The accompanying unaudited condensed interim consolidated financial statements of Silver Storm Mining Ltd. (the "Company") have been prepared by and are the responsibility of management. The unaudited condensed interim consolidated financial statements have not been reviewed by the Company's auditors.
Condensed Interim Consolidated Statements of Financial Position (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)
Ref | December 31, 2025 | March 31, 2025 | ||
ASSETS | ||||
Current assets | ||||
Cash and cash equivalents | 5 | 34,904 | 2,353 | |
Sales taxes receivable | 6 | 5,567 | 67 | |
Financial investments | 7 | 11 | - | |
Other receivables | 193 | 49 | ||
Inventories | 1,059 | 650 | ||
Prepaid expenses | 791 | 294 | ||
Total current assets | 42,525 | 3,413 | ||
Non-current assets | ||||
Sales taxes receivable | 6 | - | 4,161 | |
Inventories | - | 394 | ||
Financial investments | 7 | 1,243 | - | |
Property, plant and equipment | 8 | 21,099 | 14,840 | |
Mining interests | 9 | 12,552 | 11,504 | |
Other long-term assets | - | 55 | ||
Total non-current assets | 34,894 | 30,954 | ||
Total assets | 77,419 | 34,367 | ||
EQUITY AND LIABILITIES | ||||
Current liabilities | ||||
Accounts payable and accrued liabilities | 10 | 1,490 | 1,901 | |
Due to First Majestic Silver Corp. | 11 | 2,966 | 4,549 | |
Pre-payment facility | 12 | 6,540 | - | |
Lease obligations | 183 | 312 | ||
Total current liabilities | 11,179 | 6,762 | ||
Non-current liabilities | ||||
Pre-payment facility | 12 | 3,198 | - | |
Lease obligations | 421 | 892 | ||
Decommissioning liability | 13 | 7,437 | 7,847 | |
Contingent consideration | 11 | 371 | 354 | |
Total non-current liabilities | 11,427 | 9,093 | ||
Total liabilities | 22,606 | 15,855 | ||
Equity | ||||
Share capital | 14 | 85,412 | 56,360 | |
Shares to be issued | 300 | - | ||
Options reserves | 15 | 7,442 | 3,616 | |
Warrant reserves | 14 | 16,718 | 5,103 | |
Accumulated other comprehensive income | 787 | 1,505 | ||
Deficit | (57,522) | (48,072) | ||
Attributable to equity holders of the parent | 53,137 | 18,512 | ||
Non-controlling interest | 1,676 | - | ||
Total equity | 54,813 | 18,512 | ||
Total equity and liabilities | 77,419 | 34,367 | ||
Nature of operations and going concern (note 1) | ||||
Contingencies and commitments (note 18) | ||||
Subsequent events (note 20) |
The accompanying notes to the unaudited condensed interim consolidated financial statements are an integral part of these statements. - 1 -
Condensed Interim Consolidated Statements of Loss and Comprehensive Loss (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited) Three months Ended Nine months EndedDecember 31, | December 31, | December 31, | December 31, | |
Ref 2025 | 2024 | 2025 | 2024 | |
Expenses Mineral property expenses | 17 (1,409) | (1,553) | (3,191) | (6,467) |
General and administration | 17 (869) | (427) | (2,416) | (1,661) |
Stock based compensation (16) | - | (5,883) | (1,662) | |
Total expenses (2,294) | (1,980) | (11,490) | (9,790) | |
Other income (expenses) Foreign exchange income (expense) 136 | (1) | 345 | (30) | |
Other income 38 | 47 | 170 | 127 | |
Net loss before finance items (2,120) | (1,934) | (10,975) | (9,693) | |
Finance costs Finance cost (504) | (17) | (945) | (274) | |
Finance income 173 | (1) | 278 | 80 | |
Net loss from operations (2,451) | (1,952) | (11,642) | (9,887) | |
Income tax - | - | - | - | |
Net loss (2,451) | (1,952) | (11,642) | (9,887) | |
Attributable to: Equity holders of the parent (2,429) | (1,952) | (11,607) | (9,887) | |
Non-controlling interest (22) | - | (35) | - | |
(2,451) | (1,952) | (11,642) | (9,887) | |
Other comprehensive income (loss) Items that may be reclassified to net loss Exchange differences on translating foreign operations (288) | 769 | (798) | 593 | |
Gain (loss) on investment at FVOCI, net of tax 80 | - | 80 | - | |
Other comprehensive Income (loss) (208) | 769 | (718) | 593 | |
Total comprehensive loss (2,659) | (1,183) | (12,360) | (9,294) | |
Basic and diluted loss per share0.00 | 0.00 | (0.02) | (0.02) | |
Weighted average number of common shares outstanding - basic and diluted 744,510,743 | 454,522,880 | 649,548,968 | 452,466,772 | |
The accompanying notes to the unaudited condensed interim consolidated financial statements are an integral part of these statements.
- 2 -
Silver Storm Mining Ltd.Condensed Interim Consolidated Statements of Changes in Equity
(In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)
Number of shares
Share capital Shares to
be issued
Options reserves
Warrants reserves
Accumulated other comprehensive income
Non-Controlling Interest
Deficit Total
Balance at March 31, 2024 | 397,390,860 | 50,285 | 57 | 1,953 | 733 | 434 | - (34,119) 19,343 | ||
Private placement | 60,628,101 | 6,566 | (17) | - | - | - | - - 6,549 | ||
Warrants | - | (2,101) | - | - | 2,101 | - | - - - | ||
Share issue costs | - | (388) | - | - | 94 | - | - - (294) | ||
Shares issued for settlement of debt | 972,200 | 141 | - | - | - | - | - | - | 141 |
Stock based compensation | - | - | - 1,662 | - | - | - - 1,662 | |||
Net loss and comprehensive loss | - | - | - - | - | 593 | - (9,887) (9,294) | |||
Balance at December 31, 2024 | 458,991,161 | 54,503 | 40 3,615 | 2,928 | 1,027 | - (44,006) 18,107 | |||
Balance at March 31, 2025 | 501,969,273 | 56,360 | - 3,616 | 5,103 | 1,505 | - (48,072) 18,512 | |||
Private placement | 178,265,000 | 29,782 | 300 - | - | - | - - 30,082 | |||
Warrants | - | (11,545) | - - | 11,545 | - | - - - | |||
Share issue costs | - | (2,929) | - - | 885 | - | - - (2,044) | |||
Warrants exercised 23,914,603 5,817 | - | - | (1,501) | - | - - 4,316 | ||||
Warrants expired - - | - | - | (2) | - | - 2 - | ||||
Share based compensation - - | - | 5,883 | - | - | - | - | 5,883 | ||
Options exercised 500,000 115 | - | (53) | - | - | - | - | 62 | ||
Options expired | - | - | - | (1,900) | - | - | - | 1,900 | - |
Options cancelled | - | - | - | (104) | - | - | - | 104 | - |
Acquisition Till Capital Corp. 52,077,302 7,812 | - | - | 688 | - | 1,711 | 151 | 10,362 | ||
Net loss and comprehensive loss - - | - | - | - | (718) | (35) | (11,607) | (12,360) | ||
Balance at December 31, 2025 756,726,178 85,412 | 300 | 7,442 | 16,718 | 787 | 1,676 | (57,522) | 54,813 | ||
The accompanying notes to the unaudited condensed interim consolidated financial statements are an integral part of these statements.
- 3 -
Condensed Interim Consolidated Statements of Cash Flows (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)
Three months Ended Nine months Ended
December 31, | December 31, | December 31, | December 31, | ||
Ref | 2025 | 2024 | 2025 | 2024 | |
Operating activities | |||||
Net loss | (2,451) | (1,952) | (11,642) | (9,887) | |
Non-cash items: | |||||
Stock based compensation | 15 | 16 | - | 5,883 | 1,662 |
Depreciation | 8 | 114 | 100 | 338 | 295 |
Accretion | 183 | 192 | 535 | 591 | |
Finance cost | 324 | 51 | 410 | 153 | |
Foreign exchange gain | (135) | (715) | (345) | (674) | |
Gain on settlement of debt | - | - | - | (34) | |
Unrealized loss on change in fair value of marketable securities | - | 7 | - | 7 | |
Working capital items: | |||||
Sales taxes receivable | (664) | 19 | (1,337) | (98) | |
Other receivables | (10) | (3) | (35) | 79 | |
Prepaid expenses | (188) | 334 | (228) | 377 | |
Inventories | (7) | - | (15) | (52) | |
Other long-term assets | - | 50 | 55 | 99 | |
Accounts payable and accrued liabilities | (216) | 115 | (422) | 679 | |
Due to First Majestic Silver Corp. | 11 | 21 | 265 | (1,371) | 368 |
Net cash used in operating activities | (3,013) | (1,537) | (8,174) | (6,435) | |
Investing activities | |||||
Purchase of property, plant and equipment | 8 | (5,169) | (23) | (8,207) | (62) |
Proceeds on sale of marketable securities | - | 34 | - | 34 | |
Proceeds from promissory note | 787 | 787 | |||
Cash from acquisition of Till Capital Corp. | 4 | - | - | 6,565 | - |
Net cash used in investing activities | (4,382) | 11 | (855) | (28) | |
Financing activities | |||||
Proceeds from shares to be issued | 300 | 40 | 300 | 40 | |
Proceeds from private placements | 14 | - | 465 | 29,782 | 6,508 |
Share issue costs | 14 | (8) | (8) | (2,044) | (294) |
Proceeds from options exercised | 15 | - | - | 62 | - |
Proceeds from warrants exercised | 14 | 3,046 | - | 4,316 | - |
Proceeds from prepayment facility | 12 | 9,594 | - | 9,594 | - |
Lease obligation payments | (240) | (301) | (412) | (480) | |
Net cash provided by financing activities | 12,692 | 196 | 41,598 | 5,774 | |
Net change in cash and cash equivalents | 5,297 | (1,330) | 32,569 | (689) | |
Effect of change in foreign exchange rate on cash | (696) | 138 | (18) | (12) | |
Cash and cash equivalents, beginning of period | 30,303 | 1,698 | 2,353 | 1,207 | |
Cash and cash equivalents, end of period | 34,904 | 506 | 34,904 | 506 | |
Supplementary cash flow information | |||||
4 | - | - | 7,812 | - |
- | - | - | 141 |
Shares issued for the Acquisition of Till Capital Corp.
Shares issued for settlement of debt
The accompanying notes to the unaudited condensed interim consolidated financial statements are an integral part of these statements.
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)-
Nature of operations and going concern
Silver Storm Mining Ltd. (the "Company" or "Silver Storm") is incorporated under the Canada Business Corporations Act and holds advanced stage silver projects located in Durango, Mexico. The principal business of the Company is to acquire, explore and develop interests in exploration and evaluation assets. The address of the Company's registered office and its principal place of business are 22 Adelaide Street West, Suite 2020, Bay Adelaide Centre, Toronto, Ontario, Canada.
The Company's common shares are publicly traded on the TSX Venture Exchange ("TSXV") under the stock symbol "SVRS", on OTCQX under the stock symbol "SVRSF" and on the Frankfurt Stock Exchange under the stock symbol "SVR".
On July 18, 2025, the Company completed the acquisition of a 100% interest in Till Capital Corp. ("Till") located in British Columbia, Canada (note 4).
These unaudited condensed interim consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern, which assumes that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations. To date, the Company has not yet generated income or cash flows from its operations. During the nine-month period ended December 31, 2025, the Company incurred a net loss of $11,642, and as at December 31, 2025 the current assets exceed its current liabilities by $31,346, and it has an accumulated deficit of $57,522. The Company's ability to continue its operations and to realize assets at their carrying values is dependent upon its ability to raise financing and generate profits and positive cash flows from operations in order to cover its operating costs. These factors indicate the existence of a material uncertainty that may cast significant doubt about the Company's ability to continue as a going concern.
From time to time, the Company generates working capital to fund its operations by raising additional capital through equity or debt financing. However, there is no assurance it will be able to continue to do so in the future. These unaudited condensed interim consolidated financial statements do not give effect to any adjustments required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different from those reflected in the accompanying unaudited condensed interim consolidated financial statements. Such adjustments could be material.
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited) -
Basis of presentation
Statement of compliance
These unaudited condensed interim consolidated financial statements have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board ("IASB") under International Accounting Standard 34 - Interim Financial Reporting. These unaudited condensed interim consolidated financial statements do not include all the notes required in annual consolidated financial statements and accordingly, should be read in conjunction with the annual consolidated financial statements ended March 31, 2025.
Approval of financial statements
The Company's Board of Directors approved these unaudited condensed interim consolidated financial statements on February 24, 2026.
Basis of preparation
These unaudited condensed interim consolidated financial statements have been prepared on a historical cost basis except for certain financial instruments which are measured at fair value.
Basis of consolidation
The Company's unaudited condensed interim consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company. Control exists when the Company has power over an investee, exposure or rights, to variable returns from its involvement with the investee and the ability to use its power over the investee to affect the amount of the Company returns.
Details of controlled entities are as follows:
Entity
Country of Incorporation
Holding
Functional Currency
Golden Tag Mexico S.A. de C.V.
Mexico
100.00%
United States Dollar
Parrilla Plata Mining S.A. de C.V.
Mexico
100.00%
United States Dollar
Till25 Capital Corp.
Canada
100.00%
United States Dollar
Till Capital US Holding Corp.
USA
100.00%
United States Dollar
Till Management Company
USA
100.00%
United States Dollar
Golden Predator US Holding Corp.
USA
100.00%
United States Dollar
Springer Mining Company
USA
100.00%
United States Dollar
Silver Predator Corp.
Canada
51.82%
Canadian Dollar
Intercompany balances and transactions have been eliminated on consolidation. Accounting policies of subsidiaries are consistent with the policies adopted by the Company.
Functional and presentation currency
These unaudited condensed interim consolidated financial statements are presented in Canadian dollars, unless otherwise stated, which is the Company's functional currency. The functional currency of the Company's Mexican and USA subsidiaries is the United States dollar ("US dollar"), and of the Canadian subsidiaries is the Canadian dollar. The Company has adopted the Canadian dollar as its presentation currency.
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)Reclassification
Certain comparative figures of the Condensed Interim Consolidated Statements of Loss and Comprehensive Loss have been reclassified to conform to current period's presentation.
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)Three months Ended December 31, 2024
Nine months Ended December 31, 2024
As previously
reported
Adjustment
Restatement
As previously
reported
Adjustment
Restatement
Expenses by nature:
Administrative costs
(45)
45
-
(200)
200
-
Foreign exchange loss
(1)
1
-
(30)
30
-
Listing, filing and transfer agency fees
(30)
30
-
(49)
49
-
Management, consulting fees and directors' fees
(87)
87
-
(357)
357
-
Mineral property expenses
(1,553)
1,553
-
(6,467)
6,467
-
Professional fees
(56)
56
-
(289)
289
-
Promotion costs
(80)
80
-
(287)
287
-
Salaries
(18)
18
-
(95)
95
-
Investor relations
(66)
66
-
(249)
249
-
Stock based compensation
-
-
-
(1,662)
1,662
-
Accretion
(12)
12
-
(256)
256
-
Depreciation
(45)
45
-
(135)
135
-
Finance cost
(5)
5
-
(18)
18
-
Finance income
(1)
1
-
80
(80)
-
Gain on settlement of debt
-
-
-
34
(34)
-
Rent
54
(54)
-
100
(100)
-
Unrealized gain on change in fair value of marketable securities
(7)
7
-
(7)
7
-
Expenses by function:
Mineral property expenses
-
(1,553)
(1,553)
-
(6,467)
(6,467)
General and administration
-
(427)
(427)
-
(1,661)
(1,661)
Stock based compensation
-
-
-
-
(1,662)
(1,662)
Foreign exchange loss
-
(1)
(1)
-
(29)
(29)
Other income
-
47
47
-
127
127
Finance cost
-
(17)
(17)
-
(274)
(274)
Finance income
-
(1)
(1)
-
80
80
Net loss
(1,952)
-
(1,952)
(9,887)
-
(9,887)
-
Material accounting policy information
These unaudited condensed interim consolidated financial statements were prepared using the same accounting policies, methods of computation and basis of presentation as outlined in note 3 - Material Accounting Policy Information, as described in the Company's annual audited consolidated financial statements ended March 31, 2025.
-
Acquisition
On July 18, 2025, the Company completed the acquisition of all of the issued and outstanding common shares of Till pursuant to a court-approved plan of arrangement (the "Transaction").
On closing of the Transaction, Till shareholders (each, a "Till Shareholder") received 16.360 Silver Storm units (each, a "Silver Storm Unit") for each Till common share held. Each Silver Storm Unit consists of:
One Silver Storm common share (each a "Silver Storm Share");
One-quarter of one whole Silver Storm common share purchase warrants (each, a "Silver Storm Warrant"). Each Silver Storm Warrant shall entitle the holder to acquire one Silver Storm Share for an exercise price equal to $0.25 with an expiry date of January 18, 2027; and
One non-transferable contingent value right (each, a "CVR"), which is contingent on the sale of Till's 33.3% ownership of IG Far East LLC (the "Contingent Event"), which will be eligible to convert into an
additional cash payment on the achievement of the Contingent Event. The CVR's have a term of twenty- four months after the closing of the Transaction. Given that Till no longer holds an ownership interest in IGFE, does not possess legal or economic rights to the asset, and has no ability to effect or participate in a sale transaction. The Company has determined that the likelihood of the CVR occurring is remote.
The transaction became effective as of July 18, 2025 by way of a three-cornered amalgamation under the provisions of the Business Corporations Act (British Columbia), whereby Till25 Capital Corp. ("Till25"), a wholly-owned subsidiary of Silver Storm, amalgamated with Till Capital Corp.
The following table summarizes the total preliminary consideration paid and the fair value of the identifiable net assets assumed as of the date of acquisition:
Consideration paid:
52,077,302 common shares
7,812
13,019,325 warrants
688
Transaction cost
182
Non-controlling interest
1,711
10,393
Less fair value of net assets:
Cash and cash equivalents
6,565
Other receivable
109
Sales taxes recoverable
2
Prepaid expenses
269
Accounts payable
(11)
Financial investments
1,875
Mining interest
1,584
Total fair value of net assets acquired
10,393
The fair value of the consideration and purchase price allocation are preliminary and subject to change based on the final determination of the purchase price and fair value allocations.
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)
-
Cash and cash equivalents
December 31,
March 31,
2025
2025
Bank balances
9,971
2,353
Short-term deposits
24,933
-
34,904
2,353
-
Sales taxes receivable
December 31,
March 31,
2025
2025
GST receivable
85
67
VAT receivable
5,482
4,161
5,567
4,228
Less current balance
(5,567)
(67)
Non-current balance
-
4,161
The Company incurs VAT on expenditures in Mexico, which is either refundable or creditable against income taxes payable. The Company, in coordination with its external advisors, is actively engaged with the relevant tax authorities to expedite the recovery process. Based on current assessments, the Company believes the full amount of VAT is recoverable and, accordingly, no allowance has been recorded.
-
Financial Investments
Fair value at December 31, 2025
Level 1
Level 2
Level 3
Total
Current investments
Warrants
-
11
-
11
Non-current investments
Forte Minerals Corp. - Shares
215
-
-
215
White Pine Precious Metals - Shares
-
-
1,028
1,028
215
-
1,028
1,243
215
11
1,028
1,254
The fair value of securities is estimated using the following techniques:
Level 1 - Assets or liabilities with quoted prices in active markets. A financial instrument is regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry company, pricing service, or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm's length basis.
Level 2 - Assets or liabilities that are measured using observable market data and are not allocable to Level 1.
Measurements are based, in particular, on prices for comparable assets and liabilities that are traded on active markets, prices on markets that are not considered active, as well as inputs derived from such prices or market data.
Level 3 - Assets or liabilities that cannot be measured or can only be partially measured using observable market inputs. The measurement of such instruments draws principally on valuation models and methods.
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited) -
Property, plant and equipment
Land
Buildings
Machinery
and equipment
Construction in progress
Other
Right-of-use assets
Total
Cost as of March 31, 2025
820
6,057
6,520
-
260
1,964
15,621
Additions
-
-
-
8,081
126
604
8,811
Disposals
-
-
-
-
-
(1,388)
(1,388)
Change in decommissioning liability
-
-
(552)
-
-
-
(552)
Foreign exchange
(38)
(282)
(292)
-
(12)
(35)
(659)
Balance as of December 31, 2025
782
5,775
5,676
8,081
374
1,145
21,833
Accumulated Depreciation as of March 31, 2025
-
34
-
-
87
660
781
Depreciation
-
24
-
-
52
262
338
Disposals
-
-
-
-
-
(399)
(399)
Foreign exchange
-
(2)
-
-
(3)
19
14
Balance as of December 31, 2025
-
56
-
-
136
542
734
Carrying Amounts
Balance as of March 31, 2025
820
6,023
6,520
-
173
1,304
14,840
Balance as of December 31, 2025
782
5,719
5,676
8,081
238
603
21,099
The additions represent the rehabilitation of the La Parrilla infrastructure aimed at restoring operational capacity and enhancing long-term production efficiency.
-
Mining interests
December 31,
March 31,
2025
2025
Opening balance
11,504
15,308
Change in decommissioning liability
-
(182)
Recovery of processing plant material
-
(535)
VAT reclassification
-
(3,991)
Acquisition Till Capital Corp.
1,584
-
Foreign exchange
(536)
904
Closing balance
12,552
11,504
La Parrilla Property
The La Parrilla Silver ("La Parrilla") Mine is a complex consisting of five non-operational underground mines, a non-operational open pit mine and a 2,000 tons per day processing facility located southeast of the city of Durango, the capital of Durango State. The La Parrilla property is comprised of 40 contiguous mining concessions, in good standing, covering 38,128 hectares.
Metalla Royalty & Streaming Ltd. retains a 2% net smelter return royalty on the La Parrilla Property. In January 2025, the Company submitted an application with the government to drop a non-core concession (Michis - title No. 230602).
The La Parrilla Silver Mine has been on care and maintenance since September 2019, and no royalties have been incurred as of December 31, 2025.
Mexico San Diego Property
The Company holds a 100% interest in the San Diego Property, Durango State, Mexico. Golden Minerals Company has a 2% net smelter return royalty on the property.
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited) -
Accounts payable and accrued liabilities
December 31,
March 31,
2025
2025
Accounts payable
250
1,016
Payroll and related benefits
96
27
Accrued liabilities
1,144
858
1,490
1,901
-
Related party transactions
December 31,
March 31,
Due to First Majestic Silver Corp.
2025
2025
Opening balance
4,549
3,928
Payment
(1,371)
-
Accretion expense
-
425
Exchange difference
(212)
196
Closing balance
2,966
4,549
Accounts payable and accrued liabilities
Management personnel
51
310
Directors
-
60
51
370
Major shareholders - Number of common shares
First Majestic Silver Corp.
136,751,350
178,349,350
19%
36%
First Majestic acquired 143,673,684 common shares of the Company during 2023 as part of the acquisition of La Parrilla, 18,009,000 units issued during 2023 as part of the private placement and 16,666,666 units issued during 2025 as part of the private placement. On October 7, 2025, First Majestic disposed of 37,600,000 common shares of the Company. On December 30, 2025, First Majestics disposed of 3,998,000 common shares.
Contingent considerationDecember 31,
March 31,
2025
2025
Opening balance
354
272
Accretion expense
35
63
Foreign exchange
(18)
19
Closing balance
371
354
Key management personnel of the Company are members of the Board of Directors as well as members of management.
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)Remuneration includes the following expenses:
Three Months
Ended December 31
Three Months
Ended December 31
Nine Months
Ended December 31
Nine Months
Ended December 31
2025
2024
2025
2024
Management and administration fees paid to private companies controlled by directors and officers
215
91
1,097
449
Professional fees paid to private companies controlled by directors and officers
10
7
32
65
Listing, filing and transfer agency fees paid to private companies controlled by officers
3
1
12
6
Director fees
7
21
30
21
Rent received from a company with common officers
(24)
(24)
(72)
(72)
Stock based compensation
54
-
4,661
1,351
265
96
5,760
1,820
-
Pre-payment facility
On October 10, 2025, the Company announced that it entered into a definitive agreement with Samsung C&T Hongkong Ltd. and QSSC S.A.DE C.V., both subsidiaries of Samsung C&T ("Samsung") on an offtake prepayment financing for the restart of operation at the past producing La Parrilla. The key highlights are:
Facility: US$7,000 secured prepaid financing facility for 18 months;
Interest rate: one-month secured overnight financing rate + 4.75%.
Repayment terms: six months interest and capital repayment grace period from initial liability, with repayments made in equal monthly installments over a twelve-month period. Repayments may be made as deduction from concentrate sales.
Security: Corporate guarantee and share pledge.
Offtake: Offtake for 100% of the lead-silver and zinc concentrate produced at La Parrilla over a two-year period.
-
Decommissioning liability
The Company's decommissioning and closure obligations relates to the cost of removing and restoring the La Parrilla property in Durango, Mexico. Significant decommissioning and closure activities include land rehabilitation, demolition of buildings and mine facilities, ongoing care and maintenance and other costs. This estimate depends on the development of an environmentally accepted mine closure plan.
A reconciliation for decommissioning liability is as follows:
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)December 31,
March 31,
2025
2025
Opening balance
7,847
7,403
Accretion expense
500
753
Change in estimate
(552)
(746)
Foreign exchange
(358)
437
Closing balance
7,437
7,847
-
Equity
(a) Share capital
During the nine months ended December 31, 2025, the Company issued common shares in connection with private placements and the acquisition of Till. Aggregate issuances during the period included:
178.3 million units for gross cash proceeds of approximately $29,782, with each unit comprising one common share and either one-half, one-quarter, or one common share purchase warrant.
52.1 million units issued as consideration for the acquisition of Till, at a deemed value of $7,812, comprising one common share and one-quarter of one common share purchase warrant.
Finder's fees paid during the period included cash commissions of approximately $2,929. All common shares issued are fully paid.
(b) Warrants reservesGross proceeds
Date
Transaction
Units
Price
$/unit
$
Opening balance
501,969,273
56,360
Jun 5 & 11, 2025
Brokered
private placement
92,400,000
0.13
12,012
Allocation to warrants reserve
(5,865)
Cost of issue
(1,219)
Jul 2 & 5, 2025
Non-brokered private placement (two tranches)
30,800,000
0.13
4,004
Allocation to warrants reserve
(1,961)
Cost of issue
(264)
Jul 18, 2025
Acquisition Till Capital Corp.
52,077,302
0.15
7,812
Sep 22, 2025
Brokered
private placement
55,065,000
0.25
13,766
Allocation to warrants reserve
(3,719)
Cost of issue
(1,446)
Warrants exercised
23,914,603
5,817
Stock options exercised
500,000
115
254,756,905
29,052
Final balance
756,726,178
85,412
Outstanding warrants entitle their holders to subscribe to an equivalent number of common shares. The fair value of the warrants was determined using the Black-Scholes option valuation model with the assumptions described below:
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)Date
Assumptions
Units
Share Price
$/unit
Exercise Price
$/unit
$
Opening balance
91,116,888
5,103
Jun 5 & 11, 2025
Expected volatility 95.65% to 95.69% Risk-free interest rate 2.64% to 2.71%
Expected unit life: 3 years No expected dividend yield
92,400,000
0.12 to 0.125
0.20
5,865
Broker/Finder
4,793,470
0.13
357
Jul 2 & 5, 2025
Expected volatility 94.86% to 95.14% Risk-free interest rate 2.69% Expected unit life: 3 years
No expected dividend yield
30,800,000
0.125 to 0.13
0.20
1,961
Broker/Finder
1,049,981
0.13
79
Jul 18, 2025
Expected volatility 93.66% Risk-free interest rate 2.82% Expected unit life: 1.5 years
No expected dividend yield
13,019,325
0.15
0.25
688
Sep 22, 2025
Expected volatility 96.02% Risk-free interest rate 2.46% Expected unit life: 3 years
No expected dividend yield
27,532,500
0.23 to 0.25
0.35
3,719
Broker/Finder
3,297,900
0.25
449
Warrants exercised
(23,914,603)
(1,501)
Warrants expired
(56,875)
(2)
148,921,698
11,615
Final balance
240,038,586
16,718
At December 31, 2025, the following exercisable warrants were outstanding:
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)Number of
Price
Expiry
warrants
($)
date
15,821,305
0.34
2026-08-14
3,382,100
0.16 & 0.11
2026-04-02
19,118,754
0.16 & 0.11
2026-04-10
5,049,815
0.16
2027-12-19
447,778
0.16
2028-01-06
7,282,556
0.16 & 0.11
2028-01-16
22,989,944
0.16
2028-01-30
4,834,335
0.16
2028-02-06
75,995,000
0.13 & 0.20
2028-06-05
11,391,321
0.13 & 0.20
2028-06-11
28,952,673
0.13 & 0.20
2028-07-02
997,308
0.20
2028-07-05
12,945,297
0.25
2027-01-18
30,830,400
0.25 & 0.35
2028-09-22
240,038,586
0.22
-
Option reserves
Outstanding options entitle their holders to subscribe to an equivalent number of common shares, the continuity for activity is as follows:
December 31, 2025
Weighted average exercise
price
#
$
Opening balance
20,200,000
0.22
Issued
36,950,000
0.25
Exercised
(500,000)
0.13
Expired
(6,900,000)
0.33
Cancelled
(800,000)
0.17
Final balance
48,950,000
0.23
On June 30, 2025, 500,000 stock options with an exercise price of $0.125 were exercised. On July 25, 2025, 800,000 stock options with an exercise price of $0.165 were cancelled.
On August 31, 2025, 6,900,000 stock options with an exercise price of $0.33 expired unexercised.
On September 25, 2025 and on November 27, 2025, the Company granted 36,950,000 stock options to certain directors, officers, employees and consultants of the Company, to purchase an aggregate of 36,950,000 common shares of the Company at the price of $0.25 per share for a period of five years from the date of grant. The options granted in September vest immediately and the options granted in November vest 25% every three months. The fair value of the options granted was estimated using the Black-Scholes option pricing model with the following assumptions: dividend yield - 0%; volatility - 95.54% and 93.74%; risk-free interest rate - 2.77% and 2.71%, an expected life of 5 years, no expected dividend yield and an exercise price of $0.25 and $0.30 and a price at date of grant of $0.225 and $0.265. The fair value attributed to these options was $5,867 and $84, respectively, and was expensed in the unaudited condensed interim consolidated statements of loss and comprehensive loss.
-
Loss per share
The calculation of basic loss per share is based on the loss for the period divided by the weighted average number of shares in circulation during the period. Details of share options and warrants issued that could potentially dilute loss per share in the future are given in note 14 and 15 if the Company were not in a loss position and were to calculate diluted income per share.
Both the basic and diluted loss per share have been calculated using the loss as the numerator, i.e. no adjustment to the loss was necessary for the periods ended December 31, 2025 and 2024.
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)Three Months
Ended December 31
Three Months
Ended December 31
Nine Months
Ended December 31
Nine Months
Ended December 31
2025
2024
2025
2024
Loss for the period
(2,451)
(1,952)
(11,642)
(9,887)
Weighted average number of shares in circulation
744,510,743
454,522,880
649,548,968
452,466,772
Basic and diluted loss per share
0.00
0.00
(0.02)
(0.02)
-
Expenses by nature
Mineral property expenses
Three Months
Ended December
31, 2025
Three Months
Ended December 31,
2024
Nine Months
Ended December 31, 2025
Nine Months
Ended December 31,
2024
Exploration services
-
(85)
-
1,753
Mining concessions rights
45
559
124
1,467
Salaries and labour
386
362
898
1,004
Contractors
217
267
405
1,029
Energy
84
87
248
417
Insurance
27
170
240
352
General services
56
85
250
201
Depreciation
64
33
203
545
Raw materials
142
91
218
187
Other
41
4
30
19
Licenses
26
3
26
10
Professional fees
321
-
549
-
Recovery of processing plant material
-
(23)
-
(517)
1,409
1,553
3,191
6,467
General and administration
Administration costs
95
45
157
200
Professional fees
226
56
514
289
Management, consulting fees
135
87
788
357
Promotion costs
76
80
190
287
Investor relations
80
66
168
249
Depreciation
45
45
135
135
Other
45
-
71
-
Salaries and labour
150
18
305
95
Listing, filing and transfer agency fees
17
30
88
49
869
427
2,416
1,661
-
Contingencies and commitments
The Company's operations are subject to governmental laws and regulations regarding environmental protection. Environmental consequences, their impact and their duration are difficult to determine. To the best of its knowledge, management believes that the Company's operations are in compliance with all applicable laws and regulations. Provisions for estimated costs are recorded when environmental remedial efforts are likely and costs can be reasonably estimated.
-
Segment reporting
In accordance with IFRS 8 - Operating Segments, it is mandatory for the Company to present and disclose segmental information based on the internal reports that are regularly reviewed by the Board of Directors in order to assess each segment's performance. In this regard, the Company conducts its business in a single operating segment being the acquisition, exploration and development of mineral properties. The Company's principal mining interests are located in Mexico.
Segmented information on a geographic basis is as follows:
Notes to Condensed Interim Consolidated Financial Statements Three and Nine Months Ended December 31, 2025 (In Thousands of Canadian Dollars, unless otherwise stated) (Unaudited)Canada
Mexico
Total
Three months ended December 31, 2025 Net loss
(509)
(1,942)
(2,451)
Nine months ended December 31, 2025
Net loss
(7,702)
(3,940)
(11,642)
As of December 31, 2025
Current assets
33,459
9,066
42,525
Non-current assets
2,360
32,534
34,894
Total assets
35,819
41,600
77,419
Current liabilities
495
10,684
11,179
Non-current liabilities
421
11,006
11,427
Total liabilities
916
21,690
22,606
- Subsequent events
During January and February 2026, 800,000 options were exercised with a price of $0.165 for gross proceeds of
$132 and 20,063,764 warrants were exercised for gross proceeds of $3,877.
On February 13, 2026, the Company sold and transferred all of its rights, title, benefits, and interests in the Springer Royalty, located in Nevada, USA, for gross proceeds of $2,183.
