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Armory Mining Corp. Interim / Quarterly Report 2025

Jul 30, 2025

47573_rns_2025-07-29_b6bfea15-47e4-4ebb-8152-bae851564813.pdf

Interim / Quarterly Report

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ARMORY MINING CORP.
Condensed Interim Consolidated Financial Statements
For the Three and Six Months Ended May 31, 2025 and 2024
(Unaudited - expressed in Canadian Dollars)


NOTICE OF NO AUDITOR REVIEW OF CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the condensed interim consolidated financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.

The accompanying unaudited condensed interim consolidated financial statements have been prepared by and are the responsibility of management.

The Company's independent auditor has not performed a review of these financial statements in accordance with the standards established by the Chartered Professional Accountants of Canada for a review of condensed interim consolidated financial statements by an entity's auditor.


Page 2

ARMORY MINING CORP.

Condensed Interim Consolidated Statements of Financial Position

(Unaudited - expressed in Canadian Dollars)

Note May 31, 2025 November 30, 2024
$ $
ASSETS
Current assets
Cash and cash equivalents 22,806 116,921
Amounts receivable 36,567 29,814
Prepaids 314,847 132,292
Deferred share issuance costs 4,378 -
378,598 279,027
Exploration and evaluation assets 3 4,331,045 4,583,146
Total Assets 4,709,643 4,862,173
LIABILITIES
Current liabilities
Accounts payable and accrued liabilities 7 830,351 889,272
Loans payable 5 73,255 22,420
903,606 911,692
SHAREHOLDERS' EQUITY
Share capital 6 24,106,047 22,998,964
Contributed surplus 2,672,607 2,230,335
Subscriptions received - 90,000
Accumulated other comprehensive income 84,599 87,454
Deficit (23,057,216) (21,456,272)
3,806,037 3,950,481
Total Liabilities and Shareholders' Equity 4,709,643 4,862,173

Nature and continuance of operations (Note 1)
Subsequent events (Note 3 and 11)

Approved on behalf of the Board of Directors on July 29, 2025:

/s/ Arjun Grewal
Arjun Grewal
Director

/s/ Lawrence Hay
Lawrence Hay
Director

The accompanying notes are an integral part of these condensed interim consolidated financial statements.


ARMOY MINING CORP.
Condensed Interim Consolidated Statements of Loss and Comprehensive Loss
For the Three and Six Months Ended May 31, 2025 and 2024
(Unaudited - expressed in Canadian Dollars)

Note Three months ended May 31, Six months ended May 31,
2025 2024 2025 2024
$ $ $ $
Expenses
Advertising and marketing - - 151,969 -
Management and consulting fees 7 193,321 135,000 519,302 159,000
Office and other 23,224 19,560 74,814 41,986
Professional fees 7 86,311 67,136 133,301 90,413
Transfer agent and filing fees 8,950 22,423 15,182 34,120
Share-based compensation 6, 7 313,420 - 388,820 -
Loss before other items (625,226) (244,119) (1,283,388) (325,519)
Other Items
Foreign exchange (loss) gain (7,279) (2,509) (12,009) 5,476
Interest (expense) income 5 (835) 6,526 (835) 6,526
Unrealized gain on marketable securities 4 - 75,000 - -
Realized loss on marketable securities 4 - (63,250) - (63,250)
Impairment of exploration and evaluation asset 3 (304,712) - (304,712) -
(312,826) 15,767 (317,556) (51,248)
Net loss for the period (938,052) (228,352) (1,600,944) (376,767)
Items that may be reclassified to net loss:
Foreign currency translation adjustment (2,451) 10,429 (2,855) 10,323
Comprehensive loss for the period (940,503) (217,923) (1,603,799) (366,444)
Basic and diluted loss per common share (0.02) (0.02) (0.04) (0.03)
Weighted average number of common shares outstanding 39,338,513 11,210,054 36,530,435 11,202,404

The accompanying notes are an integral part of these condensed interim consolidated financial statements.

Page 3


ARMOY MINING CORP.
Condensed Interim Consolidated Statements of Cash Flows
For the Three and Six Months Ended May 31, 2025 and 2024
(Unaudited - expressed in Canadian Dollars)

2025 2024
$ $
Cash flows used in operating activities
Loss for the period (1,600,944) (376,767)
Items not affecting cash:
Share-based compensation 388,820 -
Interest expense 835 -
Impairment of exploration and evaluation asset 304,712 -
Realized loss on marketable securities - 63,250
Changes in non-cash working capital:
Amounts receivable (6,753) 180,206
Prepaid expense (182,555) 5,150
Accounts payable and accrued liabilities (58,921) (93,950)
Deferred share issuance costs (4,378) -
(1,159,184) (222,111)
Cash flows used in (provided by) investing activities
Exploration and evaluation assets (26,361) (20,000)
Exploration and evaluation assets option payments received - 110,000
Sale of marketable securities - 161,750
(26,361) 251,750
Cash flows provided by financing activities
Shares issued for private placements 1,087,175 -
Share issuance costs (102,290) -
Loan received 50,000 -
Warrant exercises 59,400 -
1,094,285 -
Effect of foreign exchange on cash (2,855) 10,323
Change in cash and cash equivalents during the period (94,115) 39,962
Cash and cash equivalents, beginning of period 116,921 23,775
Cash and cash equivalents, end of the period 22,806 63,737
Interest and taxes - -

The accompanying notes are an integral part of these condensed interim consolidated financial statements.


ARMOY MINING CORP.
Condensed Interim Consolidated Statements of Changes in Shareholders' Equity
For the Six Months Ended May 31, 2025 and 2024
(Unaudited - Expressed in Canadian Dollars)

Share Capital Share Capital Contributed surplus Subscriptions received AOCI Deficit Total
# $ $ $ $ $ $
Balance, November 30, 2023 11,110,054 21,418,090 2,219,273 - 140,300 (20,782,873) 2,994,790
Shares issued for exploration and evaluation assets 100,000 20,000 - - - - 20,000
Net and comprehensive loss for the period - - - - 10,323 (376,767) (366,444)
Balance, May 31, 2024 11,210,054 21,438,090 2,219,273 - 150,623 (21,159,640) 2,648,346
Shares issued pursuant to private placement 7,600,000 380,000 - - - - 380,000
Share issuance costs - (13,876) - - - - (13,876)
Subscriptions received - - - 90,000 - - 90,000
Shares issued for exploration and evaluation assets 6,425,000 1,062,000 - - - - 1,062,000
Shares issued for debt 1,475,000 132,750 - - - - 132,750
Share-based compensation - - 11,062 - - - 11,062
Net and comprehensive loss for the period - - - - (63,169) (296,632) (359,801)
Balance, November 30, 2024 26,710,054 22,998,964 2,230,335 90,000 87,454 (21,456,272) 3,950,481
Shares issued pursuant to private placement 10,016,111 1,177,175 - - - - 1,177,175
Share issuance costs 1,070,500 (197,742) 95,452 - - - (102,290)
Warrants exercised 990,000 59,400 - - - - 59,400
Shares issued for exploration and evaluation assets 250,000 26,250 - - - - 26,250
Subscriptions received - - - (90,000) - - (90,000)
Share-based compensation - - 388,820 - - - 388,820
RSUs exercised 450,000 42,000 (42,000) - - - -
Net and comprehensive loss for the period - - - - (2,855) (1,600,944) (1,603,799)
Balance, May 31, 2025 39,486,665 24,106,047 2,672,607 - 84,599 (23,057,216) 3,806,037

The accompanying notes are an integral part of these condensed interim consolidated financial statements.

Page 5


ARMOY MINING CORP.

Notes to Condensed Interim Consolidated Financial Statements

For the Three and Six Months Ended May 31, 2025 and 2024

(Unaudited - expressed in Canadian Dollars)

1. NATURE OF OPERATIONS AND GOING CONCERN

Armory Mining Corp. (formerly, Spey Resources Corp.) ("Armory" or the "Company") was incorporated on July 31, 2017, under the laws of British Columbia. The address of the Company's corporate office and its principal place of business is Suite 1100-1199 West Hastings Street, Vancouver, BC V6E 3T5 Canada. The Company is listed for trading on the Canadian Securities Exchange ("CSE") under the symbol "ARMY".

The Company's principal business activities include the acquisition and exploration of mineral property assets. As at May 31, 2025, the Company had not yet determined whether the Company's mineral property assets contain ore reserves that are economically recoverable. The recoverability of amount shown for exploration and evaluation assets is dependent upon the discovery of economically recoverable reserves, confirmation of the Company's interest in the underlying mineral claims, the ability of the Company to obtain the necessary financing to complete the development of and the future profitable production from the property or realizing proceeds from its disposition.

On June 28, 2024, the Company consolidated its outstanding common shares on a 10:1 basis. All share amounts have been restated on a consolidated basis.

The Company had a deficit of $23,057,216 as at May 31, 2025 (November 30, 2024 - $21,456,272), which has been funded by the issuance of equity. The Company's ability to continue its operations and to realize its assets at their carrying values is dependent upon obtaining additional financing and generating revenues sufficient to cover its operating costs. The outcome of these matters cannot be predicted at this time and indicate the existence of material uncertainty that may cast significant doubt upon the Company's ability to continue as a going concern.

These condensed interim consolidated financial statements do not give effect to any adjustments which would be necessary should the Company be unable to continue as a going concern and therefore be 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 these condensed interim consolidated financial statements.

These condensed interim consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.

2. MATERIAL ACCOUNTING POLICIES

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") applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting. The condensed interim consolidated financial statements should be read in conjunction with the annual consolidated financial statements for the year ended November 30, 2024.

The Company uses the same accounting policies and methods of computation as in the annual consolidated financial statements for the year ended November 30, 2024.

The condensed interim consolidated financial statements of the Company have been prepared on an accrual basis and are based on historical costs, except for certain financial assets and liabilities that are measured at fair value. The consolidated financial statements are presented in Canadian dollars unless otherwise noted.

The condensed interim consolidated financial statements were approved by the board and authorized for issue on July 29, 2025.

Page 6


ARMOY MINING CORP.

Notes to Condensed Interim Consolidated Financial Statements

For the Three and Six Months Ended May 31, 2025 and 2024

(Unaudited - expressed in Canadian Dollars)

Basis of consolidation

These condensed interim consolidated financial statements include the accounts of the Company and its subsidiaries at the end of the reporting period as follows:

Incorporation Percentage owned
2025 2024
Tech One Canada 100% 100%
Tay Resources Corp. Canada 100% 100%
Lithium Energy Metal Corporation (“LEM”) Canada 100% 100%
Antimony Assets Inc. Canada 100% 100%
Spey Resources Argentina S.A. Argentina 80% 80%

All significant intercompany accounts and transactions between the Company and its subsidiaries have been eliminated upon consolidation.

Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases.

3. EXPLORATION AND EVALUATION ASSETS

Kaslo Silver Candela II Riley Creek Armory Total
$ $ $ $ $
Acquisition Costs
At November 30, 2023 415,582 1,530,500 - - 1,946,082
Cash payments 90,000 - - 25,000 115,000
Shares issued 62,000 - 995,000 25,000 1,082,000
Option payment received - (110,000) - - (110,000)
At November 30, 2024 567,582 1,420,500 995,000 50,000 3,033,082
Shares issued - - - 26,250 26,250
Impairment (304,712) - - - (304,712)
At May 31, 2025 262,870 1,420,500 995,000 76,250 2,754,620
Exploration Costs
At November 30, 2023 122,011 1,451,464 - - 1,573,475
Assaying 5,212 - - - 5,212
Administration 754 - - - 754
Consulting 2,500 - - - 2,500
Travel 2,153 - 2,814 - 4,967
Foreign exchange - (36,844) - - (36,844)
At November 30, 2024 132,630 1,414,620 2,814 - 1,550,064
Consulting 4,500 - 18,716 - 23,216
Geological - - - 6,000 6,000
Foreign exchange - (2,855) - - (2,855)
At May 31, 2025 137,130 1,411,765 21,530 6,000 1,576,425
At November 30, 2024 700,212 2,835,120 997,814 50,000 4,583,146
At May 31, 2025 400,000 2,832,265 1,016,530 82,250 4,331,045

Page 7


ARMORY MINING CORP.
Notes to Condensed Interim Consolidated Financial Statements
For the Three and Six Months Ended May 31, 2025 and 2024
(Unaudited - expressed in Canadian Dollars)

Kaslo Silver Property

The Company had an option to acquire an undivided 100% interest in and to the Kaslo Silver Property (the "Kaslo Silver Property"), a silver and base metal property, located 12 kilometres west of Kaslo in southern British Columbia.

The option was exercisable by the Company pursuant to the following:

Cash payments as follows:

  • $30,000 on or before May 12, 2022 (paid);
  • $20,000 on or before March 21, 2024 (paid);
  • $10,000 on or before June 15, 2024 (paid); and
  • $60,000 on or before September 9, 2024 (paid).

Issuing an aggregate of 57,885 common shares as follows:

  • 50,000 shares on or before November 30, 2022 (issued and fair valued at $87,500, $30,712 accrued at November 30, 2021); and
  • 7,885 common shares on or before September 15, 2023 (issued); and
  • $50,000 worth of common shares on December 15, 2023 (issued 100,000 common shares)
  • $60,000 worth of common shares (issued 1,200,000 common shares)

During the year ended November 30, 2024, the Company fulfilled the option payments and exercised its option to acquire a 100% interest in the Kaslo Silver Property.

The Company was also required to issue an additional 13,142 common shares upon the commencement of commercial production at the Kaslo Silver Property.

Upon commencement of commercial production at the Kaslo Silver Property, the Kaslo Silver Property will be subject to 2.5% net smelter return royalty.

Subsequent to May 31, 2025, the Company announced that it has entered into an agreement with 2724898 Alberta Inc. ("2724898"), a private Alberta company, pursuant to which the Company has agreed to sell its 100% interest in the Kaslo Silver property in exchange for a cash payment of $100,000 (received subsequent to May 31, 2025) and 1,500,000 common shares of 2724898 at a deemed price of $0.20 per share. During the period ended May 31, 2025, the Company recognized an impairment of $304,712 to value the Kaslo Silver Property according to the consideration in the agreement.

Candella II Project

On March 18, 2021, Tech One entered into a mineral property option agreement (the "Candela II Agreement") with A.I.S Resources Ltd. (the "Optionor"). The Company has an option to acquire up to a 100% interest in the mining tenement known as Candella II located in Salar de Incahuasi, Province of Salta, Argentina (the "Concession").

On April 28, 2021, the Company entered into an amended and restated exploration and mineral property purchase agreement (the "Amended Agreement") with the Optionor, which supersedes the Candela II Agreement, to include a clause to appoint the Optionor as the exclusive project manager for any exploration conducted on the Concession.

Pursuant to the terms of the Agreement and the Amended Agreement, the Company acquired an 80% interest in the Concession.

Page 8


ARMORY MINING CORP.
Notes to Condensed Interim Consolidated Financial Statements
For the Three and Six Months Ended May 31, 2025 and 2024
(Unaudited - expressed in Canadian Dollars)

On March 4, 2024, the Company entered into an option agreement (the "Candela Option") with American Salars Lithium Inc. ("American Salars") whereby the Company has granted American Salars the option to acquire the Company's 80% interest in the Candela II project. As part of the Candela Option, the title of the Candela property was transferred to Spey Resources Argentina S.A. and 20% of the outstanding shares of Spey Resources Argentina S.A were transferred to AIS, as they hold a 20% interest in the Candela II project.

In consideration the Company would have received $1,958,000 and 5,268,000 common shares of American Salars at a price of $0.30 per share as follows:

Cash $ Shares #
Within 60 days of the Candela Option 110,000 (received) 1,317,000
On or before the 1st anniversary execution of the Candela option 176,000 1,317,000
On or before the 2nd anniversary execution of the Candela option 352,000 1,317,000
On or before the 3rd anniversary execution of the Candela option 440,000 1,317,000
On or before the 4th anniversary execution of the Candela option 440,000 -
On or before the 5th anniversary execution of the Candela option 440,000 -
Total 1,958,000 5,268,000

During the period ended May 31, 2025, American Salars relinquished their option and will not make any additional cash payments or share issuances.

Riley Creek

On November 19, 2024, the Company issued 4,975,000 common shares to acquire a 100% interest in Antimony Assets Inc. an Ontario based company whose only asset is two mineral claims located in Haida Gwaii, British Columbia known as the "Riley Creek Project". As the mineral claims were the only assets of Antimony Assets Inc. the acquisition was accounted for as an asset acquisition and the consideration shares were fair valued at $995,000, with the value fully allocated to the Riley Creek Project.

Armory Project

On October 25, 2024, the Company entered into an option agreement to acquire a 100% interest in certain mineral claims located adjacent to and surrounding the past-producing West Gore antimony-gold mine in central Nova Scotia (the "Armory Project"). Per the terms of the agreement, the Company can acquire a 100% interest by completing the following:

  • Making cash payments of $25,000 within five days of closing of the transaction (paid)
  • Issue 250,000 common shares of the Company within five days of closing (issued and fair valued at $25,000)
  • Issue 250,000 common shares of the Company on or before the date which is four months from closing (issued and fair valued at $26,250)
  • Make an additional cash payment of $25,000 on or before the date which is six months from closing.
  • Issue an additional 250,000 common shares on or before the date which eight months from closing.

The Armory Project is subject to a 2% NSR royalty. The Company has the option to purchase 50% of the NSR royalty, being a 1% NSR royalty at any time for $500,000.

Page 9


ARMORY MINING CORP.
Notes to Condensed Interim Consolidated Financial Statements
For the Three and Six Months Ended May 31, 2025 and 2024
(Unaudited - expressed in Canadian Dollars)

4. MARKETABLE SECURITIES AND INVESTMENTS

Changes in the Company's marketable securities balance is as follows:

$
Balance, November 30, 2023 225,000
Proceeds on disposition (161,750)
Realized loss on marketable securities (63,250)
Balance, November 30, 2024 and May 31, 2025 -

5. LOANS PAYABLE

Changes in the Company's loan payable balance is as follows:

$
Balance, November 30, 2023 and 2024 22,420
Loan received 50,000
Interest accrued 835
Balance, May 31, 2025 73,255

During the six months ended May 31, 2025, the Company received a $50,000 loan from a third-party lender. The loan bears interest at 6% per annum and is payable on demand.

6. SHARE CAPITAL

Authorized Share Capital

The Company is authorized to issue an unlimited number of common shares without par value.

Issued share capital

During the six months ended May 31, 2025:

On December 18, 2024, the Company closed a non-brokered private placement by issuing 5,000,000 units at a price of $0.10 per unit for gross proceeds of $500,000. Each unit consisted of one common share and one-half share purchase warrant. Each full warrant is exercisable at a price of $0.20 per share until December 18, 2029. The warrants were allocated a value of $nil using the residual value method. The Company paid cash finder's fees of $4,725 and issued 47,250 finder's warrants. The finder's warrants are exercisable at a price of $0.20 per warrant until December 18, 2026. The Company incurred other cash share issuance costs of $7,028. The finder's warrants were fair valued at $5,048 using the Black-Scholes option pricing model using the following assumptions: Expected life – 2 years, expected volatility – 100%, risk free rate – 2.88%, expected dividends – nil.

On January 22, 2025, the Company closed a non-brokered private placement by issuing 5,016,111 common shares at a price of $0.135 per share for aggregate gross proceeds of $677,175. The Company paid cash finders fees of $65,017, issued 370,500 finder's shares and 481,611 finder's warrants. The Company incurred other cash share issuance costs of $25,520. Each finder's warrant is exercisable at a price of $0.135 per share until January 22, 2029. The Company also issued 700,000 common shares as compensation for advisory services provided in connection with the private placement. The finder's warrants were fair valued at $90,404

Page 10


ARMORY MINING CORP.

Notes to Condensed Interim Consolidated Financial Statements

For the Three and Six Months Ended May 31, 2025 and 2024

(Unaudited - expressed in Canadian Dollars)

using the Black-Scholes option pricing model using the following assumptions: Expected life – 5 years, expected volatility – 100%, risk free rate – 2.88%, expected dividends – nil.

The Company issued 250,000 common shares valued at $26,250 for Armory Project (Note 3).

During the six months ended May 31, 2025, the Company issued 450,000 common shares pursuant to the exercise of RSUs and transferred $42,000 of contributed surplus to share capital.

During the six months ended May 31, 2025, the Company issued 990,000 common shares pursuant to the exercise of warrants for gross proceeds of $59,400.

During the year ended November 30, 2024:

The Company issued 1,300,000 common shares valued at $62,000 for the Kaslo Silver Property (Note 3).

On October 23, 2024, the Company closed a non-brokered private placement issuing 6,600,000 units at $0.05 per unit for gross proceeds of $330,000. Each unit consists of one common share and one-half share purchase warrant. Each full warrant is exercisable at a price of $0.06 per share until October 23, 2029. The Company valued the warrants at $nil using the residual value method.

On November 4, 2024, the Company closed a non-brokered private placement issuing 1,000,000 units for gross proceeds of $50,000. Each unit consists of one common share and one-half share purchase warrant. Each full warrant is exercisable at a price of $0.06 per share until November 4, 2029. The Company valued the warrants at $nil using the residual value method. The Company incurred cash share issuance costs of $13,876.

The Company issued 250,000 common shares valued at $25,000, pursuant to the acquisition of the Armory Project (Note 3).

The Company issued 1,475,000 common shares, valued at $132,750, to settle debt of $143,500. The Company recorded a gain on debt settlement of $10,750.

The Company issued 4,975,000 common shares, valued at $995,000, pursuant to the acquisition of the Riley Creek Project (Note 3).

Share options

The Company has established a rolling share option plan (the "Plan"), in which the maximum number of common shares which can be reserved for issuance under the Plan is 10% of the issued and outstanding shares of the Company. The minimum exercise price of the options is set at the Company's closing share price on the day before the grant date, less allowable discounts in accordance with the policies of the CSE. The vesting provisions are determined by the Board of Directors and, unless otherwise stated, fully vest when granted.

A summary of share option activity is as follows:

Number of Share Options Weighted Average Exercise Price
$
Balance, November 30, 2023 352,500 2.41
Expired (352,500) 2.41
Balance, November 30, 2024 - -
Granted 100,000 0.17
Balance, May 31, 2025 100,000 0.17

ARMORY MINING CORP.
Notes to Condensed Interim Consolidated Financial Statements
For the Three and Six Months Ended May 31, 2025 and 2024
(Unaudited - expressed in Canadian Dollars)

On February 18, 2025, the Company granted 100,000 share options to a director of the Company. The options vested immediately, are exercisable at $0.17 and expire on February 18, 2030. The Company fair valued the options at $11,082 using the Black-Scholes option pricing model using the following assumptions: Expected life – 5 years, expected volatility – 100%, risk free rate – 2.88%, expected dividends – nil.

A summary of the share options outstanding at May 31, 2025 is as follows:

Number of Share Options Exercise Price Expiry Date
$
100,000 0.17 February 18, 2030
100,000

The weighted average life of share options outstanding at May 31, 2025 was 4.72 years.

During the three and six months ended May 31, 2025 the Company recorded $nil and $11,082 (2024 - $nil and $nil) in share-based compensation expense relating to the vesting of share options.

Warrants

A summary of warrant activity is as follows:

Number of Warrants Weighted Average Exercise Price
$
Balance, November 30, 2023 1,291,059 3.50
Expired (1,291,059) 3.50
Issued 3,800,000 0.06
Balance, November 30, 2024 3,800,000 0.06
Issued 3,028,861 0.19
Exercised (990,000) 0.06
Balance, May 31, 2025 5,838,861 0.13

A summary of the warrants outstanding at May 31, 2025 is as follows:

Number of Warrants Exercise Price Expiry Date
$
47,250 0.20 December 18, 2026
481,611 0.135 January 22, 2029
2,310,000 0.06 October 23, 2029
500,000 0.06 November 4, 2029
2,500,000 0.20 December 18, 2029
5,838,861

The weighted average life of warrants outstanding at May 31, 2025 was 4.38 years.

Page 12


ARMORY MINING CORP.
Notes to Condensed Interim Consolidated Financial Statements
For the Three and Six Months Ended May 31, 2025 and 2024
(Unaudited - expressed in Canadian Dollars)

Restricted Share Units ("RSUs")

A summary of RSU activity is as follows:

Number of Share Options
Balance, November 30, 2023 200,000
Granted 450,000
Cancelled (200,000)
Balance, November 30, 2024 450,000
Granted 2,550,000
Exercised (450,000)
Balance, May 31, 2025 2,550,000

On October 25, 2024, the Company granted 300,000 RSUs to a former officer of the Company. The RSUs vested on February 22, 2025. The RSU's were fair valued at $27,000.

On November 4, 2024, the Company granted 150,000 RSUs to a former officer of the Company. The RSUs vested on March 4, 2025. The RSU's were fair valued at $15,000.

On February 18, 2025, the Company granted 2,550,000 RSU's to former directors, directors and consultants of the Company. The RSUs vested on June 18, 2025. The RSUs were fair valued at $408,000.

During the three and six months ended May 31, 2025 the Company recorded $313,420 and $377,738 (2024 - $nil and $nil) in share-based compensation expense relating to the vesting of RSUs.

7. RELATED PARTY TRANSACTIONS AND BALANCES

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly. Key management personnel include the Company's executive officers including the chief executive officer ("CEO") and the chief financial officer ("CFO") and the members of the Board of Directors. Transactions with related parties are made in the normal course of business and are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties.

Accounts payable and accrued liabilities at May 31, 2025, include $15,750 (November 30, 2024 - $213,766) owing to directors, officers, or to companies significantly controlled by common directors for unpaid fees and expense reimbursements. The amounts owing are unsecured, non-interest bearing and due on demand.

Page 13


Page 14

ARMORY MINING CORP.

Notes to Condensed Interim Consolidated Financial Statements

For the Three and Six Months Ended May 31, 2025 and 2024

(Unaudited - expressed in Canadian Dollars)

The Company incurred charges to directors and officers, or to companies associated with these individuals, during the three and six months ended May 31, 2025 and 2024:

Three months ended May 31, Six months ended May 31,
2025 2024 2025 2024
$ $ $ $
Management and consulting fees^{1} 15,000 15,000 40,000 30,000
Professional fees^{2} 21,660 18,150 38,598 34,300
Share-based compensation 620 - 54,687 -
37,280 33,150 133,285 64,300

1 Includes fees paid or payable to the CEO, former CFO and former CEO for services rendered to the Company
2 Includes fees paid or payable to a company the former CFO is a managing director of for services rendered to the Company

8. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

Categories of financial assets and financial liabilities

Financial instruments are classified into one of the following categories: fair value through profit or loss ("FVTPL"); amortized cost; and fair value through other comprehensive income. The carrying values of the Company's financial instruments are classified into the following categories:

Financial Instrument Category May 31, 2025 November 30, 2024
$ $
Cash and cash equivalents FVTPL 22,806 116,921
Accounts payable and accrued liabilities Amortized cost (830,351) (889,272)
Loans payable Amortized cost (73,255) (22,420)

The Company's financial instruments recorded at fair value require disclosure about how the fair value was determined based on significant levels of inputs described in the following hierarchy:

Level 1 - Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions occur in sufficient frequency and value to provide pricing information on an ongoing basis.

Level 2 - Pricing inputs are other than quoted prices in active markets included in Level 1. Prices in Level 2 are either directly or indirectly observable as of the reporting date. Level 2 valuations are based on inputs including quoted forward prices for commodities, time value and volatility factors, which can be substantially observed or corroborated in the market place.

Level 3 - Valuations in this level are those with inputs for the asset or liability that are not based on observable market data.

The recorded amounts for cash and cash equivalents, accounts payable and accrued liabilities and loans payable approximate their fair value due to their short-term nature.

Risk exposure

The Company's risk exposures and the impact on the Company's financial instruments are summarized below:


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ARMORY MINING CORP.

Notes to Condensed Interim Consolidated Financial Statements

For the Three and Six Months Ended May 31, 2025 and 2024

(Unaudited - expressed in Canadian Dollars)

Currency risk

The Company's expenses are denominated in Canadian dollars. The Company's corporate office is based in Canada and current exposure to exchange rate fluctuations is minimal. As the Company commences exploration activities through Spey Argentina, the Company's exposure to exchange rate fluctuations may change and will be monitored by management.

As at May 31, 2025, the Company does not have any material foreign currency denominated monetary liabilities. The principal business of the Company is the identification and evaluation of assets or a business and once identified or evaluated, to negotiate an acquisition or participation in a business subject to receipt of shareholder approval and acceptance by regulatory authorities.

Credit risk

Credit risk is the risk of loss associated with a counterparty's inability to fulfill its payment obligations. The Company's credit risk is primarily attributable to cash and cash equivalents and amounts receivable. Management believes that the credit risk concentration with respect to financial instruments included in cash and cash equivalents and amounts receivable is remote.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its obligations as they come due. The Company's ability to continue as a going concern is dependent on management's ability to raise the required capital through future equity or debt issuances but there can be no assurance that such financing will be available on a timely basis under terms acceptable to the Company. The Company manages its liquidity risk by forecasting cash flows from operations and anticipating any investing and financing activities. As at May 31, 2025, the Company had a cash and cash equivalents balance of $22,806 to settle current liabilities of $903,606.

Market risk

Market risk is the risk of loss that may arise from changes in market factors such as interest rates, foreign exchange rates, and commodity and equity prices. These fluctuations may be material.

Interest rate risk

Interest rate risk is the risk the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Financial assets and liabilities with variable interest rates expose the Company to cash flow interest rate risk. The Company does not hold any financial liabilities with variable interest rates. The loans included in loans payable bear interest at 6% per annum. The Company does maintain bank accounts which earn interest at variable rates, but it does not believe it is currently subject to any material interest rate risk.

9. CAPITAL MANAGEMENT

The Company does not have any externally imposed regulatory capital requirements for managing capital. The Company has defined its capital to mean working capital and shareholders' equity, as determined at each reporting date.

The Company's objectives when managing capital are to safeguard the entity's ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders. The Company sets the amount of capital in proportion to risk. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may issue new shares, or engage in debt financing.


ARMORY MINING CORP.

Notes to Condensed Interim Consolidated Financial Statements

For the Three and Six Months Ended May 31, 2025 and 2024

(Unaudited - expressed in Canadian Dollars)

10. SEGMENT DISCLOSURE

As at May 31, 2025, the Company has one reportable segment, being mineral exploration and has operations in two geographical areas, Canada and Argentina.

The Company's assets by geographic location are as follows:

May 31, 2025 November 30, 2024
$ $
Assets
Canada 1,877,378 2,027,053
Argentina 2,832,265 2,835,120
4,709,643 4,862,173

The Company's net loss by geographic location is as follows

May 31, 2025 May 31, 2024
$ $
Net loss
Canada 1,600,944 345,243
Argentina - 31,524
1,600,944 376,767

11. SUBSEQUENT EVENTS

Subsequent to May 31, 2025:

  • The Company announced that it has entered into an assignment agreement with 1321968 BC Ltd., Northex Capital Partners Inc., and Tidal Gold Corp. (together, the "Optionors") pursuant to which 1321968 BC Ltd. agreed to assign to the Company an option to acquire a 100% interest in certain mineral claims located in Haida Gwaii, British Columbia, which will form part of the Company's Riley Creek Project.

  • In consideration for the assignment of the option, the Company has agreed to issue an aggregate of 10,100,000 common shares of the Company to the shareholders of 1321968 BC Ltd. and the Optionors as indicated in the table below:

Shares
#
First Share Issuance (within 5 business days from receipt of approval of the Assignment Agreement from the CSE ("Exchange Approval")) (issued) 9,000,000
Second Share Issuance (later of i) five business days from Exchange Approval and ii) July 30, 2025) 500,000
Third Share Issuance (later of i) five business days from Exchange Approval and ii) February 1, 2026) 600,000
Total 10,100,000
  • To exercise the option to acquire a 100% interest in the mineral claims, the Company is required to:
  • Incur $50,000 of exploration expenditures on the project on or before October 31, 2025; and
  • Making a cash payment of $100,000 on or before October 31, 2026.

  • If the option is exercised, the Company's interest in the Riley Creek Project will be subject to a 2% NSR royalty granted to the Optionors. The Company has the option to purchase 50% of the NSR royalty, being a 1% NSR royalty at any time for $500,000.

  • The Company issued 1,450,000 common shares pursuant to the exercise of RSUs.

  • The Company issued 400,000 common shares pursuant to the exercise of warrants for gross proceeds of $24,000.

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