Mayo Lake Minerals, Inc.CSE: MLKM

Condensed Interim Financial StatementsMayo Lake Minerals Inc. (unaudited)September 30, 2025

· Issued by Mayo Lake Minerals, Inc.

Condensed Interim Financial Statements Mayo Lake Minerals Inc.

(unaudited)

September 30, 2025

The accompanying interim financial statements of Mayo Lake Minerals Inc. (the "Company") have been prepared by and are the responsibility of the Company's management. The Company's Audit Committee and Board of Directors has reviewed and approved these interim financial statements.

Contents

Page

Notice to Reader

Statements of Financial Position 1

Statements of Loss and Comprehensive Loss 2

Statements of Changes in Equity 3

Statements of Cash Flows 4

Notes to the Financial Statements 5 - 18

Mayo Lake Minerals Inc.

Condensed Interim Statements of Financial Position

(Expressed in Canadian dollars) - unaudited

September 30,

December 31,

As at

2025

2024

Assets

Current

Cash and cash equivalents

$ 14,998

$ 17,537

Sales tax receivable

8,080

7,339

Prepaid expenses

-

5,878

Total current assets

23,078

30,754

Mineral exploration and evaluation assets (Note 4)

5,938,019

5,832,473

Total assets

$ 5,961,097

$ 5,863,227

Liabilities

Current

Accounts payable and accrued liabilities

$ 684,029

$ 540,732

Flow through share premium provision (Note 5)

13,547

13,547

Promissory Notes (Note 6) Due to related parties (Note 8)

184,092

-

133,490

Total current liabilities

881,668

687,769

Due to related parties (Note 8)

140,466

-

Government assistance (Note 7)

60,000

60,000

Long-term liabilities

200,466

60,000

Total liabilities

1,082,134

747,769

Shareholders' equity

Capital stock (Note 9)

7,933,342

7,833,269

Warrants (Note 9)

559,360

656,156

Contributed surplus

1,595,473

1,443,119

Accumulated deficit

(5,209,212)

(4,817,087)

Total shareholders' equity

4,878,963

5,115,458

Total liabilities and shareholders' equity

$ 5,961,097

$ 5,863,227

Going concern (Note 2)

Subsequent events (Note 12)

Approved on behalf of the Board





Director Director

See accompanying notes to the financial statements

1

For the three and nine months ended September 30, 2025 and 2024

Three months ended September 30 Nine months ended September 30,

2025 2024 2025 2024

Expenses

General and administration

$ 55,885

$ 54,894

$ 166,862

$ 172,011

Investor relations and promotion

31,124

37,639

87,570

196,810

Legal and regulatory

7,850

14,213

28,945

40,127

Professional fees

1,050

1,000

36,050

34,500

Property evaluation

-

-

-

231

Share based compensation

44,375

11,184

51,991

260,999

Interest and bank charges

273

315

926

905

Interest on promissory notes 10,244

4,080

19,781

16,118

150,801

123,325

392,125

721,701

Other Income

Interest income - - - -

Net loss and comprehensive loss $ (150,801) (123,325) (392,125) $ (721,701)

Weighted average number of common shares 111,148,260 100,584,350 111,148,260 100,584,350

Basic and diluted loss per share (0.0014) (0.0012) (0.0034) (0.0072)

Reserves

Capital stock

Non-issued

Warrant

Contributed

Accumulated

Shares

Amount

Shares

reserves

Surplus

Deficit

Total

Balance, December 31, 2023

95,941,670

$

7,516,365

$

29,612

$

873,687

$

537,344

$(3,987,170)

$

4,969,838

Share issuance (December placement)

1,975,001

29,612

(29,612)

-

-

-

-

Private placement, net of issuance costs

9,941,401

171,638

-

424,845

-

-

596,483

RSU quarterly expense

-

-

-

5,009

-

5,009

RSU issuance of shares

187,483

13,124

-

-

(13,124)

-

-

DSU quarterly expense

-

-

-

12,136

-

12,136

Stock option expense

-

-

-

-

243,854

-

243,854

Net loss and comprehensive loss

-

-

-

-

-

(721,701)

(721,701)

Balance, September 30, 2024

108,045,555

$

7,730,739

$

-

$ 1,298,532

785,219

$(4,708,871)

$

5,105,619

Private placements, net of issuance costs (note 9)

1,868,333

102,530

-

8,845

-

-

111,375

RSU expense

-

-

-

1,415

-

1,415

DSU expense

-

-

-

4,046

-

4,046

Stock option expense

-

-

-

-

1,218

-

1,218

Expiry of Warrants

-

-

-

(651,221)

651,221

-

-

Net loss and comprehensive loss

-

-

-

-

-

(108,216)

(108,216)

Balance, December 31, 2024

109,913,888

$

7,833,269

$

-

$

656,156

$ 1,443,119

(4,817,087)

$

5,115,457

Private placements, net of issuance costs (note 9)

2,200,000

86,949

-

16,690

-

-

103,639

RSU issuance of shares

187,482

13,124

-

-

(13,124)

-

-

RSU expense

-

-

-

5,436

-

5,436

DSU expense

-

-

-

13,087

-

13,087

Stock option expense

-

-

-

-

33,469

-

33,469

Expiry of Warrants

-

-

-

(113,486)

113,486

-

-

Net loss and comprehensive loss

-

-

-

-

-

(392,125)

(392,125)

Balance, September 30, 2025

112,301,370

$ 7,933,342

$

-

$

559,360

$ 1,595,473

(5,209,212)

$ 4,878,963

(Expressed in Canadian dollars) - unaudited

For the nine months ended September 30

2025

2024

Cash flows from operating activities

Net loss

$ (392,125)

$ (721,701)

Items not affecting cash:

Share based compensation

51,991

260,999

Accrued interest

17,067

6,075

Change in non-cash working capital items:

Prepaid expenses

5,876

5,185

Sales tax receivable

(740)

(5,785)

Accounts payable and accrued liabilities

143,299

79,704

Net cash used in operating activities

(174,632)

(375,523)

Cash flows used in investing activities:

Exploration and evaluation expenditures

(105,546)

(39,398)

Net cash used in investing activities

(105,546)

(39,398)

Cash flows from financing activities:

Demand notes payable

174,000

-

Repayment to related party note

-

(181,334)

Issuance of capital stock, and warrants net

103,639

596,485

Share subscriptions

-

-

Net cash from financing activities

277,639

415,151

Increase (Decrease) in cash and cash equivalents

(2,539)

230

Cash and cash equivalents, beginning of period

17,537

1,630

Cash and cash equivalents, end of period

$ 14,998

$ 1,860

See accompanying notes to the financial statements

  1. Nature of business

    Mayo Lake Minerals Inc. (referred to herein as the "Company") is an exploration stage junior mining company that was incorporated on September 7, 2011 under the laws of Ontario, Canada. The Company is engaged in the identification, evaluation and exploration of mineral properties in Yukon, Canada. The Company has not yet determined whether any of its properties contain mineral resources that are economically recoverable. The recoverability of any amounts recorded for mineral exploration properties and deferred exploration expenditures is dependent upon the discovery of economically recoverable resources, the ability of the Company to obtain necessary financing to complete the development of these resources and upon attaining future profitable production from the properties or sufficient proceeds from disposition of the properties.

    The Company became a reporting issuer on December 15, 2021 with its registered office at 110 Westhunt Drive, Unit 2, Carp (Ottawa), Ontario, Canada. The Company was listed on the CSE on May 5, 2022.

  2. Going concern

    The Company is an exploration stage company. At present, its operations do not generate cash flow. The Company incurred a net loss of $392,125 during the nine months ended September 30, 2025 (September 30, 2024 - $721,701) and, as of that date, its accumulated deficit was $5,209,212 (December 31, 2024 - $4,817,087) and its working capital stood at a deficiency of $858,590 (September 30, 2024 - deficiency of $526,289).

    The Company's ability to continue as a going concern in 2025 and beyond is dependent on its capacity to obtain adequate financing on reasonable terms from investors and lenders in order to explore and develop its assets; and to commence profitable operations in the future. Although the Company has been successful in raising funds in the past, there is no assurance that it will be able to successfully do so in the future. These factors indicate the existence of material uncertainty which may cast some doubt on its ability to continue as a going concern in the future. After reviewing the current cash position and having considered the Company's ability to raise funds in the short term, the directors have adopted the going concern basis in preparing its financial statements.

    The ability of the Company to recover the costs it has incurred to date on exploration and evaluation is dependent upon it being able to identify a commercial ore body, finance further exploration and development costs and to resolve any environmental, regulatory, and other constraints which may hinder the successful development of its assets.

    The accompanying financial statements do not include any adjustments relating to the recoverability of assets and to the reclassification of asset and liability amounts that might be necessary should the Company be unable to continue its operations. Such adjustments could be material.

  3. Basis of presentation, critical accounting, judgements and key estimation uncertainties Basis of presentation

These unaudited condensed interim financial statements have been prepared in accordance with IAS 34 - Interim Financial Reporting as issued by the International Accounting Standards Board ("IASB"). Accordingly, certain disclosures included in the annual financial statements prepared in accordance with IFRS as issued by the IASB have been condensed or omitted and these unaudited condensed interim financial statements should be read in conjunction with the Company's audited financial statements for the year ended December 31, 2024.

These condensed interim financial statements were approved by the Board of Directors on November 27, 2025.

The accounting policies applied in the preparation of these unaudited condensed interim financial statements are consistent with those applied and disclosed in the Company's audited financial statements for the year ended December 31, 2024 and as discussed below.

The preparation of financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates as the estimation process is inherently uncertain. Estimates are reviewed on an ongoing basis based on historical experience and other factors that are considered to be relevant under the circumstances. Revisions to estimates and the resulting effects on the carrying amounts of the Company's assets and liabilities are accounted for prospectively. The critical judgments and estimates applied in the preparation of the Company's unaudited condensed interim financial statements are consistent with those applied and disclosed in Note 2 of the Company's audited financial statements for the year ended December 31, 2024 and as discussed below.

Functional and presentation currency

These financial statements are presented in Canadian dollars, which is the Company's functional currency. All financial information is expressed in Canadian dollars unless otherwise stated and have been rounded to the nearest dollar.

Critical accounting estimates and judgments and key estimation uncertainties

The preparation of the financial statements in accordance with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amount of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Estimates and assumptions are continuously 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 outcomes may differ from these estimates. Revisions to accounting estimates, or changes to judgments, are recognized in the period in which the estimate is revised and may affect both the period of revision and future periods.

Significant assumptions that management has made about current unknowns, the future, and other sources of uncertainty, could result in a material adjustment to the carrying amounts of assets and liabilities in the event that actual results differ from assumptions made.

Critical accounting estimates

Critical accounting estimates are estimates and assumptions made by management that may result in a material adjustment to the carrying amounts of assets and liabilities within the next financial year and include by are not limited to, the following:

  1. Basis of presentation, critical accounting, judgements and key estimation uncertainties (continued)

    Share-based payments and share purchase warrants - The fair value of share-based payments and compensation is subject to the limitations of the Black-Scholes option pricing model that incorporates market data and involves uncertainty in estimates used by management in the assumptions. Because the Black-Scholes option pricing model requires the input of highly subjective assumptions, including the volatility of share prices from similar types of companies, changes in subject input assumptions can materially affect the fair value estimate. The Black Scholes model incorporated inputs such as the risk-free rate, volatility by reference to comparable companies, estimated life and forfeiture rate.

    Critical accounting judgments

    Information about critical judgments in applying accounting policies that have the most significant effect on the amounts recognized in the financial statements include, but are not limited to, the following:

    Recoverability of mineral exploration and evaluation assets - The assessment of impairment of mineral exploration and evaluation assets requires judgment to determine whether indicators of impairment exist including factors such as, the period for which the Company has the right to explore, expected renewals of exploration rights, whether substantive expenditures on further exploration and evaluation of mineral property interests are budgeted and results of exploration activities up to the reporting date. The Company has determined that there are no indicators of impairment.

    Deferred Taxes - Until such time as the Company has certainty as to future profits, deferred tax assets and liabilities are not recognized.

    Mayo Lake Minerals Inc.

    Notes to Condensed Interim Financial Statements

    Nine months ended September 30, 2025

  2. Mineral exploration and evaluation assets

    A summary of the changes in exploration and evaluation assets is presented below for the periods ending September 30, 2024, December 31 2024 and September 30, 2025.

    Anderson-

    Davidson

    Edmonton

    Carlin-

    Roop

    Trail-Minto

    Total

    Balance, December 31, 2023

    $ 1,978,230

    $ 490,639

    $ 2,664,836

    $ 649,972

    $ 5,783,677

    Expenditures: Claim fees

    39,165

    -

    -

    -

    39,165

    Exploration

    233

    -

    -

    -

    233

    Balance, September 30, 2024

    $ 2,017,628

    $ 490,639

    $ 2,664,836

    $ 649,972

    $ 5,803,492

    Expenditures: Claim fees

    -

    -

    -

    9,398

    9,398

    Exploration

    -

    -

    -

    -

    -

    Balance, December 31, 2024

    $ 2,017,628

    $ 490,639

    $ 2,664,836

    $ 659,370

    $ 5,832,473

    Expenditures: Claim fees

    1,725

    3,465

    -

    1,375

    6,565

    Exploration

    57,739

    375

    1,770

    39,097

    98,981

    Balance, September 30, 2025

    $ 2,077,092

    $ 494,479

    $ 2,666,606

    $ 699,842

    $ 5,938,019

    Yukon Property Acquisitions

    The Company entered into binding letter agreements with Auropean Ventures Inc. (Auropean), a related company, in December of 2011 (amended in July 2014) for the acquisition of the Anderson, Davidson and Edmonton Creek claim groups and in February 2012 for the acquisition of the Roop and Trail-Minto claim groups and April 2012 for the Carlin claim group. The vendor retained a 2.75% net smelter return royalty (NSR) on the Anderson, Roop and Trail-Minto claim groups and a 2.5% NSR on the Davidson and Edmonton and Carlin claim groups. The NSRs are subject to a 1% buyback.

    All of the NSR buybacks are applicable at any time up to commercial production. Any full 1% NSR can be bought back for $1M if gold is at $1,000 per ounce or less;

    $2M if gold is at $3,000 per ounce or more with a sliding scale between $1,000 and $3,000 per ounce. A buyback can be exercised in increments of 0.5%.

  3. Flow through share premium liability and provision

    Liability as of December 31, 2023

    $ 13,547

    Issuance of flow through shares

    -

    Flow through premium recovery

    -

    Closing balance - September 30, 2024

    $ 13,547

    Issuance of flow through shares

    -

    Transfer to provision

    (13,547)

    Closing balance - December 31, 2024

    $ -

    Issuance of flow through shares

    -

    Flow through premium recovery

    -

    Closing balance - September 30, 2025

    $ -

    Provision as of December 31, 2023

    $ -

    Issuance of flow through shares

    -

    Flow through premium recovery

    -

    Closing balance - September, 2024

    $ -

    Issuance of flow through shares

    -

    Transfer from liability

    13,547

    Closing balance - December 31, 2024

    $ 13,547

    Issuance of flow through shares

    -

    Flow through premium recovery

    -

    Closing balance - September 30, 2025

    $ 13,547

    The Company incurred actual qualifying expenditures of $160,132 in 2022 and 2023, leaving a shortfall of $54,869 as at December 31, 2024. Accordingly, effective December 31, 2023 the Company recorded (in other expenses and current liabilities) a $13,547 provision for the estimated cost to indemnify flow-through share subscribers for their expected personal income tax reassessments by Canada Revenue Agency attributable to each subscriber's proportionate share of the shortfall. The indemnifications are provided for in the underlying subscription agreements for the private placement. The governmental audit/reassessment process may be lengthy; therefore, it may be several months or longer before the Company's final liability is eligible.

    The Company has made the following assumption in estimating the subscriber indemnification provision:

    • Subscribers have a combined personal income tax rate of 53.53%

      As at December 31, 2024, the Company has also accrued in accounts payable and accrued liabilities, the estimated Federal Part XII.6 tax for the 2023 year.

      As at December 31, 2023, the Company had a $13,547 flow-through share premium liability which was transferred to the flow-through share premium provision effective December 31, 2024, in recognition of the Company's indemnification accrual.

  4. Demand notes payables

During the nine month period the Company issued a series of unsecured promissory notes ('Notes') at various dates totaling $174,000, all of which carry identical terms in that both the principal and accumulated interest are due and payable precisely 5 months from the date of issuance ('Maturity Date').

In addition, the Notes stipulate that interest shall accrue at a rate of twenty-one per cent (21%) per annum starting on the date of issuance; and further stipulate that if payment is not made on or before the Maturity Date, interest shall accrue at a revised rate of twenty-four percent (24%) per annum until repayment of both principal and interest is made in full.

  1. Demand notes payables (continued)

    Opening balance - January 1, 2024

    $ -

    Accrued interest

    -

    Interest paid

    -

    Closing balance - September 30, 2024

    $ -

    Accrued interest

    -

    Closing balance - December 31, 2024

    $ -

    Issuance of notes

    174,000

    Accrued Interest

    10,092

    Closing balance - September 30, 2025

    $ 184,092

    Interest of $10,092 on the promissory notes was expensed during the nine month period ended September 30, 2025.

  2. Government Assistance

    On July 23, 2020, the Company received the Canadian Emergency Business Account (CEBA) in the amount of $40,000. On December 22, 2020, the Company received the CEBA top-up in the amount of

    $20,000. CEBA is a government program providing interest-free loans to small businesses, repaying the balance of the loan on or before December 31, 2023 would have resulted in loan forgiveness of 33 percent (up to $20,000). Pursuant to the terms of the CEBA program, the advances were subsequently converted to a term loan bearing interest at a rate of 5% per annum loan maturing on December 31, 2026. The Company will only be required to pay monthly 5% interests on the full outstanding balance of the loan and pay the capital amount just before the term loan repayment deadline of December 31, 2026.

  3. Related party transactions and key management compensation

    The Company has contracts for management and geological services provided by key management, namely officers, administrators and directors of the Company through companies controlled or influenced by them. In addition, key management or their related companies may hold positions in other entities that result in them having control or significant influence over the financial or operating policies of those entities. Transactions are recorded at their fair value as agreed between all parties.

    • Dr. Vern Rampton, President and CEO, provides Management Services to the Company through Rampton Resource Group Inc.('RRG') his personal services corporation. RRG also provides accessory office facilities plus an office manager/bookkeeper through contracts negotiated within consideration of competitive prices. All expenses are passed through the company at a minimal mark-up.

    • Tyrell Sutherland, Vice-President Exploration, provides management & geological services to the Company through Sans Peur Exploration Services Inc. his solely owned personal services corporation.

    • Darrell Munro, Corporate Administrator, provides investor relations and administrative services through his sole proprietorship.

    • Andre Rancourt, CFO, provides accounting services through his sole proprietorship.

    • Lee Bowles, Manager Business Development, provides financial & advisory services through Ironstone Capital Corporation Inc. his personal services corporation.

  1. Related party transactions and key management compensation (continued)

    Related party promissory notes.

    Opening balance - January 1, 2024

    $ 306,424

    Repayments of notes

    (123,452)

    Payment of interest

    (29,838)

    Accrued interest

    10,900

    Closing balance - September 30, 2024

    $ 164,034

    Repayment of Notes

    (36,103)

    Accrued interest

    5,559

    Closing balance - December 31, 2024

    133,490

    Accrued interest

    6,976

    Closing balance - September 30, 2025

    140,466

    • On June 18, 2021 the Company issued a series of promissory notes totalling $101,000 bearing interest at 6% per annum to certain members of the management team in lieu of payment for services rendered. A total of $16,000 of the principal was repaid in 2022 and $5,000 in May of 2024. The remaining principal totalling $80,000 plus interest originally due on June 30, 2023 has been extended to June 30, 2026.

    • The Company issued a promissory note in the amount of $25,000 on September 2, 2021 bearing interest at the rate of 1.5% per month to a related party. Both the principal and interest originally due on June 30, 2023 has been extended to June 30, 2026. The note may be prepaid at the option of the Company.

    • Auropean Ventures Inc. ('Auropean') was formerly designated as an insider, having previously held more than 10% of the outstanding shares of the Company. It has periodically provided credit to the Company. On October 31, 2022 Auropean Ventures Inc. relinquished its status as an insider when its shareholdings fell slightly below 10% of the Company's outstanding shares. It remains a related party.

    • The President and CEO through his wholly owned corporation Rampton Resource Group Inc. and

      the Company's Corporate Administrator provide services to Auropean Ventures Inc. ('Auropean')

    • The President & CEO and two directors of the Company are also the sole directors of Auropean.

    • On November 12, 2021, the directors passed a resolution approving the borrowing of up to

      $150,000 from Auropean at a rate of 10% per annum. This promissory note and interests have been repaid in full in May of 2024.

    • On July 21, 2022 the Company awarded 3,990,000 incentive options to management, directors, consultants and contractors. Each option is exercisable into one common share at $0.15 for a period of 5 years from the date of issuance. The options vest in three equal segments of 1,330,000 (August 1, 2022, August 1, 2023 and August 1, 2024).

    • On September 30, 2022 the Company awarded 930,158 options exercisable at $0.15 for a period of 3 years from the date of issuance and 628,699 Restricted Share Units (RSUs) to management, directors, consultants and contractors for their dedication to the company and more specifically to supplement their compensation for fiscal 2021 as well as the period up to the Company's public listing in May of 2022. Both the options and RSUs vest in three separate equal segments, namely January 30 of 2023, 2024 and 2025.

    • On December 12 and December 18, 2023, the Company issued 2 promissory notes of $18,000 and $15,000 respectively bearing interest at the rate of 1% per month, payable to the President and CEO of the Company. Both the principal and interest were originally due and payable on April 12 and April 18, 2024 respectively and have been extended to June 30, 2025. These notes and corresponding interests have been repaid in full in September of 2024.

  1. Related party transactions and key management compensation (continued)
    • On May 3, 2024 the Company issued of a total of 4,333,631 options to certain officers, employees and consultants of the Company in lieu of cash compensation as part of its ongoing efforts to incentivize its personnel without depleting cash resources. These options were related to performance of the Recipients for the period beginning July 1, 2022 and ending December 31, 2023. Each option is exercisable into one common share at a price of $0.10 for a period of 5 years from the date of issuance. Two independent directors of the Company were awarded a total of 502,200 Deferred Share Units (DSUs); each Unit will vest in the name of the grantee on his retirement from the board and automatically be converted into one common share. The Company's independent directors do not receive cash compensation.

    • On September 10, 2025 as part of its efforts to reward its personnel without depleting cash resources, the board passed a resolution granting a variety of compensation securities totaling 3,585,600 to certain officers, employees and consultants for their services and sacrifices from January 1, 2024 to June 30, 2025. The compensation securities include: 1,460,600 options to buy common shares at $0.06 per share for a period of five years from the date of the grant, of which 980,600 were granted to three senior officers and/or directors; 1,275,000 Restricted Share Units which vest into common shares 6 months from the date of the grant; as well as 850,000 Deferred Share Units granted to independent directors, which vest into common shares on the retirement of the grantee director from the board.

    • Interest expense on the amounts due to related parties during the nine months ending September 30, 2025 totalled $6,976 (September 30, 2024 - $10,900).

      Compensation to related parties for period ended September 30,

      2025

      2024

      Compensation and contract fee expense of key management

      261,044

      249,296

      Value of DSUs/RSUs with officers and directors expensed (note 9)

      18,523

      17,135

      Value of stock options with officers and directors expensed (note 9)

      33,469

      243,854

      Accruals and payables owed to related parties at September 30,

      2025

      2024

      Rampton Resource Group Inc.

      166,983

      118,123

      Sans Peur Exploration Services Inc.

      52,800

      52,800

      Andre Rancourt

      6,050

      5,250

      Darrell Munro

      135,860

      93,110

      Ironstone Capital Corp.

      148,000

      104,500

      Total

      509,693

      373,783

  2. Capital stock

Authorized

Unlimited number of common shares

Share capital

Number of Shares

Amount

Balance, December 31, 2023

95,941,670

$ 7,516,365

Private placement: issuance of shares from 2023 (i)

1,975,001

29,612

Issuance of restricted share units (ii)

187,483

13,124

Private placement (iii)

701,667

17,129

Private placement (iv)

6,906,400

115,231

Private placement (v)

2,333,334

39,278

Balance, September 30, 2024

108,045,555

$ 7,730,739

Private placement(vii)

1,868,333

103,256

Issuance costs

-

(726)

Balance, December 31, 2024

109,913,888

$ 7,833,269

Issuance of restricted share units (ix)

187,482

13,124

Private placement (xi)

600,000

24,733

Private placement - flow-through (xii)

1,600,000

68,577

Issuance costs

-

(6,361)

Balance, September 30, 2025

112,301,370

$ 7,933,342

Share capital - shares to be issued

Number of Shares

Amount

Balance, December 31, 2023

1,975,001

$ 29,612

Private placement (i)

(1,975,001)

(29,612)

Balance, September 30, 2024

-

$ -

Balance, December 31, 2024

-

$ -

Balance, September 30, 2025

-

$ -

  1. On December 29, 2023, the Company closed a Common Share Private Placement for 1,975,001 Common Share Units at $0.06 per Unit totalling $118,500. Each Unit consists of one common share and one whole common share purchase warrant. Each whole warrant is exercisable into one common share at $0.09 expiring on December 29, 2027. The 1,975,001 warrants were valued at

    $88,888 using the Black Scholes valuation model, the inputs of which are disclosed below. Shares were issued on February 12, 2024.

  2. On January 30, 2024, the Company issued 187,483 common shares upon the vesting of 187,483 RSUs.

  3. On March 8, 2024, the Company closed a Common Share Private Placement for 701,667 Common Share Units at $0.06 per Unit totalling $42,100. Each Unit consists of one common share and one whole common share purchase warrant. Each whole warrant is exercisable into one common share at $0.09 expiring on March 31, 2026. The 701,667 warrants were valued at $24,971 using the Black Scholes valuation model, the inputs of which are disclosed below.

  4. On May 3, 2024, the Company closed a Common Share Private Placement for 6,906,400 Common Share Units at $0.06 per Unit totalling $414,384. Each Unit consists of one common share and one whole common share purchase warrant. Each whole warrant is exercisable into one common share at $0.09 expiring on May 3, 2028. The 6,906,400 warrants were valued at $299,158 using the Black Scholes valuation model, the inputs of which are disclosed below.

    9. Capital stock (continued)
  5. On September 30, 2024, the Company closed a Common Share Private Placement for 2,333,334 Common Share Units at $0.06 per Unit totalling $140,000. Each Unit consists of one common share and one whole common share purchase warrant. Each whole warrant is exercisable into one common share at $0.09 expiring on September 30, 2028. The 2,333,334 warrants were valued at

    $100,722 using the Black Scholes valuation model, the inputs of which are disclosed below.

  6. On November 5, 2024, 12,529,725 warrants and 218,757 broker warrants expired with a previously recorded value of $435,563.

  7. On December 30, 2024, the Company closed a Common Share Private Placement for 1,868,333 Common Share Units at $0.06 per Unit totalling $112,100. Each Unit consists of one common share and one whole common share purchase warrant. Each whole warrant is exercisable into one common share at $0.09 expiring on December 30, 2028. The 1,868,333 warrants were valued at

    $8,845 using the Black Scholes valuation model, the inputs of which are disclosed below.

  8. On December 30, 2024, 4,145,523 warrants and 367,503 broker warrants expired with a previously recorded value of $215,658.

  9. On January 30, 2025 a total of 187,482 Restricted Share Units vested and were exchange for common shares .

  10. On March 15, 2025, 1,318,517 warrants expired with a previously recorded value of $48,059.

  11. On March 31, 2025, the Company closed a Common Share Private Placement for 600,000 Common Share Units at $0.05 per Unit totalling $30,000. Each Unit consists of one common share and one whole common share purchase warrant. Each whole warrant is exercisable into one common share at $0.07 expiring on March 29, 2029. The 600,000 warrants were valued at $5,267 using the Black Scholes valuation model, the inputs of which are disclosed below.

  12. On March 31, 2025, the Company closed a Flow Through Private Placement for 1,600,000 Flow Through Units at $0.06 per Unit totalling $80,000. Each Unit consists of one common share and one whole common share purchase warrant. Each whole warrant is exercisable into one common share at $0.07 expiring on March 31, 2028. The 1,600,000 warrants were valued at $10,731 using the Black Scholes valuation model, the inputs of which are disclosed below.

    In conjunction with the offering, the Company paid finder's fees of $5,600 and granted 112,000 Broker Unit Warrants in relation to the common share offering. Each Broker Unit Warrant is exercisable into one common share at $0.08 expiring March 31, 2028. The Broker Unit Warrants were valued at $692 using the Black-Scholes valuation model, the inputs of which are disclosed below.

  13. On May 3, 2025, 869,819 warrants expired with a previously recorded value of $28,673.

  14. On August 30, 2025, 810,004 warrants expired with a previous recorded value of $36,751.

9. Capital stock (continued)

Warrants and Broker Warrants

Number of Warrants

Amount

Balance, December 31, 2023

23,969,049

$ 873,687

Granted - private placement common (iii)

701,667

24,970

Granted - private placement common (iv)

6,906,400

299,153

Balance, September 30, 2024

31,577,116

$ 1,197,810

Granted - private placement (v)

2,333,334

100,722

Expired - warrants (vi)

(12,748,482)

(435,563)

Granted - private placement (vii)

1,868,333

8,845

Expired - warrants (viii)

(4,513,026)

(215,658)

Balance, December 31, 2024

18,517,275

$ 656,156

Expired - warrants (x)

(1,318,517)

(48,059)

Granted - private placement (xi) (xii)

2,312,000

16,690

Expired - warrants (xiii)

(869,819)

(28,673)

Expired - warrants (xiv)

(810,004)

(36,754)

Balance, September 30, 2025

17,830,935

$ 559,360

Warrants

Exercisable and Outstanding at September 30, 2025

Exercise Price

Expiry date

1,716,700

$0.10

March 31, 2026

1,975,001

$0.09

December 29, 2027

701,667

$0.09

March 8, 2028

6,906,400

$0.09

May 3, 2028

2,333,334

$0.09

September 30, 2028

1,868,333

$0.09

December 30, 2028

1,600,000

$0.07

March 31, 2028

600,000

$0.07

March 31, 2029

Total

17,701,435

Broker Unit Warrants Exercisable and Outstanding at September 30, 2025

Exercise Price

Expiry date

17,500

$0.06

March 31, 2026

112,000

$0.08

March 31, 2028

Total 129,500

Warrants

Exercisable and Outstanding at September 30, 2024

Exercise Price

Expiry date

12,529,725

$0.15

November 5, 2024

1,001,670

$0.18

December 30, 2024

3,143,853

$0.20

December 30, 2024

1,318,517

$0.18

March 15, 2025

786,319

$0.18

May 4, 2025

83,500

$0.24

May 4, 2025

716,670

$0.20

August 30, 2025

1,716,700

$0.10

March 31, 2026

1,975,001

$0.09

December 29, 2027

701,667

$0.09

March 8, 2028

6,906,400

$0.09

May 3, 2028

2,333,334

$0.09

September 30, 2028

Total 33,213,356

9. Capital stock (continued)

Broker Unit Warrants Exercisable and Outstanding at September 30, 2024

Exercise Price

Expiry date

218,757

$0.12

November 5, 2024

14,584

$0.12

December 30, 2024

352,919

$0.15

December 30, 2024

93,334

$0.12

August 30, 2025

17,500

$0.06

March 31, 2026

Total 697,094

The following summarizes the assumptions used in the valuation of the warrants for September 30, 2025 and December 31, 2024.

Risk-free interest rate

2.66% - 3.73%

Volatility based on comparable companies

94.09%-96.23%

Expected dividend

0%

Forfeiture

0%

Expected option life

3-4 years

Stock options

The Company's Stock Option Plan is available to its directors, officers, employees and service providers. The number of options available is a maximum of 10% of the total number of issued and outstanding common shares. All issuances, including the vesting and exercise periods are approved by the Board.

Number of

Options

Weighted

Exercise Price

Expiry

Date

3,990,000

$0.15

July 21, 2027

4,333,631

$0.10

May 3, 2029

1,460,600

$0.06

September 10, 2030

Balance, September 30, 2025 9,784,231

$0.11

Total exercisable options as at September 30, 2025 9,784,231 (2024 - 7,613,737) with a weighted exercise price $0.11 (2024 - $0.13).

Share-based payment expense recognized for options in the six month period ending September 30 of 2025 was $33,469 (2024 - $243,854). The offsetting credit was charged to contributed surplus.

On July 21, 2022 the Company awarded 3,990,000 incentive options to management, directors, consultants and contractors. Each option is exercisable into one common share at $0.15; valid for a period of 5 years from the date of issuance. They vest in three separate equal segments of 1,330,000 (August 1, 2022, 2023 and 2024). Each tranche is expensed over its complete vesting period.

The fair value of all options was estimated of the date of grant using the Black-Scholes option pricing model with the following assumption: Risk free interest rate 2.96%, a volatility based on comparable companies of 93.68% with an expected option life 5 years.

On May 3, 2024 the Company issued of a total of 4,333,631 options to certain officers, employees and consultants (Recipients) of the Company in lieu of cash compensation as part of its ongoing efforts to incentivize its personnel without depleting cash resources. Each option is exercisable into one common share at a price of $0.10 for a period of 5 years from the date of issuance.

The fair value of the options was estimated as of the date of grant using the Black-Scholes option pricing model with the following assumption: Risk free interest rate 3.732%, a volatility based on comparable companies of 120.50% with an expected option life 5 years.

  1. Capital stock (continued)

    On September 10, 2025 the Company issued of a total of 1,460,600 options to certain officers, employees and consultants (Recipients) of the Company in lieu of cash compensation as part of its ongoing efforts to incentivize its personnel without depleting cash resources. Each option is exercisable into one common share at a price of $0.06 for a period of 5 years from the date of issuance.

    The fair value of the options was estimated as of the date of grant using the Black-Scholes option pricing model with the following assumption: Risk free interest rate 3.2916%, a volatility based on comparable companies of 93.68% with an expected option life 5 years.

    Restricted Share Units

    RSUs are used to compensate participants for their individual performance-based services achievements and corporate performance, and they are intended to supplement stock option awards. The Company determines the fair market value and the vesting schedule of RSUs at the time of grant. Under The Company's RSU/DSU Plan, the vesting date for RSUs shall be no later than the third anniversary of the date of grant and all share issuances in respect of the vested units shall be processed in full before the end of the particular calendar year. Non-vested RSUs are automatically forfeited if the grantee voluntarily leaves employment with the Company. Upon vesting of the RSUs, common shares are issued from treasury.

    On September 30, 2022 the Company awarded 628,699 Restricted Share Units (RSUs) to management, consultants and contractors. The RSUs vest in three separate equal segments, namely January 30 of 2023, 2024 and 2025. Each tranche is expensed over the full vesting period.

    On September 10, 2025 the Company awarded 1,275,000 Restricted Share Units (RSUs) to management, consultants and contractors. The RSUs vest March 10, 2026. The RSUs are expensed over the full vesting period.

    Deferred Share Units

    DSUs are used as a means of reducing the cash payable by the Company for amounts owing to non-employee directors. A DSU is a notional share that has a fair market value as determined by the Company at the grant date. DSUs are paid out to directors as common shares when they retire from the Board.

    On September 10, 2025 the Company granted 850,000 DSUs to independent directors, which vest into one common share.

  2. Capital management

The Company manages its capital structure and makes adjustments based on the funds available to the Company, in order to support the acquisition, exploration and development of mineral properties. The Board of Directors does not establish quantitative return on capital criteria but rather relies on the expertise of the Company's management to sustain future development of the business.

The Company considers its capital to be shareholders' equity, which is comprised of share capital,

reserves and a deficit, in the amount of $4,878,963 (December 31, 2024 - $5,115,458).

The Company's objective when managing capital is to obtain adequate levels of funding to support its exploration activities, to maintain the corporate and administrative functions necessary to support organizational functions and to obtain sufficient funding to further the identification and development of precious metals deposits. The Company raises capital, as necessary, to meet its needs and take advantage of perceived opportunities and, therefore, does not have a numeric target for its capital structure. Funds are primarily secured through equity capital raised by way of private placements and supplemented with debt as necessary. There can be no assurance that the Company will be able to continue raising equity capital in this manner.

  1. Capital management (continued)

    The Company reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable.

    There were no changes in the Company's approach to capital management in the year.

  2. Financial instruments and risk management Fair value

    The carrying values of the Company's financial instruments approximate their fair values due to the

    short-term maturity of these financial instruments.

    Credit risk

    Credit risk is the risk of potential loss to the Company if a counter party to a financial instrument fails to meet its payment obligations. The Company is exposed to credit risk with respect to its cash and other receivables.

    Liquidity risk

    Liquidity risk is the risk that the Company is not able to meet its financial obligations as they fall due.

    The Company's liquidity and operating results may be adversely affected if its access to capital markets is hindered, whether as a result of a downturn in stock market conditions generally or matters specific

    to the Company. The Company has historically generated cash flow from its financing activities. The Company manages liquidity risk through the management of its capital structure and financial leverage as outlined in Note 9. As at September 30, 2025, the Company's current liabilities which comprise accounts payable and accrued liabilities, demand notes payable and obligation due to related parties total $881,668. The Company will require additional funding to maintain corporate and administrative functions and to fund its continuing exploration activities and commitments.

    Market risk

    Market risk is the risk of loss that may arise from changes in market factors such as interest rates, foreign exchange rates and commodity prices. The Company is not exposed to any significant interest rate risk volatility or exchange rate volatility.

  3. Subsequent events

On October 1, 2025 the Company announced a 'best efforts' private consisting of any combination of common share (CS) units and flow-through (FT) units totaling up to $300,000. Each CS unit is priced at five cents, and consists of one common share and one-half common share purchase warrant. Each whole warrant is exercisable into one common share at a price of seven cents for a period of 36 months from the closing date. Each FT unit is priced at five cents, and consists of one flow-through share and one-half common share purchase warrant. Each whole warrant is exercisable into one common share at a price of eight cents for a period of 36 months from the closing date. The placement has not closed as of the date of these financial statements.