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Aeonian Resources — Management Reports 2025
May 31, 2025
47909_rns_2025-05-30_159edf65-4468-42e0-a85a-f9afd68c5e7a.pdf
Management Reports
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AEONIAN RESOURCES CORP.
(FORMERLY ALTINA CAPITAL CORP.)
MANAGEMENT'S DISCUSSION AND ANALYSIS
March 31, 2025
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INTRODUCTION
The following Management's Discussion and Analysis ("MD&A") is dated May 30, 2025 and should be read in conjunction with the condensed interim consolidated financial statements of Aeonian Resources Corp. (formerly Altina Capital Corp.) ("Aeonian," "Aeonian Ltd.", or the "Company") for the three months ended March 31, 2025. The Company prepares its condensed interim consolidated financial statements in accordance with IFRS Accounting Standards ("IFRS").
For the purposes of preparing this MD&A, management, in conjunction with the Board of Directors, considers the materiality of information. Information is considered material if: (i) such information results in, or would reasonably be expected to result in, a significant change in the market price or value of the Company's common shares; or (ii) there is a substantial likelihood that a reasonable investor would consider it important in making an investment decision; or (iii) if it would significantly alter the total mix of information available to investors. Management, in conjunction with the Board of Directors, evaluates materiality with reference to all relevant circumstances, including potential market sensitivity.
The Company's financial statements, MD&A and all other continuous disclosure documents are filed with Canadian securities regulators and are available for review under the Aeonian Resources Corp. profile at www.sedar.com.
FORWARD-LOOKING STATEMENTS
Certain statements contained in the following MD&A constitute forward-looking statements. Such forward looking statements involve a number of 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 future results, performance or achievements expressed or implied by such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements.
COMPANY OVERVIEW
Aeonian is a junior mineral exploration company incorporated on August 23, 2019 under the laws of British Columbia. The Company's common shares are listed for trading on the TSX-V Tier 2 under the trading symbol ALTN and was originally classified as a Capital Pool Company ("CPC") as defined in the TSX Venture Exchange (TSX-V) Policy 2.4. The activities of the Company were initially limited to the efforts to identify and evaluate the acquisition of assets and business, which would represent a Qualifying Transaction for regulatory purpose. The proceeds raised from the issuance of share capital may only be used to identify and evaluate assets or businesses for future investment, with the exception that up to $3,000 per month from its proceeds may be used for general administrative expenses. On May 9, 2025, the Company successfully completed a Qualifying Transaction as described in the following section and changed its name from Altina Capital Corp. to Aeonian Resources Corp. The Company's registered and records office is located at Suite 2500 – 700 West Georgia Street, Vancouver, BC, V7Y 1B3.
All amounts are presented in Canadian dollars, which is the functional currency of the Company and it's subsidiary, unless otherwise noted.
QUALIFYING TRANSACTION
On March 27, 2024, the Company entered into an amalgamation agreement with Aeonian Resources Ltd. ("Aeonian Ltd"), with respect to a reverse takeover transaction (the "Reverse Takeover Transaction") between the Company, Aeonian Ltd, and 1472748 B.C. Ltd., a wholly owned subsidiary of the Company incorporated for the sole purpose of effecting the Reverse Takeover Transaction. Aeonian Ltd is a private company incorporated under the Business Corporations Act (British Columbia), and is a junior mineral exploration company. The Reverse Takeover Transaction would constitute the Company's Qualifying Transaction as defined in TSX Policy 2.4. Pursuant to the Reverse Takeover Transaction, Aeonian Ltd and 1472748 B.C. Ltd would amalgamate to form one corporation ("Amalco") and Aeonian Ltd would acquire 100% of the issued and outstanding common shares of the Company in exchange for common shares of Aeonian Ltd on a 1:1 basis resulting in a reverse takeover of the Company. Upon closing of the Reverse Takeover Transaction, the Company will change its name to "Aeonian Resources Corp.", and Amalco will become a wholly-owned subsidiary of the Company which will carry on the junior mineral exploration operations presently carried on by Aeonian Ltd.
On November 15, 2024, the Company entered into an agreement with Aeonian Ltd to amend and restate the amalgamation agreement ("Amended Agreement"). Pursuant to the Amended Agreement, in connection with the Transaction and as a condition to its closing, the Concurrent Financing was replaced with an Amended Concurrent Financing, whereby both the Company and Aeonian Ltd will complete individual private placements for minimum combined aggregate gross proceeds of $800,000 (the "Amended Concurrent Financing"). Under the Amended Concurrent Financing, the Company will complete a private placement of Units (comprising one common share of the Company and up to one whole share purchase warrant) at a price of $0.10 per unit. In addition, Aeonian Ltd will complete a private placement of Units (comprising one common share of Aeonian Ltd that qualifies as a "flow-through share" within the meaning of the Income Tax Act (Canada) and one-half of a whole share purchase warrant) at a price of $0.10 per unit. As at March 31, 2025, the Company had received $401,000 proceeds relating to the subscription of 4,010,000 units of which were not yet issued.
On December 30, 2024, Aeonian Ltd. completed a non-brokered private placement of 1,300,000 units ("Aeonian Ltd Units"), for gross proceeds of $130,000. Each Aeonian Ltd Unit was comprised of one (1) common share of Aeonian Ltd (each an "Aeonian Ltd Share") that qualifies as a "flow-through share" within the meaning of section 66(15) of the Income Tax Act (Canada) and one-half of one (1/2) Aeonian Ltd share purchase warrant, with each whole warrant being exercisable to acquire one (1) additional Aeonian Ltd Share at an exercise price of $0.15 until the date that is twenty-four (24) months from the Listing Date. Aeonian Ltd paid finder's fees of $1,350 and issued 13,500 Aeonian Ltd share purchase warrants to finders who introduced investors to Aeonian Ltd, each such warrant entitling the holder to acquire one Aeonian Ltd Share for $0.14 until the date that is twenty-four (24) months from the Listing Date.
On April 8, 2025, the Company completed a private placement in connection with the Reverse Takeover Transaction whereby the Company issued 7,710,000 Units at $0.10 per Unit for gross proceeds of $771,000, of which, $401,000 was received as of March 31, 2025. Each Unit consists of one common share of the Company and one whole share purchase warrant. Each whole share purchase warrant entitles the holder to acquire one common share of the Company for a period of 24 months from the date of closing of the private placement at an exercise price of $0.15 per share. In connection with the private placement, the Company also paid $14,500 cash finder fees and issued 145,000 finder warrants. Each finder warrant entitles the holder to acquire one common share of the Company for a period of 24 months from the date of closing the private placement at an exercise price of $0.15 per share.
On May 9, 2025, the Company completed its acquisition of Aeonian Ltd by way of a three-cornered amalgamation. As part of the Reverse Takeover Transaction, Aeonian Ltd combined with 1472748 B.C. Ltd to form Amalco (under the name 1539062 B.C. Ltd.), a wholly-owned subsidiary of the Company. Pursuant to the Amalgamation, former shareholders of Aeonian Ltd received an aggregate of 25,202,100 common shares of the Company ("Resulting Issuer Shares") in exchange for their common shares of Aeonian Ltd on a one-for-one basis and all outstanding Aeonian Ltd warrants and incentive options became exercisable into common shares of the Company in accordance with their terms. Concurrent with completion of the Amalgamation, the Company changed its name to "Aeonian Resources Corp."
DESCRIPTION OF BUSINESS
The Company's condensed interim consolidated financial statements were prepared in accordance with IFRS that are applicable to a going concern, which contemplate the realization of assets and the settlement of liabilities and commitments in the normal course of business. At March 31, 2025, the Company had an accumulated deficit of $636,849 since inception (December 31, 2024 - $547,759), and a net working capital of $73,277 (December 31, 2024 - $15,813).
The Company's continuation as a going concern is dependent upon its ability to attain profitable operations and generate funds there from and/or raise equity capital or borrowings sufficient to meet current and future obligations. Management intends to finance operating costs over the next twelve months from working capital and if necessary, from private placement of common shares. Management cannot provide assurance that the Company will ultimately achieve profitable operations or become cash flow positive or raise additional debt and/or equity capital. If the Company is unable to raise additional capital, management expects that the Company may need to curtail operations, liquidate assets, seek additional capital on less favorable terms and/or pursue other remedial measures. The financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
Following completion of the Reverse Takeover Transaction, the Company, as the resulting issuer, is listed on the TSX-V as a Tier 2 – Mining Issuer and carries on the business of Aeonian Ltd. The Company's principal mineral property is the Koocanusa copper property, a copper-silver exploration project located approximately 30 kilometers southeast of Cranbrook, British Columbia (the "Property"). The Property is comprised of 38 contiguous claims covering 28,743.82 hectares in which Aeonian Ltd has a 100% interest. Aeonian has a recent National Instrument 43-101 technical report on the Koocanusa copper project, completed in August 2024, by an independent qualified person, which identified 11 copper targets within the project area.
OVERALL PERFORMANCE
Since its incorporation on August 23, 2019, the Company has operated as a CPC. As a CPC, the Company's principal business was the identification, evaluation and acquisition of assets, properties or businesses or participation therein subject to, in certain cases, shareholder approval and acceptance by the Exchange. On May 9, 2025, the Company completed the Qualifying Transaction as discussed previously, and became a junior mineral exploration company.
Loss and comprehensive loss for the three months ended March 31, 2025, was $89,090 (2024 - $4,803), which is further explained in "Discussion of Operations" below.
DISCUSSION OF OPERATIONS
Key components of loss and comprehensive loss for the three months ended March 31, 2025, were as follows:
- Filing fees of $31,166 (2024 -$3,303) in connection with compliance requirements.
- General and administrative of $120 (2024 - $Nil) in connection with bank costs.
- Professional fees of $57,804 (2024 -$1,500) primarily relating to legal fees incurred in the current year in connection with the Aeonian Ltd Qualifying Transaction.
SUMMARY OF QUARTERLY RESULTS
The following table shows the results of operations for previous eight fiscal quarters:
| March 31, 2025 $ | December 31, 2024 $ | September 30, 2024 $ | June 30, 2024 $ | |
|---|---|---|---|---|
| Total Assets | 453,386 | 201,506 | 222,185 | 161,459 |
| Working Capital (Deficit) | 73,277 | 15,813 | 44,909 | 56,554 |
| Revenue | - | - | - | - |
| Net Income (Loss) | (89,090) | (29,096) | (11,645) | (29,875) |
| Income (Loss) per Share | (0.01) | (0.01) | (0.00) | (0.00) |
| March 31, 2024 $ | December 31, 2023 $ | September 30, 2023 $ | June 30, 2023 $ | |
| --- | --- | --- | --- | --- |
| Total Assets | 121,585 | 125,446 | 293,336 | 299,402 |
| Working Capital | 86,429 | 91,232 | (28,216) | (32,041) |
| Revenue | - | - | - | - |
| Net Income (Loss) | (4,803) | 119,448 | 3,825 | (3,486) |
| Income (Loss) per Share | (0.00) | 0.01 | 0.00 | (0.00) |
Net loss decreased from $3,486 for the three months ended June 30, 2023, to net income of $3,825 for the three months ended September 30, 2023, as a result of a recovery of legal fees during the quarter. Total assets decreased by $6,066 at September 30, 2023 compared to June 30, 2023 primarily as a result of the use of cash in operating activities.
Net income increased from $3,825 for the three months ended September 30, 2023, to $119,448 for the three months ended December 31, 2023, as a result of a gain on settlement of debt during the quarter. Total assets decreased by $167,890 at December 31, 2023 compared to September 30, 2023 primarily as a result of the use of cash in operating activities.
Net income decreased from $119,448 for the three months ended December 31, 2023, to a net loss of $4,803 for the three months ended March 31, 2024, as a result of the reduced operating activities during the quarter along with a gain on settlement of debt during the prior quarter. Total assets decreased by $3,861 at March 31, 2024 compared to December 31, 2023 primarily as a result of the use of cash in operating activities, partially offset by deferred financing costs incurred during the period.
Net loss increased from $4,803 for the three months ended March 31, 2024, to a net loss of $29,875 for the three months ended June 30, 2024, as a result of legal fees incurred in connection with the Aeonian Ltd Qualifying Transaction. Total assets increased by $39,874 at June 30, 2024 compared to March 31, 2024 primarily as a result of the subscriptions received during the period.
Net loss decreased from $29,875 for the three months ended June 30, 2024, to a net loss of $11,645 for the three months ended September 30, 2024, as a result of a decrease in legal and accounting fees during the quarter. Total assets increased by $60,726 at September 30, 2024 compared to June 30, 2024 primarily as a result of the subscriptions received during the period.
Net loss increased from $11,645 for the three months ended September 30, 2024 to $29,096 for the three months ended December 31, 2024, as a result of a increase in professional fees and general and administrative expenses during the quarter. Total assets decreased by $20,679 at December 31, 2024 compared to September 30, 2024 primarily as a result of the use of cash in operating activities.
Net loss increased from $29,096 for the three months ended December 31, 2024 to $89,090 for the three months ended March 31, 2025, as a result of a increase in professional fees during the quarter in connection with the Aeonian Ltd Qualifying Transaction. Total assets increased by $251,880 at March 31, 2025 compared to December 31, 2024 primarily as a result of the cash received for subscriptions.
LIQUIDITY AND CAPITAL RESOURCES
The Company does not have any externally imposed capital requirements to which it is subject other than the restriction on the use of cash as referred to in the Company Overview section. As at March 31, 2025 the Company had a cash balance of $453,386 and a working capital deficit of $73,277. The Company will be required to raise new financing through the sale of shares or issuance of debt to continue with its operations. Although management intends to secure additional financing, there is no assurance that management will be successful in its efforts to secure additional financing, or that it will develop a self-supporting business.
The Company's approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. The Company's capital management approach is also disclosed in Note 7 of the condensed interim consolidated financial statements.
During the three months ended March 31, 2025, the Company's cash increased by $251,880.
CONTRACTUAL OBLIGATIONS
The Company has no significant contractual obligations.
OFF-BALANCE SHEET ARRANGEMENTS
There are no off-balance sheet arrangements.
RISK FACTORS
Investing in the common shares of the Company involves risk. Prospective investors should carefully consider the risks described below, together with all of the other information included in this MD&A before making an investment decision. Additional risks not presently known, or that the Company currently deems immaterial, may also impair our business operations. If any of the following risks actually occurs, the business, financial condition or results of operations of the Company could be harmed. In such an event, the trading price of the common shares could decline, and prospective investors may lose part or all of their investment.
Limited Operating History
The Company has a limited operating history upon which an evaluation of the Company, its current business and its prospects can be based. The Company was incorporated on August 23, 2019 and was operating as a CPC until completion of its Qualifying Transaction in May 2025. The Company has neither a history of earnings
nor has it paid any dividends and it is unlikely to produce earnings or pay dividends in the immediate or foreseeable future. There is no assurance that the Company will be successful in achieving a return on shareholders' investment and the likelihood of success of the Company must be considered in light of the problems, expenses, difficulties, complications and delays frequently encountered in connection with the establishment of any business. An investment in the Common Shares carries a high degree of risk and should be considered speculative by purchasers..
Management
The Company's prospects depend in part on the ability of its senior management and directors to operate effectively and the loss of the services of such persons could have a material adverse effect on the Company. To manage its growth, the Company may have to attract and retain additional highly qualified management, financial and technical personnel and continue to implement and improve operational, financial and management information systems. The Company does not currently have key man insurance in place in respect of any of its directors or officers. If the Company is not successful in attracting, training and retaining qualified personnel, the efficiency of its operations could be impaired, which could have an adverse impact on its future cash flows, earnings, results of operations and financial condition. There is no assurance the Company can maintain the services of its directors, officers or other qualified personnel required to operate its business.
Management of Growth
The Company may be subject to growth-related risks including capacity constraints and pressure on its internal systems and controls. The ability of the Company to manage growth effectively will require it to continue to implement and improve its operational and financial systems and to expand, train and manage its employee base. The inability of the Company to deal with this growth may have a material adverse effect on the Company's business, financial condition, results of operations and prospects.
No Assurance of Market for Shares
There can be no assurance that an active and liquid market for the Company's common shares will develop, and a shareholder may find it difficult to resell its common shares.
Dilution
If the Company issues treasury shares to finance acquisition or participation opportunities, control of the Company may change, and shareholders may suffer dilution of their investment.
Uncertain Liquidity and Capital Resources
In addition to the Concurrent Financing, the Company may need to raise additional capital by way of an offering of equity securities, an offering of debt securities, or by obtaining financing through a bank or other entity. In particular, the Company may not have sufficient funds to cover its operating costs and complete further exploration on the Property. If the Company needs to obtain additional financing, there is no assurance that financing will be available from any source, that it will be available on terms acceptable to the Company, or that any future offering of securities will be successful. If additional funds are raised through the issuance of equity securities, there may be significant dilution in the value of the Common Shares. The Company could suffer adverse consequences if it is unable to obtain additional capital which would cast substantial doubt on its ability to continue its operations and growth.
The Company does not currently have any revenue producing operations and may, from time to time, report a working capital deficit. To maintain its activities, the Company will require additional funds which may be obtained either by the sale of equity capital or by entering into an option or joint venture agreement with a third party providing such funding. There is no assurance that the Company will be successful in obtaining such additional financing; failure to do so could result in the loss of the Company's interest in the Property.
Mineral Exploration Risks
The Company is a junior exploration stage company and the Property is at an early stage of exploration. The mineral exploration business is very speculative. Mineral exploration involves a high degree of risk, which even a combination of experience, knowledge and careful evaluation may not be able to avoid. Few properties that are explored are ultimately developed into producing mines. The Company's operations are subject to all the hazards and risks normally encountered in the exploration business, including unusual and unexpected geologic formations, seismic activity, rock bursts, cave-ins, flooding and other conditions involved in the drilling
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and removal of material, any of which could result in damage to, or destruction of, mines and other producing facilities, damage to life or property, environmental damage and possible legal liability. Although adequate precautions to minimize risk will be taken, milling operations are subject to hazards such as equipment failure or failure of retaining dams around tailings disposal areas which may result in environmental pollution and consequent liability.
Substantial expenditures are required to establish mineral reserves and resources through drilling, to develop metallurgical processes to extract the metal from the material processed and to develop the mining and processing facilities and infrastructure at any site chosen for mining. There can be no assurance that commercial or any quantities of copper or silver will be discovered. There is also no assurance that even if commercial quantities of copper or silver are discovered, that the Property will be brought into commercial production or that the funds required to exploit any mineral reserves and resources discovered by the Company will be obtained on a timely basis or at all. Whether a mineral deposit will be commercially viable once discovered is also dependent on a number of factors, some of which are the particular attributes of the deposit, such as size, grade and proximity to infrastructure, as well as mineral prices which are highly cyclical. Most of the above factors are beyond the control of the Company. There can be no assurance that the Company's mineral exploration activities will be successful. In the event that such commercial viability is never attained, the Company may seek to transfer its property interests or otherwise realize value or may even be required to abandon its business and fail as a "going concern".
Fluctuations in Metal Prices
Factors beyond the Company's control may affect the marketability of metals discovered, if any. Metal prices have fluctuated widely, particularly in recent years. The effect of these factors on the Company's exploration activities cannot be predicted. The price of metals and other minerals fluctuates widely and is affected by numerous factors beyond the Company's control such as central bank sales, producer hedging activities, the relative exchange rate of the U.S. dollar with other major currencies, global and regional demand and political and economic conditions.
Land Title Risk
No assurances can be given that there are no title defects affecting property or any other property interests of the Company. The Company has conducted as thorough an investigation as possible on the title of the Property to confirm that there are no other claims or agreements that could affect its title to the concessions or claims. If title to the Company's properties is disputed it may result in the Company paying substantial costs to settle the dispute or clear title and could result in the loss of the property, which events may affect the economic viability of the Company.
Government regulation
The mineral exploration activities of the Company are subject to various laws governing prospecting, development, production, taxes, labour standards and occupational health, mine safety, toxic substances, land use, water use, land claims of local people and other matters. In addition, no assurance can be given that new rules and regulations will not be enacted or that existing rules and regulations will not otherwise be applied in a manner which could limit or curtail production or development in any of the jurisdictions in which the Company operates. Amendments to other current laws and regulations governing mineral exploration and development or more stringent implementation thereof could also have a substantial adverse impact on the Company.
Risks associated with increasing competition
Significant and increasing competition exists for the limited number of mineral acquisition opportunities available. The Company faces strong competition from other mining companies in connection with the acquisition of properties producing, or capable of producing, precious and base metals. Many of these companies have greater financial resources, operational experience and technical capabilities than the Company. As a result of this competition, the Company may be unable to acquire attractive mineral properties on terms it considers acceptable. The Company also competes with other companies for the recruitment and retention of qualified employees and other personnel.
Force Majeure
The Company's projects now or in the future may be adversely affected by risks outside the control of the Company, including the price of copper or silver on world markets, labour unrest, civil disorder, war,
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subversive activities or sabotage, fires, floods, explosions or other catastrophes, epidemics or quarantine restrictions.
CRITICAL ACCOUNTING ESTIMATES
The preparation of the Company's consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of expenses during the reporting period. Estimates and assumptions are continuously evaluated and are based on management's experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. However, actual outcomes can differ from these estimates. The Company's significant estimates and judgments are disclosed in Note 4 to the audited financial statements for the period ended March 31, 2025.
FINANCIAL INSTRUMENTS
Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are described below.
Level 1 - quoted prices (unadjusted) 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).
Classification of financial instruments
| Financial assets: | Classification: | Subsequent measurement: |
|---|---|---|
| Cash | FVTPL | Fair value |
| Financial liabilities: | Classification: | Subsequent measurement: |
| Accounts payable and accrued liabilities | Other financial liabilities | Amortized cost |
The Company's financial instruments with the exception of cash approximate their fair values. Cash, under the fair value hierarchy is based on Level 1 quoted prices in active markets for identical assets or liabilities.
Fair value of financial instruments
The Company is exposed to varying degrees to a variety of financial instrument related risks. The Board of Directors approves and monitors the risk management processes. The type of risk exposure and the way in which such exposure is management is provided within Note 8 of the financial statements.
NEW ACCOUNTING STANDARD ADOPTED
Recently issued but not yet effective standards
IFRS 18 Presentation and Disclosure in Financial Statements ("IFRS 18")
In April 2024, the IASB issued IFRS 18 which replaces IAS 1. IFRS 18 carries forward many requirements from IAS 1 unchanged but introduces significant changes to how information is communicated in financial statements, in particular the structure of the statement of profit or loss to include defined categories and new defined subtotals, enhanced transparency of management-defined performance measures, and enhanced guidance on how companies group information in the financial statements. IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027, with early adoption permitted. The Company is assessing the potential impact of this new standard.
All other accounting standards or amendments to existing accounting standards that have been issued but have future effective dates are either not applicable or are not expected to have a significant impact on the Company's financial statements.
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RELATED PARTY TRANSACTIONS
Key management personnel include those persons having the authority and responsibility of planning, directing and executing the activities of the Company. The Company has determined that its key management personnel consist of its Executive Officers and Directors. Other related parties to the Company include companies in which key management have control or significant influence. Key management personnel receive no salaries, non-cash benefits (other than incentive stock options), or other remuneration directly from the Company.
OUTSTANDING SHARE DATA
Common shares
The following table sets forth the Company's outstanding share data:
| Total common shares at May 30, 2025 | 40,912,100 |
|---|---|
| Total outstanding stock options | 800,000 |
| Total outstanding warrants | 21,695,500 |
| Total diluted common shares at May 30, 2025 | 63,407,600 |
CONTROLS AND PROCEDURES
Disclosure controls and procedures ('DC&P') are intended to provide reasonable assurance that information required to be disclosed is recorded, processed, summarized and reported within the time periods specified by securities regulations and that information required to be disclosed is accumulated and communicated to management. Internal controls over financial reporting ('ICFR') are intended to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS. TSX Venture listed companies are not required to provide representations in filings relating to the establishment and maintenance of DC&P and ICFR, as defined in Multinational Instrument MI-52-109. In particular, the CEO and CFO certifying Officers do not make any representations relating to the establishment and maintenance of (a) controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation, and (b) a process to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer's financial reporting framework. The issuer's certifying Officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in their certificates regarding absence of misrepresentations and fair disclosures of financial information.
Investors should be aware that inherent limitations on the ability of certifying Officers of a venture issuer to design and implement on a cost-effective basis DC&P and ICFR as defined in MI 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.
SUBSEQUENT EVENTS
On April 8, 2025, the Company completed a private placement in connection with the Reverse Takeover Transaction whereby the Company issued 7,710,000 Units at $0.10 per Unit for gross proceeds of $771,000, as further explained in the Qualifying Transaction section.
On May 9, 2025, the Company completed its acquisition of Aeonian by way of a three-cornered amalgamation, as further explained in the Qualifying Transaction section.