Rackla Metals : Financial Review for the First Quarter Ended March 31, 2025

About this update from Rackla Metals Inc.

FINANCIAL REVIEW Three months ended March 31, 2025 (An Exploration Stage Company) CONDENSED INTERIM FINANCIAL STATEMENTS For the three months ended March 31, 2025 (Unaudited - Prepared by Management) (Expressed in Canadian Dollars) NOTICE OF NO AUDITOR REVIEW OF CONDENSED INTERIM FINANCIAL STATEMENTS In accordance with National Instrument 51-102 of the Canadian Securities Administrators, the Company discloses that its external auditors have not reviewed the unaudited condensed interim financial statements for the three months ended March 31, 2025. These condensed interim financial statements have been prepared by management and approved by the Audit Committee and the Board of Directors of the Company. March 31, 2025 December 31, 2024 ASSETS Current assets Cash (Note 4) $ 2,807,723 $ 3,264,346 Equity investments (Note 5) 751 2,439 Taxes receivable 24,438 19,817 Prepaid expenses and deposits (Note 13) 163,181 50,416 2,996,093 3,337,018 Non-current assets Deposits (Note 13) 104,907 104,907 Property and equipment (Note 6) 121,401 133,032 Exploration and evaluation assets (Note 7) 949,389 949,389 1,175,697 1,187,328 TOTAL ASSETS $ 4,171,790 $ 4,524,346 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Accounts payable and accrued liabilities $ 144,545 $ 157,284 Due to related parties (Note 13) 68,422 41,247 Current portion of lease liabilities (Note 9) 16,148 20,618 Other liability (Note 10) 183,999 196,828 413,114 415,977 Non-current liabilities Lease liabilities (Note 9) 79,092 81,321 Total liabilities 492,206 497,298 Shareholders' equity Share capital (Note 11) 21,168,802 21,156,847 Other equity reserves (Note 11) 932,402 1,039,498 Accumulated other comprehensive loss (58,999) (57,311) Deficit (18,362,621) (18,111,986) Total shareholders' equity 3,679,584 4,027,048 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 4,171,790 $ 4,524,346 APPROVED BY THE BOARD OF DIRECTORS AND AUTHORIZED FOR ISSUE ON MAY 23, 2025: "Simon Ridgway" "William Katzin" Simon Ridgway, Director William Katzin, Director The accompanying notes are an integral part of these condensed interim financial statements Three months ended March 31, 2025 2024 EXPLORATION EXPENDITURES (Notes 8 and 13) $ 118,203 $ 178,198 GENERAL AND ADMINISTRATIVE EXPENSES Amortization 11,631 5,451 Consulting fees - 25,000 Interest expense on lease liability (Note 9) 2,365 600 Legal and audit fees - 1,118 Management fees (Note 13) 27,000 10,500 Office and administrative (Note 13) 30,630 26,498 Salaries and benefits (Note 13) 41,926 52,288 Share-based payments (Note 12) - 13,691 Shareholder communications (Note 13) 119,502 113,260 Transfer agent and regulatory fees (Note 13) 11,524 8,874 Travel and accommodation (Note 13) 21,654 12,008 266,232 269,288 (384,435) (447,486) Interest income 18,830 9,533 Loss before income taxes (365,605) (437,953) Recovery on flow-through share liability (Note 10) 12,829 15,349 Net loss for the period $ (352,776) $ (422,604) Other comprehensive loss Item that will not be reclassed to profit or loss: Fair value loss on equity investments (Note 5) (1,688) - Total comprehensive loss $ (354,464) $ (422,604) Basic and diluted loss per share $(0.00) $(0.01) Weighted average number of common shares outstanding 107,512,608 71,380,686 The accompanying notes are an integral part of these condensed interim financial statements (Expressed in Canadian Dollars) Other equity reserves Number of common shares Share capital Share-based payments Share purchase warrants Compensation options Accumulated other comprehensive income (loss) Deficit Total Balance, December 31, 2023 71,380,686 $ 16,237,918 $ 789,008 $ 105,690 $ 94,421 $ (58,249) $ (14,944,630) $ 2,224,158 Net loss for the period - - - - - - (422,604) (422,604) Fair value of forfeited options - - (1,043) - - - 1,043 - Share-based payments - - 13,691 - - - - 13,691 Balance, March 31, 2024 71,380,686 16,237,918 801,656 105,690 94,421 (58,249) (15,366,191) 1,815,245 Net loss for the period Shares issued on private placements - 36,130,478 - 5,119,572 - - - - - - - - (2,745,795) - (2,745,795) 5,119,572 Share issuance costs Fair value gain on equity investments - - (200,643) - - - 37,731 - - - 938 - - (162,912) 938 Balance, December 31, 2024 107,511,164 21,156,847 801,656 143,421 94,421 (57,311) (18,111,986) 4,027,048 Net loss for the period - - - - - - (352,776) (352,776) Options exercised Transfer of other equity reserve on exercise of options 50,000 - 7,000 4,955 - (4,955) - - - - - - - - 7,000 - Fair value of forfeited options Fair value loss on equity investments - - - - (102,141) - - - - - - (1,688) 102,141 - - (1,688) Balance, March 31, 2025 107,561,164 $ 21,168,802 $ 694,560 $ 143,421 $ 94,421 $ (58,999) $ (18,362,621) $ 3,679,584 The accompanying notes are an integral part of these condensed interim financial statements Three months ended March 31, 2025 2024 Cash provided by (used in): OPERATING ACTIVITIES Net loss for the period $ (352,776) $ (422,604) Items not involving cash: Amortization 11,631 5,451 Recovery on flow-through share liability (12,829) (15,349) Share-based payments - 13,691 Changes in non-cash working capital items: (353,974) (418,811) Taxes receivable (4,621) 174,060 Prepaid expenses (112,765) 83,166 Accounts payable and accrued liabilities (12,739) (294,515) Due to related parties 27,175 2,813 (456,924) (453,287) FINANCING ACTIVITIES Proceeds from issuance of share capital 7,000 - Repayment of lease obligation (net) (6,699) (4,317) 301 (4,317) Decrease in cash (456,623) (457,604) Cash, beginning of period 3,264,346 1,181,671 Cash, end of period $ 2,807,723 $ 724,067 The accompanying notes are an integral part of these condensed interim financial statements CORPORATE INFORMATION Rackla Metals Inc. (the "Company") is pursuing opportunities related to exploration of mineral resource properties. The Company was incorporated in the Province of British Columbia on September 20, 2011, and its common shares are listed on the TSX Venture Exchange ("TSX-V") under the symbol RAK. The address of the Company's corporate office and principal place of business is Suite 1000, 1111 Melville Street, Vancouver, BC, Canada V6E 3V6. BASIS OF PREPARATION These condensed interim financial statements are prepared in accordance with International Accounting Standard ("IAS") 34 Interim Financial Reporting under IFRS Accounting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB"). These condensed interim financial statements follow the same accounting policies and methods of application as the most recent annual financial statements of the Company. These condensed interim financial statements do not contain all of the information required for full annual financial statements. Accordingly, these condensed interim financial statements should be read in conjunction with the Company's most recent annual financial statements, which were prepared in accordance with IFRS as issued by the IASB. Basis of Measurement These condensed interim financial statements have been prepared on the historical cost basis, except for certain financial instruments carried at fair value. In addition, these condensed interim financial statements have been prepared using the accrual basis of accounting, except for cash flow information. The presentation and functional currency of the Company is the Canadian dollar. The preparation of financial statements in compliance with IFRS requires management to make certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies. The areas involving a higher degree of judgment of complexity, or areas where assumptions and estimates are significant to the condensed interim financial statements are disclosed in Note 3. Ability to Continue as a Going Concern These financial statements have been presented on the basis that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. Realization values may be substantially different from the carrying values shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. Such adjustments could be material. At March 31, 2025, the Company has not yet achieved profitable operations, has an accumulated deficit of $18,362,621 (December 31, 2024: $18,111,986) since inception, and is expected to incur further losses in the development of its business, all of which raise significant doubt about its ability to continue as a going concern. The Company will periodically have to raise additional financing in order to acquire and conduct work programs on mineral properties and meet its ongoing levels of corporate overhead and discharge its liabilities as they come due. While the Company has been successful in securing funding in the past, there is no assurance that it will be able to do so in the future. Subsequent to March 31, 2025, the Company raised additional capital by way of equity financings with gross proceeds totaling $2,994,150 (Note 18). CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS The Company makes estimates and assumptions about the future that affect the reported amounts of assets and liabilities. Estimates and judgments are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions. The effect of a change in an accounting estimate is recognized prospectively by including it in profit or loss in the period of the change, if the change affects that period only, or in the period of the change and future periods, if the change affects both. The key areas of judgment applied in the preparation of the condensed interim financial statements that could result in a material adjustment to the carrying amounts of assets and liabilities are as follows: Although the Company has taken steps to verify title to mineral properties in which it has an interest, these procedures do not guarantee the Company's title. Such properties may be subject to prior agreements or transfers and title may be affected by undetected defects. The application of the Company's accounting policy for exploration and evaluation expenditures requires judgment in determining whether it is likely that future economic benefits will flow to the Company. Assets or CGUs are evaluated at each reporting date to determine whether there are any indications of impairment. The Company considers both internal and external sources of information when making the assessment of whether there are indications of impairment for the Company's exploration and evaluation assets. In respect of costs incurred for its investment in exploration and evaluation assets, management has determined the acquisition costs that have been capitalized may not be economically recoverable. Management uses several criteria in its assessments of economic recoverability and probability of future economic benefit, including access to financing to further exploration and development, geologic and metallurgic information, economics assessment/studies, accessible facilities, and existing permits. Although the Company has taken steps to identify any decommissioning liabilities related to mineral properties in which it has an interest, there may be unidentified decommissioning liabilities present. The Company applies judgment in determining whether a lease contract contains an identified asset, whether they have the right to control the asset, and the lease term. The lease term is based on considering facts and circumstances, both qualitative and quantitative, that can create an economic incentive to exercise renewal options. Management considers all facts and circumstances that create an economic incentive to exercise an extension option, or not to exercise a termination option. The assessment of the Company's ability to continue as a going concern and to raise sufficient funds to pay for its operating expenditures, meet its liabilities for the subsequent year, and to fund planned contractual exploration programs, involves significant judgment based on historical experiences and other factors including expectation of future events that are believed to be reasonable under the circumstances. The key estimates applied in the preparation of the condensed interim financial statements that could result in a material adjustment to the carrying amounts of assets and liabilities are as follows: Option pricing models require the input of highly subjective assumptions, including the expected price volatility and options expected life. Changes in these assumptions can materially affect the fair value estimate and, therefore, the existing models do not necessarily provide a reliable single measure of the fair value of the Company's stock options. CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS (cont'd) Key estimates (cont'd) The Company uses estimation in determining the incremental borrowing rate used to measure a lease liability. Where the rate implicit in the lease is not readily determinable, the discount rate of the lease obligations is estimated using a discount rate similar to the Company's specific borrowing rate. CASH Cash at banks is held in interest-bearing and non-interest-bearing accounts. As at March 31, 2025, the Company's cash in hand totaled $2,807,723 (December 31, 2024: $3,264,346), of which $1,513,987 (December 31, 2024: $1,673,034) is reserved for flow-through eligible activities during the 2025 fiscal year (Note 10). EQUITY INVESTMENTS As of March 31, 2025, equity investments consisted of 18,750 common shares of Bronco Resources Corp. ("Bronco"), a public company, and 200,000 common shares of Voyager Gold Corp. ("Voyager"), a private company with a common director. The private company shares were initially measured at fair value and subsequently written down to $1. As at March 31, 2025, the carrying amount for the equity investments was $751 (December 31, 2024: $2,439). During the period ended March 31, 2025, there was a decrease in fair value of the Bronco shares by $1,688 (2024: no change). This amount was recorded as a fair value loss in other comprehensive income (loss). Bronco Voyager Total Balance, December 31, 2023 $ 1,500 $ 1 $ 1,501 Change in fair value 938 - 938 Balance, December 31, 2024 2,438 1 2,439 Change in fair value (1,688) - (1,688) Balance, March 31, 2025 $ 750 $ 1 $ 751 PROPERTY AND EQUIPMENT Computer equipment Leasehold improvements Vehicle Right-of-use assets (Note 9) Total Cost Balance, December 31, 2023 $ 2,996 $ - $ - $ 41,982 $ 44,978 Additions - 7,326 27,000 94,926 129,252 Balance, December 31, 2024 2,996 7,326 27,000 136,908 174,230 Balance, March 31, 2025 $ 2,996 $ 7,326 $ 27,000 $ 136,908 $ 174,230 Accumulated amortization Balance, December 31, 2023 $ 449 $ - $ - $ 14,014 $ 14,463 Charge for the year 764 120 3,600 22,251 26,735 Balance, December 31, 2024 1,213 120 3,600 36,265 41,198 Charge for the period 134 360 1,350 9,787 11,631 Balance, March 31, 2025 $ 1,347 $ 480 $ 4,950 $ 46,052 $ 52,829 Carrying amounts At December 31, 2024 $ 1,783 $ 7,206 $ 23,400 $ 100,643 $ 133,032 At March 31, 2025 $ 1,649 $ 6,846 $ 22,050 $ 90,856 $ 121,401 EXPLORATION AND EVALUATION ASSETS The Company has capitalized the following acquisition costs of its mineral property interests during the period ended March 31, 2025: Tombstone Gold Belt Gossan, Yukon Total Balance, December 31, 2023 $ 946,552 $ 16,420 $ 962,972 Acquisition costs - cash 1,881 - 1,881 Write-off acquisition costs (15,464) - (15,464) Balance, December 31, 2024 932,969 16,420 949,389 Balance, March 31, 2025 $ 932,969 $ 16,420 $ 949,389 Details of the Company's mineral property interests are disclosed in full in the financial statements for the year ended December 31, 2024. There have been no significant mineral property transactions that have occurred since December 31, 2024. EXPLORATION EXPENDITURES During the three-month period ended March 31, 2025, the Company incurred the following exploration expenditures: Tombstone Gold Belt Projects Other Total Assays $ 5,353 $ - $ 5,353 Camp expense 715 1,000 1,715 Geological fees 40,422 16,234 56,656 Geophysical surveys 2,800 - 2,800 Licenses and taxes 150 - 150 Salaries and benefits 33,949 25,267 59,216 Shipping 1,200 - 1,200 Transportation 326 15,787 16,113 $ 84,915 $ 58,288 $ 143,203 Expenditure recoveries - (25,000) (25,000) $ 84,915 $ 33,288 $ 118,203 During the three-month period ended March 31, 2024, the Company incurred the following exploration expenditures: Tombstone Gold Belt Projects Gossan, Yukon Other Total Administration $ 162 $ - $ 49 $ 211 Assays 3,726 - 1,089 4,815 Camp expense 34,785 - - 34,785 Community relations 1,000 - - 1,000 Field expense 441 - 141 582 Geological fees 36,208 124 22,620 58,952 Geophysical 6,043 - - 6,043 Licenses and taxes 10,088 918 - 11,006 Salaries and benefits 23,206 5,067 28,648 56,921 Travel 2,465 - 1,418 3,883 $ 118,124 $ 6,109 $ 53,965 $ 178,198 LEASE LIABILITIES The Company has a two-year lease agreement, beginning May 1, 2023, for a vehicle used for exploration activities. In accordance with IFRS 16 - Leases, the Company recognized $41,982 for a right-of-use asset ("ROU asset") and $35,344 for a lease liability. The Company co-signed with two related parties, Radius Gold Inc. ("Radius") and Volcanic Gold Mines Inc. ("Volcanic"), a lease agreement for shared headquarter office space in Vancouver, British Columbia. The term of the lease is five years, commencing on January 1, 2025, with the Company taking early possession of the office space in December 2024. During the 2024 fiscal year, the Company recognized $94,926 for a ROU asset (Note 6) and $94,926 for a lease liability. The lease liability was measured at the present value of the remaining lease payments and discounted using an incremental borrowing rate of 10%. Due date Vehicle Office lease Total Lease liability recognized as of December 31, 2023 $ 24,374 $ - $ 24,374 Lease liability recognized during the year - 94,926 94,926 Lease payments (19,672) - (19,672) Lease interest 1,714 597 2,311 Lease liability recognized as of December 31, 2024 6,416 95,523 101,939 Lease payments (4,918) (4,146) (9,064) Lease interest 126 2,239 2,365 Lease liability recognized as of March 31, 2025 $ 1,624 $ 93,616 $ 95,240 Current portion $ 1,624 $ 14,524 $ 16,148 Long-term portion - 79,092 79,092 $ 1,624 $ 93,616 $ 95,240 OTHER LIABILITY Other liability is the liability portion of flow-through shares issued. Due date Issued on Sep 19, 2023 Issued on May 30, 2024 Issued on Jun 11, 2024 Total Balance at December 31, 2023 Liability incurred on flow-through shares issued $ 71,649 - $ - 500,000 $ - 236,612 $ 71,649 736,612 Settlement of flow-through share liability on incurring expenditures (71,649) (500,000) (39,784) (611,433) Balance at December 31, 2024 Settlement of flow-through share liability on incurring expenditures - - - - 196,828 (12,829) 196,828 (12,829) Balance at March 31, 2025 $ - $ - $ 183,999 $ 183,999 Other liabilities arise on the issuance of flow-through shares when the price of each flow-through share exceeds the price of other non-flow-through common shares issued at the same time. The flow-through share liability is settled as eligible flow-through expenditures are incurred with the offset being recorded as a recovery on flow-through share liability in comprehensive income or loss. OTHER LIABILITY (cont'd) On September 19, 2023, the Company closed a flow-through private placement by issuing 5,769,000 common shares at a deemed price of $0.274 per share for gross flow-through proceeds of $1,580,706. The flow-through shares were issued at a premium of $144,225 over market value. During the 2024 fiscal year, the Company had fulfilled its commitment of $1,580,706 and recorded a Part XII.6 tax expense of $10,587. On May 30, 2024, the Company closed a flow-through private placement by issuing 8,333,333 common shares at a price of $0.21 per share for gross flow-through proceeds of $1,750,000. The flow-through shares were issued at a premium of $500,000 over market value. During the 2024 fiscal year, the Company had fulfilled its commitment of $1,750,000. On June 11, 2024, the Company closed a flow-through private placement by issuing 11,830,611 common shares at a price of $0.17 per share for gross flow-through proceeds of $2,011,204. The flow-through shares were issued at a premium of $236,612 over market value. As at March 31, 2025, the Company had incurred $447,217 of its commitment. The remaining commitment of $1,563,987 in exploration expenditures is subject to the look-back rule and must be incurred by December 31, 2025. If the Company does not spend these funds in compliance with the Government of Canada flow-through regulations, it may be subject to indemnification or other claims by the flow-through subscribers. SHARE CAPITAL AND RESERVES Common Shares The Company is authorized to issue an unlimited number of common shares without par value. During the period ended March 31, 2025, a total of 50,000 stock options were exercised for proceeds of $7,000. During the period ended March 31, 2024, there was no share capital activity. Share Purchase Warrants The following is a summary of changes in share purchase warrants from January 1, 2024 to March 31, 2025: Number of warrants Weighted average exercise price Balance, December 31, 2023 16,876,500 $0.38 Issued 26,675,725 $0.20 Expired (6,307,500) $0.35 Balance, December 31, 2024 37,244,725 $0.26 Balance, March 31, 2025 37,244,725 $0.26 As at March 31, 2025, the following share purchase warrants were outstanding: Expiry date Number of warrants Exercise price May 30, 2025 8,333,333 $0.20 June 11, 2025 18,342,392 $0.20 September 19, 2025 10,569,000 $0.40 37,244,725 SHARE CAPITAL AND RESERVES (cont'd) Compensation Options During the 2023 fiscal year, a total of 456,140 compensation options with an exercise price of $0.25 per option and expiry date of September 19, 2025 were granted. Each compensation option is exercisable until September 19, 2025 to purchase one common share of the Company and one share purchase warrant. Each share purchase warrant is exercisable to purchase one common share of the Company at $0.40 until September 19, 2025. Compensation options outstanding as of March 31, 2025 totaled 456,140 (December 31, 2024: 456,140). SHARE-BASED PAYMENTS Option Plan Details The Company has in place a stock option plan (the "Plan") that allows the Board of Directors to grant incentive stock options to the Company's officers, directors, employees, and consultants. The exercise price of stock options granted is determined by the Board of Directors at the time of the grant in accordance with the terms of the Plan and the policies of the TSX-V. Options vest on the date of granting unless stated otherwise. Options granted to investor relations consultants vest in accordance with TSX-V regulation. The options are for a maximum term of ten years. Share Purchase Options The following is a summary of changes in options for the period ended March 31, 2025: During the period Expiry date Exercise price Opening balance Granted Exercised Expired / forfeited Closing balance Vested and exercisable January 9, 2025 $0.365 200,000 - - (200,000) - - May 2, 2029 $0.10 395,000 - (10,000) - 385,000 385,000 May 27, 2030 $0.14 25,000 - - - 25,000 25,000 January 9, 2033 $0.365 2,130,000 - - (190,000) 1,940,000 1,940,000 March 4, 2034 $0.15 140,000 - (40,000) - 100,000 100,000 2,890,000 - (50,000) (390,000) 2450,000 2,450,000 Weighted average exercise price $0.32 - $0.14 $0.37 $0.31 $0.31 During the period ended March 31, 2025, $4,955 (2024: $Nil) was transferred from reserves to share capital due to the exercise of options and $102,141 (2024: $1,043) was transferred from reserves to deficit due to the expiry and forfeiture of options. Fair Value of Options Issued During the Period No options were granted during the period ended March 31, 2025. The weighted average fair value at grant date of 140,000 options granted during the period ended March 31, 2024 was $0.10 per option. The weighted average remaining contractual life of the options outstanding at March 31, 2025 is 7.22 years (December 31, 2024: 7.00 years). During the period ended March 31, 2025, the weighted average share price on the day the options were exercised was $0.23. No options were exercised during the period ended March 31, 2024. SHARE-BASED PAYMENTS (cont'd) Fair Value of Options Issued During the Period (cont'd) Options Issued to Employees The fair value at grant date is determined using a Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the share price at grant date, the expected price volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the option. Options Issued to Non-Employees Options issued to non-employees are measured based on the fair value of the goods or services received at the date of receiving those goods or services. If the fair value of the goods or services received cannot be estimated reliably, the options are measured by determining the fair value of the options granted using the Black-Scholes option pricing model. The model inputs for options granted during the period ended March 31, 2024 included a risk-free interest rate of 3.34%, dividend yield of 0%, volatility of 100% and expected life of ten years. The expected volatility is based on the historical volatility (based on the remaining life of the options), adjusted for any expected changes to future volatility due to publicly available information. The risk-free rate of return is the yield on a zero-coupon Canadian Treasury Bill of a term consistent with the assumed option life. The expected average option term is the average expected period to exercise, based on the historical activity patterns for each individually vesting tranche. Option pricing models require the input of highly subjective assumptions including the expected price volatility. Changes in these assumptions can materially affect the fair value estimate. Expenses Arising from Share-based Payments Transactions Total expenses arising from the share-based payment transactions related to the granting of stock options and recognized as part of share-based payments expense during the period ended March 31, 2025 was $Nil (2024: $13,691). As of March 31, 2025, there were no unrecognized costs related to share-based payment awards. RELATED PARTY TRANSACTIONS The Company had transactions during the periods ended March 31, 2025 and 2024 with related parties consisting of directors, officers and the following companies with common directors: Related party Nature of transactions Gold Group Management Inc. ("Gold Group") Shared office and administrative related charges Radius Shared office lease Volcanic Shared office lease Mill Street Services Ltd. ("Mill Street") Management services Hephaestus Consulting Services Inc. ("Hephaestus") Directors' fees RELATED PARTY TRANSACTIONS (cont'd) Balances and transactions with related parties not disclosed elsewhere in these condensed interim financial statements are as follows: During the periods ended March 31, 2025 and 2024, the Company reimbursed Gold Group for the following costs: Three months ended March 31, 2025 2024 General and administrative expenses: Office and administration $ 17,419 $ 19,573 Salaries and benefits 41,926 52,288 Shareholder communications 18,573 12,051 Transfer agent and regulatory fees 2,915 1,413 Travel and accommodation 10,042 6,792 $ 90,875 $ 92,117 Exploration expenditures $ 19,491 $ 55,407 Gold Group is owned by the Chief Executive Officer of the Company and is reimbursed by the Company for certain shared costs and other business-related expenses paid by Gold Group on behalf of the Company. Salaries and benefits costs paid to Gold Group for the period ended March 31, 2025 include those for the Chief Financial Officer and Corporate Secretary (2024: include those for Chief Financial Officer, Corporate Secretary, and former Vice President Corporate Development). Deposits as of March 31, 2025 consist of $61,000 (December 31, 2024: $61,000) paid to Gold Group and are related to the shared office and administrative services agreement with Gold Group. Upon termination of the agreement, the deposits, less any outstanding amounts owing to Gold Group, are to be refunded to the Company. Amounts due to related parties as of March 31, 2025 consist of $29,697 (December 31, 2024: $38,747) due to Gold Group, $36,225 due to Mill Street for management fees, and $2,500 (December 31, 2024: $2,500) due to a former Director of the Company for directors' fees. The balance due to Gold Group is collateralized by a deposit and the balance due to others were unsecured, non-interest bearing and due on demand. These transactions are measured at fair value of the services rendered. Key management compensation Key management personnel are persons responsible for planning, directing, and controlling the activities of an entity, and include certain directors and officers. Key management compensation comprises: Three months ended March 31, 2025 2024 Exploration expenditures: Geological fees $ 18,000 $ - Salaries and benefits 48,000 48,000 General and administrative expenses: Management fees 27,000 10,500 Salaries and benefits 9,533 22,919 $ 102,533 $ 81,419 COMMITMENT The Company has entered into a shared operating lease agreement for its office premises and paid a security deposit of $3,907. The term of the lease is five years, commencing January 1, 2025 and includes an early termination option whereby the Company and the other two co-signers of the lease agreement can terminate the lease upon the third anniversary date with a payment equal to two months gross rent. The Company's portion of annual commitments under the lease, if the early termination option is not exercised, are as follows: 2025 $ 30,080 2026 40,798 2027 43,759 2028 41,612 2029 44,648 $ 200,897 15. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT The Company is exposed to the following financial risks: Market Risk Credit Risk Liquidity Risk In common with all other businesses, the Company is exposed to risks that arise from its use of financial instruments. This note describes the Company's objectives, policies and processes for managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these condensed interim financial statements. General Objectives, Policies and Processes The Board of Directors has overall responsibility for the determination of the Company's risk management objectives and policies and, whilst retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the Company's management. The Board of Directors receives periodic reports through which it reviews the effectiveness of the processes put in place and the appropriateness of the objectives and policies it sets. The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Company's competitiveness and flexibility. Further details regarding these policies are set out below. Market Risk Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices. Market prices affecting the Company are comprised of the following types of risk: interest rate risk and equity price risk. The Company is not exposed to the risk related to the fluctuation of foreign currency rates. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (cont'd) Market Risk (cont'd) Interest Rate Risk Interest rate risk is the risk that future cash flows will fluctuate as a result of changes in market interest rates. The Company does not have any borrowings. Interest rate risk is limited to potential decreases on the interest rate offered on cash held with chartered Canadian financial institutions. The Company considers this risk to not be significant. Equity Price Risk Equity price risk is the uncertainty associated with the valuation of assets arising from changes in equity markets. The Company's equity investments are exposed to equity price risk due to the potentially volatile and speculative nature of the businesses in which the equity investments are held. The common shares held in Bronco and Voyager are monitored by management with decisions on sale taken at Board level. A 10% change in fair value of the shares would result in a $75 increase or decrease in comprehensive loss. Credit Risk Credit risk is the risk of an unexpected loss if a customer or third party to a financial instrument fails to meet its contractual obligations. The Company's credit risk is primarily attributable to its cash and equity investments. The Company limits exposure to credit risk by maintaining its cash with chartered Canadian financial institutions. The Company does not have cash or equity investments that are invested in asset-based commercial paper. Liquidity Risk Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company's approach to managing liquidity risk is to provide reasonable assurance that it will have sufficient funds to meet liabilities when due. The Company manages its liquidity risk by forecasting cash flows required by operations and anticipated investing and financing activities. At March 31, 2025, the Company had working capital of $2,582,979 (December 31, 2024: $2,921,041). All of the Company's financial liabilities, with the exception of a flow-through and Part XII.6 tax liabilities (Note 10) and lease liabilities (Notes 9 and 14), have contractual maturities of less than 45 days and are subject to normal trade terms. Determination of Fair value Fair values have been determined for measurement and/or disclosure purposes based on the following methods. All financial instruments at March 31, 2025 are carried at amortized cost, apart from the equity investment in a public company with shares in an active market of $750 (December 31, 2024: $2,438), which is carried at fair value. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability. The statement of financial position carrying amounts for cash, accounts payables and accrued liabilities, and due to related parties approximates fair value due to their short-term nature. Due to the use of subjective judgments and uncertainties in the determination of fair values these values should not be interpreted as being realizable in an immediate settlement of the financial instruments. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (cont'd) Fair Value Hierarchy Financial instruments that are measured subsequent to initial recognition at fair value are grouped in Levels 1 to 3 based on the degree to which the fair value is observable: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2 Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and Level 3 Inputs for the asset or liability that are not based on observable market data (unobservable inputs). The equity investment in Bronco is based on a quoted price and is therefore considered to be Level 1. The equity investment in Voyager was recorded at fair value when it was received and assessed for impairment as at March 31, 2025 and December 31, 2024. This investment is considered to be Level 3. CAPITAL MANAGEMENT The Company's objectives when managing capital are to safeguard the Company's ability to continue as a going concern in order to advance its mineral properties. The Company defines its capital as all components of equity. In order to facilitate the management of its capital requirements, the Company prepares periodic budgets that are updated as necessary. The Company manages its capital structure and makes adjustments to it to effectively support the acquisition and exploration of mineral properties. The properties in which the Company currently has an interest are in the exploration stage; as such, the Company is dependent on external financing to fund its activities. In order to carry out the planned exploration and pay for general administrative costs, the Company will spend its existing capital resources and aim to raise additional amounts as needed. The Company will continue to assess new properties and seek to acquire an interest in additional properties if it feels there is sufficient geologic or economic potential and if it has adequate financial resources to do so. Management reviews its capital management approach on an on-going 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 during the period ended March 31, 2025. The Company's investment policy is to hold cash in interest-bearing bank accounts and/or highly liquid short-term interest-bearing investments with maturities of one year or less and which can be liquidated at any time without penalties. The Company currently is not subject to any externally imposed capital requirements. The Company expects its current capital resources to be sufficient to cover its existing flow-through expenditure commitment and corporate operating costs but limited other potential exploration and/or mineral property acquisition costs through the next twelve months. As such, the Company raised additional capital subsequent to March 31, 2025 (Note 18) and will continue to seek to raise additional capital and believes it will be able to do so, but recognizes the uncertainty attached thereto. Actual funding requirements may vary from those planned due to a number of factors, including the level of exploration activity and possible property acquisition opportunities. SEGMENTED REPORTING The Company is organized into business units based on mineral properties and has one reportable operating segment, being that of acquisition and exploration and evaluation activities. All of the Company's long-term assets and operations are in Canada. EVENTS AFTER THE REPORTING DATE Subsequent to March 31, 2025, the following events which have not been disclosed elsewhere in these financial statements have occurred: The Company completed a non-brokered private placement financing to raise total gross proceeds of $2,994,150. The financing consists of a $2,234,400 charity flow-through unit offering at a price of $0.21 per unit and a $759,750 hard-dollar unit offering at a price of $0.15 per unit. Each unit consists of one common share of the Company and one-half warrant, with each whole warrant entitling the holder to purchase one additional common share of the Company as a price of $0.15 for one year. Each common share issued in the charity flow-through offering will qualify as a "flow-through share" (within the meaning of subsection 66(15) of the Canadian Income Tax Act). A total of 14,336,633 warrants with an exercise price of $0.20 per share were exercised for gross proceeds of $2,867,327. A total of 890,000 stock options with an exercise price of $0.20 per share and life of 10 years and a total of 1,000,000 stock options with an exercise price of $0.25 per share and life of 10 years were granted. (the "Company") INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS - QUARTERLY HIGHLIGHTS For the Three Months Ended March 31, 2025 General This interim Management's Discussion and Analysis ("Interim MD&A") supplements, but does not form part of, the unaudited condensed interim financial statements of the Company for the three months ended March 31, 2025. The following information, prepared as of May 23, 2025, should be read in conjunction with the Company's unaudited condensed interim financial statements for three months ended March 31, 2025 and the related notes contained therein. The Company reports its financial position, results of operations and cash flows in accordance with IFRS Accounting Standards ("IFRS"). In addition, the following should be read in conjunction with the audited annual financial statements of the Company for the year ended December 31, 2024 and the related MD&A. All amounts are expressed in Canadian dollars unless otherwise indicated. The March 31, 2025 financial statements have not been reviewed by the Company's auditors. Additional information relevant to the Company's activities can be found on SEDAR+ at https://www.sedarplus.ca. Forward-looking Information This Interim MD&A contains certain statements which constitute forward-looking information within the meaning of applicable Canadian securities legislation ("Forward-looking Statements"). All statements included herein, other than statements of historical fact, are Forward-looking Statements and are subject to a variety of known and unknown risks and uncertainties which could cause actual events or results to differ materially from those reflected in the Forward-looking Statements. The Forward-looking Statements in this Interim MD&A include, without limitation, statements relating to the Company's plans for exploration of its properties; the sufficiency of the Company's cash position; and its ability to raise equity capital or access debt facilities. Often, but not always, these Forward-looking Statements can be identified by the use of words such as "anticipates", "believes", "plans", "estimates", "expects", "forecasts", "scheduled", "targets", "possible", "strategy", "potential", "intends", "advance", "goal", "objective", "projects", "budget", "calculates" or statements that events, "will", "may", "could" or "should" occur or be achieved and similar expressions, including negative variations. Forward-looking Statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any results, performance or achievements expressed or implied by the Forward-looking Statements. Such uncertainties and factors include, among others: risks associated with mineral exploration and development activities; due diligence investigations on potential investments not identifying all relevant facts; fluctuations in commodity prices, foreign exchange rates, and interest rates; credit and liquidity risks; changes in national and local government legislation, taxation, controls, regulations and political or economic developments in countries in which the Company does or may carry on business; reliance on key personnel; property title matters and local community relationships; risks associated with potential legal claims generally or with respect to environmental matters; dilution from further equity financing; competition; uncertainties relating to general economic conditions; and risks relating to pandemics, epidemics and public health crises, and the impact they might have on the Company's business, operations, financial condition and share price; as well as those factors referred to in the "Risks and Uncertainties" section in this Interim MD&A. Forward-looking Statements contained in this Interim MD&A are based on the assumptions, beliefs, expectations and opinions of management, including but not limited to: all required third party contractual, regulatory and governmental approvals will be obtained for the exploration and development of the Company's properties; due diligence investigations on potential investments will reveal all relevant facts; there being no significant disruptions affecting operations, whether relating to labour, supply, power, damage to equipment or other matters; permitting, exploration and/or development activities proceeding on a basis consistent with the Company's current expectations; expected trends and specific assumptions regarding commodity prices and currency exchange rates; and prices for and availability of fuel, electricity, equipment and other key supplies remaining consistent with current levels. These Forward-looking Statements are made as of the date hereof and the Company disclaims any obligation to update any Forward-looking Statements, whether as a result of new information, future events or results or otherwise, except as required by law. There can be no assurance that Forward-looking Statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, investors should not place undue reliance on Forward-looking Statements. Business of the Company The Company is a Vancouver-based junior gold exploration company with projects in the Northwest Territories ("NWT") and Yukon, Canada. Since 2022, the Company has been consolidating an extensive land position in the eastern Tombstone Gold Belt, part of the Tintina Gold Province, that extends through the southeast Yukon and into the NWT. Financing On April 23, 2025, the Company closed a non-brokered private placement financing to raise total gross proceeds of $2.99 million (the "Offering"). The Offering consisted of a $2,234,400 charity flow-through unit offering at a price of $0.21 per unit, and a $759,750 hard-dollar unit offering at a price of $0.15 per unit. Each unit consists of one common share of the Company and one-half of a warrant, with each whole warrant entitling the holder to purchase one additional common share of the Company at a price of $0.15 for one year following the closing of the Offering. Management intends to use the proceeds from the Offering and from financings completed in 2024 for conducting exploration and drilling on the Company's Tombstone Gold Belt properties within the Selwyn Basin, for continuing investigations of additional mineral properties for acquisition, and for general working capital and corporate purposes. Property Review The Company's properties in the Tombstone Gold Belt are set out in the following location map: Following the significant intrusive-related gold discovery made by Snowline Gold Corp. at the Rogue project within the Tombstone Gold Belt, Yukon, the Company's team has used their historic experience in the district to identify similar geological settings 75 kilometres southeast at the Yukon-NWT border. As a result of this work, the Company has acquired interests in several gold properties located in the Tombstone Gold Belt which lies within the Selwyn Basin and is prospective for Reduced Intrusion-related Gold Systems ("RIRGS"). In 2023, the Company completed exploration work, including a drill program, on its properties. The bulk of the 2023 program focused on the Astro Plutonic Complex which is comprised of the Astro West Project on the Yukon side of the border (formerly referred to as the HIT and SER properties) and the Astro East Project on the NWT side of the border (formerly referred to as the Astro property). During 2024, the Company completed further exploration and drilling of its properties, as set out below, and conducted additional regional exploration in the NWT portion of the Belt. The regional exploration led to the discovery of significant RIRGS-style mineralization at the BiTe Zone and prompted the staking of the Grad Property. The focus for 2025 will be to drill-test defined targets at the Grad Property. The Company will also be conducting further regional exploration as it recognizes that the region around the Grad Property is very much underexplored for gold, particularly for RIRGS potential. The Company's current property holdings are described below, and more detailed information is available on the Company's website. Tombstone Gold Belt Projects - Eastern Yukon and Western NWT Grad Property, NWT In the summer of 2024, the Company staked the Grad Property in NWT, totalling five claims covering approximately 5,525 hectares. The Company has identified this area as prospective for RIRGS deposits. In 2024, the Company completed a limited 10-day program on the Property consisting of prospecting, rock, stream sediment and talus-fine sampling, an airborne geophysical survey and a photogrammetry survey, with highly encouraging results. The Grad Property is centered on the North Nahanni Pluton, a Cretaceous-aged, Mayo Suite felsic intrusion in the eastern Tombstone Gold Belt in the NWT. The pluton measures 1.9 by 2.2 kilometres with a sizable, intensely altered, contact aureole expressed as hornfelsed and iron-stained gossanous sediments surrounding the intrusion. While conducting talus-fine sampling at the southern margin of the pluton, the Company identified a broad alteration zone with intense quartz-tourmaline and quartz-sulfide veining within the intrusive, the intensity of the veining shattering the intrusive body to almost a schistose appearance. Results of the sampling returned significant gold grades, up to 92 g/t Au, with many samples returning multi-gram gold. The gold mineralization is associated with bismuth, tellurium +/- tungsten confirming that this is a RIRGS. The discovery was named the BiTe Zone. Figure 1 - Photograph of the shattered North Nahanni Pluton: The BiTe Zone is defined by a talus-fine sample line that returned 550 metres with an average gold concentration in the samples of 1.06 g/t Au. Within that interval is a central core of 180 metres that averaged 3.68 g/t Au. The intensity of the core alteration zone appears to extend up the face of the cliff to the ridge top which is 450 metres along strike and 350 metres vertically above the discovery. While no samples have been taken to date above the base of the cliff, a channel sample of 40 metres in length taken at the base of the cliff across the vein orientation returned 38 m grading 1.8 g/t Au. The concentration of bismuth and tellurium from rock samples collected on the Grad Property is in an order of magnitude higher than anything the Company has observed in the eastern part of the Tombstone Gold Belt during the Company's 2+ years of exploration in the region, hence the name of the zone (BiTe). The geochemical signature of the BiTe Zone is indicative of a robust RIRGS. The Au-Bi-Te-W metal assemblage is an important characteristic of RIRGS deposits1. The Bismuth concentration in rock samples is up to 2.17% from high-grade gold samples at BiTe (with 92.4 g/t Au, 1250 ppm Te, and 260 ppm W) and up to 2.98% from a sample collected 1.3 kilometres north of BiTe (with 2.8 g/t Au, 23 ppm Te, and 0.66% W). The results show a strong correlation of gold to tellurium and bismuth with correlation coefficients of 0.878 and 0.578, respectively. Figure 2 - Photograph of BiTe Zone with talus-fine, rock and channel sample gold results: ‌1 Hart, C.J.R., 2007, Reduced intrusion-related gold systems, in Goodfellow, W.D., ed., Mineral deposits of Canada: A Synthesis of Major Deposit Types, District Metallogeny, the Evolution of Geological Provinces, and Exploration Methods: Geological Association of Canada, Mineral Deposits Division, Special Publication No. 5, p. 95-112. Figure 3 - Plan view of the North Nahanni Pluton on the Grad Property with dimensions of the alteration and mineralizing system: The cliff above BiTe is a steep face that rises 350 metres from the valley floor and exhibits many of the features observed at the BiTe Zone: abundant sheeted quartz-sulphide veining; intense fracture pattern; and strong iron oxide staining from the weathering of sulphide minerals. As mentioned above, the talus-fine anomaly at BiTe is 550 metres wide. The photogrammetry image shows that the alteration and mineralizing system strikes for 1.3 kilometres to the north, where prospecting has returned a sample with 2.8 g/t Au, 2.98% Bi, 23 ppm Te and 0.66% W. Only a small portion of the Grad Property has been prospected, yet these results confirm the potential for significant extension to the mineralization identified at the BiTe Zone. 2025 Exploration and Drilling Program The Company's 2025 exploration program at the Grad property will focus on drilling at the discovery outcrop at the base of the cliff. The program will also involve sampling the upper reaches of the cliff face on both sides of the ridge using a mountaineering geological team, preparing drill pads along the ridge top and delineating the extent of the mineralized zone on the north side of the ridge with detailed structural mapping and channel sampling. As of late April 2025, the Grad property is fully permitted, with the issuance to the Company of a five-year Type A Land Use Permit from the Sahtu Land and Water Board. The Company will commence Phase 1 of the drill program at the BiTe Zone at base of the cliff. Phase 2 will include step-out drilling and drilling from the ridgetop, if mapping and sampling results confirm the gold-bearing zone occurs continuously up the cliff face. Ogre Property, NWT In the summer of 2024, the Company staked the Ogre Property in NWT, totalling two claims covering approximately 2,000 hectares and located 6 kilometres from the Grad Property. The Company has identified this area as prospective for RIRGS style mineralization. The Ogre Property covers a portion of the southeastern extent of the O'Grady Pluton, a Cretaceous-aged, Tombstone Suite felsic intrusion in the eastern Tombstone Gold Belt in the NWT. The pluton measures 23 by 20 kilometres with a contact aureole of intensely altered and hornfelsed sediments. Because of the discovery at Grad, the Ogre Property did not see much attention in 2024. In 2025, the Company plans to conduct systematic stream sediment sampling, talus-fine sampling and prospecting at Ogre to follow-up on the limited but encouraging results from 2024. Astro Plutonic Complex The Astro Plutonic Complex is located within the Tombstone Gold Belt at the Yukon-NWT border and is accessible from the North Canol road. The Complex includes three granodiorite to granite intrusions belonging to the Cretaceous-aged Tombstone & Tungsten Suites. Cretaceous intrusions in the Tombstone Gold Belt host significant Reduced Intrusion-Related Gold System (RIRGS) gold deposits such as the Fort Knox Mine in Alaska (12.1 Moz gold), the Eagle Mine in Yukon (7.8 Moz gold) and the newly discovered Valley gold occurrence belonging to Snowline Gold Corp. (7.31 Moz gold). During the summer of 2024, the Company conducted soil and talus-fine sampling, prospecting, rock sampling, a photogrammetry survey and a 4-hole, 959 metre diamond drill program on the Astro Plutonic Complex (Astro West and Astro East). Results from the drill program were announced in September 2024. Astro East Project The Company owns a 100% interest, subject to a 2.5% NSR royalty interest, in the Astro East gold project, a 288 square kilometre exploration property located in the NWT along the Yukon border. The Property is centred around the Border Pluton, a granodiorite intrusion belonging to the Cretaceous-aged Tombstone Suite. Prior exploration has identified five gold-bearing skarn occurrences along the margins of the intrusion in the hornfels contact aureole (the Radio, Ultraviolet, Microwave, Gamma and Infrared occurrences). In 2023, the Company conducted stream sediment, soil, talus and rock sampling, prospecting, geological mapping, airborne and ground geophysics and diamond drilling (12 holes, 2,041 metres). The highlights of this program were 0.26 g/t gold over 34.1 metres in hole AST-004, 0.49 g/t gold over 12.4 metres in hole AST-005 and 3.47 g/t gold over 3.1 metres in hole AST-007. In 2024, the exploration program on Astro East was focused on the eastern portion of the Canol Trail Stock, in NWT. The program consisted of expanding the soil and talus fine sample grid eastwards, prospecting and rock sampling. The soil sample grid identified a strong, linear, coincident gold-antimony anomaly; however, prospecting, rock sampling and mapping was not able to identify what might be causing the anomaly. No work is planned on Astro East in 2025. Astro West Project The Company owns a 100% interest, subject to a 2.5% NSR royalty, in two properties comprised of the Hit claims (24 claim units) and SER claims (376 claim units) in the Mayo Mining District, Yukon, along the NWT border. Together, these two properties are now referred to as the Astro West Project. The Astro West Project is located adjacent to the Astro East Project but on the Yukon side of the border and surrounds portions of three Cretaceous felsic intrusions in the Tombstone Gold Belt: Canol Trail Stock; Kelvin Stock; and a small portion of the Border Pluton. Each of theses intrusions exhibits features of a RIRGS including anomalous stream sediment geochemistry with gold-bismuth-tellurium-tungsten-arsenic association, a magnetic signature characteristic of RIRGS, structural preparation and sheeted-quartz veining and contact metasomatic alteration halo. Canol Trail Stock is the most northerly intrusive body in the Astro Plutonic Complex and hosts the HIT Target. The Canol Trail Stock is a Tungsten Suite monzogranite that measures 2.5 kilometres in diameter. In 2024, the Company expanded on soil and talus-fine sampling that was initiated in 2023 and identified a 2.4 square kilometre Au-Bi-As anomaly. The Company drilled 604 metres in 2 holes at HIT to follow up on drill results from 2023 in holes HIT-003 and HIT-004 that intersected 129.8 metres grading 0.25 g/t gold and 45.5 metres grading 0.52 g/t gold, respectively. The 2024 holes were drilled to test the 2023 intercepts to the west, below and north. They encountered much less veining and sulphide mineralization, and the best result was 6.1 metres grading 0.69 g/t gold in hole HIT-006. The Kelvin Stock is the southernmost intrusive body in the Astro Plutonic Complex and is 10 kilometres south of the Canol Trail Stock. The Kelvin Stock measures 2.2 kilometres in diameter and is a Tombstone Suite granite intrusion. It hosts the Peak and Cirque targets. In 2024, the Company expanded the soil sample grid at Peak and conducted additional prospecting and rock sampling on the western edge of the intrusion. The Company also drilled two holes (355 metres) on the Peak Target to test gold-bearing quartz-arsenopyrite veins observed on surface. The drill holes failed to encounter any significant mineralization. The Company is not planning any work on the Astro West Project in 2025. Black Claims, NWT The Company owns 100% of the Black claims totalling six claims covering approximately 6,995 hectares in the Tungsten District of the Tombstone Gold Belt, NWT. The Company completed a short program of stream sediment sampling and prospecting and flew an airborne geophysical survey in the summer of 2023. Over the winter of 2023-24, the Company compiled historic work and identified significant gold anomalies from rock and trench sampling on the property. Thirty-seven of 77 (48%) of surface rock and trench samples returned >0.5 g/t Au, with a peak value of 27.5 g/t Au from quartz-arsenopyrite veins. In 2024, the Company carried out an extensive soil sampling and prospecting program on the property. The soil sample grid defined an arsenic-in-soil anomaly that measures 1.8 kilometres by 500 metres with values up to 19,190 ppm arsenic and a coincident gold anomaly with values up to 0.51 ppm gold. Prospecting and rock sampling at Black returned 3 grab samples from quartz-arsenopyrite veins containing 1.11, 1.37 and 2.86 g/t gold. The mineralization observed at Black occurs in quartz-arsenopyrite veins hosted in sedimentary rocks distal to a Cretaceous intrusion and appears to be Orogenic, as opposed to RIRGS style. In 2025, the Company plans to conduct a short follow-up program to evaluate the soil geochemical anomaly. Flat Claims, NWT The Company owns 100% of the Flat Claims totalling three claims covering approximately 2,567 hectares in the Tungsten District of the Tombstone Gold Belt, NWT. In 2023 and 2024, the Company conducted stream sediment sampling and prospecting at Flat. The program failed to return any significant values and there are no plans for work on the property in 2025. RAK Main and Jos Projects, NWT The Company owns 100% of the RAK Main and Jos claim groups targeting gold mineralization within the extension of the Tombstone Gold Belt in the Northwest Territories. The two properties comprise 13 claims covering approximately 10,100 hectares and are located 11 to 26 kilometres east of the Canol Road and Macmillan Pass airstrip, providing access to the properties. Multiple intrusive bodies belonging to the Cretaceous-age Tombstone, Tungsten and Mayo plutonic suites have intruded the Selwyn basin sediments within the Company's claims. Several large, polyphase plutons to 10 kilometres in diameter are accompanied by smaller stocks with surface exposures less than a kilometre. Conspicuous zones of contact metasomatism surround most of the intrusions within the area of the claims. Previous work by operators in the Yukon side of the divide has recorded significant stream sediment gold anomalism that appears to be draining several of the intrusive bodies within the NWT. Recent mapping has identified stockwork veining within these intrusive bodies, especially so in the recessive valleys. The intrusive bodies and gossanous contacts within the Company's claims are relatively unexplored. The Company did not do any work on the claims in 2024 and has no plans for work in 2025. Other Projects Gossan Property, Yukon The Company owns a 100% interest in 36 quartz claims covering approximately 7.5 square kilometres or 753 hectares in the Dawson Range Belt, Yukon. These claims are known as the Gossan Property and are located 100 kilometres west of Carmacks or 235 kilometres northwest of Whitehorse. The Dawson Range Belt hosts the world class Casino porphyry copper-gold-molybdenum deposit, the Freegold Mountain porphyry-epithermal deposits, the Klaza epithermal deposit and numerous other porphyry-epithermal mineral occurrences. These deposits are associated with late-Cretaceous intrusions of the Casino Suite. The Gossan property covers a large (1.8 x 1.0 km) orange-red, gossanous, colour anomaly. Regional geochemical sample data from government sources have returned moderately anomalous values for copper, molybdenum and gold from streams draining the southern edge of the gossan. Enhanced interpretation of the Weighted Sums Model for Porphyry Copper Deposits indicates that these samples are within the 90-95th percentile for the porphyry copper-molybdenum deposit type. Surprisingly, there is no record of any assessment work having been undertaken on the property. Preliminary observations on the ground have identified intense silica-pyrite alteration of the underlying volcanic rocks with disseminated pyrite content greater than 5%. The Company believes the intense orange-red gossan and silica-pyrite alteration is indicative of a porphyry-related hydrothermal alteration system at depth. The Company completed an early summer program on the property in 2023 which consisted of stream sediment sampling, soil sampling and prospecting to evaluate the target for porphyry and/or epithermal copper-gold potential. The Company is not planning any work on the property in 2025. Analytical Procedure The drill program in 2024 was done with NQ2-sized equipment. Drill core was systematically logged for geological attributes, photographed and sample intervals identified by a geologist at the Company's field camp. Samples were generally at 1.5 metre intervals, but occasionally shorter intervals were sampled to isolate features of interest. Samples were collected by cutting the core in half along the axis of the core. Field duplicates were collected at regular intervals by cutting the half core to be sent to the lab into two ¼ core samples, each with unique sample numbers leaving a consistent record of half core material in the core box. Standard reference materials were inserted by Company personnel at regular intervals into the sample stream. Samples were delivered by expeditor to ALS Global preparatory facility in Whitehorse, Yukon. Sample preparation was completed in Whitehorse, with analyses completed in North Vancouver, BC. ALS Global is an accredited ISO/IEC 17025 and ISO9001 laboratory for quality management. At the lab, drill core and rock samples were crushed by ALS to >75% passing below 2 mm and split using a riffle splitter. 250 g splits were pulverized to >85% passing below 75 microns. 0.5 g of the sample pulps were digested with aqua regia and analyzed by an inductively coupled plasma mass spectroscopy and inductively coupled plasma atomic absorption spectroscopy (ICP-MS+ICP-AES) finish for 51-element analysis (ALS code: ME-MS41). All samples were analysed for gold content by fire assay with a gravimetric finish on 50 g samples (ALS code: Au-GRA22). For the purposes of this Interim MD&A, mineralized intervals are defined as runs of mineralization >0.1 g/t Au.

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