BIGG Digital Assets Inc. — Interim / Quarterly Report 2021

Nov 30, 2021

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BIGG DIGITAL ASSETS INC.

Condensed Consolidated Interim Financial Statements For the Nine Months ended September 30, 2021 and 2020 (Expressed in Canadian dollars)

NOTICE TO READER

Under National Instrument 51-102, Part 4, subsection 4.3(3)(a) issued by the Canadian Securities Administrators, if an auditor has not performed a review of the interim 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 consolidated interim financial statements of BIGG Digital Assets Inc. as at September 30, 2021 and 2020, notes to unaudited condensed consolidated interim financial statements and related Management’s Discussion and Analysis have been prepared by and are the responsibility of management.

The Company’s independent auditor has not performed a review of these interim financial statements in accordance with the standards established by the CPA Canada for a review of interim financial statements by an entity’s auditor.

BIGG DIGITAL ASSETS INC. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION Expressed in Canadian dollars

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As at	(Unaudited) (Audited)
ASSETS Current Cash Restricted cash (Note 3) Amounts receivable Investment tax credits receivable Digital currency inventory (Note 4) Prepaids Total current assets Digital currencies(Note 5) Marketable securities(Note 6) Intangible assets(Note 7) Goodwill(Note 8) Right-of-use asset(Note 9) Equipment(Note 11) Total assets	$ 48,830,215 $ 12,778,242 82,500 82,500 416,564 1,065,596 175,325 175,325 83,141,679 9,715,508 296,149 206,111
	132,942,432 24,023,282 6,658,620 3,827,003 949,819 3,827,003 419,566 505,213 1,071,851 1,071,851 63,087 - 256,620 162,238
	$ 142,361,995 $29,589,587
LIABILITIES AND EQUITY Current Accounts payable and accrued liabilities (Note 13) Deferred revenue Customer deposits – cash Customer deposits – digital currency Lease liability (Note 10) Contingent liabilities (Notes 16(a),18) Total current liabilities Non-Current Lease liability (Note 10) Total liabilities Equity Share capital (Note 12) Equity reserves (Note 12) Accumulated other comprehensive income Deficit Total equity Total liabilities and equity	$ 875,009 $ 642,449 205,228 331,955 7,692,548 6,367,983 61,141,925 6,367,983 24,909 - 36,000 -
	69,975,619 14,843,160 42,572 -
	70,018,191 14,843,160
	95,546,434 41,986,720 11,893,945 7,080,614 4,908,494 2,678,749) (40,005,069) (36,999,656)
	72,343,804 14,746,427
	$ 142,361,995 $29,589,587
Nature of operations(Note 1) Subsequent events(Note 18)

On behalf of the Board:

“Mark Binns” Director “Lance Morginn”

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

Director

BIGG DIGITAL ASSETS INC.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) Expressed in Canadian dollars

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	Three months ended Nine months ended September 30, 2021 Sept 30, 2020 Sept 30, 2021 Sept 30, 2020
Revenue Product revenue Service revenue Transaction revenue Cost of sales General and Administrative Expenses Advertising and promotion Amortization (Notes 7,9, 11) Bad debt Consulting (Note 13) Director’s fees (Note 13) Office Professional fees Regulatory and listing fees Research and development Share-based compensation (Note 13) Shareholder communications Travel Wages and benefits (Note 13) Loss from operating activities Other Income (Expenses) Interest income Foreign exchange (loss) gain Gain on sale of equity investments Gain (loss) on sale of digital currencies Unrealized (loss) gain on digital currencies Gain (loss) on sale of digital currency inventory Unrealized foreign exchange gain (loss) on digital currency inventory Unrealized gain on digital currency inventory Net income(loss) for theperiod	$ 278,614 $ 205,543 $ 662,269 $ 561,136 148,581 46,428 453,946 195,076 2,197,804 391,172 9,728,620 745,428
	2,624,999 643,143 10,844,835 1,501,640 63,574 24,170 144,687 54,780
	2,561,425 618,973 10,700,148 1,446,860 1,243,140157,901 4,425,196 389,418 130,050 190,473 425,983 571,774 2,675 75 2,675 715 181,083 34,379 299,642 53,874 37,701 4,598 76,400 13,795 440,251 285,637 1,023,797 813,863 239,047 157,877 701,733 308,859 20,705 7,946 76,438 28,059 203,886 144,161 517,019 846,969 2,508,606 167,489 6,096,023 239,207 7,562 18,593 37,113 25,721 18,377 (6) 17,963 8,872 1,292,836 679,796 3,844,953 2,285,987
	(3,764,494) (1,229,945) (6,844,787) (4,140,252) 28,010 192 71,970 5,828 192,584 (14,638) (47,935) 21,789 495,000 - 495,000 - 34,977 (1,335) 34,977 (1,335) (574) 241,058 5,360 558,208 - 18,178 - (24,989) (2,788,072) 103,511 (4,203,373) 282,297 6,829,445 463,679 7,483,374 666,593
	$ 1,026,876 $ (419,300) $ (3,005,414) $ (2,631,861)
Other comprehensive income (loss) Unrealized gains on digital currencies Item that may be reclassified to profit or loss Currency translation adjustment Other comprehensive income (loss) for the period Comprehensive income (loss) for the period	1,313,651 - 2,226,150 - (3,432) (5,961) 3,595 (11,012)
	1,310,219 (5,961) 2,229,745 (11,012)
	$ 2,337,095 $ (425,261) $ (775,669) $ (2,642,873)
Basic and diluted lossper common share	$(0.00) $ (0.00) $(0.01) $ (0.02)
Weighted average number of common shares outstanding	241,684,481 138,070,420 224,708,353 137,943,132

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

BIGG DIGITAL ASSETS INC. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN EQUITY (Unaudited) Expressed in Canadian dollars

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	Share Capital Number of Shares Amount Equity Reserves Cumulative Translation Adjustment Deficit Total
Balance at December 31, 2019 Shares issued for private placement Shares issued for fees on private placement Shares issued on option exercises Purchase of common shares for cancellation Share issue costs Share-based compensation Loss for the period Other comprehensive loss	138,292,566 $ 35,627,862 $ 6,510,610 $ (4,690) $ (34,051,128) $ 8,082,654 2,282,609 525,000 525,000 114,130 26,250 26,250 278,125 42,645 (18,994) - - 23,651 (720,000) (34,450) - - - (34,450) - (37,976) - - - (37,976) - - 239,207 - - 239,207 - - - - (2,631,861) (2,631,861) - - - (11,012) - (11,012)
Balance at September 30, 2020	140,247,430 $ 36,149,331 $ 6,730,823 $ (15,702) $ (36,682,989) $ 6,181,463

		-
Balance at December 31, 2020	169,656,805	$ 41,986,720	$ 7,080,614	$ 2,678,749	$ (36,999,656)	$ 14,746,427
Shares issued for private placement, net of costs (Note 12)	41,394,500	39,794,963	-	-	-	39,794,963
Shares issued on warrant exercises	26,078,957	12,506,044	(672,654)	-	-	11,833,390
Shares issued on option exercises	5,150,694	1,291,527	(610,038)	-	-	681,489
Share issue costs	-	(32,820)	-	-	-	(32,820)
Share-based compensation	-	-	6,096,023	-	-	6,096,023
Loss for the period	-	-	-	-	(3,005,414)	(3,005,414)
Other comprehensive income	-	-	-	2,229,745	-	2,229,745
Balance at September 30, 2021	242,280,956	$ 95,546,434	$ 11,893,945	$ 4,908,494	$ (40,005,070)	$ 72,343,804

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

BIGG DIGITAL ASSETS INC. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS (Unaudited) Expressed in Canadian dollars

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	For the Nine Months ended September 30, 2021 September 30, 2020
CASH FLOWS USED IN OPERATING ACTIVITIES Loss for the period Items not involving cash Amortization Share-based compensation Foreign exchange (gain) loss (Gain) loss on sale of investments Loss on the sale of digital currency inventory Unrealized gain on marketable securities Unrealized gain on digital currencies Unrealized foreign exchange loss (gain) on digital currency inventory Unrealized gain on digital currency inventory Other Changes in non-cash working capital items: Amounts receivable Prepaids Accounts payable and accrued liabilities Deferred revenue Customer deposits Digital currency inventory Net cash used in operating activities CASH FLOWS (USED IN) FROM INVESTING ACTIVITIES Purchase of equipment Restricted Cash Purchase of intangible asset Equity investment Sale of digital currencies Purchase of digital currencies Net cash (used in) from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issuance of common shares Purchase and cancellation of common shares Share issue/repurchase costs Lease payments Net cash from financing activities Change in cash for the period Cash, beginning of period Effect of foreign exchange on cash	$ (3,005,414) $ (2,631,861) 425,983 571,774 6,096,023 239,207 (56,674) 21,964 (34,977) 1,335 - 24,989 (495,000) - (5,360) (558,208) 4,203,373 (282,297) (7,483,374) (666,593) 39,493 2,547 649,032 (33,703) (90,038) (1,604) 232,560 149,947 (127,223) (223,153) 54,970,124 1,864,908 (70,146,171) (1,354,078)
	(14,827,643) (2,874,826)
	(234,866) (7,854) - 55,000 (181,464) - (451,859) - 86,445 82,150 (589,371) -
	(1,371,115) 129,296
	52,309,842 548,650 - (34,450) (32,821) (37,976) (17,487) (74,419)
	52,259,534 401,805
	36,060,776 (2,343,725) 12,778,242 4,283,133 (8,803) 14,935
Cash, end ofperiod	$ 48,830,215 $ 1,954,343
Cash paid for interest or taxes	$ - $ -

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

BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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1. NATURE AND CONTINUANCE OF OPERATIONS

BIGG Digital Assets Inc. (the “Company” or “BIGG”), was incorporated on October 17, 2014 under the Business Corporations Act (British Columbia). On November 30, 2017, the Company acquired Blockchain Technology Group Inc. (“BTGI”) through a reverse acquisition transaction. BTGI was incorporated under the Business Corporations Act (British Columbia) on May 31, 2010. On September 26, 2019, the Company changed its name to BIGG Digital Assets Inc. The Company’s shares are traded on the Canadian Securities Exchange (“CSE”) under the symbol “BIGG”.

The Company’s principal business activity is investing in products and companies within the cryptocurrency industry. It has two operating divisions which provide blockchain search products to large enterprises with significant data requirements in the financial and ecommerce sectors globally, and brokerage and exchange software to make the purchase and sale of cryptocurrency easily accessible to the mass consumer and investor with a focus on compliance and safety. The Company’s head office and principal place of business is Suite 1220 - 1130 West Pender Street, Vancouver, BC, Canada.

In March 2020, the World Health Organization declared COVID-19 a global pandemic. This contagious disease outbreak and the related adverse public health developments have adversely affected workforces, economies, and financial markets globally, leading to an economic downturn. The impact on the Company has not been significant. Management continues to monitor the situation.

2. BASIS OF PRESENTATION

a) Statement of Compliance

These condensed consolidated interim financial statements, including comparatives, have been prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”) applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting. As a result, certain disclosures included in the annual financial statements prepared in accordance with IFRS have been condensed or omitted. Accordingly, these condensed consolidated interim financial statements should be read in conjunction with the Company’s audited consolidated annual financial statements for the year ended December 31, 2020. In preparation of these condensed consolidated interim financial statements, the Company has consistently applied the same accounting policies as disclosed in note 3 to the audited consolidated annual financial statements for the year ended December 31, 2020.

These unaudited condensed consolidated interim financial statements were approved by the Board of Directors on November 29, 2021.

b) Basis of Measurement

These consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries Blockchain Technology Group Inc., 2140 Software Solutions Inc., BitRank Verification Services Inc., Dark Fibre Systems Inc., QLUE Forensic Systems Inc., CFC Digital Inc., BIG Blockchain Intelligence Group Inc. (Texas), 1208810 B.C. Ltd., Netcoins Inc., and NTC Holdings Corp. The accounts of the subsidiaries are included in the consolidated financial statements from the date that control commences until the date the control ceases. All significant intercompany transactions and balances have been eliminated upon consolidation.

3. RESTRICTED CASH AND SHORT TERM INVESTMENTS

At September 30, 2021, the Company held restricted cash of $82,500 (December 31, 2020 - $82,500) in a Guaranteed Investment Certificate (GIC), at an interest rate of 0.15% with a maturity date of November 23, 2021, pursuant to a demand operating facility agreement with the Toronto-Dominion Bank, to support Visa credit lines of $75,000.

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BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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4. DIGITAL CURRENCY INVENTORY

The Company holds digital currencies as inventory as follows:

	September 30, 2021 December 31, 2020
Bitcoin Ethereum USDT XRP Other digital currencies	$ 45,222,400 $ 7,892,043 22,805,110 932,281 2,663,588 293,575 10,136,282 289,114 2,314,299 308,495
	$ 83,141,679 $ 9,715,508

During the period ended September 30, 2021, total proceeds from digital currency inventory sold were $772,681,245 and the total cost of digital currency inventory sold was $762,952,625 resulting in a net realized gain from digital currency sales of $9,728,620 (2020 - $745,428).

5. DIGITAL CURRENCIES

The Company holds digital currencies as investments as follows:

				Bitcoin	Bitcoin	Bitcoin
		Bitcoin	Solarcoin	Cash	Gold	SV	Lumen	USDT	Other
Balance, December 31, 2019	$ 952,594	100.92	5,916.45	22.00	25.20	24.96	524.93	-	-
Digital currencies purchased or received(i)	1,013,193	41.39	-	-	-	-	-	-	-
Traded for cash(ii)	(580,250)	(38.56)	-	(0.53)	-	-	-	-	-
Used for research and development(iii)	(5,010)	(0.53)	-	-	-	-	(0.53)	-	-
Gain on sale of digital currencies(iv)	31,092	-	-	-	-	-	-	-	-
Revaluation of digital currencies(iv)	2,415,384	-	-	-	-	-	-	-	-
Balance,December 31,2020	$ 3,827,003	103.22	5,916.45	21.47	25.20	24.96	524.40	-	-
Digital currencies purchased or received(i)	7,244,920	132.11	-	0.06	-	27.92	5.53	66,643.51	1,201,295.75
Traded for cash or digital currencies(ii)	(5,921,273)	(120.14)	-	-	-	-	-	-	(445,000.65)
Used for research and development(iii)	-	-	-	-	-	-	-	(1,058.43)	-
Gain on sale of digital currencies(iv)	34,977	-	-	-	-	-	-	-	-
Revaluation of digital currencies(iv)	1,472,993	-	-	-	-	-	-	-	-
Balance,September 30,2021	$ 6,658,620	115.19	5,916.45	21.53	25.20	52.88	529.93	65,585.08	756,295.10

• (i) During the period ended September 30, 2021, the Company purchased or received 132.11 Bitcoin valued at $7,015,571, 27.92 Bitcoin SV valued at $ 7,526, 65,585.08 USDT valued at $84,911 and various other coins valued at $136,912.

• (ii) During the period ended September 30, 2021, the Company transferred an aggregate 120.07 Bitcoin valued at $5,863,119 to its Netcoins operations. It further disposed of 0.08 BTC valued at $5,612, 1,058.43 USDT valued at $1,074, 20,000 XDC valued at $51,468. In addition, 425,000.65 XDC valued at $82,594.17 were exchanged for 64,760.08 USDT valued at $82,511. A gain of $34,977 was realized on the disposal of the coins.

• (iii) During the period ended September 30, 2021, the Company did not use any digital currencies for research and development testing.

• (iv) Digital currencies held are revalued each reporting period based on the fair market value of the price of the digital currencies on the reporting date. As at September 30, 2021, a revaluation gain of $1,507,970 (2020 - $558,208) was recorded. Of this gain, $5,360 was recorded as au unrealized gain in the net income, which offset revaluation losses recorded in prior years, $62,620 was recorded as foreign exchange loss and the remaining $1,530,253 was recorded to other comprehensive income.

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BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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6. MARKETABLE SECURITIES

During the period ended September 30, 2021, the Company’s marketable securities consisted of:

• a) an aggregate 500,000 common shares of WonderFi Technologies Inc. (formerly Defi Ventures Inc.)(“WonderFi”) at a total cost of $200,000, valued at $695,000 (December 31, 2020 - $Nil) based on the closing price of the shares on September 30, 2021 being $1.39. WonderFi Technologies Inc., a publicly traded company, listed on the NEO Exchange under the symbol WNDR, is involved in decentralized finance; and,

• b) a total of 70,062 shares of Series A preferred stock in ZenLedger,Inc. (“ZenLedger”) at a cost of $251,859 (USD$199,999). The valuation of the ZenLedger securities, which are unlisted, has been measured using the market approach was unchanged. ZenLedger, Inc., a US-based company, is a leading cryptocurrency tax platform.

The Company records its marketable securities as fair value through profit and loss (“FVTPL”). During the period ended September 30, 2021, the Company recorded a gain of $495,000 on revaluation of its securities to their fair market value (2020 - $Nil). During the period ended September 30, 2021, the Company did not sell any of its shares.

7. INTANGIBLE ASSETS

Cost December 31, 2018 Additions through acquisition December 31, 2020 and 2019 Additions September 30, 2021, December 31, 2020 and December 31, 2019 Amortization December 31, 2019 Additions December 31, 2020 Additions September 30, 2021 December31,2020	LMS Platform Netcoins App Netcoins.com Total $ 129,972 $ - $ - $ 129,972 - 882,000 - 882,000
	129,972 882,000 - 1,011,972 - - 181,464 181,464
	129,972 882,000 181,464 1,193,436
	46,935 122,500 - 169,435 43,324 294,000 - 337,324
	90,259 416,500 - 506,759 32,493 220,500 14,118 267,111
	122,752 637,000 14,118 773,870
	$ 39,713 $465,500 $- $ 842,537
September30,2021	$ 7,220 $245,000 $167,346 $419,566

During the year ended December 31, 2018, the Company recognized $129,972 as an intangible asset comprised of the development costs of its learning management system (LMS) online content, which will be amortized on a straightline basis over a period of three years representing the estimated useful life of the intangible asset.

During the year ended December 31, 2019, the Company recognized $882,000 as an intangible asset comprising the Netcoins App upon the acquisition of Netcoins Inc. The Netcoins App will be amortized on a straight-line basis over a period of three years representing the estimated useful life of the intangible asset.

During the period ended September 30, 2021, the Company recognized $181,464 as an intangible asset comprising the Netcoins.com domain, was acquired from a third-party, which will be amortized on a straight-line basis over a period of five years representing the estimated useful life of the intangible asset.

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BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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8. ACQUISITION OF NETCOINS

On August 1, 2019, the Company acquired 100% of the issued and outstanding shares of Netcoins Inc., NTC Holdings Corp. and NTC Holdings USA Corp., (hereinafter referred to as “Netcoins”) through its wholly-owned subsidiary 1208810 B.C. Ltd. (the “Acquisition”) by issuing 37,500,000 common shares. The common shares were valued at the market price per common share on the close date of the Acquisition.

The Company has determined the Acquisition is a business combination as the assets acquired and liabilities assumed constitute a business. The Acquisition was accounted for using the acquisition method of accounting, whereby the assets acquired and the liabilities assumed were recorded at their estimated fair value at the acquisition date.

The Company applied a cost approach, specifically a historical cost approach, for measuring the fair value of the Netcoins App. This valuation method used the historical costs of development related to the development and enhancement of the Netcoins App.

Details of the purchase consideration, the fair value of the net assets acquired and goodwill are as follows:

Purchase consideration: 37,500,000 common shares issued at $0.075 per share Fair value of assets and liabilities acquired: Cash and cash equivalents Amounts receivable Digital currency inventory Prepaids Right-of-use-asset Equipment Intangible asset - Netcoins App Accounts payable and accrued liabilities Customer deposits Lease liability Identifiable net assets acquired Goodwill	$ 2,812,500
	839,054 45,218 147,304 8,202 126,842 79,621 882,000 (20,788) (239,962) (126,842)
	1,740,649 1,071,851
	$2,812,500

The resulting goodwill is attributable to the workforce and the highly specialized nature of the acquired business and is not deductible for tax purposes.

9. RIGHT-OF-USE ASSET

At September 30, 2021, the right-of-use asset is an office lease entered into by the Company commencing March 1, 2021, which terminates on February 29, 2024. The right-of-use asset is amortized over the shorter of the asset’s useful life and the lease term on a straight-line basis.

	Office Operating Lease
Balance at December 31, 2020 Additions Amortization Balance at September 30,2021	$ - 81,475 (18,388)
	$ 63,087

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BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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10. LEASE LIABILITIES

Lease liabilities are recorded as follows:

	Office Operating Lease
Balance at December 31, 2020 Additions Lease payments Interest expense on lease liability Balance at September 30, 2021 Non-current Current	$ - 81,475 (13,994) -
	$ 67,481 $ 42,572 $24,909

11. EQUIPMENT

Cost		Total
Balance at December 31, 2019	**$ **	**1,072,182 **
Additions		16,437
Disposals		(25,541)
Balance at December 31, 2020	**$ **	1,063,078
Additions		234,866
Disposals		-
Balance at September 30, 2021	**$ **	1,297,944
Depreciation
Balance at December 31, 2019	$	595,756
Additions through acquisition		-
Depreciation for the period		305,084
Balance at December 31, 2020	$	900,840
Disposals		-
Depreciation for the period		140,484
Balance at September 30, 2021	$	1,041,324
Carrying amounts
At December 31, 2020	$	162,238
At September 30, 2021	$	256,620

12. SHARE CAPITAL

Authorized share capital

Unlimited number of common shares and preferred shares, without par value

Share Issuances

2021 and 2020

During the period ended September 30, 2021, the Company:

• (i) issued an aggregate 5,150,694 (2020 – 278,125) common shares upon the exercise of options for gross proceeds of $681,488 (2020 - $23,651);

• (ii) issued an aggregate 26,078,957 common shares upon the exercise of share purchase warrants for gross proceeds of $11,669,891;

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BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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12. SHARE CAPITAL (cont’d…)

Share Issuances (cont’d…)

2021 and 2020 (cont’d…)

• (iii) closed a bought deal short-form prospectus offering for gross aggregate proceeds of $13,797,378, including the subsequent partial exercise of the over-allotment option. A total of 27,594,500 units were issued, with each unit comprising one common share and one one-half share purchase warrant. Each full warrant entitles the holder thereof to acquire one additional common share of the Company at a price of $0.70 for a period of 24 months from closing of the offering. The units issued under the offering were offered by way of a short form prospectus dated January 21, 2021 filed in each of the provinces of Canada (other than Québec). The offering was conducted by a syndicate of underwriters led by PI Financial Corp. and included Canaccord Genuity Corp. and Echelon Wealth Partners (collectively, the “Underwriters”). The Underwriters received cash fees of $827,843, equal to 6% of the gross proceeds of the offering. The Company also paid the Underwriters other related expenses of $66,688; and

• (iv) closed a second bought deal public offering, via a syndicate of underwriters led by PI Financial Corp. and including Canaccord Genuity Corp., and Echelon Wealth Partners, pursuant to which the underwriters purchased 13,800,000 units of the Company at a price of $2.10 per unit for gross proceeds of $28,980,000. Each unit was comprised of one common share and one-half common share purchase warrant. Each full warrant entitles the holder thereof to purchase one additional common share at a price of $2.70 for a period of 24 months following the closing of the offering. The units were offered by way of short form prospectus in each of the provinces of Canada (other than Quebec). The Underwriters received cash fees of $1,738,800, equal to 6% of the gross proceeds of the offering. The Company also paid the Underwriters other related expenses of $88,006.

Repurchase and cancellation of common shares

Pursuant to the policies of the Canadian Securities Exchange (CSE), the Company may be permitted from time to time to repurchase its own common shares for cancellation under a NCIB. Under a NCIB program the Company may, if considered advisable, purchase the common shares through the facilities of the CSE and/or alternative trading systems at the market price, from time to time over a period of 12 months, but shall not, in any event, exceed 5% of the issued and outstanding shares.

On October 10, 2019, the Company announced its intention to acquire for cancellation up to an aggregate $500,000 worth of existing common shares of the Company. The Company was able to acquire up to 7,150,679 common shares, representing 5% of the issued and outstanding shares, for cancellation over a 12-month period commencing on October 16, 2019 and ending on the earlier of the date on which purchases under the bid were completed or on October 15, 2020.

During the period from the commencement of the NCIB on October 10, 2019 to December 31, 2019, the Company repurchased 4,721,000 common shares for an aggregate price of $222,458 and incurred net costs of $766 related to the repurchase of the common shares. All 4,721,000 common shares were cancelled as of December 31, 2019.

During the initial three months of fiscal 2020, the Company repurchased 720,000 common shares for an aggregate price of $34,450 and incurred net costs of $450 related to the repurchase of these common shares. All 720,000 common shares were cancelled as of September 30, 2020.

Share purchase warrants

The Company may issue share purchase warrants to acquire its common shares either in combination with share offerings, or on a stand-alone basis to its consultants and advisors. The terms of warrants issued are determined by the Company’s Board of Directors.

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BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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12. SHARE CAPITAL (cont’d…)

Share purchase warrants (cont’d…)

Share purchase warrant transactions are summarized for the nine months ended September 30, 2021 and the year ended December 31, 2020.

nded December 31, 2020.
Opening balance Issued Exercised Expired Ending balance Warrants exercisable	For the Nine Months Ended September 30, 2021 Number of Warrants Weighted Average Exercise Price	For the Year Ended December 31, 2020
		Number of Warrants Weighted Average Exercise Price
	17,889,238 $ 0.29 20,700,000 1.37 (24,069,684) 0.48 - -	1,704,650 $ 0.21 18,434,238 0.29 (545,000) 0.30 (1,704,650) 0.21
	14,519,554 $ 1.51	17,889,238 $ 0.29
	14,519,554 $ 1.51	17,889,238 $ 0.29

As at September 30, 2021 and December 31, 2020 the following share purchase warrants were outstanding:

					Weighted
		Exercise	September 30,	December 31,	Average
	Expiry Date	Price	2021	2020	Remaining
					Contractual Life
Warrants	September 17, 2022	$ 0.27	2,288,043	2,396,739	0.96 years
Warrants	November 30, 2022	$ 0.30	1,843,153	13,830,000	1.17 years
Broker Warrants	November 30, 2022	$ 0.24	397,558	1,662,499	1.17 years
Warrants	January 28, 2023	$ 0.70	1,362,800	-	1.33 years
Warrants	February 5, 2023	$ 0.70	1,800,000	-	1.35 years
Warrants	April 16,2023	$2.70	6,828,000	-	1.54years
			14,519,554	17,889,238

Performance-based share purchase warrants

On May 31, 2016, the Company granted an aggregate 12,000,000 performance warrants to directors, officers and employees at an exercise price of $0.15 per share with an expiration date of December 31, 2022.

On July 25, 2017, the number of issued and outstanding performance warrants was increased from 12,000,000 to 13,000,000 and the terms were amended by reducing the exercise prices from $0.15 to a range of Nil to $0.01 per share for the first three tranches comprised of 8,000,000 performance warrants and from $0.15 to $0.07 per share for the final two tranches comprised of 5,000,000 performance warrants.

On November 16, 2017, the exercise prices for the first three tranches comprising an aggregate 8,000,000 performance warrants were amended from a range of Nil to $0.01 to Nil to $0.02 per share. Prior to completion of the reverse takeover transaction (the “Transaction”) a total of 5,500,000 performance warrants were exercised for proceeds of $110,000.

Upon closing of the Transaction, each outstanding performance warrant of BTGI became exercisable into the number of common shares of the Company based on the exchange ratio of 1.3395 and the exercise price of each outstanding performance warrant was decreased by the same exchange ratio. A total of 2,500,000 performance warrants were converted into 3,348,750 common shares of the Company for no further consideration.

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BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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12. SHARE CAPITAL (cont’d…)

Performance-based share purchase warrants (cont’d…)

The performance warrants are subject to vesting upon the achievement of certain milestones by certain dates, as set out below:

out	below:
				Exercise
				price of	No. of	No. of
	Milestone		No. of	vested	Performance	Performance
			Performance	Performance	Warrants	Warrants
		On or before	Warrants	Warrants	vested	exercised
1	Upon completion of product - QLUE 1.0	December 31, 2016	3,348,750	$ 0.01	3,348,750	3,348,750
2	Upon filing of software patent	June 30, 2017	3,348,750	$ 0.01	3,348,750	3,348,750
3	Upon signing of first government contract	August 31, 2017	4,018,500	Nil	4,018,500	4,018,500
4	Upon completion of BitRank product	October 31, 2017	2,679,000	$ 0.05	2,679,000	1,401,850
5	Upon completion of global network	December 31, 2017	4,018,500	$ 0.05	4,018,500	517,900
			17,413,500		17,413,500	12,635,750

Stock options

The Company adopted an incentive stock option plan (the “Option Plan”) which provides that the Board of Directors of the Company may from time to time, in its discretion, grant to directors, officers, employees and consultants to the Company, non-transferable options to purchase common shares, provided that the number of common shares reserved for issuance will not exceed 10% of the issued and outstanding common shares. Such options will be exercisable for a period of up to ten years from the date of grant. Vesting terms will be determined at the time of grant by the Board of Directors.

Stock option transactions are summarized for the nine months ended September 30, 2021 and year ended December 31, 2020. At closing of the reverse acquisition transaction on November 30, 2017, each outstanding stock option of BTGI became exercisable into the number of common shares of the Company based on the exchange ratio of 1.3395 on the Transaction and the exercise price of each outstanding stock option was decreased by the same exchange ratio. The number of stock options outstanding and the exercise prices have been adjusted retrospectively to show the effect of this adjustment.

f this adjustment.
	For the Nine Months ended September 30, 2021 Number of Options Weighted Average Exercise Price	For the Year ended December 31, 2020
		Number of Options Weighted Average Exercise Price
Opening balance Granted Exercised Expired Forfeited/cancelled	12,046,926 $ 0.14 11,195,000 1.15 (5,150,694) 0.13 (158,750) 0.12 (895,000) 0.95	11,766,701 $ 0.14 2,231,605 0.14 (392,500) 0.11 (1,383,880) 0.20 (175,000) 0.08
Ending balance	17,037,482 $ 0.75	12,046,926 $ 0.14
Options exercisable	10,302,482 $ 0.46	11,313,176 $ 0.14

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BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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12. SHARE CAPITAL (cont’d…)

Stock options (cont’d…)

				Weighted Average
Weighted Average		Number	Number	Remaining
Exercise Price	Expiry Date	Outstanding	Exercisable	Contractual Life
$ 0.15	February 1, 2022	803,700	803,700	0.34 years
$ 0.19	August 7, 2022	88,950	88,950	0.85 years
$ 0.26	October 19, 2022	1,038,582	1,038,582	1.05 years
$ 1.40	July 13, 2023	25,000	-	1.78 years
$ 0.20	September 12, 2023	605,000	605,000	1.95 years
$ 0.10	December 20, 2023	200,000	200,000	2.22 years
$ 0.08	August 8, 2024	2,250,000	2,000,000	2.86 years
$ 0.08	August 13, 2024	728,750	728,750	2.87 years
$ 0.08	January 14, 2025	440,000	440,000	3.29 years
$ 0.08	July 27, 2025	620,000	620,000	3.82 years
$ 0.75	February 5, 2026	5,317,500	2,677,500	4.35 years
$ 1.75	March 3, 2026	2,100,000	1,100,000	4.42 years
$ 3.00	April 22, 2026	195,000	-	4.56 years
$1.40	July13,2026	2,625,000	-	4.79 years
		17,037,482	10,302,482

Share-based compensation

During the nine-month period ended September 30, 2021, the Company recorded share-based compensation totaling $6,096,023 (2020 - $239,207) in relation to the stock options, which was expensed as share-based compensation in operations.

The fair value of stock options was estimated on the measurement date using the Black-Scholes option-pricing model and amortized over the vesting period of the underlying options. The assumptions used to calculate the fair value were as follows:

as follows:
	For the Nine Months	Year Ended
	Ended Sept 30, 2021	December 31, 2020
Share price at measurement date	$0.65 to $2.56	$0.04 to $0.13
Risk-free interest rate	0.48 to 0.95%	0.35 to 1.59%
Exercise Price	$0.75 to $3.00	$0.08 to $0.20
Expected life of options	2 to 5 years	5 years
Expected volatility	140 – 143.11%	197 – 232 %
Forfeiture rate	Nil	Nil
Dividend yield	Nil	Nil

13. RELATED PARTY TRANSACTIONS

Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Related parties may be individuals or corporate entities.

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BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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13. RELATED PARTY TRANSACTIONS (cont’d…)

Key Management Compensation

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 and Board of Director members.

	For	the Nine Months ended September 30,	the Nine Months ended September 30,	the Nine Months ended September 30,
		2021		2020
Consulting fees	$	-	$	20,379
Director’s fees		76,400		13,796
Wages and benefits		1,263,099		773,018
Share-based compensation		5,283,689		101,800
Total	$	6,623,188	$	908,993
Accounts payable due to related parties	$	18,929	$	15,895
Customer Depositsheld onNetcoinsApp	$	265,359	$	15,484

14. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

As at September 30, 2021, the Company’s financial instruments are comprised of cash and restricted cash, accounts payable, customer deposits and lease liability. The fair value of accounts payable approximate their carrying values due to their short-term maturity. Fair values of financial instruments are classified in a fair value hierarchy based on the inputs used to determine fair values. The levels of the fair value hierarchy are as follows:

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2 – Inputs other than quoted prices that are observable for the asset or liability either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

Level 3 – Inputs that are not based on observable market data (unobservable inputs).

As at September 30, 2021, the fair value of cash and restricted cash held by the Company was based on Level 1 of the fair value hierarchy. Digital currency assets are measured using level two fair values, determined by taking the rate from www.coinmarketcap.com.

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

Credit risk

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company has no significant concentration of credit risk arising from operations. The Company has cash balances but no interest-bearing debt. The Company’s maximum exposure to credit risk at the reporting date is the carrying value of cash and cash equivalents, cash on deposit with fiat to cryptocurrency exchanges, and restricted cash. The Company’s current policy is to invest excess cash in variable interest investment-grade demand deposit certificates issued by financial institutions with which it keeps its bank accounts and management believes the risk to be remote. Credit risk associated with digital currencies proceeds collected by vendors on behalf of the Company is limited as transactions are usually settled within 1 to 15 days. The Company’s credit risk has not changed significantly from the prior year.

Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company manages liquidity risk by ensuring that it has sufficient cash and other financial resources available to meet its short-term obligations. The Company forecasts cash flows for a period of twelve months to identify financial requirements. These requirements are met by accessing financing through private placements.

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BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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14. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (cont’d…)

Market risk

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

• i. Interest rate risk

Interest rate risk arises from changes in market rates of interest that could adversely affect the Company. The Company currently has no interest-bearing financial instruments other than cash, so its exposure to interest rate risk is insignificant.

ii. Foreign currency risk

Foreign currency risk arises from fluctuations in foreign currencies versus the Canadian dollar that could adversely affect reported balances and transactions denominated in those currencies. The Company currently has investment assets, some liabilities and revenue or expenses denominated in a foreign currency, so is exposed to foreign currency risk.

• iii. Commodity and equity price risk

Commodity and equity price risk arises from market fluctuations in commodity and equity prices that could adversely affect the Company’s operations. The Company’s current exposure to equity price risk is limited to declines in the values and volumes including those of its own equity shares, which could impede its ability to raise additional funds when required.

Digital currencies risk

Digital asset prices are affected by various forces including global supply and demand, interest rates, exchange rates, inflation or deflation and the global political and economic conditions. The profitability of the Company is directly related to the current and future market price of digital assets. In addition, the Company may not be able liquidate its digital currency inventory at its desired price if required. A decline in the market prices for digital assets could negatively impact the Company’s future operations. The Company has not hedged the conversion of any of its sales of digital assets. Digital assets have a limited history and the fair value historically has been very volatile. Historical performance of digital assets is not indicative of their future price performance.

15. CAPITAL MANAGEMENT

The Company includes all components of equity in the definition of capital. 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 development of its blockchain technology and to maintain a flexible capital structure which optimizes the costs of capital at an acceptable risk.

The Company manages its 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 capital structure, the Company may consider issuing new shares, and/or issue debt, acquire or dispose of assets, or adjust the amount of cash and investments on hand. The Company is not currently subject to any externally imposed capital requirements.

The Company has been dependent upon external financings to fund activities. Until such time as it begins to generate revenue, in order to carry out planned expenditures and pay for administrative costs the Company will spend its existing working capital and may seek to raise additional funds as needed.

In order to maximize ongoing development efforts, the Company does not pay out dividends. The Company’s investment policy is to keep its cash on deposit in interest bearing Canadian chartered bank accounts. Some cash is kept on deposit with fiat to cryptocurrency exchanges in order to facilitate the Company’s business. There have been no significant changes to the Company’s approach to capital management during the period ended September 30, 2021.

Management reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable.

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BIGG DIGITAL ASSETS INC. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS Expressed in Canadian dollars (Unaudited) For the Nine Months ended September 30, 2021

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16. CONTINGENT LIABILITIES

During the period ended September 30, 2021, the Company had two legal claims filed against it by former employees:

• a) Ms. Robin Martin (the “Complainant”) filed a complaint against the Company with the BC Human Rights Tribunal claiming discrimination contrary to the Human Rights Code: Employment (S.13): Physical Disability. Ms. Martin is seeking the following remedies: (a) a declaration that the Company’s is in contravention of the Human Rights Code; (b) an order for the reinstatement of Ms. Martin’s employment; (c) alternately, an order for damages in compensation for Ms. Martin’s lost wages and benefits, and injury to dignity; and (d) such other relief as may be advised by the Tribunal at the hearing. An early settlement meeting was held in August 2020; however, a resolution was not reached. Subsequent to September 30, 2021, the Company and the Complainant reached an agreement, on a without prejudice basis, whereby the Company agreed to pay $36,000 to settle all claims made by the Complainant (see Note 18(c)).

• b) On October 28, 2019, the Company received Notice of Civil Claim in the Supreme Court of British Columbia by Mr. Marty Anstey, the Company’s former CTO, alleging constructive dismissal. The claimant has claimed $450,000 in damages. The claim is being contested by the Company. The Company believes the claim has no merit and will vigorously defend against the claim. No provision has been recognized in respect to this claim as there is no present obligation and the probability of settlement cannot be determined.

17. SEGMENTED INFORMATION

The Company operates two business segments: blockchain technology development and digital currency sales via the Netcoins App. The parent entity manages the two business segments and activities associated with the Company being a public company.

The summarized financial information for the Company’s business segments is as follows:

	For the Nine Months ended September 30, 2021 2020
	Parent Blockchain Netcoins Parent Blockchain Netcoins
Total assets Total liabilities Total revenue Netloss	$ 28,981,525 $ 5,375,223 $ 108,005,247 $ 2,377,743 $ 1,822,739 $ 4,573,403 462,585 341,080 69,214,526 279,166 157,770 2,155,486 - 1,116,216 9,728,619 - 736,212 765,428 (7,840,059) (1,106,402) 5,941,047 (1,435,346) (1,429,528) 233,013

18. SUBSEQUENT EVENTS

Subsequent to September 30, 2021 the Company;

• a) appointed KPMG LLP as its auditor;

• b) acquired an additional 65.52 Bitcoin at an average cost of $77,330 per coin;

• c) reached an agreement with Robin Martin, on a without prejudice basis, and paid $36,000 to settle an on-going labour dispute (Note 16(a));

• d) granted 750,000 incentive stock options to directors, officers, employees and consultants exercisable at a price of $1.60, for a period of up to five years and subject to vesting provisions over a period of 24 months; and,

• e) received proceeds of $17,120 from the exercise of 148,000 stock options priced between $0.08 and $0.19, and $654,566 from the exercise of 2,424,538 share purchase warrants priced between $0.24 and $0.70.

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