TSXV: NCP | OTCQB: NCPCF
NICKEL CREEK PLATINUM CORP. CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTSFor the three months ended March 31, 2025 (Unaudited)
(Expressed in Canadian Dollars)
NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTSUnder National Instrument 51-102, Part 4, subsection 4.3(3) (a), if an auditor has not performed a review of the unaudited 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 Nickel Creek Platinum
Corp. (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 in accordance with standards established by the Canadian Institute of Chartered Professional Accountants for a review of interim financial statements by an entity's auditor.
(Expressed in Canadian dollars) (Unaudited) | March 31, | December 31, | |||
Notes | 2025 | 2024 | |||
ASSETS | |||||
Current Assets | |||||
Cash and cash equivalents | 5 | $ | 216,534 | $ | 493,541 |
Amounts receivable | 6 | 11,701 | 12,998 | ||
Prepaid expenses | 59,790 | 11,799 | |||
288,025 | 518,338 | ||||
Non-Current Assets | |||||
Equipment, net | 7 | 60,812 | 64,013 | ||
Right-of-use assets, net | 8 | 35,221 | 41,450 | ||
96,033 | 105,463 | ||||
TOTAL ASSETS | $ | 384,058 | $ | 623,801 | |
LIABILITIES | |||||
Current Liabilities | |||||
Accounts payable and accrued liabilities | 9 | $ | 184,468 | $ | 222,186 |
Lease liabilities - current | 10 | 20,828 | 26,649 | ||
205,296 | 248,835 | ||||
Non-Current Liabilities | |||||
Lease liabilities | 10 | 15,647 | 15,102 | ||
Reclamation provision | 566,000 | 566,000 | |||
TOTAL LIABILITIES | 786,943 | 829,937 | |||
SHAREHOLDERS' DEFICIENCY | |||||
Share capital | 11 | 146,956,551 | 146,863,681 | ||
Equity reserves | 17,993,963 | 18,074,833 | |||
Deficit | (165,353,399) | (165,144,650) | |||
TOTAL SHAREHOLDERS' DEFICIENCY | (402,885) | (206,136) | |||
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIENCY | $ | 384,058 | $ | 623,801 | |
Going Concern (Note 1)
Commitments and Contingencies (Note 16) Subsequent Event (Note 17)
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
(Expressed in Canadian dollars, except share amounts) (Unaudited)
Three Months Ended March 31, | ||||
Notes | 2025 | 2024 | ||
(Restated Note 4) | ||||
OPERATING EXPENSES General and administrative expenses | ||||
Consulting and professional fees | $ | 21,709 | $ | 31,573 |
Depreciation | 7, 8 | 5,770 | 5,770 | |
Foreign exchange loss | 237 | 259 | ||
Insurance | 11,042 | 15,915 | ||
Investor relations and business development | 6,310 | 31,739 | ||
Office, regulatory and other | 39,817 | 66,492 | ||
Salaries and benefits | 12 | 79,634 | 171,120 | |
Share-based compensation | 11 | 12,000 | 97,287 | |
General and administrative expenses | 176,519 | 420,155 | ||
Exploration and evaluation expenses | 13 | 33,630 | 58,715 | |
Loss before other items | (210,149) | (478,870) | ||
OTHER ITEMS | ||||
Interest expense | (1,074) | (842) | ||
Interest income | 2,474 | 5,622 | ||
NET LOSS AND COMPREHENSIVE LOSS | $ | (208,749) | $ | (474,090) |
BASIC AND DILUTED LOSS PER COMMON SHARE | $ | (0.04) | $ | (0.10) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | 5,619,663 | 4,782,422 | ||
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
Condensed Consolidated Interim Statements of Cash Flows
(Expressed in Canadian dollars) (Unaudited)
Three Months Ended March 31,
Notes | 2025 | 2024 | ||
(Restated Note 4) | ||||
OPERATING ACTIVITIES | ||||
Net loss for the period | $ (208,749) | $ | (474,090) | |
Add (deduct) items not affecting cash | ||||
Depreciation | 7,8 | 9,430 | 10,906 | |
Interest expense | 1,074 | 842 | ||
Reclamation provision | - | (1,000) | ||
Share-based compensation | 12,000 | 104,859 | ||
Unrealized foreign exchange loss | 7 | 47 | ||
Changes in non-cash working capital balances | 15 | (84,412) | (38,200) | |
Cash used in operating activities | (270,650) | (396,636) | ||
FINANCING ACTIVITIES | ||||
Proceeds from share issuance | - | 625,000 | ||
Share issue costs | - | (22,498) | ||
Lease payments | (6,350) | (6,165) | ||
Cash (used) provided by financing activities | (6,350) | 596,337 | ||
Effect of foreign exchange rate changes on cash and cash equivalents | (7) | 341 | ||
Increase (decrease) in cash and cash equivalents, net | (277,007) | 200,042 | ||
CASH AND CASH EQUIVALENTS, BEGINNING OF THE PERIOD | 493,541 | 468,085 | ||
CASH AND CASH EQUIVALENTS, END OF THE PERIOD | $ 216,534 | $ | 668,127 |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
Nickel Creek Platinum Corp.
Condensed Consolidated Interim Statements of Changes in Shareholders' Equity (Deficiency)
For the three months ended March 31, 2025 and 2024
(Expressed in Canadian dollars, except share amounts) (Unaudited)
Total | |||||||||
Number of | Shareholders' | ||||||||
Common | Share | Equity | Equity | ||||||
Shares | Capital | Reserves | Deficit | (Deficiency) | |||||
At January 1, 2024 | 4,667,950 | $ | 145,725,790 | $ | 17,694,744 | $ | (163,596,727) | $ | (176,193) |
Private Placement | |||||||||
March 7, 2024 | 416,667 | 625,000 | - | - | 625,000 | ||||
Share issuance costs | - | (22,498) | - | - | (22,498) | ||||
Share-based compensation (Note 11(b)) | - | - | 104,859 | - | 104,859 | ||||
Net loss for the period | - | - | - | (474,090) | (474,090) | ||||
At March 31, 2024 (Restated Note 4) | 5,084,617 | $ | 146,328,292 | $ | 17,799,603 | $ | (164,070,817) | $ | 57,078 |
At January 1, 2025 | 5,605,319 | $ | 146,863,681 | $ | 18,074,833 | $ | (165,144,650) | $ | (206,136) |
Exercise of deferred share units (Note 11(b)) | 22,649 | 92,870 | (92,870) | - | - | ||||
Share-based compensation (Note 11(b)) | - | - | 12,000 | - | 12,000 | ||||
Net loss for the period | - | - | - | (208,749) | (208,749) | ||||
At March 31, 2025 | 5,627,968 | $ | 146,956,551 | $ | 17,993,963 | $ | (165,353,399) | $ | (402,885) |
The accompanying notes are an integral part of these condensed consolidated interim financial statements.
(Expressed in Canadian dollars, unless otherwise indicated) (Unaudited)
-
NATURE OF OPERATIONS AND GOING CONCERN
Nickel Creek Platinum Corp., ("Nickel Creek Platinum" or the "Company") is a public company incorporated in British Columbia. The Company's common shares were voluntarily delisted on the Toronto Stock Exchange (the "TSX"), commenced trading on the TSX Venture Exchange (the "TSXV") on December 23, 2024, continues to trade under the symbol NCP, and on the OTCQB under the symbol NCPCF. The Company's registered office is at 1700 - 666 Burrard Street, Vancouver, British Columbia, Canada, V6C 2X8, and the head office is located at 2896 South Sheridan Way, Suite 202, Oakville, Ontario L6J 7T4.
The Company's principal business activity is the exploration and evaluation of nickel and platinum group metals ("PGM") mineral properties in North America. The Company's principal asset is its 100%-owned nickel-copper-PGM project, located in the Yukon Territory, Canada ("Nickel Shäw Project"). The Company also maintains environmental baseline activities, considers optimization alternatives and seeks other opportunities.
These unaudited condensed consolidated interim financial statements ("Interim Financial Statements") have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board ("IFRS Accounting Standards") applicable to a going concern entity, which contemplates the realization of assets and settlement of liabilities in the normal course of business as they become due.
The Company's continuing operations are entirely dependent upon the existence of economically recoverable mineral reserves, the ability of the Company to obtain the necessary financing to continue the exploration and development of its mineral property interests and to obtain and maintain the permits necessary to mine and process, and future profitable production from, or proceeds from the disposition of, its mineral property interests.
The Company has a history of losses with no operating revenue, an accumulated deficit at March 31, 2025 of
$165.4 million (December 31, 2024 - $165.1 million), a total shareholders' equity deficiency at March 31, 2025 of $0.4 million (December 31, 2024 - $0.2 million) and working capital at March 31, 2025 of $0.1 million (December 31, 2024 - $0.3 million).
For the near future, the Company will continue to require additional sources of financing to fund ongoing operating costs and exploration and development of its Nickel Shäw Project and management is currently considering alternative sources of funding. Although the Company announced on April 24, 2025 its intention to raise total gross proceeds of approximately $350,000 through a non-brokered private placement (see Note 17) and raised total gross proceeds of approximately $1.1 million through non-brokered private placements in March 2024 and September 2024, with the Company's largest shareholder, Electrum Strategic Opportunities Fund L.P. ("Electrum"), being the sole investor in all these private placements, the Company will require additional funding and there can be no assurance that the Company will be able to obtain additional financing in the future or that such financing will be on terms acceptable to management for it to be able to meet its current liabilities as they come due. If the Company is unable to obtain adequate additional financing, the Company will need to further curtail its activities until additional funds can be raised.
Due to operating losses, the Company's continuance as a going concern is dependent upon its ability to obtain adequate financing to fund ongoing planned operating costs and planned activities at its Nickel Shäw Project. These factors raise material uncertainties that may cast significant doubt as to the Company's ability to continue as a going concern and the ultimate use of accounting principles applicable to a going concern.
Management believes that the Company will be able to continue as a going concern for the near future and realize its assets and discharge its liabilities and commitments in the normal course of business. These
consolidated financial statements do not reflect the adjustments to the carrying value of assets and liabilities and the reported expenses and balance sheet classifications that would be necessary if the Company were unable to realize its assets and settle its liabilities as a going concern in the normal course of operations. Such adjustments could be material.
-
BASIS OF PREPARATION
Statement of Compliance
These Interim Financial Statements have been prepared in accordance with IFRS Accounting Standards, effective for the three months ended March 31, 2025 and 2024, issued by the IFRS Interpretations Committee ("IFRS IC"), applicable to the preparation of unaudited interim consolidated financial statements, including International Accounting Standard ("IAS") 34, Interim Financial Reporting ("IAS 34"). These Interim Financial Statements should be read in conjunction with the audited annual consolidated financial statements of the Company for the years ended December 31, 2024 and 2023, which were prepared in accordance with IFRS and are publicly available at https://www.sedarplus.ca ("SEDAR+"). Certain balances in the comparative financial statements have been reclassified to conform to the current year's presentation. These reclassifications had no effect on the reported results of operations.
These Interim Financial Statements were reviewed and approved by the Audit Committee on May 2, 2025.
Measurement Basis
These Interim Financial Statements are prepared under the historical cost convention. In addition, these financial statements have been prepared using the accrual basis of accounting except for cash flow information.
All amounts are presented in the Company's functional currency, which is the Canadian dollar.
-
MATERIAL ACCOUNTING POLICY INFORMATION
The accounting policies and the significant judgements, estimates and assumptions used in the preparation of these Interim Financial Statements are those applied in Note 3 of the Company's audited annual consolidated financial statements for the years ended December 31, 2024 and 2023, and have been consistently applied throughout all periods presented as if these policies had always been in effect.
The preparation of the Interim Financial Statements in conformity with IAS 34 requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. Actual results may differ from such estimates.
New accounting standards adopted effective January 1, 2025
There have been no new IFRS accounting standards, interpretations or amendments effective during the three months ended March 31, 2025, which are of potential significance to the Company.
Future changes in accounting standards, which are not yet effective at March 31, 2025
There have been no new IFRS accounting pronouncements issued during the three months ended March 31, 2025 with respect to new standards, interpretations and amendments to be effective subsequent to the three-month period ended March 31, 2025, which are of potential significance to the Company.
-
CHANGE IN ACCOUNTING POLICY
During the year ended December 31, 2024, the Company changed its accounting policy of capitalizing exploration and evaluation expenditures to expensing such expenditures. The Company believes that expensing exploration and evaluation expenditures as incurred provides more reliable and relevant financial information. The cost of exploration properties, including the cost of acquiring prospective properties and exploration rights, and exploration and evaluation costs are expensed until it has been established that a mineral property is commercially viable. Previously, the Company capitalized these amounts.
The following are reconciliations of the Company's consolidated financial statements for the three month period ended March 31, 2024.
Consolidated Statements of Loss and Comprehensive
Loss
For the three months ended March 31, 2024
As Previously
Reported
Adjustment
Restated
OPERATING EXPENSES
General and administrative expenses
Consulting and professional fees
$
31,573
$
-
$
31,573
Depreciation
5,770
-
5,770
Foreign exchange loss
259
-
259
Insurance
15,915
-
15,915
Investor relations and business development
31,739
-
31,739
Office, regulatory and other
66,492
-
66,492
Salaries and wages
171,120
-
171,120
Share-based compensation
97,287
-
97,287
General and administrative expenses
420,155
-
420,155
Exploration and evaluation expenses
43,860
14,855
58,715
Loss before other items
(464,015)
(14,855)
(478,870)
OTHER ITEMS
Interest expense
(842)
-
(842)
Interest income
5,622
-
5,622
NET LOSS AND COMPREHENSIVE LOSS
$
(459,235)
$
(14,855)
$
(474,090)
BASIC AND DILUTED LOSS PER COMMON SHARE
$
(0.10)
$
(0.10)
Consolidated Statements of Cash Flows
For the three months ended March 31, 2024
As Previously
Reported
Adjustment
Restated
OPERATING ACTIVITIES
Net loss for the year
$
(459,235)
$
(14,855)
$
(474,090)
Add (deduct) items not affecting cash
Depreciation
10,906
-
10,906
Interest expense
842
-
842
Reclamation provision
-
(1,000)
(1,000)
Share-based compensation
104,859
-
104,859
Unrealized foreign exchange loss
47
-
47
Changes in non-cash working capital balances
8,133
(46,333)
(38,200)
Cash used in operating activities
(334,448)
(62,188)
(396,636)
INVESTING ACTIVITIES
Exploration and evaluation expenditures
(62,188)
62,188
-
Cash used in investing activities
(62,188)
62,188
-
FINANCING ACTIVITIES
Proceeds from share issuance
625,000
-
625,000
Share issue costs
(22,498)
-
(22,498)
Principal lease payments
(6,165)
-
(6,165)
Cash provided by financing activities
596,337
-
596,337
Effect of foreign exchange rate changes on cash and cash equivalents
341
-
341
Increase in cash and cash equivalents, net
200,042
-
200,042
CASH AND CASH EQUIVALENTS, BEGINNING OF THE PERIOD
468,085
-
468,085
CASH AND CASH EQUIVALENTS, END OF THE PERIOD
$
668,127
$
-
$
668,127
-
CASH AND CASH EQUIVALENTS
The cash and cash equivalents balance of $216,534 at March 31, 2025 (December 31, 2024 - $493,541) includes
$7,240 of cash and cash equivalents denominated in US dollars (December 31, 2024 - $7,881).
-
AMOUNTS RECEIVABLE
Amounts receivable consists of goods and services tax receivable of $11,701 at March 31, 2025 (December 31, 2024 - $12,998).
-
EQUIPMENT
Computer Equipment &
Software
Exploration Equipment
Shelter
Total
Cost
At December 31, 2024 and March
31, 2025
$
182,369
$
129,762
$
410,790
$
722,921
Accumulated depreciation
At December 31, 2024
(182,369)
(110,712)
(365,827)
(658,908)
Depreciation for the period
-
(953)
(2,248)
(3,201)
At March 31, 2025
$
(182,369)
$
(111,665)
$
(368,075)
$
(662,109)
Net carrying value
At December 31, 2024
$
-
$
19,050
$
44,963
$
64,013
At March 31, 2025
$
-
$
18,097
$
42,715
$
60,812
Depreciation relating to equipment for the three-month period ended March 31, 2024 was $4,626.
-
RIGHT-OF-USE ASSETS
Cost
Office Leases
Surface Leases
Total
At December 31, 2024 and March
31, 2025
$
46,163
$
24,150
$
70,313
Accumulated depreciation
Office Leases
Surface Leases
Total
At December 31, 2024
(23,082)
(5,781)
(28,863)
Depreciation for the period
(5,770)
(459)
(6,229)
At March 31, 2025
$
(28,852)
$
(6,240)
$
(35,092)
Net carrying value
Office Leases
Surface Leases
Total
At December 31, 2024
$
23,081
$
18,369
$
41,450
At March 31, 2025
$
17,311
$
17,910
$
35,221
The Company's corporate office lease expires in December 2025 with no renewal options, and the remaining surface lease is at Nickel Shäw Project with an expiry date in 2034.
Depreciation relating to right-of-use assets for the three-month period ended March 31, 2024 was $6,280.
-
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
March 31,
2025
December 31,
2024
Trade payable and accrued liabilities
$
181,129
$
218,848
Other liabilities
3,339
3,338
$
184,468
$
222,186
Trade payable and accrued liabilities consist of amounts outstanding for trade and other purchases related to exploration and operating activities, and are normally due on 30 to 90 day terms. Other liabilities consist primarily of employee and director related accrued liabilities.
-
LEASE OBLIGATIONS
The Company's leases are for office space and a surface lease at the Nickel Shäw Project. The following are the undiscounted and discounted lease obligations at a discount rate of 7.5% at March 31, 2025 and December 31, 2024:
Discounted
March 31, 2025
December 31, 2024
Balance, beginning of year
$
41,751
$
64,781
Interest expense
1,074
4,175
Lease payments
(6,350)
(27,205)
Balance, end of year
$
36,475
$
41,751
Current portion of lease liabilities
$
20,828
$
26,649
Long-term portion of lease liabilities
$
15,647
$
15,102
Undiscounted
March 31,
2025
December 31,
2024
Current
$
21,595
$
27,945
Non-current
20,360
20,360
$
41,955
$
48,305
-
SHARE CAPITAL
Authorized Share Capital
The Company is authorized to issue an unlimited number of common voting shares without par value.
The Company is authorized to issue an unlimited number of preferred shares, which are without par value. Preferred shares are issuable in series, with rights and terms of each series to be fixed in the resolution of the Board of Directors ("Board") creating the series. Preferred shares will have only those voting rights authorized by the Board in the resolution creating the series, provided that preferred shares of any series must approve changes to the rights, privileges, restrictions and conditions attaching to that series of preferred shares. No preferred shares have been issued and none are outstanding.
Share-Based Compensation and Warrants
Share-based Compensation
For the three months ended March 31, 2025 and 2024, share-based compensation related to stock options
("Options") and deferred share units ("DSUs") totalled $12,000 (March 31, 2024 - $104,859). Of this amount,
$12,000 (March 31, 2024 - $97,287) was charged to general and administrative expenses and $nil (March 31, 2024 - $7,572) was recorded to exploration and evaluation expenses.
Stock Options
There were no Option transactions during the three-month period ended March 31, 2025 and there remains no outstanding balance at March 31, 2025.
Deferred Share Units
The following table summarizes the DSU transactions from January 1, 2025 through March 31, 2025:
Number of
DSU's
At January 1, 2025
117,742
Granted
23,528
Exercised
(22,649)
At March 31, 2025
118,621
During the three-month period ended March 31, 2025, 22,649 DSUs were redeemed into Common Shares of the Company by a former director and the cost of $92,870 was allocated from equity reserves to share capital.
Subject to the terms and conditions of the Share-Based Compensation Plan, each DSU is redeemable for one Common Share of the Company. At the sole discretion of the Company, DSU redemptions may be settled by cash payment, by share issuance or by purchase of shares in the open market, or any combination thereof.
Warrants
There were no warrant transactions during the three-month period ended March 31, 2025.
At March 31, 2025, there were 1,397,691 (December 31, 2024 - 1,397,691) warrants outstanding, with a weighted-average exercise price of $11.44 (December 31, 2024 - $11.44) and a weighted-average remaining life of 0.5 years (December 31, 2024 - 0.8 years), as follows:
March 31, 2025
Expiry Date
Exercise Price
Outstanding
April 7, 2025
10.00
134,366
May 10, 2025
12.50
152,246
June 5, 2025
10.00
305,634
June 11, 2025
10.00
199,990
June 12, 2025
10.00
59,100
April 23, 2026
15.00
318,836
April 28, 2026
15.00
70,000
May 11, 2026
8.00
157,519
1,397,691
-
RELATED PARTY TRANSACTIONS & KEY MANAGEMENT COMPENSATION
The Company has identified its current and former directors and senior officers as its key management personnel, and the compensation costs for key management personnel were recorded at their exchange amounts as agreed by transacting parties.
During the three-month period ended March 31, 2025, the Company recorded consulting fees of $nil to a party related to the Chief Executive Officer (March 31, 2024 - $10,500).
At March 31, 2025, amounts due to related parties totalled $nil (December 31, 2024 - $530) related to business expense reimbursements.
Electrum participated in the March 2024 Private Placement with the purchase of 416,667 Common Shares for
$625,000.
The compensation paid or payable to key management for services rendered is shown below:
Three Months Ended March 31,
2025
2024
Cash fees to directors
$
-
$
7,875
Salaries
66,250
132,500
Share-based compensation
12,000
72,369
$
78,250
$
212,744
-
EXPLORATION AND EVALUATION EXPENSES
Three Months Ended March 31,
2025
2024
Consulting, professional fees and other
$
5,438
$
11,152
Depreciation
3,660
5,136
Environmental, permitting and other
24,532
34,855
Share-based compensation
-
7,572
$
33,630
$
58,715
-
FAIR VALUE MEASUREMENTS
IFRS defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an arm's length transaction between market participants at the measurement date. When appropriate, the Company adjusts the valuation models to incorporate a measure of credit risk.
The estimated fair values of cash and cash equivalents, amounts receivable, accounts payable and other liabilities, and due to related parties, which are all measured at amortized cost, approximate their respective carrying values due to the short-term maturity of these financial instruments.
-
SUPPLEMENTAL CASH INFORMATION
Three Months Ended March 31,
2025
2024
Changes in non-cash working capital balances
Decrease in amounts receivable
$
1,297
$
5,687
(Increase) decrease in prepaid expenses
(47,991)
53
Decrease in accounts payable and accrued liabilities
(37,718)
(43,940)
$
(84,412)
$
(38,200)
-
COMMITMENTS AND CONTINGENCIES
Exploration Cooperation Agreement
The Company entered into an Exploration Cooperation Agreement ("ECA") in August 2012 with the Kluane First Nation ("KFN") in the Yukon to support Nickel Creek Platinum's exploration program and environmental studies associated with the development of the Nickel Shäw Project.
Short-Term Leases and Other
The Company's activities are subject to various provincial and federal laws and regulations governing the protection of the environment. These laws and regulations are continually changing and are generally becoming more restrictive. The Company conducts its operations to protect public health and the environment, and believes its operations are materially in compliance with all applicable laws and regulations. The Company has made, and expects to continue to make in the future, filings and expenditures to comply with such laws and regulations.
The Company does not have contractual agreements for any short-term office lease agreement or contracts for corporate office equipment.
Contingencies
The Company accrues for liabilities when it is probable and the amount can be reasonably estimated.
The Company may be involved in legal proceedings from time to time arising in the ordinary course of its business.
An employment contract between the Company and its President and Chief Executive Officer ("CEO") provides for the following:
At March 31, 2025, upon termination without cause, the CEO is entitled to a maximum severance of 12 months of his salary (prior to the voluntary 50% salary reduction) plus benefits. The estimated contingent liability at March 31, 2025 amounts to approximately $286,000.
At March 31, 2025, in the event of a change of control and within 12 months thereafter his employment is terminated without cause or other triggering event (as defined in the contract) occurs, the CEO is entitled to a maximum severance of 18 months of his salary (prior to the voluntary 50% salary reduction) plus benefits. The estimated contingent liability at March 31, 2025 amounts to approximately $431,000.
An employment contract between the Company and its Chief Financial Officer ("CFO") provides for the following:
At March 31, 2025, upon termination without cause, the CFO is entitled to a severance of 12 months of his salary plus one month's salary per completed year of service (prior to the voluntary 50% salary reduction) with the potential maximum severance being 24 months' salary. The estimated contingent liability at March 31, 2025 (20 months' salary) amounts to approximately $417,000.
At March 31, 2025, in the event of a change of control, and within 12 months thereafter his employment is terminated without cause or other triggering event (as defined in the contract) occurs, the CFO is entitled to a maximum severance of 24 months of his salary (prior to the voluntary 50% salary reduction). The estimated contingent liability at March 31, 2025 amounts to approximately $500,000.
As a triggering event has not occurred, these contingent obligations have not been recorded in these financial statements.
- SUBSEQUENT EVENT
On April 24, 2025, the Company announced its intention to issue on a non-brokered private placement basis 584,000 units of the Company ("Units") at a price of $0.60 per Unit, for aggregate gross proceeds to the Company of approximately $350,000 (collectively the "2025 Private Placement").
Each Unit will consist of one common share in the capital of the Company (each, a "Common Share") and one common share purchase warrant (each, a "Warrant"), with each Warrant exercisable into one common share (each, a "Warrant Share") at an exercise price of $0.60 for a period of three (3) years from the date of issuance, subject to adjustment upon certain customary events. The Company announced that the Company's major shareholder, Electrum, will be the sole participant in the 2025 Private Placement.
