Mega Uranium Ltd.TSX: MGA

Forth Quarter Reports – September 30, 2024 Consolidated Financial Statements of Mega Uranium Ltd. (Audited)

· Issued by Mega Uranium Ltd.

CONSOLIDATED FINANCIAL STATEMENTS

YEARS ENDED SEPTEMBER 30, 2024 AND 2023

(EXPRESSED IN THOUSANDS OF CANADIAN DOLLARS)

MEGA URANIUM LTD.

Consolidated Statements of Financial Position

(In thousands of Canadian dollars, except for securities and per share amounts)

As at

As at

September 30,

September 30,

2024

2023

ASSETS

Current assets

$

367

Cash and cash equivalents (note 4)

$

347

Receivables and prepaid expenses (note 5)

163

310

Marketable securities (note 6)

27,564

25,281

Total current assets

28,094

25,938

Non-current assets

-

Restricted cash (note 7)

305

Long-term investment (note 9)

170,612

158,147

Property, plant and equipment, net

51

64

Right-of-use asset, net (note 10)

314

408

Total non-current assets

170,977

158,924

Total assets

$

199,071

$

184,862

EQUITY AND LIABILITIES

Current liabilities

$

1,646

Amounts payable and other liabilities (notes 11 and 14)

$

1,381

Due to broker (note 12)

15,094

8,624

Lease liabilities (note 13)

90

82

Total current liabilities

16,830

10,087

Non-current liabilities

249

Lease liabilities (note 13)

339

Deferred tax liabilities (note 24)

1,071

259

Total non-current liabilities

1,320

598

Total liabilities

18,150

10,685

Equity

285,022

Share capital (note 15)

283,623

Share option reserve (note 16)

68,491

67,795

Accumulated other comprehensive income

139,704

128,938

Deficit

(312,296)

(306,179)

Total equity

180,921

174,177

Total equity and liabilities

$

199,071

$

184,862

Commitments and obligations (note 20)

Subsequent events (note 25)

On behalf of the Board:

"Albert Contardi"

Director

"Larry Goldberg"

Director

The notes to the consolidated financial statements are an integral part of these statements.

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MEGA URANIUM LTD.

Consolidated Statements of Income (Loss) and Comprehensive Income

(In thousands of Canadian dollars, except for securities and per share amounts)

Year Ended

September 30,

2024

2023

Operating expenses

$

3,561

General and administrative expenses (note 18)

$

3,109

Exploration and evaluation expenditures (notes 16 and 19)

522

496

Operating loss

(4,083)

(3,605)

Loss from equity investment (note 8)

-

(727)

Loss on deemed disposition of equity investment (note 8)

-

(50)

Unrealized gain (loss) on marketable securities

(5,279)

1,165

Realized gain on marketable securities

1,136

108

Finance expenses

(1,264)

(311)

Other income (note 19)

2,516

55

Foreign exchange gain (loss)

17

(7)

Net loss before taxes

(6,957)

(3,372)

Deferred tax recovery (note 24)

840

7,793

Net income (loss) for the year

(6,117)

4,421

Other comprehensive income (loss)

Item that will be reclassified subsequently to profit and loss:

(48)

Exchange differences on translation of foreign operations

9

Item that will not be reclassified subsequently to profit and loss:

Change in fair value of long-term investment, net of tax expense

10,814

of $1,651 (2023 - $8,051) (note 9)

52,715

Other comprehensive income

10,766

52,724

Total comprehensive income for the year

$

4,649

$

57,145

Income (loss) per common share - basic (note 17)

$

(0.02)

$

0.01

Income (loss) per common share - diluted (note 17)

$

(0.02)

$

0.01

Weighted average number of common shares outstanding - basic (note 17)

367,132,193

360,258,170

Weighted average number of common shares outstanding - diluted (note 17)

367,132,193

367,605,859

The notes to the consolidated financial statements are an integral part of these statements.

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MEGA URANIUM LTD.

Consolidated Statements of Cash Flows

(In thousands of Canadian dollars, except for securities and per share amounts)

Year Ended

September 30,

2024

2023

Operating activities

$

(6,117)

Net income (loss) for the year

$

4,421

Adjustment for:

-

Loss on equity investment (note 8)

727

Loss on deemed disposition of equity investment (note 8)

-

50

Unrealized loss (gain) on marketable securities

5,279

(1,165)

Realized gain on marketable securities

(1,136)

(108)

Proceeds from sale of marketable securities

4,652

254

Purchase of marketable securities

(9,742)

(6,159)

Amortization

107

95

Lease modification

-

(6)

Stock-based compensation

1,256

999

Finance expenses

38

32

Deferred tax recovery

(840)

(7,793)

Other income

(1,325)

-

Non-cash working capital items:

147

Receivables and prepaid expenses

393

Amounts payable and other liabilities

265

131

Due to broker

6,470

7,485

Net cash used in operating activities

(946)

(644)

Financing activities

839

Proceeds from exercise of options and warrants

595

Lease payments (note 13)

(120)

(103)

Net cash provided by financing activities

719

492

Investing activities

-

Additional investment in equity investment (note 8)

(17)

Purchase of property, plant and equipment

-

(12)

Release of restricted cash

305

-

Net cash provided by (used in) investing activities

305

(29)

Effect of exchange rate changes on cash and cash equivalents held in foreign currencies

(58)

18

Net change in cash and cash equivalents

20

(163)

Cash and cash equivalents, beginning of year

347

510

Cash and cash equivalents, end of year

$

367

$

347

The notes to the consolidated financial statements are an integral part of these statements.

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MEGA URANIUM LTD.

Consolidated Statements of Equity

(In thousands of Canadian dollars, except for securities and per share amounts)

Accumulated

Number of

Share

other

common

Share

option

comprehensive

Total

shares

capital

reserve

income

Deficit

equity

Balance, September 30, 2022

358,935,636

$

282,620

$

67,204

$

76,214

$

(310,600)

$

115,438

Exercise of stock options

4,050,000

1,003

(408)

-

-

595

Stock-based compensation

-

-

999

-

-

999

Net income for the year

-

-

-

-

4,421

4,421

Other comprehensive income

-

-

-

52,724

-

52,724

Balance, September 30, 2023

362,985,636

283,623

67,795

128,938

(306,179)

174,177

Exercise of stock options

7,970,000

1,399

(560)

-

-

839

Stock-based compensation

-

-

1,256

-

-

1,256

Net loss for the year

-

-

-

-

(6,117)

(6,117)

Other comprehensive income

-

-

-

10,766

-

10,766

Balance, September 30, 2024

370,955,636

$

285,022

$

68,491

$

139,704

$

(312,296)

$

180,921

The notes to the consolidated financial statements are an integral part of these statements. - 4 -

MEGA URANIUM LTD.

Notes to Consolidated Financial Statements Years Ended September 30, 2024 and 2023

(In thousands of Canadian dollars, except for securities and per share amounts)

1. Nature of business

Mega Uranium Ltd. ("Mega" or the "Company") was incorporated in 1990 under the laws of the Province of Ontario and its shares are publicly traded on the Toronto Stock Exchange (the "TSX") under the symbol "MGA". The Company is domiciled in the Province of Ontario, Canada and its registered office is located at 217 Queen Street West, Suite 401, Toronto, Ontario, Canada, M5V 0R2.

Mega has a uranium resource project and interests in exploration properties in Australia and equity investments in uranium-focused companies.

Mega has not yet determined whether its resource property contains reserves that are economically recoverable. The recoverability of the amounts shown for mineral properties and related expenditures is dependent upon various factors, including the future selling price of uranium, the existence of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete exploration and development, government permitting policies and regulations, and future profitable production or proceeds from property disposition.

In addition to the Company's own exploration and development activities, Mega participates indirectly in the uranium sector through its securities holdings in other companies, including its significant long-term investment in NexGen Energy Ltd. ("NexGen") (NXE:TSX), its equity accounted investment in Toro Energy Limited ("Toro") (TOE:ASX), and marketable securities of other uranium-focused issuers. NexGen is an exploration and development stage entity engaged in the acquisition, exploration and evaluation of uranium properties in Canada. Toro's principal activities include the development of the Wiluna Uranium Project and exploration and evaluation of its tenement holdings.

These consolidated financial statements ("consolidated statements") were approved by the Company's Board of Directors on December 17, 2024.

2. Basis of preparation

  1. Statement of compliance:

These consolidated statements have been prepared in accordance with International Financial Reporting Standards ("IFRS"), as issued by the International Accounting Standards Board and interpretations of the International Financial Reporting Committee. The material accounting policies are presented in note 3 and have been consistently applied in each of the years presented. Significant accounting estimates, judgments and assumptions used or exercised by management in the preparation of these consolidated statements are presented below.

  1. Basis of presentation:

These consolidated statements have been prepared using the historical cost convention, except for some financial instruments, which have been measured at fair value. All monetary references expressed in these notes are references to Canadian dollar amounts ("$") except as otherwise noted.

  1. Basis of consolidation:

These consolidated statements include the accounts of Mega and its wholly owned subsidiaries: Maple Resources Inc. ("Maple"), Uranium Mineral Ventures Inc. ("UMVI"), Mega Georgetown Pty Ltd. ("Georgetown"), Mega Hindmarsh Holdings Pty Ltd. ("Hindmarsh"), Mega Redport Holdings Pty Ltd. ("Redport"), Monster Copper Corporation ("Monster"), Nu Energy Uranium Corporation ("Nu Energy"), and Northern Lorena Resources Ltd. ("Lorena"). The Company has additional indirect subsidiaries that are wholly owned by its subsidiaries.

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