Benz Mining Corp. — Interim / Quarterly Report 2025

Mar 17, 2025

BENZ MINING

CORP.

Condensed Interim Consolidated Financial Statements

For the Nine-Month Periods Ended January 31, 2025 and 2024

(Expressed in Canadian dollars - Unaudited)

NOTICE OF NO AUDITOR REVIEW

The accompanying unaudited condensed interim consolidated financial statements of Benz Mining Corp. and its wholly owned subsidiaries (the Company) have been prepared by and are the responsibility of the Company's management.

In accordance with National Instrument 51-102, the Company discloses that its independent auditor has not performed a review of these unaudited condensed interim consolidated financial statements.

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Benz Mining Corp.
Condensed Interim Consolidated Statements of Operations and Comprehensive Loss (unaudited)

	Note	Three-month periods ended January 31, 2025	2024	Nine-month periods ended January 31, 2025	2024
Operating costs
Exploration and evaluation costs	5, 6	$ 662,382	$ 50,803	$ 806,838	$ 3,706,093
Listing and filing fees		104,138	21,466	146,977	78,130
Management and consulting fees	6	95,119	127,871	397,145	371,960
Office and miscellaneous		35,269	43,257	95,398	136,314
Professional fees		335,681	61,051	479,307	138,585
Salaries and wages		73,690	51,159	205,584	51,159
Share-based payments	10	730,870	-	846,498	115,740
Shareholder information		11,822	20,407	27,680	64,475
Loss from operations		$ (2,048,971)	$ (376,014)	$ (3,005,427)	$ (4,662,456)
Other income (expense)
Accretion expense	7, 9	$ (3,724)	$ -	$ (8,274)	$ -
Foreign exchange		(60,682)	22,514	(7,153)	(61,858)
Indemnity and Part XII.6 tax on flow-through shares	8	-	(972,558)	(746)	(972,558)
Interest income		20,205	25,578	56,162	123,739
Other income	3	-	162,500	-	162,500
Other expenses	3	-	(110,851)	-	(110,851)
Settlement of flow-through share premium liability	8	-	861,576	-	2,383,411
Net loss and comprehensive loss		$ (2,093,172)	$ (387,255)	$ (2,965,438)	$ (3,138,073)
Loss per share - basic and diluted		$ (0.01)	$ 0.00	$ (0.02)	$ (0.02)
Weighted average number of shares outstanding - basic and diluted		191,403,618	169,138,794	176,560,402	167,278,550

Going concern uncertainty (Note 1)

See accompanying notes to the condensed interim consolidated financial statements

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Benz Mining Corp.

Condensed Interim Consolidated Statements of Financial Position (unaudited)

	Note	January 31, 2025	April 30, 2024
ASSETS
Current Assets
Cash and cash equivalents		$ 4,415,462	$ 3,020,475
Sales taxes recoverable		108,341	34,386
Other receivables	4	96,128	550,785
Prepaid expenses and deposits		94,161	111,491
Total current assets		$ 4,714,092	$ 3,717,137
Exploration and evaluation assets	5	14,988,845	3,903,216
Total assets		$ 19,702,937	$ 7,620,353
LIABILITIES
Current Liabilities
Trade and other payables	6	$ 325,372	$ 171,187
Deferred consideration payable	7	419,273	-
Flow-through share liability	8	-	-
Other provisions	9	215,535	191,868
Total current liabilities		$ 960,180	$ 363,055
EQUITY
Common shares	10	$ 52,187,247	$ 38,352,848
Equity reserves	10	1,838,006	1,222,666
Deficit		(35,282,496)	(32,318,216)
Total equity		$ 18,742,757	$ 7,257,298
		$ 19,702,937	$ 7,620,353

Nature of Operations (Note 1)

Going concern uncertainty (Note 1)

Subsequent events (Note 14)

These financial statements were authorized for issue by the Board of Directors on March 17, 2025

Approved by the Board of Directors:

(Signed) Evan Cranston

Evan Cranston, Chairman of the Board

(Signed) Mathew O'Hara

Mathew O'Hara, Director

See accompanying notes to the condensed interim consolidated financial statements

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Benz Mining Corp.
Condensed Interim Consolidated Statements of Cash Flows (unaudited)

	Note	Three-month periods ended January 31,		Nine-month periods ended January 31,
		2025	2024	2025	2024
Cash Flow from Operating Activities
Net loss for the year		$ (2,093,172)	$ (387,255)	$ (2,965,438)	$ (3,138,073)
Adjustments for non-cash items:
Accretion expense	7,9	3,716	-	8,266	-
Share based payments	10	730,870	-	846,498	115,740
Settlement of flow-through share premium liability	8	-	(861,576)	-	(2,383,411)
Changes in non-cash working capital:
Sales taxes recoverable		(86,641)	327,184	(73,955)	435,139
Other receivables	4	82,397	(83,153)	454,657	(506,244)
Prepaid expenses and deposits		371	75,808	17,330	12,997
Trade and other payables		137,314	(603,948)	154,185	(922,003)
Deferred consideration payable	7	6,471	-	6,471	-
Other provisions	9	7,196	-	16,842	-
Net cash flows used in operating activities		$ (1,211,478)	$ (449,531)	$ (1,535,144)	$ (5,302,446)
Cash Flow from Investing Activities
Additions to exploration and evaluation assets	5	$ (444,269)	$ -	$ (444,269)	$ (1,350,000)
Net cash flows used in investing activities		$ (444,269)	$ -	$ (444,269)	$ (1,350,000)
Cash Flow from Financing Activities
Issuance of common shares for cash, net of costs	10	$ 3,374,399	$ -	$ 3,374,399	$ -
Proceeds from exercise of warrants	10	-	-	-	1,451,783
Proceeds from exercise of compensation units	10	-	-	-	234,222
Net cash flows provided by financing activities		$ 3,374,399	$ -	$ 3,374,399	$ 1,686,005
Net change in cash and cash equivalents		$ 1,718,652	$ (449,531)	$ 1,394,986	$ (4,966,441)
Cash and Cash Equivalents, Beginning of Year		2,696,809	5,615,440	3,020,475	10,132,350
Cash and Cash Equivalents, End of Year		$ 4,415,462	$ 5,165,909	$ 4,415,462	$ 5,165,909
Cash and cash equivalents consist of:
Cash		$ 4,376,462	$ 5,576,440	$ 4,376,462	$ 5,126,909
Redeemable guaranteed investment certificate		39,000	39,000	39,000	39,000
Total Cash and Cash Equivalents		$ 4,415,462	$ 5,615,440	$ 4,415,462	$ 5,165,909
Non-cash Investing and Financing Activities:
Issuance of common shares for E&E assets	5	$ 10,230,000	$ -	$ 10,230,000	$ 375,000
Fair value transferred from reserves to share capital upon the exercise of warrants, options and compensation units / issuance of PSUs	10	$ 230,000	$ -	$ 230,000	$ 1,311,897

Going concern uncertainty (Note 1)

See accompanying notes to the condensed interim consolidated financial statements

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Benz Mining Corp.

Condensed Interim Consolidated Statements of Changes in Equity (unaudited)

	Note	Common Shares		Equity Reserves	Deficit	Total Equity
		Number	Amount
Balance, April 30, 2023		157,983,900	$ 34,959,037	$ 4,666,769	$ (30,860,030)	$ 8,765,776
Common shares issued for cash:
Issuance of common shares for E&E assets	5	1,237,216	375,000	-	-	375,000
Exercise of compensation units	10	1,377,778	438,841	(204,619)	-	234,222
Exercise of warrants	10	8,539,900	2,559,061	(1,107,278)	-	1,451,783
Expiry of compensation units	10	-	-	(18,482)	18,482	-
Expiry of compensation warrants	10	-	-	(331,610)	331,610	-
Expiry of warrants	10	-	-	(359,955)	359,955	-
Expiry of options	10	-	-	(1,871,752)	1,871,752	-
Share based payments	10	-	-	115,740	-	115,740
Net loss for the year		-	-	-	(3,138,073)	(3,138,073)
Balance, January 31, 2024		169,138,794	$ 38,331,939	$ 888,813	$ (31,416,304)	$ 7,804,448
Balance, April 30, 2024		169,138,794	$ 38,352,848	$ 1,222,666	$ (32,318,216)	7,257,298
Common shares issued for cash:
Private placement	10	18,181,820	3,374,399	-	-	3,374,399
Issuance of common shares for E&E assets	5	33,000,000	10,230,000	-	-	10,230,000
Issuance of performance share units	10	1,000,000	230,000	(230,000)	-	-
Expiry of options	10	-	-	(1,158)	1,158	-
Share based payments	10	-	-	846,498	-	846,498
Net loss for the year		-	-	-	(2,965,438)	(2,965,438)
Balance, January 31, 2025		221,320,614	$ 52,187,247	$ 1,838,006	$ (35,282,496)	$ 18,742,757

Going concern uncertainty (Note 1)

See accompanying notes to the condensed interim consolidated financial statements

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Benz Mining Corp.

Notes to the Condensed Interim Consolidated Financial Statements (unaudited)

Nine-Month periods ended January 31, 2025 and 2024

1. NATURE OF OPERATIONS AND GOING CONCERN UNCERTAINTY

Benz Mining Corp. (Benz) was incorporated under the laws of the Province of British Columbia on November 9, 2011. Benz and its' subsidiaries (collectively the Company) are exploration and development stage companies engaged in the acquisition, exploration and exploitation of mineral properties located in Canada and Australia. The Company's head and registered offices are located at Suite 3000 Bentall Four, 1055 Dunsmuir Street, Vancouver, British Columbia, V7X 1K8, Canada. The Company's common shares are traded on the TSX-V Exchange (BZ), the Frankfurt Exchange (1VU) and the Australian Securities Exchange (BNZ).

Going Concern

These condensed interim consolidated financial statements have been prepared on a going concern basis, which assumes that the Company will realize its assets and discharge its obligations in the normal course of operations. As at January 31, 2025, the Company has a working capital surplus of $3,753,912 (April 30, 2024 – $3,354,082). The Company's ability to continue as a going concern is dependent on being able to obtain the necessary financing to satisfy its liabilities as they become due.

The Company is considered to be in the exploration phase. The investment in, and expenditures on, exploration and evaluation assets comprise a significant portion of the Company's activities. Mineral exploration and development is highly speculative and involves inherent risks.

Management believes the Company's cash position will support all of its financial obligations and expected expenditures during the next twelve months. However, the Company expects that it will need to obtain further financing in order to continue exploration activities in the future. In addition, while the Company's future activities in relation to drilling on its mineral claims look promising, there can be no assurance that the results of its exploration activities will confirm the existence of economically viable quantities of ore or that the project will ultimately go into production. There can be no assurance that management will be successful in securing adequate financing. If adequate financing is not obtained, the Company may be required to delay or reduce the scope of any or all of its exploration and development projects.

The Company reported a net loss and total comprehensive loss in the nine-month period ended January 31, 2025 of $2,965,438 (year ended April 30, 2024 - $4,024,481). These recurring losses and the need for continued financing to further successful exploration activities indicate the existence of a material uncertainty that may cast significant doubt as to the Company's ability to continue as a going concern.

The Company's condensed interim consolidated financial statements do not give effect to any adjustments to the carrying values and classifications of assets and liabilities that might be necessary if the Company is unable to continue as a going concern. Such adjustments could be material.

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Notes to the Financial Statements (continued)

2. BASIS OF PRESENTATION

2.1 Statement of compliance with IFRS

These unaudited condensed interim consolidated financial statements (Financial Statements) of the Company have been prepared in accordance with International Accounting Standard (IAS) 34, "Interim Financial Reporting" following acceptable accounting policies under International Financial Reporting Standards (IFRS). As a result, these Financial Statements should be read in conjunction with the Company's audited financial statements for the year ended April 30, 2024.

Estimates and judgements 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. In preparing the Financial Statements, the judgments made by management in applying the Company's accounting policies and the key sources of estimation uncertainty were the same as those applied to the audited consolidated financial statements as at and for the year ended April 30, 2024.

2.2 Basis of measurement

These Financial Statements have been prepared on an accruals basis and are based on historical costs, except for certain financial instruments classified as financial instruments at fair value through profit or loss. All amounts are presented in Canadian dollars unless otherwise noted.

2.3 Basis of consolidation

These Financial Statements include the accounts of Benz and all of its subsidiaries. The following entities have been consolidated within these Financial Statements:

Entity Name	Registered	% Ownership	Principal activity	Functional Currency
Gascoyne Resources (WA) Pty Ltd	Australia	100%	Mineral Exploration	AUD
Egerton Exploration Pty Ltd	Australia	100%	Mineral Exploration	AUD

a) Acquisition of subsidiaries

On January 14, 2025, the Company completed the acquisition of 100% of the share capital of both Gascoyne Resources (WA) Pty Ltd (Gascoyne) and Egerton Exploration Pty Ltd (Egerton) from Spartan Resources Limited (Spartan), (collectively the Spartan Transaction).

Gascoyne and Egerton are both incorporated in Australia and are shell company's holding the Glenburgh Project and the Mt Egerton Project, respectively. The Glenburgh Project comprises a substantial 786km² land package situated 250km east of Carnarvon, Western Australia. The Mt Egerton Project comprises two granted mining leases and five exploration licences, covering a total area of 180km² approximately 200km northeast of Meekatharra, Western Australia.

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Notes to the Financial Statements (continued)

The results of both Gascoyne and Egerton have been consolidated into the results of Benz from the date of acquisition. All intercompany transactions and accounts are eliminated upon consolidation. The annual reporting date and the accounting policies of each subsidiary have been adjusted where necessary to ensure they align with the year end and policies adopted by the Company.

In considering the accounting for the Spartan Transaction management looked to whether these transactions met the definitions of a business combination contained in IFRS 3 Business Combinations. Management concluded that neither Gascoyne nor Egerton met the definition of businesses under IFRS 3, being shell companies incorporated solely to hold mineral licenses that do not operate any substantive processes. Consequently, management has decided to treat these transactions as acquisitions of Exploration and Evaluation assets at cost being the fair value of the consideration paid and payable (refer to note 5 below).

3. OTHER INCOME AND EXPENSES

During the three-month period ended January 31, 2024 the Company's Australian GST registration was completed. Included in it's initial return was a refund for GST which had originally been written off along with the underlying expenditures and related to prior fiscal years, Consequently, during the quarter, the Company recognised a gain related to GST refunded amounting to $162,500 which has been recorded as 'Other income' in the Statements of Operations and Comprehensive Loss.

On October 6, 2023, the Company fell victim to a 'Spear Phishing' attack, whereby hackers were able to gain access to a team members' email account and then misrepresent themselves as a key supplier and request changes to the supplier's bank payment details. As soon as the attack was identified the counterparty bank was able to freeze the hacker's account and recover some but not all of the funds. Investigations to trace the remaining funds were unsuccessful. Additional internal controls have now been implemented designed to prevent this incident from recurring. A total of $110,851 was lost as a result of the attack which has been recorded as "Other Expenses" in the Statements of Operations and Comprehensive Loss.

4. OTHER RECEIVABLES

Other receivables as at January 31, 2025 and April 30, 2024 were as follows:

	January 31, 2025	April 30, 2024
	$	$
Expenditures recoverable from third parties	122,991	126,117
Interest income receivable	1,640	-
Exploration tax credits recoverable	87,681	540,852
Total other receivables	212,312	666,969
Less provision for doubtful debts	(116,184)	(116,184)
	96,128	550,785

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Notes to the Financial Statements (continued)

5. EXPLORATION AND EVALUATION ASSETS

The Company has accumulated the following acquisition expenditures:

	Eastmain and Ruby Hill Properties $	Windy Mountain Property $	Glenburgh Project $	Mt Egerton Project $	Total $
Balance, April 30, 2023	2,145,743	11,564	-	-	2,157,307
Acquisition costs – cash	1,350,000	-	-	-	1,350,000
Acquisition costs - shares (Note 10(c))	395,909	-	-	-	395,909
Balance, April 30 and October 31, 2024	3,891,652	11,564	-	-	3,903,216
Acquisition costs – cash	-	-	386,958	57,311	444,269
Acquisition costs – fair value of deferred consideration (Note 7)	-	-	358,295	53,065	411,360
Acquisition costs - shares (Note 10(b))	-	-	8,910,330	1,319,670	10,230,000
Balance, January 31, 2025	3,891,652	11,564	9,655,583	1,430,046	14,988,845

Glenburgh and Mt Egerton Projects

On January 14, 2025, the Company completed its acquisition of the Glenburgh Project and the Egerton Project. Under the terms of the Spartan Transaction, the Company agreed to pay a total of A$1,000,000 cash comprising A$500,000 payable on the date of completion and a further A$500,000 payable 12 months after the completion date (January 14, 2026). In addition, the Company issued to Spartan 33,000,000 common shares of the Company, valued on the date of completion at $0.31 per share ($10,230,000; A$11,513,295). The company is also committed to making the following payments contingent on the following production / resource targets being achieved (refer also note 13):

• A$2,000,000 - production or mineral resource estimates of 500k oz Au/cutoff of 2.0 g/t Au;
• A$2,000,000 - production or mineral resource estimates of 1m oz Au/cutoff of 2.0 g/t Au; and
• A$2,000,000 - production or mineral resource estimates of 1.5m oz Au/cutoff of 2.0 g/t Au.

Management estimated that the fair value of the consideration paid and payable at the date of acquisition, as follows:

	Fair value AUD	Fair value CAD
Upfront cash consideration	500,000	444,269
Deferred cash consideration	462,963	411,360
Upfront share consideration (33,000,000 at $0.31)	11,513,295	10,230,000
	12,476,258	11,085,629

This fair value has then been allocated to the Glenburgh and Mt Egerton Projects based on the ratio of the book carrying value of each of the projects at acquisition date (being, 87.1% Glenburgh Project; 12.9% Mt Egerton Project).

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Notes to the Financial Statements (continued)

During the three and nine-month periods ended January 31, 2025 and 2024 exploration and evaluation expenditures, recorded in the statements of operations and comprehensive loss, consisted of the following:

	Three-months ended		Nine-months ended
	January 31, 2025	January 31, 2024	January 31, 2025	January 31, 2024
Geology	290,610	277,211	387,629	1,345,845
Location/camp services	26,480	29,957	67,150	114,703
Drilling	(100)	86,688	2,635	1,719,600
Geochemical analysis	5,173	90,321	21,758	569,745
Geophysics	92,513	-	92,513	225,870
Environment	(134)	3,089	18,431	33,939
Health & safety	-	16,209	-	128,643
Property maintenance	280,840	2,328	296,440	22,748
Less: Tax credits receivable	(33,000)	(455,000)	(79,718)	(455,000)
Total exploration and evaluation costs	662,382	50,803	806,838	3,706,093

6. RELATED PARTY TRANSACTIONS AND BALANCES

Related party transactions are measured at the estimated fair values of the services provided or goods received. Related party transactions not disclosed elsewhere in these Financial Statements are as follows:

a) Key Management Compensation

Key management personnel include the members of the Board of Directors and officers of the Company, who have the authority and responsibility for planning, directing, and controlling the activities of the Company. The remuneration of directors and officers for the three and nine-month periods ended January 31, 2025 and 2024 was as follows:

	Three-months ended		Nine-months ended
	January 31, 2025	January 31, 2024	January 31, 2025	January 31, 2024
Salaries, bonuses, fees and benefits
Management fees to the officers and directors of the Company	173,411	136,584	519,658	462,030
Share-based payments
Officers and directors of the Company	301,423	-	417,051	38,580
	474,834	136,584	936,709	500,610

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Notes to the Financial Statements (continued)

b) In the normal course of operations, the Company transacts with companies related to its directors or officers. The following amounts are payable to related parties, and are included in trade and other payables:

	January 31, 2025	April 30, 2024
	$	$
Management fees	50,202	30,881

7. DEFERRED CONSIDERATION PAYABLE

Deferred consideration payable as at January 31, 2025 and April 30, 2024 were as follows:

	January 31, 2025	April 30, 2024
	$	$
Deferred consideration (Note 5)	419,273	-
	419,273	-

During the three and nine-month periods ended January 31, 2025, the Company recorded accretion expense of $1,442 and $1,442 respectively (2024 - $Nil and $Nil) and movements in foreign exchange of $6,471 and $6,471 respectively (2024 - $Nil and $Nil).

8. FLOW-THROUGH SHARE LIABILITY

The following is a continuity schedule of the liability portion of the flow-through share issuances.

Balance, April 30, 2023	$ 3,113,835
Settlement of flow-through premium liability upon incurring exploration expenditures	(2,383,411)
Reduction of flow-through premium liability on shortfall of flow-through expenditure commitments	(730,424)
Balance, April 30, 2024 and January 31, 2025	$ -

9. OTHER PROVISIONS

Other provisions as at January 31, 2025 and April 30, 2024 were as follows:

	January 31, 2025	April 30, 2024
	$	$
Reclamation provision	190,432	183,607
Accrued vacation - related party (Note 6)	25,103	8,261
	215,535	191,868

In October 2023, upon exercising the option to acquire 75% interest to the Eastmain Project and the Ruby Hill Properties, the Company assumed a 75% share in all obligations associated with the properties. On the Eastmain Project, close to the mine camp there is tank farm comprising 38 fuel reservoirs which are subject to ongoing permitting every two years by the Ministry of Natural Resources

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Notes to the Financial Statements (continued)

(the Ministry). In September 2023, the Ministry informed the Company that the tank farm permit would not be renewed beyond the current expiration date of August 21, 2025. Consequently, the tank farm will need to be removed and the site cleaned prior to the permit expiration date. The Company has estimated a total provision for the reclamation work to be $190,432 at January 31, 2025 (April 30, 2024 - $183,607) based on the total future liability of $195,000 (April 30, 2024 - $195,000), adjusted for inflation, and a discount rate of 4.65% over a time period to expiry of the existing permit. During the three and nine-month periods ended January 31, 2025, the Company recorded accretion expense of $2,275 and $6,825 respectively (2024 - $Nil and $Nil).

10. SHARE CAPITAL

a) Authorized: Unlimited common shares, without par value
Unlimited preferred shares, without par value

b) Issued: During the nine-month period ended January 31, 2025

On November 13, 2024, the Company completed a private placement of 18,181,820 common shares issued at a price of $0.20 (A$0.22) per share for gross proceeds of $3,631,388 (A$4,000,000). In respect of the private placement the Company incurred share issuance costs totaling $256,989 in the form of professional fees.

On January 14, 2025, the Company issued 33,000,000 common shares pursuant to the terms of the Spartan Transaction (see Note 5) issued at a deemed price of $0.31 per share for a fair value of $10,230,000.

On January 14, 2025, the Company issued 1,000,000 common shares to an eligible officer in relation to Performance Share Units (PSUs) that vested during the period. The fair value of these PSUs, totaling $230,000, was transferred to share capital from reserves.

c) Issued: During the nine-month period ended January 31, 2024

On October 23, 2023 the Company issued 1,237,216 common shares pursuant to the terms of the Eastmain option agreement (see Note 5) with a value of $375,000.

During the nine-month period ended January 31, 2024, the Company issued 1,377,778 shares and 1,377,778 compensation warrants on the exercise of compensation units for proceeds of $234,222. The fair value of the share component of these compensation units, totaling $204,619, was transferred to share capital from reserves.

During the nine-month period ended January 31, 2024, the Company issued 7,162,122 shares on the exercise of warrants and 1,377,778 shares on the exercise of compensation warrants for total proceeds of $1,451,783. The fair value of these warrants, totaling $1,107,278, was transferred to share capital from reserves.

Escrow Shares

As at January 31, 2024 and 2023, an amount of 222,857 common shares are being held in escrow subject to an escrow agreement with Tusk Exploration Ltd. These shares continue to be held due to unmet contractual obligations.

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Notes to the Financial Statements (continued)

d) Share purchase warrants

A summary of changes in share purchase warrants is as follows:

	Underlying Shares (Number)	Weighted Average Exercise Price ($)
Balance, April 30, 2023	10,018,182	0.17
Exercised	(7,162,122)	0.17
Expired	(2,856,060)	0.17
Balance, January 31, 2024 and January 31, 2025	-	-

No share purchase warrants were issued during the nine-month periods ended January 31, 2025 and 2024.

During the three and nine-month periods ended January 31, 2025, Nil and Nil share purchase warrants expired unexercised (2023 – Nil and 2,856,060 respectively). The fair value of these expired share purchase warrants, totaling $Nil (2023 - $359,955), was transferred to deficit from equity reserves.

There were no warrants outstanding as at January 31, 2025 or 2024.

e) Compensation Units and Warrants

A summary of changes in compensation units and warrants is as follows:

	Compensation Units (Number)	Compensation Warrants (Number)	Weighted Average Exercise Price ($)
Balance, April 30, 2023	1,440,000	2,309,090	0.46
Issued	-	1,377,778	0.17
Exercised	(1,377,778)	(1,377,778)	0.17
Expired	(62,222)	(909,090)	0.62
Balance, April 30, 2024 and January 31, 2025	-	1,400,000	0.63

No compensation units or compensation warrants were issued during the three and nine-month periods ended January 31, 2025.

During the nine-month period ended January 31, 2024, the Company issued 1,377,778 shares and 1,377,778 compensation warrants on the exercise of compensation units and 62,222 compensation units and 909,090 compensation warrants expired unexercised. The fair value of these expired compensation units and warrants, totaling $350,092, was transferred to retained earnings from reserves.

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Notes to the Financial Statements (continued)

Compensation units and warrants outstanding as at January 31, 2025 and April 30, 2024 are:

Expiry Date	Exercise Price per Share/Unit ($)	Outstanding and Exercisable (Number)
		January 31, 2025	April 30, 2024
December 21, 2025	0.63	1,400,000	1,400,000
		1,400,000	1,400,000

f) Stock options

A summary of changes in stock options during the nine-month periods ended January 31, 2025 and 2024 is as follows:

	Underlying Shares (Number)	Weighted Average Exercise Price ($)
Stock options outstanding, April 30, 2023	7,305,963	0.42
Granted in the period	3,600,000	0.40
Expired in the period	(3,900,000)	0.64
Stock options outstanding, January 31, 2024	7,005,963	0.20
Stock options exercisable, January 31, 2024	7,005,963	0.29
Stock options outstanding, April 30, 2024	7,005,963	0.29
Granted in the period	5,000,000	0.33
Expired in the period	(9,713)	3.00
Stock options outstanding, January 31, 2025	11,996,250	0.30
Stock options exercisable, January 31, 2025	11,996,250	0.30

On July 3, 2023, the Company granted 600,000 stock options to eligible parties, exercisable at a price of $0.41 per share for a period of three years. The options vested immediately.

On December 18, 2023, the Company granted a total of 3,000,000 stock options to eligible parties, comprising 1,500,000 stock options exercisable at a price of $0.35 per share for a period of three years and 1,500,000 stock options exercisable at a price of $0.45 per share for a period of four years. The options vested immediately.

On October 2, 2023, 3,900,000 stock options exercisable at $0.64 expired unexercised. The fair value of these expired stock options, totaling $1,871,752, was transferred to retained earnings from reserves.

On November 25, 2024, the Company granted 2,000,000 stock options to an employee, exercisable at a price of $0.32 per share for a period of three years, and 2,000,000 stock options to consultants, exercisable at a price of $0.25 per share for a period of two years. All these options vested immediately.

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Notes to the Financial Statements (continued)

On December 3, 2024, the Company granted a total of 1,000,000 stock options to a consultant, exercisable at a price of $0.45 per share and expiring on December 18, 2027. The options vested immediately.

On January 18, 2025, 9,713 stock options exercisable at $3.00 expired unexercised. The fair value of these expired stock options, totaling $1,158, was transferred to retained earnings from reserves.

The fair value of stock options issued during the nine-month period ended January 31, 2025 and 2024 was estimated using the Black-Scholes Option Pricing Model with the following weighted average assumptions:

	Nine-month period ended January 31, 2025	Nine-month period ended January 31, 2024
Weighted average assumptions:
Risk-free interest rate	3.15%	3.97%
Expected dividend yield	0.00%	0.00%
Expected option life (years)	2.61	2.43
Expected stock price volatility	100%	79%
Weighted average fair value at measurement date	$0.14	$0.10

A summary of stock options outstanding as at January 31, 2025, is as follows:

Number of Stock Options Outstanding	Number of Stock Options Exercisable	Exercise Price ($)	Weighted Average Remaining Contractual Life (in years)	Intrinsic Value ($)	Expiry Date
70,000	70,000	0.076	0.08	0.24	March 3, 2025
2,100,000	2,100,000	0.12	0.24	0.20	April 27, 2025
1,095,000	1,095,000	0.21	0.33	0.11	June 1, 2025
600,000	600,000	0.41	1.42	0.00	July 3, 2026
131,250	131,250	0.265	2.58	0.06	August 31, 2027
1,500,000	1,500,000	0.35	1.88	0.00	December 18, 2026
1,500,000	1,500,000	0.45	2.88	0.00	December 18, 2027
2,000,000	2,000,000	0.25	1.82	0.07	November 25, 2026
2,000,000	2,000,000	0.32	2.82	0.00	November 25, 2027
1,000,000	1,000,000	0.45	2.88	0.00	December 18, 2027
11,996,250	11,996,250		1.78

g) Share-based payments

During the three and nine-month periods ended January 31, 2025 and 2024, the Company recorded share-based payments related to the grants of stock options and PSUs totaling $730,870 and $846,498 respectively (January 31, 2024 - $Nil and $115,740), of which $301,423 and $417,051 respectively (January 31, 2024 - $Nil and $38,580) pertained to directors and officers of the Company.

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Notes to the Financial Statements (continued)

11. CAPITAL MANAGEMENT

The Company's objectives when managing capital are to safeguard the Company's ability to continue as a going concern in order to pursue the exploration and development of its properties and to maintain a flexible capital structure for its projects for the benefit of its stakeholders. In the management of capital, the Company includes the components of shareholders' equity.

The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust the capital structure, the Company may attempt to issue new shares or adjust the amount of cash and cash equivalents. Management reviews the capital structure on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable.

The Company is not subject to externally imposed capital requirements. There were no changes to the Company's capital management during the nine-month period ended January 31, 2025.

12. FINANCIAL INSTRUMENTS AND RISK

The Company's financial instruments consist of cash and cash equivalents, and trade and other payables. The fair value of the financial instruments approximates their carrying values, unless otherwise noted.

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

a) Credit risk

The Company's credit risk is mainly attributable to its liquid financial assets: cash and cash equivalents. The Company deposits cash with high credit quality financial institutions and credit risk is considered to be minimal. The Company's maximum exposure to credit risk is $4,415,462 which is the carrying value of the Company's cash and cash equivalents at January 31, 2025.

b) Liquidity risk

The Company's approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. As at January 31, 2025, the Company had available a cash and cash equivalents balance of $4,415,462 (April 30, 2024 - $3,020,475) to settle current liabilities of $960,180 (April 30, 2024 - $363,055).

c) Foreign exchange risk

Foreign exchange risk is the risk that the Company's financial instruments will fluctuate in value as a result of movements in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that monetary assets and liabilities held by the Company are not denominated in Canadian dollars. As at January 31, 2025, the Company is exposed to currency risk as some transactions and balances are denominated in Australian dollars. As at January 31, 2025, a 10% change of the Canadian dollar relative to the Australian dollar would have net financial impact of approximately $315,000 (April 30, 2024 - $220,000). The Company does not use derivative instruments to hedge exposure to foreign exchange rate risk.

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Notes to the Financial Statements (continued)

13. CONTINGENT LIABILITIES

Deferred consideration of up to A$6 million, is payable in cash or issued in fully paid CDIs, at the Company's election, to Spartan Resources Ltd for the acquisition of Gascoyne Resources (WA) Pty Ltd and Egerton Exploration Pty Ltd contingent upon Benz achieving each of the following milestones:

• A$2 million, payable upon the first to occur of (i) the Company declaring an inferred, indicated and/or measured Mineral Resource Estimate from the Projects containing 500,000oz Au at a cut-off grade of at least 2.0g/t Au and (ii) production of 500,000oz Au from the Projects;
• A$2 million, payable upon the first to occur of (i) the Company declaring an inferred, indicated and/or measured Mineral Resource Estimate from the Projects containing 1,000,000oz Au at a cut-off grade of at least 2.0g/t Au and (ii) production of 1,000,000oz Au from the Projects; and
• A$2 million, payable upon the first to occur of (i) the Company declaring an inferred, indicated and/or measured Mineral Resource Estimate from the Projects containing 1,500,000oz Au at a cut-off grade of 2.0g/t Au and (ii) production of 1,500,000oz Au from the Projects.

14. SUBSEQUENT EVENTS

On February 14, 2025, the Company exercised its option to acquire three highly prospective tenements adjacent to the Glenburgh Project in Western Australia, and one strategic tenement at the Mt Egerton Project from Mining Equities Pty Ltd, an unrelated party (Vendor). As consideration the Company issued 500,000 common shares at a deemed value of $0.38 per share to the Vendor and granted a 0.75% net smelter royalty.

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