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Beyond Lithium Inc. Capital/Financing Update 2026

Apr 7, 2026

48168_rns_2026-04-07_03f059fd-1d27-452a-bf9d-764f1c65b040.pdf

Capital/Financing Update

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AMENDED OFFERING DOCUMENT

UNDER THE LISTED ISSUER FINANCING EXEMPTION

(Amending the Offering Document dated February 25, 2026)

April 7, 2026

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BEYOND MINERALS INC.
("Beyond" or the "Company")

PART 1. SUMMARY OF OFFERING

What are we offering?

Securities Offered: Up to 12,000,000 units of the Company (the "Units").

Description of Securities Offered: Each Unit will consist of one common share in the capital of the Company (each, a "Common Share") and one-half of one Common Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one Common Share (a "Warrant Share") at a price of $0.10 per Warrant Share for a period of 24 months following the date of issuance.

Holders of Common Shares are entitled to: (i) receive notice of and to attend (in person or by proxy) all meetings of shareholders of the Company, and to have one vote for each Common Share held at such time, except in each case for meetings at which only holders of another specified class of shares of the Company are entitled to vote; (ii) subject to the prior rights, if any, of other classes of shares of the Company, receive dividends, if any, as and when declared by the Company's board of directors; and (iii) subject to the prior rights, if any, of other classes of shares of the Company, to participate equally in any distribution of net assets upon the dissolution, liquidation or winding-up of the Company. The Common Shares do not carry any preemptive, subscription, redemption or conversion rights, nor do they contain any sinking or purchase fund provisions.

The terms and conditions which govern the Warrants will be referred to on the certificates representing the Warrants and will, among other things, include provisions for the appropriate adjustment in the class, number and price of the Warrant Shares issuable upon exercise of the Warrants upon the occurrence of certain events, including any subdivision, consolidation or reclassification of the Common Shares, the payment of stock dividends and the amalgamation, arrangement or reorganization of the Company. The issue of the Warrants will not restrict or prevent the Company from obtaining any other financing, or from issuing additional securities or rights, during the period within which the Warrants may be exercised.

Offering Price: $0.05 per Unit.


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Offering Amount:
A minimum number of 4,000,000 Units and a maximum number of 12,000,000 Units offered, for gross proceeds of a minimum of $200,000 and a maximum of up to $600,000 (the “Offering”).

Closing Date:
The Offering is expected to close on or about April 30, 2026, or on any other date or dates as the Company may determine, and, in any event, on or before a date not later than 45 days after the date of the filing of this amended Offering Document. The Offering may close in one or more tranches.

Exchange:
The Common Shares are listed and posted for trading on the Canadian Securities Exchange (the “CSE”) under the symbol “BY” and on the OTCQB (the “OTC”) under the symbol “BYDMF”.

Last Closing Price:
On April 6, 2026, the closing price of the Common Shares on the CSE was $0.045 and on the OTC was US$0.029.

All references in this amended Offering Document to “dollars”, “C$” or “$” are to Canadian dollars, unless otherwise stated.

No securities regulatory authority or regulator has assessed the merits of these securities or reviewed this document. Any representation to the contrary is an offence. This offering may not be suitable for you and you should only invest in it if you are willing to risk the loss of your entire investment. In making this investment decision, you should seek the advice of a registered dealer.

The Company is conducting a listed issuer financing under section 5A.2 of National Instrument 45-106 - Prospectus Exemptions (“NI 45-106”). In connection with this Offering, the Company represents the following is true:

  • The Company has active operations and its principal asset is not cash, cash equivalents or its exchange listings.
  • The Company has filed all periodic and timely disclosure documents that it is required to have filed.
  • The total dollar amount of this Offering, in combination with the dollar amount of all other offerings made under the listed issuer financing exemption in the 12 months immediately before the date of this amended Offering Document, will not exceed $5,000,000.
  • The Company will not close this Offering unless the Company reasonably believes it has raised sufficient funds to meet its business objectives and liquidity requirements for a period of 12 months following the distribution.
  • The Company will not allocate the available funds from this Offering to an acquisition that is a significant acquisition or restructuring transaction under securities law or to any other transaction for which the Company seeks security holder approval.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This amended Offering Document contains "forward-looking information" within the meaning of applicable Canadian securities legislation ("forward-looking statements"). In some cases, forward-looking statements can be identified by words or phrases such as "may", "might", "will", "expect", "anticipate", "estimate", "intend", "plan", "indicate", "seek", "believe", "predict", "assume", "budget", "strategy", "scheduled", "forecast", "target" or "likely", or the negative forms of these terms, or other similar expressions (or variations of such words or phrases) or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. In particular, forward-looking statements in this amended Offering Document include, but are not limited to, statements with respect to: future capital expenditures, anticipated content, commencement, and cost of exploration programs in respect of the Company's projects and mineral properties, anticipated exploration program results from exploration activities, resources and/or reserves on the Company's projects, and the anticipated business plans and timing of future activities of the Company. All statements other than statements of historical fact included in this amended Offering Document, including, without limitation, statements regarding the future plans and objectives of the Company, predictions, expectations, beliefs, projections, assumptions or future events are forward-looking statements.

These forward-looking statements are not historical facts and are not guarantees of future performance and involve assumptions, estimates and risks and uncertainties that are difficult to predict. Therefore, actual results may differ materially from what is expressed, implied or forecasted in such forward-looking statements. Forward-looking statements are based on the assumptions, beliefs, expectations and opinions of management on the date the statements are made concerning anticipated financial performance, business prospects, strategies, regulatory developments, development plans, exploration and development activities, commitments and future opportunities, many of which are difficult to predict and beyond our control. In connection with the forward-looking statements contained in this amended Offering Document, we have made certain assumptions about, among other things, the Company's business operations, including the Company's growth potential, future prospects and opportunities, including that no significant event will occur outside the Company's normal course of business operations; the demand for and future prices of commodities and minerals; the future impact of pandemics, endemics and epidemics; the Company's financial resources and its ability to raise any necessary additional capital on reasonable terms; general business and economic conditions; the accuracy of budgeted exploration costs and expenditures; results of exploration activities being as anticipated and being completed in accordance with anticipated timelines and costs; future currency exchange rates and interest rates; the Company's ability to attract and retain skilled personnel and directors; political and regulatory stability; competitive conditions; stable and favourable market (including labour, financial and capital market) conditions in Canada; the timely receipt of governmental, regulatory and third-party approvals, licenses and permits on favourable terms; results, costs and timing of future exploration and drilling programs; our relationship with stakeholders, including local communities; and our ability to acquire additional properties on favourable terms. Although management considers those assumptions to be reasonable on the date of this amended Offering Document based on information currently available to us, these assumptions are subject to significant business, social, economic, political, regulatory, competitive and other risks and uncertainties, contingencies and other factors that could cause actual performance, achievements, actions, events, results or conditions to be materially different from those projected in the forward-looking statements. The Company cautions that the foregoing list of assumptions is not exhaustive. Other events or circumstances could cause action results to differ materially from those estimated or projected and expressed in, or implied by, the forward-looking statements contained in this amended Offering Document.

Investors are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, actions, events, conditions, performance or achievements to be materially different from those expressed or implied by the forward-looking statements, including, without limitation, those related to: continuing as a going concern; ability to meet financial commitments; exploration, development and operating risks; dependence on few mineral properties; the early stage status of the Company's mineral properties and the nature of exploration; fluctuations in commodity prices; environmental laws, regulations and permitting requirements and environmental hazards; relationships with local communities and

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aboriginal groups; property option agreements, license agreements and similar arrangements; geopolitical risks; information technology, including cyber security risks; social and environmental activism; the application for and receipt of required permits and approvals; potential acquisitions and their integration with the Company's business; compliance with laws; the Company's requirements for additional capital; flow-through financings; factors inherent in the exploration and development of mineral properties that are outside of the Company's control; title to mineral properties; inflation; adverse general economic conditions; access to and the availability of adequate infrastructure; limits of insurance coverage and the occurrence of uninsurable risks; competitive conditions in the mineral exploration and mining businesses; human error; the influence of third party stakeholders; the growth of the Company; litigation or other proceedings; expansion into other geographical areas; outbreaks of contagious diseases; the Company's compliance with evolving corporate governance and public disclosure regulations; investment in the Common Shares; the potential for dilution to holders of Common Shares; the volatility of the market price for the securities of mining companies and the market price for the Common Shares; and the Company's ability to maintain the listing of the Common Shares on a stock exchange.

The factors identified above are not intended to represent a complete list of the risks and factors that could affect any of the forward-looking statements. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results, actions, events, conditions, performance or achievements not to be as anticipated, estimated or intended. Forward-looking statements are not a guarantee of future performance. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

The forward-looking statements contained herein are made as of the date of this amended Offering Document and, accordingly, are subject to change after such date. The Company disclaims any intent or obligation to update publicly or otherwise revise any forward-looking statements or the foregoing list of assumptions or factors, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws.

SCIENTIFIC AND TECHNICAL INFORMATION

The scientific and technical information disclosed herein has been reviewed, approved and verified by Lawrence Tsang, P.Geo., who is the VP Exploration of the Company and a "qualified person" as defined by National Instrument 43-101 – Standards of Disclosure for Mineral Projects ("NI 43-101").

PART 2. SUMMARY DESCRIPTION OF BUSINESS

What is our business?

Beyond is a junior mineral exploration company engaged in the business of acquiring, exploring, staking and evaluating natural resource properties in Canada. The Company owns:

(i) a 100% undivided interest in the six mineral claims covering a total area of over 5,900 hectares known as the Rare One project (the "Rare One Project"), located within the highly prospective Rocky Mountain Rare Earth Belt hosted in the Alkaline Province in British Columbia, Canada;

(ii) a 100% undivided interest in a multi-cell mineral claim encompassing approximately 1,566 hectares in an area of southwestern British Columbia hosting several significant porphyry deposits for copper-moly and copper-gold mineralizations, known as Owl Creek # 1 (the "Owl Creek Project"); and

(iii) a 100% undivided interest in 79 mineral claims covering a total area of 3,252 hectares located approximately 2 kilometres north of the town of Ear Falls, in the province of Ontario, known as the Ear Falls spodumene project (the "Ear Falls Spodumene Project").

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The Company has yet to receive any revenue from its natural resource exploration operations. Accordingly, the Company has no operating income or cash flows. Its continued existence has relied almost exclusively upon equity financing activities, which is not expected to significantly change in the immediate future. The Company is in the process of exploring its exploration and evaluation properties and has not determined whether these properties contain mineral reserves which are economically recoverable.

The Company was incorporated under the Canada Business Corporations Act on October 8, 2019. The Company's head office and registered and records office is located 30th Floor - 360 Main Street, Winnipeg, Manitoba, R3C 4G1.

Recent developments

  • On April 7, 2026, the Company announced: (i) completion of the final option payments to acquire a 100% undivided interest in the Ear Falls Spodumene Project; (ii) the filing of this amended Offering Document in respect of the Offering; and (iii) a grant of 66,667 restricted share units of the Company ("RSUs") to a consultant of the Company pursuant to the terms and conditions of a consulting agreement dated February 1, 2025 and the Company's omnibus equity incentive plan (the "Omnibus Plan"). The Company made the final payments under its mineral property option agreement with Bounty Gold Corp. dated March 30, 2023, as amended (the "Option Agreement"), to acquire a 100% undivided interest in the Ear Falls Spodumene Project. The final payments made to the optionor under the Option Agreement consisted of 78,800 common shares of the Company and C$29,500 in cash (the "Final Payments"). The Final Payments earn the Company a 100% interest in the Ear Falls Spodumene Project, subject to a 2.0% net smelter return royalty, one-half of which may be repurchased by the Company for $1,200,000 to reduce such royalty to a 1.0% net smelter return royalty. In addition, the Company shall pay the optionor a $1-million milestone payment, payable in cash or shares at the option of the Company, for each initial mineral resource estimate filed by the Company in respect of a deposit comprising part of the Ear Falls Spodumene Project that discloses a deposit or orebody exceeding 5,000,000 metric tonnes with an average grade equal to 1.0% Li₂O or greater. The Company announced the filing of this amended Offering Document with the updated disclosure respecting the Final Payments and the Ear Falls Spodumene Project. The Company further announced the above-noted RSU grant. 16,666 of the RSUs vested immediately upon grant and 16,667 RSUs will vest each 3 months thereafter with the last tranche vesting on December 27, 2026. Subject to the terms and conditions of the Omnibus Plan and the policies of the CSE, upon vesting, each RSU shall entitle the consultant to receive one common share of the Company.

  • On February 26, 2026, the Company announced: (i) the terms of the Offering and the filing of the initial Offering Document in respect thereof; and (ii) a Marketing Services Agreement with Max Reinhart (the "Consultant") effective February 25, 2026, pursuant to which the Consultant will provide certain marketing, advertising, and investor relations services to the Company for an indeterminate term, which may be terminated by either party on thirty days' notice. The Consultant has been engaged to heighten market awareness for the Company and to broaden the Company's reach within the investment community. In conducting his marketing and advertising program, the Consultant will employ a number of different communication methods, including phone calls and emails. Pursuant to the Marketing Services Agreement, the Company will pay the Consultant a monthly consulting fee consisting of: (i) a cash fee of $2,000; and (ii) 41,667 incentive stock options of the Company (the "Options"), each exercisable to acquire one Common Share at an exercise price equal to the last closing trading price of the Common Shares on the CSE prior to the date of grant. The Company shall grant the Options to the Consultant on a quarterly basis, every three months, in tranches of 125,001 Options. One-quarter of each tranche of Options granted shall vest on the date of grant and one-quarter of each tranche shall vest each three months thereafter.

  • On February 4, 2026, the Company announced that effective at the opening of markets on February 6, 2026, the Company's common shares would begin trading on the CSE under its new name "Beyond Minerals Inc." (the "Name Change"). The Name Change is a return to the Company's

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original name and was carried out to better reflect the Company's broadened focus on exploration of a wider range of critical minerals, including rare earths. The Company's stock symbols remain unchanged. The Company's new CUSIP is 088662101 and its new ISIN is CA0886621014. The Company anticipates no interruptions to its trading activities as part of the Name Change. The Name Change was approved by shareholders at the annual general and special meeting of the Company's shareholders held on December 18, 2025 (the "Shareholders' Meeting"). Articles of amendment were subsequently filed and the Company received a certificate of amendment giving effect to the Name Change effective January 29, 2026. As a result of the Name Change, the Company's website domain name was changed to www.beyondminerals.ca. There was no consolidation of the Company's share capital in connection with the Name Change and, as a result, certificates representing common shares of the Company were not be affected by the Name Change and shareholders will not be required to exchange their shares or take any other action. Shareholders holding share certificates of the Company can request a replacement certificate, however new certificates are not required and will not be automatically issued. The Company further announced that shareholders voted in favour of and approved all items of business at the Shareholders' Meeting, including the re-election of all directors and the election of the Company's VP - Exploration, Lawrence Tsang, as a new director.

  • On December 18, 2025, the Company announced completion of the acquisition of the multi-cell mineral claim comprising the Owl Creek Project and the closing of a non-brokered private placement of 10,748,750 flow-through units of the Company (the "FT Units") at a price of $0.04 per FT Unit for aggregate gross proceeds of $429,950 (the "FT Unit Offering"). Each FT Unit consisted of one common share in the capital of the Company qualifying as a "flow-through share" within the meaning of subsection 66(15) of the Income Tax Act (Canada) (a "Flow-Through Share") and one-half of one common share purchase warrant of the Company. Each whole warrant entitles the holder to purchase one non-flow-through common share in the capital of the Company for a period of twenty-four (24) months from the date of issuance at an exercise price of $0.10 per share, subject to customary adjustment provisions. In connection with the FT Offering, the Company paid certain eligible third party finders dealing at arm's length with the Company: (i) cash commissions totalling $30,096.50, representing 7% of the proceeds raised from subscribers introduced to the Company by such finders; and (ii) an aggregate of 752,413 non-transferable broker warrants, representing 7% of the number of FT Units sold to such subscribers, each exercisable to acquire one common share of the Company for 24 months from the date of issuance at exercise price of $0.04 per share, subject to customary adjustment provisions. The Company further announced a grant of 280,714 RSUs to a consultant of the Company pursuant to the terms and conditions of a consulting agreement dated February 1, 2025 and the Omnibus Plan. 137,678 of the RSUs vested immediately, 70,178 vested on February 1, 2026, 51,429 will vest on May 1, 2026, and 21,429 will vest on August 1, 2026. Subject to the terms and conditions of the Omnibus Plan and the policies of the CSE, upon vesting, each RSU shall entitle the consultant to receive one common share of the Company.

  • On November 14, 2025, the Company announced the proposed terms of the FT Unit Offering and provided a project summary and update on the Rare One Project. The project covers a total area of over 5,900 hectares and is 100% owned by the Company and free of encumbrances. Extensive work was completed from 2005 to 2017, including soil surveys, stream sampling, mapping, road construction, and gravity surveys. Soil and stream sampling programs completed between 2005 to 2017 outlined targets with anomalous and elevated light rare earths, including lanthanum, praseodymium, cerium, and neodymium. The Company has continued work to digitize the 2005 to 2017 data and maps and has coordinated with an experienced field crew for a follow up exploration program in the upcoming field season to include additional soil and stream sampling surveys and mapping programs to refine the potential source of the rare earths mineralization in the area.

  • On October 23, 2025, the Company announced the closing of: (i) a second and final tranche of a non-brokered private placement of units of the Company (the "Units"), consisting of 4,622,446 Units at a price of $0.03 per Unit for aggregate gross proceeds of $138,676.38 (the "Final Tranche"); and (ii) a debt settlement transaction (the "Debt Settlement") with the management

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company of the Company's President and CEO, Allan Frame, for the issuance of 2,800,000 Units at a deemed price of $0.03 per Unit to settle an outstanding debt of $84,000 in management fees. Together with the first tranche of the offering completed on August 28, 2025 for aggregate gross proceeds of $161,323.62 (the "First Tranche" and together with the Final Tranche, the "2025 Offering"), the Company raised a total of $300,000 under the 2025 Offering. Each Unit issued under the 2025 Offering consisted of one common share of the Company (a "Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"), with each Warrant entitling the holder thereof to purchase one Share at price of $0.10 per Share for a period of 24 months following the date of issuance. In connection with the Final Tranche, the Company paid an eligible third party finder dealing at arm's length with the Company: (i) a cash commission totaling $9,013.62, representing 7.0% of the proceeds raised from subscribers introduced to the Company by such finder; and (ii) an aggregate of 300,454 non-transferable broker warrants, representing 7.0% of the number of Units sold to such subscribers, each exercisable to acquire one common share of the Company for 24 months from the date of issuance at exercise price of $0.03 per share.

  • On August 29, 2025, the Company announced the closing of a first tranche of the 2025 Offering (the "First Tranche"), consisting of 5,377,454 Units at a price of $0.03 per Unit for aggregate gross proceeds of $161,323.62. In connection with the First Tranche, the Company paid certain eligible third parties dealing at arm's length with the Company (the "Finders"): (i) cash commissions totaling $9,822.65, representing 7.0% of the proceeds raised from subscribers introduced to the Company by such Finders (the "Cash Finders' Fee"); and (ii) an aggregate of 327,422 non-transferable broker warrants (the "Broker Warrants"), representing 7.0% of the number of Units sold to such subscribers, each exercisable to acquire one common share of the Company for 24 months from the date of issuance at exercise price of $0.03 per share.

  • On August 12, 2025, the Company announced that it has applied for a multi-cell mineral claim encompassing approximately 1,566 hectares in an area of southwestern British Columbia hosting several significant porphyry deposits for copper-moly and copper-gold mineralizations, known as Owl Creek # 1 or the Owl Creek Project. The Owl Creek Project is situated roughly 8 kilometers northeast of the town of Pemberton and benefits from excellent access via upgraded logging roads, including the Owl Creek Forest Service Road. The Owl Creek Project is located within the regional Cascade Magmatic Arc that spans over 1,200 km from northern California to Canada. The Cascade Magmatic Arc is a post-accretionary arc hosting several significant porphyry deposits for copper-moly and copper-gold mineralizations associated with Miocene intrusions. In March 2025, the Government of British Columbia introduced its Mineral Claim Consultation Framework in response to a ruling of the Supreme Court of British Columbia, which affirmed the Government's duty to consult Indigenous communities prior to registering any mineral claims. The Company has submitted a mineral claim application for the Owl Creek Project and it is anticipated that the consultation process will be underway by early September 2025.

  • On May 27, 2025, the Company announced that it completed the acquisition of the Rare One Project pursuant to the terms and conditions of a definitive mineral property purchase agreement (the "Rare One Purchase Agreement") entered into between the Company and certain arm's length vendors. The Rare One Project covers a total area of 4,688 hectares and is located in the Rocky Mountain Rare Earth Belt in southeastern British Columbia. Pursuant to the Rare One Purchase Agreement, the Company issued the vendors an aggregate of 450,000 common shares in the capital of the Company and paid the vendors an aggregate cash payment of $4,208, representing the staking cost of the mineral claims comprising the Rare One Project (the "Cash Consideration").

  • On May 6, 2025, the Company announced the signing of the Rare One Purchase Agreement and that, following the 2024 exploration season, the Company evaluated all of its lithium properties in Ontario and decided to proceed with the Ear Falls Spodumene Project option while terminating all other options to acquire properties in Ontario that had been optioned from Bounty Gold Corp. and Last Resort Resources Ltd. (collectively, the "Optionors") pursuant to the Company's existing

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mineral property option agreements with the Optionors, as amended (collectively, the "Option Agreements"). All Option Agreements and related agreements, including the Amendments (defined below), were accordingly terminated, except for those relating to the Ear Falls Spodumene Project.

Material facts

There are no material facts about the securities being distributed that have not been disclosed in this amended Offering Document or in any other document filed by the Company in the 12 months preceding the date of this amended Offering Document.

What are the business objectives that we expect to accomplish using the available funds?

The Company intends to use its available funds over the coming 12-month period to fund the Company's ongoing operations, including exploration activities in the form of drilling programs, sampling, geophysical surveys and/or mapping, and/or for general and administrative expenditures, including investor awareness and promotional expenditures and general working capital purposes. The Company may also use a portion of the available funds disclosed in Part 3 below for acquisitions or strategic investments in new critical minerals exploration properties, with a focus on copper projects, provided that any such acquisition or strategic investment will not constitute a significant acquisition, a restructuring transaction or any transaction requiring approval of the Company's security holders. The Company does not have agreements or commitments to enter into any such acquisitions or investments at this time.

PART 3. USE OF AVAILABLE FUNDS

What will our available funds be upon the closing of the Offering?

Assuming Minimum Offering Only^{1} Assuming 100% of Offering
A Amount to be raised by this Offering $200,000 $600,000
B Selling commissions and fees $14,000 $42,000
C Estimated offering costs (e.g., legal, accounting, audit) $25,000 $25,000
D Net proceeds of offering: D = A - (B+C) $161,000 $533,000
E Working capital as at most recent month end (deficiency) $(44,987) $(44,987)
F Additional sources of funding Nil Nil
G Total available funds: G = D+E+F $116,013 $488,013

How will we use the available funds?

Description of intended use of available funds listed in order of priority^{1} Assuming Minimum Offering Only Assuming 100% of Offering
General working capital $36,013 $64,013
Mineral property exploration activities and expenditures $75,000 $400,000
Marketing and advertising $5,000 $24,000
Total: $116,013 $488,013

Notes:
(1) The available funds will not be paid to insiders, associates or affiliates of the Company, except for normal course salaries.

The above allocation represents the Company's current intentions with respect to its use of available funds based on management's current knowledge, planning and expectations. Actual use of funds may differ from the estimates above for a number of reasons, including as a result of circumstances where, for business reasons, the Company determines, in its discretion, that it should reallocate the available funds; provided, however, that such uses will not include a significant acquisition, a restructuring transaction, or any transaction requiring approval of the Company's security holders. The Company may also use a portion of the available funds for acquisitions or strategic investments in new critical minerals exploration properties, with a focus on copper projects, provided that any such acquisition or strategic investment will not constitute a significant acquisition, a restructuring transaction or any transaction requiring approval of the Company's security holders. The Company does not have agreements or commitments to enter into any such acquisitions or investments at this time.

The Company's ability to continue as a going concern is dependent on raising additional capital to fund its development plans and ultimately to attain profitable operations. As at September 30, 2025, the Company had an accumulated deficit of approximately $8,811,463 and the Company expects to incur additional losses in the future. The Company's financial statements for the nine months ended September 30, 2025 and 2024 contain a "going concern note", as (i) the financial statements were prepared assuming that the Company will continue as a going concern and (ii) material uncertainty exists that casts substantial doubt on the Company's ability to continue as a going concern. The Company's financial statements do not include any adjustments that may result from the outcome of this uncertainty, which adjustments could be material. For additional information regarding this "going concern note", please refer to our financial statements for the nine months ended September 30, 2025 and 2024, which are filed on the Company's SEDAR+ profile at www.sedarplus.ca.

The Offering is not anticipated to address any of the uncertainties underlying the "going concern note" contained in the Company's financial statements for the nine months ended September 30, 2025 and 2024. The Company's ability to continue as a going concern will remain dependent on raising additional capital to fund its development plans and ultimately to attain profitable operations. There is no assurance that the Company will be successful in raising additional capital. Accordingly, there remains material uncertainty that casts substantial doubt on the Company's ability to continue as a going concern. Ultimately, in the event that the Company cannot obtain additional financial resources, or achieve profitable operations, it may need to liquidate its business interests and investors may lose their investment. Such financial resources may not be available or may not be available on reasonable terms.

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How have we used the other funds we have raised in the past 12 months?

Previous Financing Intended Use of Funds Use of Funds to Date Variance and Impact on Business Objectives
FT Unit Offering The gross proceeds from the FT Unit Offering will be used by the Company to incur eligible “Canadian exploration expenses” that will qualify as “flow-through critical mineral mining expenditures” as such terms are defined in the Income Tax Act (Canada) and, in respect of the gross proceeds from B.C. investors, that will also qualify as “BC flow-through mining expenditures” as defined in the Income Tax Act (British Columbia) (the “Qualifying Expenditures”) related to the Company’s projects. All Qualifying Expenditures are being renounced in favour of the subscribers of the FT Units effective December 31, 2025. Nil N/A
2025 Offering The net proceeds from the 2025 Offering were allocated for general corporate and working capital purposes, mineral property exploration activities and expenditures, and marketing and advertising. The proceeds were used as intended. No material impact on business objectives.

PART 4. FEES AND COMMISSIONS

Who are the dealers or finders that we have engaged in connection with this Offering, if any, and what are their fees?

The Company has not engaged any dealers or finders in connection with this Offering. While the Company does not expect to engage any dealers or finders in connection with this Offering, the Company may compensate certain dealers and finders in connection with the sale of Units to purchasers introduced to the Company. Although an estimation is included above, the extent and nature of any compensation paid to dealers or finders in connection with the Offering, and the identity of these dealers and finders, is not known at this time. Such compensation, if any, may include cash, broker warrants or a combination of the two. The details of the broker warrants that may be issued to dealers and finders, if any, are not known at this time, however, the Company expects that the terms of any broker warrants issued in connection with the Offering would be substantially similar to the terms of the Warrants issued in connection with the Offering.

PART 5. PURCHASERS' RIGHTS

Rights of Action in the Event of a Misrepresentation

If there is a misrepresentation in this amended Offering Document, you have a right

a) to rescind your purchase of these securities with the Company, or


b) to damages against the Company and may, in certain jurisdictions, have a statutory right to damages from other persons.

These rights are available to you whether or not you relied on the misrepresentation. However, there are various circumstances that limit your rights. In particular, your rights might be limited if you knew of the misrepresentation when you purchased the securities.

If you intend to rely on the rights described in paragraph (a) or (b) above, you must do so within strict time limitations.

You should refer to any applicable provisions of the securities legislation of your province or territory for the particulars of these rights or consult with a legal adviser.

PART 6. ADDITIONAL INFORMATION

Where you can find more information about us?

Security holders can access the Company's continuous disclosure at www.sedarplus.ca and may find additional information at our website, www.beyondminerals.ca.

Purchasers should read this amended Offering Document and consult their own professional advisors to assess the income tax, legal, risk factors and other aspects of their investment in the Units.

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PART 7. DATE AND CERTIFICATE OF THE COMPANY

This amended Offering Document, together with any document filed under Canadian securities legislation on or after April 7, 2025, contains disclosure of all material facts about the securities being distributed and does not contain a misrepresentation.

April 7, 2026

(signed) "Allan Frame"

Allan Frame
President and CEO

(signed) "Carmelo Marrelli"

Carmelo Marrelli
CFO