TSXV: NCP | OTCQB: NCPCF
NICKEL CREEK PLATINUM CORP.
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2024 AND 2023
(Expressed in Canadian Dollars)
MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL REPORTING
The consolidated financial statements for the year ended December 31, 2024, and the notes thereto, have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (IFRS Accounting Standards) and are the responsibility of the management of Nickel
Creek Platinum Corp. (the "Company"). The Financial Statements, where necessary, include amounts which are based on the best estimates and judgement of management.
The Company maintains a system of internal controls designed to provide reasonable assurance that the
Company's assets are safeguarded, transactions are executed and recorded in accordance with management's authorization, proper records are maintained and relevant and reliable financial information is produced. These controls include maintaining quality standards in hiring and training of employees, policies and procedures manuals, a corporate code of conduct and ethics and ensuring that there is proper accountability for performance within appropriate and well-defined areas of responsibility. The system of internal controls is further supported by a compliance function, which is designed to ensure that the Company and its employees comply with securities legislation and conflict of interest rules.
The Board of Directors is responsible for overseeing management's performance of its responsibilities for financial reporting and internal control. The Audit Committee, which is composed of non-executive directors, meets with management as well as the external auditors to ensure that management is properly fulfilling its financial reporting responsibilities to the Board who approve the Financial Statements. The external auditors have full and unrestricted access to the Audit Committee to discuss the scope of their audits and the adequacy of the system of internal controls, and to review financial reporting issues.
The external auditor, McGovern Hurley LLP, has been appointed by the Company's shareholders to render their opinion on these consolidated financial statements and their report is included herein.
"/s/ "Stuart Harshaw" | "/s/ "Joe Romagnolo" |
Stuart Harshaw, President and Chief Executive | Joe Romagnolo, Sr. Vice-President and Chief |
Officer | Financial Officer |
March 26, 2025 |
Independent Auditor's Report
To the Shareholders of Nickel Creek Platinum Corp.
Opinion
We have audited the consolidated financial statements of Nickel Creek Platinum Corp. and its subsidiaries (the "Company"), which comprise the consolidated statements of financial position as at December 31, 2024, and the consolidated statements of loss and comprehensive loss, consolidated statements of cash flows and consolidated statements of changes in shareholders' equity (deficiency) for the year then ended, and notes to the consolidated financial statements, including material accounting policy information.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as at December 31, 2024, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards ("IFRS").
Basis for opinion
We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada. We have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Emphasis of matter - Restated Comparative Information
We draw attention to Note 4 to the consolidated financial statements, which explains that information as at December 31, 2022 and 2023, and for the year ended December 31, 2023 has been restated.
Our opinion is not modified in respect of this matter.
Other matter
The consolidated financial statements of the Company for the year ended December 31, 2022 and 2023, excluding the adjustments that were applied to restate certain comparative information, were audited by another auditor who expressed an unmodified opinion on those statements on March 28, 2023 and March 25, 2024 respectively.
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As part of our audit of the consolidated financial statements for the year ended December 31, 2024, we also audited the adjustments that were applied to restate certain comparative information, as described in Note 4 to the consolidated financial statements. In our opinion, such adjustments are appropriate and have been properly applied. Other than with respect to the adjustments, we were not engaged to audit, review, or apply any procedures to the consolidated financial statements of the Company as at December 31, 2022 and 2023 and for the year ended
December 31, 2023. Accordingly, we do not express an opinion or any form of assurance on those financial statements taken as a whole.
Material uncertainty related to going concern
We draw attention to Note 1 in the consolidated financial statements, which indicates that the
Company incurred a net loss during the year ended December 31, 2024 and has ongoing losses, and has a need to obtain additional financing. As stated in Note 1, these events or conditions, along with other matters as set forth in Note 1, indicate that material uncertainties exist that cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Except for the matter described in the Material uncertainty related to going concern section, we have determined that there were no additional key audit matters to communicate in our report.
Other information
Management is responsible for the other information. The other information comprises Management's Discussion and Analysis.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.
We obtained Management's Discussion and Analysis prior to the date of this auditor's report. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
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Responsibilities of management and those charged with governance for the consolidated financial statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company's financial reporting process.
Auditor's responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risks of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty
Page 3
exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partner of the audit resulting in this independent auditor's report is Chris Milios.
McGovern Hurley LLP
Chartered Professional Accountants Licensed Public Accountants
Toronto, Ontario
March 26, 2025
Page 4
Nickel Creek Platinum Corp.
Consolidated Statements of Financial Position
(Expressed in Canadian dollars)
ASSETS
Current Assets
Cash and cash equivalents Amounts receivable Prepaid expenses
Notes December 31, 2024
December 31, 2023 (Restated -
Note 4)
5 $ 6
493,541 $ 12,998 11,799 518,338
468,085 $ 25,236 75,116 568,437
December 31, 2022 (Restated -
Note 4)
1,816,994 76,505 132,844 2,026,343
Non-Current Assets Equipment, net Right-of-use assets, net
TOTAL ASSETS LIABILITIES Current Liabilities
Account payable and accrued liabilities Lease liabilities - current
7 8
64,013 41,450 105,463
92,516 115,645
66,573 110,884
159,089 226,529
$
623,801
$
727,526
$
2,252,872
9, 13 10
$
222,186 $ 26,649 248,835
298,938 $ 355,177
25,942 101,617
324,880 456,794
Non-Current Liabilities Lease liabilities Reclamation provision
TOTAL LIABILITIES
SHAREHOLDERS' EQUITY (DEFICIENCY)
Share capital
Equity reserves Deficit
TOTAL SHAREHOLDERS' EQUITY (DEFICIENCY)
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY (DEFICIENCY)
Going Concern (Note 1)
Commitments (Note 19) and Contingencies (Note 20)
Subsequent Event (Note 21)
Approved on Behalf of the Board "/s/ "Myron Manternach"
10 11
15,102 566,000 829,937
38,839 17,319
540,000 528,000 903,719 1,002,113
12
146,863,681 18,074,833 (165,144,650)
145,725,790 144,357,343 17,694,744 16,995,424
(163,596,727)
(160,102,008)
(206,136)
(176,193) 1,250,759
$
623,801
$
727,526
$ 2,252,872
"/s/ "David Peat"
Director
Director
The accompanying notes are an integral part of these consolidated financial statements.
Nickel Creek Platinum Corp.
Consolidated Statements of Loss and Comprehensive Loss
(Expressed in Canadian dollars)
Notes
OPERATING EXPENSES
General and administrative expenses
Consulting and professional fees Depreciation
Foreign exchange (income) loss Insurance
Investor relations and business development Office, regulatory and other
Salaries and wages Share-based compensation
General and administrative expenses Exploration and evaluation expenses Loss before other items
1312(d),13
OTHER ITEMS
Interest expense Interest income
NET LOSS AND COMPREHENSIVE LOSS
2024
2023 (Restated -
Note 4)
$ 7, 8
165,063
23,082
$
280,589
88,815
(96)
2,336
60,175
67,672
48,629
236,961
217,316
257,521
424,740443,8701,382,779
644,794
652,619
2,231,307
14
184,081(1,566,860)
1,313,537
(3,544,844)
(4,175)23,112
(5,500)
$
(1,547,923)
$
55,625 (3,494,719)
BASIC AND DILUTED LOSS PER COMMON SHARE
$
(0.30)
$
(0.77)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING *
5,146,728
4,549,410
* Weighted average number of common shares outstanding and the net loss per common share have been retrospectively adjusted for the 100:1 share consolidation effected on August 19, 2024 (see Notes 1 and 12).
The accompanying notes are an integral part of these consolidated financial statements.
Nickel Creek Platinum Corp.
Consolidated Statements of Cash Flows
(Expressed in Canadian dollars)
December 31, | December 31, | ||
Notes | 2024 | 2023 | |
(Restated - | |||
Note 4) | |||
OPERATING ACTIVITIES | |||
Net loss for the year | $ | (1,547,923)$ | (3,494,719) |
Add (deduct) items not affecting cash | |||
Depreciation | 7,8 | 43,626 | 113,603 |
Interest Expense | 10 | 4,175 | 5,500 |
Reclamation provision | 11 | 26,000 | 12,000 |
Share-based compensation | 12(d) | 482,674 | 709,320 |
Unrealized foreign exchange (gain) loss | (432) | 284 | |
Changes in non-cash working capital balances | 16 | (1,402) | 51,758 |
Cash used in operating activities | (993,282) | (2,602,254) | |
INVESTING ACTIVITIES | |||
Proceeds on sale of equipment | 7 | 10,000 | - |
Cash provided by investing activities | 10,000 | - | |
FINANCING ACTIVITIES | |||
Proceeds from share issuance | 12 | 1,079,500 | 1,417,665 |
Share issue costs | 12 | (44,194) | (59,218) |
Principal lease payments | 10 | (27,205) | (104,818) |
Cash provided by financing activities | 1,008,101 | 1,253,629 | |
Effect of foreign exchange rate changes on cash and cash | |||
637 | (284) | ||
equivalents | |||
Increase (decrease) in cash and cash equivalents, net | 25,456 | (1,348,909) | |
CASH AND CASH EQUIVALENTS, BEGINNING OF THE YEAR | 468,085 | 1,816,994 | |
CASH AND CASH EQUIVALENTS, END OF THE YEAR | $ | 493,541$ | 468,085 |
Supplementary Cash Flow Information (Note 16) |
The accompanying notes are an integral part of these consolidated financial statements.
Nickel Creek Platinum Corp.
Consolidated Statements of Changes in Shareholders' Equity (Deficiency)
For the years ended December 31, 2024 and 2023
(Expressed in Canadian dollars)
Total
Number ofShareholders' CommonShares * ShareCapital
Equity
Reserves
Deficit Equity (Deficiency) At January 1, 2023 (Restated - Note 4) Private Placements
May 11, 2023 (Note 12(c))
Share issue costs
Share-based compensation (Note 12(d))
Vesting of restricted stock units (Note 12(d))Net loss for the year
At December 31, 2023 (Restated Note 4) At January 1, 2024 Private Placements
March 7, 2024 (Note 12(b)) Share issue costs
September 26, 2024 (Note 12(b)) Share issue costs
Exercise of deferred share units (Note 12(d))Share-based compensation (Note 12(d))
Net loss for the year
At December 31, 2024
4,346,246
315,037
--6,667
-
4,667,950
4,667,950
416,667
-505,000
-15,702--
5,605,319
$
144,357,343
1,417,665
(59,218)
-10,000
-
$
16,995,424
$
I
(160,102,008)
$
- -709,320(10,000)
- - ---
(3,494,719)
$ $
145,725,790 145,725,790
625,000
(22,498)
454,500
(21,696)102,585-
-
$ $
17,694,744 17,694,744
$ (163,596,727)
$ (163,596,727)
I
- -
I
- -(102,585)482,674
-
$ $
- - - ---
(1,547,923)
$ 146,863,681
$ 18,074,833
$ (165,144,650)
1,250,759
1,417,665 (59,218) 709,320 - (3,494,719)
(176,193)
(176,193)
625,000
(22,498)
454,500
(21,696)
-
482,674
(1,547,923)
$
(206,136)
* Pursuant to the 100:1 share consolidation effected on August 19, 2024, the Company's common shares outstanding have been retrospectively adjusted to reflect the share consolidation (see Notes 1 and 12).
The accompanying notes are an integral part of these consolidated financial statements.
