Pjx Resources Inc.TSXV: PJX

December 31, 2024 Audited Financial Statements

· Issued by Pjx Resources Inc.

PJX RESOURCES INC.

Financial Statements

Years ended December 31, 2024 and 2023

The accompanying financial statements of PJX Resources Inc. (the "Company") are the responsibility of the Board of Directors.

These financial statements have been prepared by management, on behalf of the Board of Directors, in accordance with the accounting policies disclosed in the notes to the financial statements. Where necessary, management has made informed judgments and estimates in accounting for transactions which were not complete at the end of the reporting period. In the opinion of management, the financial statements have been prepared within acceptable limits of materiality and are in accordance with International Financial Reporting Standards, as issued by the International Accounting Standards Board.

Management has established processes, which are in place to provide it sufficient knowledge to support management representations that it has exercised reasonable diligence that (i) financial statements do not contain any untrue statement of material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it is made, as of the date of, and for the periods presented by, the financial statements and (ii) the financial statements fairly present in all material respects the financial condition, results of operations and cash flows of the Company, as of the date of and for the periods presented by the financial statements.

The Board of Directors is responsible for reviewing and approving the financial statements together with other financial information of the Company and for ensuring that management fulfills its financial reporting responsibilities. An Audit Committee assists the Board of Directors in fulfilling this responsibility. The Audit Committee meets with management to review the financial reporting process and the financial statements together with other financial information of the Company. The Audit Committee reports its findings to the Board of Directors for its consideration in approving the financial statements together with other financial information of the Company for issuance to the shareholders.

Management recognizes its responsibility for conducting the Company's affairs in compliance with established financial standards, and applicable laws and regulations, and for maintaining proper standards of conduct for its activities.

(signed)

(signed)

John Keating

Linda Brennan

President and Chief Executive Officer

Chief Financial Officer

Toronto, Canada

April 23, 2025

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Independent Auditor's Report

To the Shareholders of PJX Resources Inc.

Opinion

We have audited the financial statements of PJX Resources Inc. (the "Company"), which comprise the statements of financial position as at December 31, 2024 and 2023, and the statements of loss and comprehensive loss, statements of changes in shareholders' equity and statements of cash flows for the years then ended, and notes to the financial statements, including material accounting policy information.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2024 and 2023, and its financial performance and its cash flows for the years 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 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 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.

Material uncertainty related to going concern

We draw attention to Note 1 in the financial statements, which indicates that the Company incurred continuing losses during the year ended December 31, 2024. 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.

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Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the 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 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 financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the 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.

Responsibilities of management and those charged with governance for the financial statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with IFRS, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the 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.

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Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the 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 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 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 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 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 financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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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 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

April 23, 2025

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PJX Resources Inc.

STATEMENTS OF FINANCIAL POSITION

(Expressed in Canadian dollars)

December 31,

Note

2024

2023

ASSETS

Current assets

Cash and cash equivalents

$

2,584,824

$

2,703,606

Amounts receivable

6

55,000

23,200

Prepayments

7(a)

30,962

31,323

Total current assets

2,670,786

2,758,129

Non-current assets

Deposits

7(b)

197,260

162,900

Property and equipment

8

27,416

48,662

Total non-current assets

224,676

211,562

Total assets

2,895,462

2,969,691

LIABILITIES

Current liabilities

Accounts payable and accrued liabilities

14(c)

146,996

120,893

Flow-through premium liability

10(b)(ii)

405,759

201,487

Total current liabilities

552,755

322,380

Non-current liabilities

Reclamation obligation

7(c)

24,500

24,500

Total non-current liabilities

24,500

24,500

Total liabilities

577,255

346,880

SHAREHOLDERS' EQUITY

Share capital

10(b)

18,121,537

15,770,554

Warrants

11

1,573,031

1,539,975

Contributed surplus

9,938,095

6,583,152

Accumulated deficit

(27,314,456)

(21,270,870)

Total shareholders' equity

2,318,207

2,622,811

Total shareholders' equity and liabilities

$

2,895,462

$

2,969,691

Going concern (Note 1)

Commitments and contingencies (Note 9 and 13)

Approved by the Board of Directors:

(Signed) John Keating

(Signed) Linda Brennan

John Keating, Director

Linda Brennan, Director

See accompanying notes to the financial statements.

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PJX Resources Inc.

STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

(Expressed in Canadian dollars)

Years ended December 31,

Note

2024

2023

Expenses

Exploration

12(b)

$

2,893,097

$

576,078

General and administration

12(a)

835,883

592,925

Share based compensation

10(b)(iii)

2,802,443

-

Depreciation

8

21,246

24,943

Loss before other items

6,552,669

1,193,946

Interest income

(2,244)

-

Flow-through premium recoveries

10(b)(ii)

(506,839)

(5,760)

Net loss and comprehensive loss for the

year

$

6,043,586

$

1,188,186

Basic and diluted loss per share

($0.04)

($0.01)

Weighted average number of shares

outstanding (basic and diluted)

170,350,084

135,737,917

See accompanying notes to the financial statements.

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PJX Resources Inc.

STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

(Expressed in Canadian dollars)

Years ended December 31,

Note

2024

2023

Share capital

Balance, beginning of the year

$

15,770,554

$

13,943,868

Shares issued on private placement

10(b)

3,600,000

2,703,400

Share premium on flow-through shares

10(b)

(711,111)

(207,247)

Value allocated to warrants

10(b)

(614,740)

(553,907)

Warrants exercised

10(b)

194,184

-

Compensation warrants

-

(16,906)

Share issue cost

10(b)

(117,350)

(98,654)

Balance, end of the year

18,121,537

15,770,554

Warrants

Balance, beginning of the year

1,539,975

1,748,454

Issued on private placement

11

614,740

553,907

Compensation warrants issued

11

-

16,906

Fair value of warrants exercised

11

(29,184)

-

Warrants expired

11

(552,500)

(779,292)

Balance, end of the year

1,573,031

1,539,975

Contributed surplus

Balance, beginning of the year

6,583,152

5,803,860

Warrants expired

11

552,500

779,292

Share based compensation

10(b)(iii)

2,802,443

-

Balance, end of the year

9,938,095

6,583,152

Accumulated deficit

Balance, beginning of the year

(21,270,870)

(20,082,684)

Net loss for the year

(6,043,586)

(1,188,186)

Balance, end of the year

(27,314,456)

(21,270,870)

Total shareholders' equity

$

2,318,207

$

2,622,811

See accompanying notes to the financial statements.

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PJX Resources Inc.

STATEMENTS OF CASH FLOWS

(Expressed in Canadian dollars)

Note

2024

2023

Cash flows from operating activities

Net loss for the year

$

(6,043,586)

$

(1,188,186)

Items not involving cash:

Depreciation

8

21,246

24,943

Flow-through premium recoveries

10(b)(ii)

(506,839)

(5,760)

Share based compensation

2,802,443

-

Deposits

(34,360)

891

Amounts receivable and prepayments

(31,439)

(2,184)

Accounts payable and accrued liabilities

26,103

33,113

Receipts of BC refundable tax credits

-

293,909

Net cash used in operating activities

(3,766,432)

(843,274)

Cash flow from investing activities

Acquisition of equipment

-

(16,588)

Net cash used in investing activities

-

(16,588)

Cash flow from financing activities

Payment of lease liability

-

(4,721)

Proceeds on issuance of shares and warrants

10(b)(i)

3,765,000

2,703,400

Cash portion of issue costs

10(b)

(117,350)

(98,654)

Net cash from financing activities

3,647,650

2,600,025

Net change in cash

(118,782)

1,740,163

Cash, beginning of the year

2,703,606

963,443

Cash, end of the year

$

2,584,824

$

2,703,606

Supplementary information:

Compensation warrants issued:

Units

-

766,668

Value

10(b)(i)

$

-

$

16,906

Cash and Cash equivalents are composed of the following:

Cash

$

82,580

$

2,703,606

Cash equivalents

$

2,502,244

$

-

See accompanying notes to the financial statements.

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