidated Financial Statements
Expressed in United States dollars For the six months ended June 30, 2026
NOTICE OF NO AUDITOR REVIEW OF CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTSUnder 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.
INTER-ROCK MINERALS INC. August 13, 2026Condensed Consolidated Interim Balance Sheets As at | |||
(Expressed in thousands of United States Dollars) | |||
UNAUDITED | Note | June 30, 2026 | December 31, 2025 |
$ | $ | ||
ASSETS | |||
Current assets | |||
Cash | 9,808 | 8,085 | |
Accounts receivable | 11,768 | 9,348 | |
Inventories | 7 | 2,730 | 3,584 |
Prepaid expenses and other assets | 2,270 | 2,152 | |
Total Current Assets | 26,576 | 23,169 | |
Non-current assets Investment | 5 | 345 | 307 |
Properties, plant and equipment | 8 | 5,711 | 5,263 |
Intangible assets | 9 | - | 80 |
Goodwill | 9 | 1,808 | 1,808 |
Total Assets | 34,440 | 30,627 | |
LIABILITIES AND EQUITY | |||
Current liabilities | |||
Accounts payable and accrued liabilities | 11,476 | 8,921 | |
Current portion of long term debt | 10 | 531 | 555 |
Current portion of lease obligations | 11 | 422 | 355 |
Total Current Liabilities | 12,429 | 9,831 | |
Non-current liabilities Long-term debt | 10 | 262 | 357 |
Lease obligations | 11 | 1,555 | 1,377 |
Asset retirement obligation | 12 | 33 | 33 |
Deferred tax liability | 510 | 510 | |
Series A preferred shares | 13 | 3,417 | 3,417 |
Total Liabilities | 18,206 | 15,525 | |
Equity Share capital | 14 | 5,426 | 5,480 |
Contributed surplus | 315 | 315 | |
Retained earnings | 10,493 | 9,307 | |
Total Equity | 16,234 | 15,102 | |
Total Liabilities and Equity | 34,440 | 30,627 | |
Financial Commitments (Note 19) | |||
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
Condensed Consolidated Interim Statements of Net and Comprehensive Income
(Expressed in thousands of United States Dollars except for outstanding shares and per share amounts)
For the three months ended For the six months ended
UNAUDITED | Note | June 30, 2026 | June 30, 2025 | June 30, 2026 | June 30, 2025 |
$ | $ | $ | $ | ||
REVENUE | 6 | 26,811 | 28,148 | 51,231 | 56,470 |
COST OF SALES Operating costs | 6 | 23,174 | 24,000 | 44,109 | 48,870 |
GROSS PROFIT | 3,637 | 4,148 | 7,122 | 7,600 | |
OPERATING EXPENSES | |||||
Selling, general and administrative | 6 | 2,357 | 2,221 | 4,923 | 4,681 |
Amortization and depletion | 8 | 208 | 230 | 420 | 454 |
Amortization of intangible assets | 9 | - | 80 | 80 | 161 |
INCOME BEFORE FINANCING COSTS | 1,072 | 1,617 | 1,699 | 2,304 | |
FINANCING COSTS | |||||
Interest on Series A preferred shares | 13 | - | 128 | 58 | 128 |
Interest on debt and lease obligations | 10,11 | 40 | 48 | 80 | 93 |
INCOME BEFORE INCOME TAXES | 1,032 | 1,441 | 1,561 | 2,083 | |
INCOME TAXES | |||||
Current | 16 | 275 | 375 | 375 | 500 |
NET INCOME AND COMPREHENSIVE INCOME | 757 | 1,066 | 1,186 | 1,583 | |
Basic income per share | 15 | 0.03 | 0.05 | 0.05 | 0.07 |
Diluted income per share | 15 | 0.02 | 0.03 | 0.03 | 0.04 |
Weighted average number of shares outstanding | |||||
Basic | 21,713,844 | 21,734,311 | 21,713,844 | 21,734,311 | |
Diluted | 38,850,824 | 38,871,291 | 38,850,824 | 38,871,291 | |
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 June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
Share Capital | Contributed | Retained | ||
UNAUDITED | (Note 14) | Surplus | Earnings | Total |
$ | $ | $ | $ | |
Balance, December 31, 2024 | 5,590 | 315 | 6,560 | 12,465 |
Shares purchased for cancellation | (110) | - | - | (110) |
Net and comprehensive income | - | - | 1,583 | 1,583 |
Balance, June 30, 2025 | 5,480 | 315 | 8,143 | 13,938 |
Balance, December 31, 2025 | 5,480 | 315 | 9,307 | 15,102 |
Shares purchased for cancellation | (54) | - | - | (54) |
Net and comprehensive income | - | - | 1,186 | 1,186 |
Balance, June 30, 2026 | 5,426 | 315 | 10,493 | 30,172 |
Condensed Consolidated Interim Statements of Cash Flows
(Expressed in thousands of United States Dollars except for per share information)
For the three months ended For the six months ended
UNAUDITED | Note | June 30, 2026 | June 30, 2025 | June 30, 2026 | June 30, 2025 |
$ | $ | $ | $ | ||
CASH PROVIDED BY (USED IN) OPERATIONS | |||||
Net income Items not affecting cash Amortization and depletion | 757 208 | 1,066 230 | 1,186 420 | 1,583 454 | |
Amortization of intangible assets | - | 80 | 80 | 161 | |
Interest expense | 98 | 176 | 138 | 221 | |
1,063 | 1,552 | 1,824 | 2,419 | ||
Net changes in non-cash working capital | |||||
Accounts receivable | (4,295) | 2,529 | (2,420) | 1,339 | |
Inventories | 1,196 | (1,502) | 854 | (1,144) | |
Prepaid expenses | (165) | 394 | (118) | 92 | |
Accounts payable and accrued liabilities | 1,715 | (2,542) | 2,612 | (906) | |
Cash generated by operating activities | (486) | 431 | 2,752 | 1,800 | |
INVESTING Purchase of properties, plant and equipment | 8 | (202) | (52) | (451) | (381) |
Investment | 5 | (35) | (56) | (35) | (56) |
Cash used in investing activities | (237) | (108) | (486) | (437) | |
FINANCING Interest paid | (40) | (48) | (80) | (93) | |
Interest on Series A preferred shares | 13 | (58) | (128) | (116) | (193) |
Proceeds from financing | 10 | 40 | - | 40 | - |
Repayment of long term debt | 10 | (46) | (145) | (161) | (188) |
Repayment of lease obligations | 11 | (83) | (97) | (172) | (202) |
Shares purchased for cancellation | 14 | (25) | (80) | (54) | (110) |
Cash provided by (used in) financing activities | (212) | (498) | (543) | (786) | |
Net change in cash | (935) | (175) | 1,723 | 577 | |
Cash, beginning of the period | 10,743 | 6,966 | 8,085 | 6,214 | |
Cash, end of the period | 9,808 | 6,791 | 9,808 | 6,791 |
Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
-
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 67 Yonge Street, Suite 600 Toronto, Ontario, M5E 1J8, 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.
-
BASIS OF PRESENTATION
Statement of compliance
ľhe condensed inteíim consolidated financial statements have been píepaíed in accoídance with Inteínational Financial Repoíting Standaíds ("IFRS") applicable to the píepaíation of the Inteíim Financial Statements, including Inteínational Accounting Standaíd ("IAS") 34, Inteíim Financial Repoíting. 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, 2025, prepared in accordance with IAS as issued by the IASB. The Company confirms that it is in compliance with IAS 34 in the preparation and presentation of these condensed consolidated interim financial statements.
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, 2025.
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%
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 June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
-
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, 2025. The Company's material accounting policies are presented in Note 3 in the audited consolidated financial statements for the year ended December 31, 2025.
-
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, 2025.
-
INVESTMENT
In February 2023, the Company provided a non-interest-bearing convertible loan of CHF 500,000 to a private Swiss company, ("Embion"), followed by an additional CHF 65,000 in January 2024 under the same terms, for total loans of $635. The loans matured on February 28, 2025 and were to automatically convert to shares upon the earlier of maturity or Embion completing a minimum CHF 1,500,000 financing. In accordance with the loan agreement, the loans were converted in October 2024 into 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 based on an equity financing at that time. During 2025, the Company made two additional equity investments in Embion totaling $107 and an additional investment of $35 in May 2026, increasing its ownership to 6.5%. There was no fair value adjustment or impairment for the period ending June 30, 2026.
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 June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
- 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:
Name of subsidiary | Country of Incorporation | Ownership |
MIN-AD, Inc. | United States | 100% |
Papillon Agricultural Company, Inc. | United States | 100% |
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").
Segment operating results are as follows:
Period ending June 30, 2026 MIN-AD Papillon Other Eliminations Total
$ $ $ $ $
REVENUE
Internal sales | 4,542 | - | 600 | (5,142) | - |
External sales | 356 | 50,875 | - | - | 51,231 |
COST OF SALES Operating costs | 3,637 | 45,014 | - | (4,542) | 44,109 |
GROSS PROFIT | 1,261 | 5,861 | 600 | (600) | 7,122 |
OPERATING EXPENSES Selling, general & administration | 835 | 4,013 | 675 | (600) | 4,923 |
Amortization and depletion | 345 | 36 | 39 | - | 420 |
Amortization of intangible assets | - | 80 | - | - | 80 |
INCOME (LOSS) BEFORE FINANCING COSTS | 81 | 1,732 | (114) | - | 1,699 |
FINANCING COSTS Interest on Series A preferred shares | - | - | 58 | - | 58 |
Interest on debt and lease obligations | 70 | 7 | 3 | - | 80 |
INCOME (LOSS) BEFORE INCOME TAXES | 11 | 1,725 | (175) | - | 1,561 |
INCOME TAXES Current | - | 375 | - | - | 375 |
NET AND COMPREHENSIVE INCOME (LOSS) | 11 | 1,350 | (175) | - | 1,186 |
Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
6. SUBSIDIARIES AND BUSINESS SEGMENTS (CONT'D)As at June 30, 2026 | MIN-AD | Papillon | Other | Eliminations | Total |
ASSETS | $ | $ | $ | $ | $ |
Current assets | 1,181 | 23,375 | 2,362 | (342) | 26,576 |
Non-current assets | 5,148 | 2,371 | 345 | - | 7,864 |
6,329 | 25,746 | 2,707 | (342) | 34,440 | |
LIABILITIES Current liabilities | 1,595 | 11,037 | 139 | (342) | 12,429 |
Non-current liabilities | 1,398 | 165 | 4,214 | - | 5,777 |
2,993 | 11,202 | 4,353 | (342) | 18,206 |
For the three month period ending
June 30, 2026 MIN-AD Papillon Other Eliminations Total
$ $ $ $ $
REVENUE
Internal sales | 2,132 | - | 300 | (2,432) | - |
External sales | 194 | 26,617 | - | - | 26,811 |
COST OF SALES Operating costs | 1,653 | 23,653 | - | (2,132) | 23,174 |
GROSS PROFIT | 673 | 2,964 | 300 | (300) | 3,637 |
OPERATING EXPENSES Selling, general & administration | 359 | 2,035 | 263 | (300) | 2,357 |
Amortization and depletion | 172 | 18 | 18 | - | 208 |
INCOME BEFORE FINANCING COSTS | 142 | 911 | 19 | - | 1,072 |
FINANCING COSTS Interest on debt and lease obligations | 34 | 3 | 3 | - | 40 |
INCOME BEFORE INCOME TAXES | 108 | 908 | 16 | - | 1,032 |
INCOME TAXES Current | - | 275 | - | - | 275 |
NET AND COMPREHENSIVE INCOME | 108 | 633 | 16 | 757 |
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 June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
6. SUBSIDIARIES AND BUSINESS SEGMENTS (CONT'D)Segment balances for the prior period are as follows:
For the six month period ending
June 30, 2025 MIN-AD Papillon Other Eliminations Total
REVENUE Internal sales | $ 4,398 | $ - | $ 600 | $ (4,998) | $ - |
External sales | 367 | 56,103 | - | - | 56,470 |
COST OF SALES Operating costs | 3,415 | 49,853 | - | (4,398) | 48,870 |
GROSS PROFIT | 1,350 | 6,250 | 600 | (600) | 7,600 |
OPERATING EXPENSES Selling, general & administration | 865 | 3,897 | 519 | (600) | 4,681 |
Amortization and depletion | 332 | 34 | 88 | - | 454 |
Amortization of intangible assets | - | 161 | - | - | 161 |
INCOME (LOSS) BEFORE FINANCING COSTS | 153 | 2,158 | (7) | - | 2,304 |
FINANCING COSTS Interest on Series A preferred shares | - | - | 128 | - | 128 |
Interest on debt and lease obligations | 81 | 9 | 3 | - | 93 |
INCOME (LOSS) BEFORE INCOME TAXES | 72 | 2,149 | (138) | - | 2,083 |
Inter-company dividend income | 450 | - | 2,000 | (2,450) | - |
INCOME TAXES | |||||
Current | - | 500 | - | - | 500 |
NET AND COMPREHENSIVE INCOME | 522 | 1,649 | 1,862 | (2,450) | 1,583 |
As at June 30, 2025 | MIN-AD | Papillon | Other | Eliminations | Total |
ASSETS Current assets | $ 1,386 | $ 17,273 | $ 2,376 | $ (479) | $ 20,556 |
Non-current assets | 5,120 | 2,585 | 75 | - | 7,780 |
6,506 | 19,858 | 2,451 | (479) | 28,336 | |
LIABILITIES Current liabilities | 1,471 | 7,484 | 174 | (479) | 8,650 |
Non-current liabilities | 1,659 | 223 | 3,866 | - | 5,748 |
3,130 | 7,707 | 4,040 | (479) | 14,398 | |
Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
6. SUBSIDIARIES AND BUSINESS SEGMENTS (CONT'D)For the three month period ending
June 30, 2025 MIN-AD Papillon Other Eliminations Total
$ $ $ $ $
REVENUE
Internal sales | 2,350 | - | 300 | (2,650) | - |
External sales | 174 | 27,974 | - | - | 28,148 |
COST OF SALES Operating costs | 1,712 | 24,638 | - | (2,350) | 24,000 |
GROSS PROFIT | 812 | 3,336 | 300 | (300) | 4,148 |
OPERATING EXPENSES | |||||
Selling, general & administration | 381 | 1,924 | 216 | (300) | 2,221 |
Amortization and depletion | 169 | 18 | 43 | - | 230 |
Amortization of intangible assets | - | 80 | - | - | 80 |
INCOME BEFORE FINANCING COSTS | 262 | 1,314 | 41 | - | 1,617 |
FINANCING COSTS Interest on Series A preferred shares | - | - | 128 | - | 128 |
Interest on debt and lease obligations | 43 | 4 | 1 | - | 48 |
INCOME (LOSS) BEFORE INCOME TAXES | 219 | 1,310 | (88) | - | 1,441 |
INCOME TAXES Current | - | 375 | - | - | 375 |
NET AND COMPREHENSIVE INCOME | |||||
(LOSS) | 219 | 935 | (88) | 1,066 |
7. INVENTORIES | ||
June 30, 2026 | December 31, 2025 | |
$ | $ | |
Raw materials and consumables | 267 | 244 |
Finished goods | 2,463 | 3,340 |
Total inventories | 2,730 | 3,584 |
Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
-
PROPERTIES, PLANT AND EQUIPMENT
Dolomite Property
Plant and Equipment
Right of Use Assets
Vehicles Spare
Parts
Total
$
$
$
$
$
$
Balance, December 31, 2024
1,754
12,017
3,816
387
530
18,504
Additions in the year
-
526
255
-
7
788
Disposals in the year
-
-
-
-
(71)
(71)
Balance, December 31, 2025
1,754
12,543
4,071
387
466
19,221
Additions in the period
-
390
417
-
61
868
Balance, June 30, 2026
1,754
12,933
4,488
387
527
20,089
Accumulated Amortization and Depletion
Dolomite Property
Plant and Equipment
Right of Use Assets
Vehicles
Spare Parts
Total
Balance, December 31, 2024
(1,420)
(9,346)
(1,949)
(309)
-
(13,024)
Amortization and depletion in the
year
(58)
(387)
(472)
(17)
-
(934)
Balance, December 31, 2025
(1,478)
(9,733)
(2,421)
(326)
-
(13,958)
Amortization and depletion in the
period
(27)
(180)
(205)
(8)
-
(420)
Balance, June 30, 2026
(1,505)
(9,913)
(2,626)
(334)
-
(14,378)
Net Book Value
As at December 31, 2025
276
2,810
1,650
61
466
5,263
As at June 30, 2026
249
3,020
1,862
53
527
5,711
For the periods ending June 30, 2026 and 2025, there were no indicators of impairment in the carrying value of the Company's dolomite property, plant and equipment and right-of-use assets.
The right-of-use depreciation expense and carrying amount relates to the following types of assets:
June 30, 2026 June 30, 2025
Depreciation Expense
Carrying amount
Depreciation expense
Carrying amount
Rail Cars
$ 160
$ 1,322
$ 141
$ 1,374
Office Space
45
540
94
326
$ 205
$ 1,862
$ 235
$ 1,700
Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
-
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, 2024
$
229
$
168
$
5
$
402
$
1,808
Less: amortization
(185)
(132)
(5)
(322)
-
Balance, December 31, 2025
44
36
-
80
1,808
Less: amortization
(44)
(36)
-
(80)
-
Balance, June 30, 2026
-
-
-
-
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.
Customer relationships, which are long-standing relationships with many specialty feed ingredient suppliers, toll manufacturers and customers in the dairy industry.
Distribution rights, which are exclusive rights of the Company to produce and distribute specialty feed ingredients to the dairy industry.
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 June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
10. DEBT
Bank debt and equipment purchase financings comprise the following:
June 30,
2026
December 31,
2025
Aggregate debt facilities
$
$
(i) Revolving credit facility
340
370
(ii) MIN-AD term loan
392
463
(iii) Equipment financing
61
79
793
912
Less current portions of:
Long term debt
(489)
(514)
Equipment financing
(42)
(41)
Total long term debt
262
357
The Company's debt facilities are described below. At June 30, 2026, the Company was in compliance with all debt covenants.
$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 June 30, 2026 -
$340 (June 30, 2025 -$370) 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.
$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 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 June 30, 2026 - $149 (June 30, 2025 - $140) was recorded as current portion of long term debt and the balance of $243 (June 30, 2025 - $392) was recorded as long term debt.
Equipment financing loans - the Company periodically finances the purchase of equipment and company vehicles. At June 30, 2026 - $42 (June 30, 2025 - $39) was recorded as current portion of long term debt and the balance of $19 (June 30, 2025 - $55) is recorded as long term debt. The loans are secured by the equipment, and the interest rates range between 0.9% and 9% per annum.
Papillon $2.0 million revolving credit facility - a revolving credit facility bearing interest at the secured overnight financing rate ("SOFR") plus a spread of 1.88%. The facility matures on June 30, 2027, and can be renewed annually at the discretion of the lender. The facility is secured by the assets of Papillon. There was no outstanding debt at June 30, 2026.
Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
-
LEASE OBLIGATIONS
The Company leases rail cars and office space. The Company's lease obligations at June 30, 2026, consist of the following:
June 30,
2026
December 31,
2025
Movement in lease obligations:
Lease obligations, beginning
$
1,732
$ 1,936
Additions during the period
417
255
Payments during the period
(172)
(459)
Lease obligations, ending
1,977
1,732
Less: current portion
(422)
(355)
Total long term lease obligations
$
1,555
$ 1,377
During the period, the Company recognized interest expense of $49 (June 30, 2025 - $51) on lease liabilities.
MIN-AD has a number of rail car leases with maturity dates ranging from 2026 to 2033. 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.
-
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.
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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, 2026, so the liability has been presented in these condensed consolidated interim financial statements as long term. During the period, the Board of Directors of the Company paid quarterly preferred share dividends of $116 (June 30, 2025 -
$128). The dividend is recorded as interest expense.
Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
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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:
Number
Amount
Balance, December 31, 2024
21,918,811
$5,590
Purchased for cancellation
(185,000)
(110)
Balance, December 31, 2025
21,733,811
$5,480
Purchased for cancellation
(74,500)
(54)
Balance, June 30, 2026
21,659,311
$5,426
Normal Course Issuer Bid (NCIB)
On August 25, 2025, the Company received approval to commence a 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 25, 2025. 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. At June 30, 2026, 74,500 common shares had been repurchased under the NCIB.
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INCOME PER SHARE
Basic and diluted income per share have been calculated as follows:
For the three month period For the six month period
June 30,
2026
June 30,
2025
June 30,
2026
June 30,
2025
Basic income per share
Income available to common shares
757
1,066
1,186
1,583
Weighted average common shares (in thousands)
21,714
21,734
21,714
21,734
0.03
0.05
0.05
0.07
Diluted income per share
Income available to common shares
757
1,066
1,186
1,583
Income available to common shares, assuming dilution
757
1,066
1,186
1,583
Weighted average common shares outstanding
21,714
21,734
21,714
21,734
Preferred shares converted to common shares
17,137
17,137
17,137
17,137
Adjusted weighted average common shares outstanding
38,851
38,871
38,851
38,871
0.02
0.03
0.03
0.04
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 June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
- INCOME TAXES
At June 30, 2026, 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 tax losses for which a tax benefit has not been recorded expire as follows:
Incurred | Expires | Amount |
C$ | ||
2007 | 2027 | 144 |
2008 | 2028 | 377 |
2009 | 2029 | 261 |
2010 | 2030 | 319 |
2011 | 2031 | 327 |
2012 | 2032 | 303 |
2013 | 2033 | 249 |
2014 | 2034 | 169 |
2015 | 2035 | 166 |
2016 | 2036 | 200 |
2017 | 2037 | 262 |
2018 | 2038 | 118 |
2019 | 2039 | 144 |
2020 | 2040 | - |
2021 | 2041 | 82 |
2022 | 2042 | 639 |
2023 | 2043 | - |
2024 | 2044 | 243 |
2025 | 2045 | - |
4,003 | ||
17. RELATED PARTY TRANSACTIONS | ||
Key management remuneration | ||
The Company's related parties as defined | by IAS | 24, Related Party Disclosures, include the key |
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:
For the three months ended For the six months ended
June 30, 2026 | June 30, 2025 | June 30, 2026 | June 30, 2025 | |
Short term benefits including salaries and directors | $ | $ | $ | $ |
fees | 368 | 375 | 863 | 872 |
Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2026 and 2025
(Expressed in thousands of United States Dollars except for per share information)
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REVENUE SUPPLEMENTAL INFORMATION
The Company's revenue by type is broken down as follows in the condensed consolidated interim statements of net and comprehensive income.
For the three months ended For the six months ended
June 30,
2026
June 30,
2026
June 30,
2026
June 30,
2025
$
$
$
$
MIN-AD
Dolomite sales
194
145
356
321
Freight charges and fuel charges
-
29
-
46
194
174
356
367
Papillon
Animal feed sales
25,330
27,271
48,882
54,608
Freight charges
1,287
703
1,993
1,495
26,811
28,148
51,231
56,470
- FINANCIAL COMMITMENTS
The Company is committed to $3,035 (June 30, 2025 - $3,091) for obligations and financial commitments in the normal course of operations and financing activities. At June 30, 2026, the Company had the following financial commitments:
Total | 2026 | 2027 | 2028 | 2029 | Thereafter | |
$ | $ | $ | $ | $ | $ | |
Bank debt repayments | 793 | 90 | 537 | 166 | - | - |
Lease obligations | 2,242 | 280 | 526 | 521 | 415 | 500 |
Total | 3,035 | 370 | 1,063 | 687 | 415 | 500 |
Debt repayments represent the principal only. Lease obligations represent the undiscounted amount of the lease commitments.
Papillon self-insures product liability coverage through a combination of funds held in an escrow account and a standby letter of credit ("LOC"). Additions to the escrow account are recorded as insurance expense in the period in which the funding occurs. The LOC is adjusted annually based on the total product liability coverage needs of Papillon. The current LOC totals $825,000 and automatically renews on December 1, 2026. Final expiration of the LOC is November 30, 2029.
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 differences.
During the fourth quarter of 2025, the Company signed a new five-year lease for corporate office space in Toronto. The lease commenced on January 1, 2026, and expires on May 31, 2031.
