Inter-rock Minerals IncTSXV: IRO

Q2 2025 Financial Statements

Aug 14, 2025 at 9:19 PM UTC · MarketScreener

Consolidated Financial Statements

Expressed in United States dollars For the six months ended June 30, 2025

NOTICE OF NO AUDITOR REVIEW OF CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

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.

INTER-ROCK MINERALS INC. August 14, 2025

Condensed Consolidated Interim Balance Sheets As at
(Expressed in thousands of United States Dollars)
UNAUDITED	Note	June 30, 2025	December 31, 2024
ASSETS		$	$
Current assets
Cash		6,791	6,214
Accounts receivable		8,369	9,708
Inventories	7	3,861	2,717
Prepaid expenses and other assets		1,535	1,627
Total Current Assets		20,556	20,266
Non-current assets Investment	5	256	200
Properties, plant and equipment	8	5,475	5,480
Intangible assets	9	241	402
Goodwill	9	1,808	1,808
Total Assets		28,336	28,156
LIABILITIES AND EQUITY
Current liabilities
Accounts payable and accrued liabilities		7,701	8,674
Current portion of long term debt	10	549	644
Current portion of lease obligations	11	400	452
Total Current Liabilities		8,650	9,770
Non-current liabilities
Long-term debt	10	447	538
Lease obligations	11	1,402	1,484
Asset retirement obligation	12	33	33
Deferred tax liability		449	449
Series A preferred shares	13	3,417	3,417
Total Liabilities		14,398	15,691
Equity Share capital	14	5,480	5,590
Contributed surplus		315	315
Retained earnings		8,143	6,560
Total Equity		13,938	12,465
Total Liabilities and Equity		28,336	28,156
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, 2025	June 30, 2024	June 30, 2025	June 30, 2024
		$	$	$	$
REVENUE	6	28,148	24,856	56,470	52,161
COST OF SALES
Operating costs	6	24,000	21,603	48,870	45,813
GROSS PROFIT		4,148	3,253	7,600	6,348
OPERATING EXPENSES
Selling, general and administrative	6	2,221	1,821	4,681	4,070
Amortization and depletion	8	230	160	454	321
Amortization of intangible assets	9	80	80	161	161
INCOME BEFORE FINANCING COSTS		1,617	1,192	2,304	1,796
FINANCING COSTS
Interest on Series A preferred shares	13	128	-	128	-
Interest on debt and lease obligations	10,11	48	51	93	78
INCOME BEFORE INCOME TAXES		1,441	1,141	2,083	1,718
INCOME TAXES
Current	16	375	250	500	350
NET INCOME AND COMPREHENSIVE INCOME		1,066	891	1,583	1,368

Basic income per share	15	0.05	0.04	0.07	0.06
Diluted income per share	15	0.03	0.02	0.04	0.03
Weighted average number of shares outstanding
Basic	21,734,311		21,961,811	21,734,311	21,961,811
Diluted	38,871,291		39,098,791	38,871,291	39,098,791

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, 2025 and 2024 (Expressed in thousands of United States Dollars)

	Share Capital	Contributed	Retained
UNAUDITED	(Note 14)	Surplus	Earnings	Total
	$	$	$	$
Balance, December 31, 2023	5,621	315	4,808	10,744
Shares purchased for cancellation	(5)	-	-	(5)
Net income and comprehensive income	-	-	1,368	1,368
Balance, June 30, 2024	5,616	315	6,176	12,107
Balance, December 31, 2024	5,590	315	6,560	12,465
Shares purchased for cancellation	(110)	-	-	(110)
Net income and comprehensive income	-	-	1,583	1,583
Balance, June 30, 2025	5,480	315	8,143	13,938

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

Condensed Consolidated Interim Statements of Cash Flows

(Expressed in thousands of United States Dollars)

For the three months ended For the six months ended

UNAUDITED	Note	June 30, 2025	June 30, 2024	June 30, 2025	June 30, 2024
		$	$	$	$
CASH PROVIDED BY (USED IN) OPERATIONS
Net income		1,066	891	1,583	1,368
Items not affecting cash
Amortization and depletion		230	160	454	321
Amortization of intangible assets		80	80	161	161
Interest expense		176	51	221	78
		1,552	1,182	2,419	1,928
Net changes in non-cash working capital
Accounts receivable		2,529	1,652	1,339	4,072
Inventories		(1,502)	(128)	(1,144)	(245)
Prepaid expenses		394	(446)	92	(281)
Accounts payable and accrued liabilities		(2,542)	(1,035)	(906)	(3,228)
Cash generated by operating activities		431	1,225	1,800	2,246
INVESTING
Purchase of properties, plant and equipment	8	(52)	(214)	(381)	(850)
Investment	5	(56)	-	(56)	(75)
Cash used in investing activities		(108)	(214)	(437)	(925)
FINANCING
Interest paid		(48)	(51)	(93)	(78)
Interest on Series A preferred shares	13	(128)	-	(193)	(73)
Proceeds from financing	10	-	80	-	609
Repayment of long term debt	10	(145)	(31)	(188)	(31)
Repayment of lease obligations	11	(97)	(101)	(202)	(187)
Shares purchased for cancellation	14	(80)	-	(110)	(5)
Cash provided by (used in) financing activities		(498)	(103)	(786)	235
Net change in cash		(175)	908	577	1,556
Cash, beginning of the period		6,966	5,251	6,214	4,603
Cash, end of the period		6,791	6,159	6,791	6,159

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 June 30, 2025 and 2024

(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 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.

BASIS OF PRESENTATION

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 IASB.
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.

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, 2025 and 2024
(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, 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.
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.
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.
During the second quarter, the Company made an additional equity investment in Embion of $56.
Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2025 and 2024
(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").

Effective April 1, 2024, Papillon became the exclusive distributor of MIN-AD's feed products. Inter-segment revenues are eliminated upon consolidation. Segment operating results 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
Deferred	- -		-	- -
NET AND COMPREHENSIVE INCOME	522	1,649	1,862	(2,450)	1,583

Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2025 and 2024

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

6. SUBSIDIARIES AND BUSINESS SEGMENTS (CONT'D)

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

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
Deferred	-	-	-	-	-
NET AND COMPREHENSIVE INCOME	219	935	(88)		1,066

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, 2025 and 2024

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

6. SUBSIDIARIES AND BUSINESS SEGMENTS (CONT'D)

Segment balances for the prior year are as follows:

For the six month period ended

June 30, 2024 MIN-AD		Papillon	Other	Eliminations	Total
REVENUE Internal sales 2,890		50	480	(3,420)	-
External sales	1,332	50,829	-	-	52,161
COST OF SALES Operating costs	3,071	45,632	-	(2,890)	45,813
GROSS PROFIT	1,151	5,247	480	(530)	6,348
OPERATING EXPENSES Selling, general & administration	845	3,171	584	(530)	4,070
Amortization and depletion	202	31	88	-	321
Amortization of intangible assets	-	161	-	-	161
INCOME (LOSS) BEFORE FINANCING COSTS	104	1,884	(192)	-	1,796
FINANCING COSTS Interest on debt and lease obligations	62	7	9	-	78
INCOME (LOSS) BEFORE INCOME TAXES	42	1,877	(201)	-	1,718
INCOME TAXES Current	-	350	-	-	350
Deferred	-	-	-	-	-
NET AND COMPREHENSIVE INCOME (LOSS)	42	1,527	(201)	-	1,368

As at June 30, 2024	MIN-AD	Papillon	Other	Eliminations	Total
ASSETS Current assets	1,353	17,713	122	(324)	18,864
Non-current assets	3,889	3,331	204	-	7,424
	5,242	21,044	326	(324)	26,288
LIABILITIES Current liabilities	1,479	7,785	133	(324)	9,073
Non-current liabilities	878	3,953	277	-	5,108
	2,357	11,738	410	(324)	14,181

Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2025 and 2024

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

6. SUBSIDIARIES AND BUSINESS SEGMENTS (CONT'D)

For the three month period ended June 30, 2024	MIN-AD	Papillon	Other	Eliminations	Total
REVENUE Internal sales	1,829	9	240	(2,078)	-
External sales	298	24,558	-	-	24,856
COST OF SALES Operating costs	1,528	21,904	-	(1,829)	21,603
GROSS PROFIT	599	2,663	240	(249)	3,253
OPERATING EXPENSES Selling, general & administration	380	1,529	161	(249)	1,821
Amortization and depletion	100	16	44	-	160
Amortization of intangible assets	-	80	-	-	80
INCOME BEFORE FINANCING COSTS	119	1,038	35	-	1,192
FINANCING COSTS Interest on debt and lease obligations	43	2	6	-	51
INCOME BEFORE INCOME TAXES	76	1,036	29	-	1,141
INCOME TAXES Current	-	250	-	-	250
Deferred	-	-	-	-	-
NET AND COMPREHENSIVE INCOME	76	786	29	-	891

7. INVENTORIES
	June 30,	December 31,
	2025	2024
	$	$
Raw materials and consumables	339	388
Finished goods	3,522	2,329
Total inventories	3,861	2,717

Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2025 and 2024

(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, 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	-	381	68	-	-	449
Disposals in the period	-	-	-	-	-	-
Balance, June 30, 2025	1,754	12,398	3,884	387	530	18,953

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	(27)	(184)	(235)	(8)	-	(454)
Disposals in the period	-	-	-	-	-	-
Balance, June 30, 2025	(1,447)	(9,530)	(2,184)	(317)	-	(13,478)

Net Book Value
As at December 31, 2024	334	2,671	1,867	78	530	5,480
As at June 30, 2025	307	2,868	1,700	70	530	5,475

For the periods ending June 30, 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 June 30, 2025 and 2024

(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, 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	(94)	(64)	(3)	(161)	-
Balance, June 30, 2025	135	104	2	241	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, 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:
	June 30, 2025	December 31, 2024
Aggregate debt facilities	$	$
(i) Revolving credit facility	370	470
(ii) MIN-AD term loan	532	597
(iii) Equipment financing	94	115
	996	1,182
Less:
Current portion of long term debt	(510)	(605)
Equipment financing	(39)	(39)
Total long term debt	447	538

The Company's debt facilities are described below. At June 30, 2025, 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, 2025 -
$370 (June 30, 2024 - $430) 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 (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 June 30, 2025 -
$140 (June 30, 2024 - $130) was recorded as current portion of long term debt and the balance of
$392 (June 30, 2024 - $531) was recorded as long term debt.
Equipment financing loans - the Company periodically finances the purchase of equipment and company vehicles for use by a number of employees. At June 30, 2025 - $39 (June 30, 2024 -

$Nil) was recorded as current portion of long term debt and the balance of $55 (June 30, 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 June 30, 2025 and 2024

(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, 2025, consist of the following:

	June 30, 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	(202)	(413)
Lease obligations, ending	1,802	1,936
Less: current portion	(400)	(452)
Total long term lease obligations	$ 1,402	$ 1,484

During the period, the Company recognized interest expense of $51 (June 30, 2024 - $25) 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.

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.
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. During the period, the Board of Directors declared quarterly preferred share dividends totaling $128 (June 30, 2024 - $Nil). The dividends are recorded as interest expense.
Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2025 and 2024
(Expressed in thousands of United States Dollars except for per share information)

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	(184,500)	(110)
Balance, June 30, 2025	21,734,311	$5,480
Normal Course Issuer Bid (NCIB)

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 period, 184,500 common shares were repurchased under the NCIB.

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, 2025		June 30, 2024	June 30, 2025	June 30, 2024
Basic income per share
Income available to common shares	1,066	891	1,583	1,368
Weighted average common shares (in thousands)	21,734	22,303	21,734	22,303
	0.05	0.04	0.07	0.06
Diluted income per share Income available to common shares	1,066	891	1,583	1,368
Income available to common shares, assuming dilution	1,066	891	1,583	1,368
Weighted average common shares outstanding	21,734	22,303	21,734	22,303
Preferred shares converted to common shares	17,137	17,137	17,137	17,137
Adjusted weighted average common shares outstanding	38,871	39,440	38,871	39,440
	0.03	0.02	0.04	0.03

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, 2025 and 2024

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

INCOME TAXES

At June 30, 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:

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
		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 June 30,

2025

months ended

June 30,

2024

For the six months ended June 30, June 30,

2025 2024

$ $

Short term benefits including salaries

and directors fees

375

311

872 765

Notes to the Condensed Consolidated Interim Financial Statements For the periods ended June 30, 2025 and 2024

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

REVENUE SUPPLEMENTAL INFORMATION

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

For the three months ended For the six months ended

June 30, 2025		June 30, 2024	June 30, 2025	June 30, 2024
$ MIN-AD		$	$	$
Dolomite sales	145	259	321	1,144
Freight charges and fuel charges	29	39	46	188
	174	298	367	1,332
Papillon
Animal feed sales	27,271	23,749	54,608	49,152
Freight charges	703	809	1,495	1,677
	28,148	24,856	56,470	52,161

FINANCIAL COMMITMENTS

The Company is committed to $3,091 (June 30, 2025 - $2,554) for obligations and financial commitments in the normal course of operations and financing activities. At June 30, 2025, the Company had the following financial commitments:

	Total $	2025 $	2026 $	2027 $	2028 $	Thereafter $
Bank debt repayments	996	88	554	188	166	-
Lease obligations	2,095	293	408	389	379	626
Total	3,091	381	962	577	545	626

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.

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