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Bronco Resources Corp. — Interim / Quarterly Report 2025
Jun 30, 2025
43433_rns_2025-06-30_fca441dd-eacb-4d27-b664-1f9c9a8eba65.pdf
Interim / Quarterly Report
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BRONCO
Resources
Bronco Resources Corp. (formerly Damara Gold Corp.)
Condensed Interim Financial Statements (un-audited)
For the Three and Nine Months Ended April 30, 2025
Expressed in Canadian Dollars
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Three and Nine Months Ended April 30, 2025, and 2024
(Expressed in Canadian Dollars)
INDEX
- Notice of No Auditor Review 1
- Unaudited Condensed Interim Statements of Financial Position 2
- Unaudited Condensed Interim Statements of Comprehensive Loss 3
- Unaudited Condensed Interim Statements of Changes in Equity 4
- Unaudited Condensed Interim Statements of Cash Flows 5
- Notes to the Unaudited Condensed Interim Financial Statements 6-18
1
NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS
Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), 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 interim financial statements of the Company have been prepared by and are the responsibility of the Company's management.
The Company's independent auditor has not performed a review of these financial statements in accordance with standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity's auditor.
The accompanying notes are an integral part of these condensed interim financial statements.
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
(An Exploration Stage Company)
CONDENSED INTERIM STATEMENT OF FINANCIAL POSITION (un-audited)
As at April 30, 2025, and July 31, 2024
Expressed in Canadian Dollars
| | Note | April 30
2025 | July 31
2024 |
| --- | --- | --- | --- |
| ASSETS | | | |
| Current | | | |
| Cash | | $ 106,469 | $ 14,699 |
| Receivables | | 3,142 | 1,808 |
| Prepaids | | 489 | 489 |
| | | 110,100 | 16,996 |
| Non Current | | | |
| Reclamation bond | | 50,000 | 50,000 |
| Exploration and evaluation assets | 5 | 2,779,170 | 2,394,137 |
| Total Assets | | $ 2,939,270 | $ 2,461,133 |
| LIABILITIES AND SHAREHOLDERS' EQUITY | | | |
| Current | | | |
| Trade and other payables | 10 | 221,497 | 233,038 |
| | | | |
| Shareholders' Equity | | | |
| Share Capital | 7 | 35,506,516 | 34,919,997 |
| Contributed surplus | 8 | 1,705,166 | 1,622,792 |
| Deficit | | (34,493,909) | (34,314,694) |
| Total Shareholders' Equity | | 2,717,773 | 2,228,095 |
| Total Liabilities and Shareholders' Equity | | $ 2,939,270 | $ 2,461,133 |
Approved on behalf of the Board of Directors by:
/s/ Lawrence Nagy
Lawrence Nagy, Director
/s/ William Lindqvist
William Lindqvist, Director
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
(An Exploration Stage Company)
CONDENSED INTERIM STATEMENTS OF COMPREHENSIVE LOSS (un-audited)
For the three and nine months ended April 30
Expressed in Canadian Dollars
| Note | Three Months Ended April 30 | Nine Months Ended April 30 | |||
|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | ||
| Expenses | |||||
| Administrative and general | 9,10,11 | $ 35,721 | $ 33,055 | $ 134,843 | $ 106,779 |
| Share-based payments | 8 | - | - | 64,643 | - |
| Total Expenses | (35,721) | (33,055) | (199,486) | (106,779) | |
| Other items | |||||
| Interest revenue | 575 | 84 | 2,068 | 439 | |
| Other income | 6 | 5,911 | - | 18,203 | - |
| Net loss and comprehensive loss for the period | $ (29,235) | $ (32,971) | $ (179,215) | $ (106,340) | |
| Loss per share for the period - basic and diluted | 12 | $ (0.00) | $ (0.00) | $ (0.01) | $ (0.00) |
The accompanying notes are an integral part of these condensed interim financial statements.
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
(An Exploration Stage Company)
CONDENSED INTERIM STATEMENTS OF CHANGES IN EQUITY (un-audited)
For the nine months ended April 30
Expressed in Canadian Dollars
| Note | Share Capital | Contributed Surplus | Accumulated Deficit | Total | |
|---|---|---|---|---|---|
| Balance at July 31, 2023 | $34,919,997 | $1,622,792 | ($33,872,126) | $2,670,663 | |
| Net loss for the period | - | - | (106,340) | (106,340) | |
| Balance at April 30, 2024 | $34,919,997 | $1,622,792 | ($33,978,466) | $2,564,323 | |
| Note | Share Capital | Contributed Surplus | Accumulated Deficit | Total | |
| --- | --- | --- | --- | --- | --- |
| Balance at July 31, 2024 | $34,919,997 | $1,622,792 | ($34,314,694) | $2,228,095 | |
| Net loss for the period | - | - | (185,126) | (185,126) | |
| Share-based payments | 64,643 | 64,643 | |||
| Shares issued for private placement | 7 | 651,875 | - | - | 651,875 |
| Share issue costs | 7 | (47,153) | - | - | (47,153) |
| Fair value of agents' warrants | 7 | - | 17,731 | - | 17,731 |
| Flow-through premium liability | 6 | (18,203) | - | - | (18,203) |
| Balance at April 30, 2025 | $35,506,516 | $1,705,166 | ($34,499,820) | $2,711,862 |
The accompanying notes are an integral part of these condensed interim financial statements 4
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
(An Exploration Stage Company)
CONDENSED INTERIM STATEMENTS OF CASH FLOWS (un-audited)
For the nine months ended April 30
Expressed in Canadian Dollars
| Note | 2025 | 2024 | |
|---|---|---|---|
| Cash flows from operating activities | |||
| Loss for the period | $ (179,215) | $ (106,340) | |
| Items not affecting cash | |||
| Other liability | 6 | (18,203) | - |
| Share-based payment | 8 | 64,643 | - |
| Changes in non-cash working capital | |||
| Receivables | (1,333) | 254 | |
| Prepaid expenses and advances | - | 625 | |
| Trade and other payables | (11,573) | 91,219 | |
| Cash used in operating activities | (145,681) | (14,241) | |
| INVESTING ACTIVITIES | |||
| Exploration and evaluation asset expenditures | 5 | (385,001) | 389 |
| Total cash provided (used) in investing activities | (385,001) | 389 | |
| FINANCING ACTIVITIES | |||
| Proceeds from private placement | 7 | 651,875 | - |
| Share issue costs | 7 | (29,422) | - |
| Cash provided in financing activities | 622,453 | - | |
| Increase (decrease) in cash during the period | 91,770 | (13,853) | |
| Cash beginning of period | 14,699 | 29,810 | |
| Cash end of period | $ 106,469 | $ 15,957 |
Supplemental Disclosure with Respect to Cash Flows (Note 13)
The accompanying notes are an integral part of these condensed interim financial statements 5
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
1. NATURE OF OPERATIONS
Bronco Resources Corp. (“Bronco” or the “Company”) was incorporated on August 1, 1989, under the Business Corporations Act of British Columbia as Solomon Resources Limited. On September 30, 2014, the Company changed its name to Damara Gold Corp. and subsequently on July 16, 2024, changed its name to Bronco Resources Corp.
Effective July 18, 2024, the Company commenced trading on the TSX Venture Exchange (the “Exchange”) under the symbol “BRON” as a Tier 2 issuer.
Effective July 18, 2024, the Company completed a share consolidation where four pre-consolidated common shares were exchanged for one post-consolidated common share such that the previously existing 73,515,389 common shares have been consolidated resulting in 18,378,775 common shares issued and outstanding. As required by IAS 33 Earnings per Share, the four-for-one share consolidation has been reflected retrospectively in all references to share capital, common shares outstanding, warrants outstanding, options outstanding, and per share amounts in these financial statements and accompanying notes.
The Company is in the business of identifying and acquiring prospective and under-explored gold properties worldwide. The Company’s registered office is at 301 – 1665 Ellis Street, Kelowna BC, V1Y 2B3.
2. BASIS OF PREPARATION AND GOING CONCERN
These condensed interim financial statements for the three and nine month period ended April 30, 2025, and 2024, and have been prepared in accordance with IAS 34 Interim Financial Reporting. They do not include all disclosures that would otherwise be required in a complete set of financial statements and should be read in conjunction with the Company’s July 31, 2024 audited annual financial statements which have been prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”), and Interpretations of the International Financial Reporting Interpretations Committee. The preparation of condensed interim financial statements in compliance with IAS 34 requires management to make certain critical accounting estimates. It also requires management to exercise judgment in applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the condensed interim financial statements are disclosed in Note 4.
The condensed interim financial statements were authorized for issue by the Board of Directors on June 27, 2025.
These condensed interim financial statements have been prepared on the historical cost basis, except for certain financial assets, which have been measured at fair value. The methods used to measure fair value are discussed in Note 3 of the Company’s July 31, 2024, audited annual financial statements.
In addition, these financial statements have been prepared using the accrual basis of accounting, except cash flow information. The condensed interim financial statements are presented in Canadian dollars, which is also the Company’s functional currency.
2. BASIS OF PREPARATION AND GOING CONCERN (cont’d)
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
The preparation of the condensed interim financial statements in compliance with IFRS requires management to make certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the condensed interim financial statements, are disclosed in Note 4.
These condensed interim financial statements have been prepared on the basis of accounting principles applicable to a going concern, which assumes the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of business.
The Company has not generated revenues from its operations to date. During the nine months ended April 30, 2025, the Company incurred a net loss of $179,215 (2024 - $106,340) and, as of that date, had a deficit of $34,493,909 (July 31, 2024 - $34,314,694). The Company currently has a working capital deficiency of $111,397 as at April 30, 2025 (July 31, 2024 - $216,042).
The Company will continue to have to raise funds in order to continue the development of its exploration properties and general operations.
These conditions indicate the existence of material uncertainties, which cast significant doubt about the Company's ability to continue as a going concern.
As the Company is in the exploration stage, the recoverability of the costs incurred to date on exploration properties is dependent upon the existence of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete the exploration and development of its properties, and upon future profitable production or proceeds from the disposition of the properties. The Company has financed its operations to date primarily through the issuance of common shares and exercise of stock options and share purchase warrants. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence. Such adjustments could be material.
3. SUMMARY OF MATERIAL ACCOUNTING POLICIES
The significant accounting policies applied in the preparation of these condensed interim financial statements are consistent with the accounting policies disclosed in Note 3 of the Company's audited financial statements for the year ended July 31, 2024. These condensed interim financial statements should be read in conjunction with the audited financial statements of the Company for the year ended July 31, 2024.
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
4. SIGNIFICANT ACCOUNTING JUDGMENTS, ESTIMATES, AND ASSUMPTIONS
The Company makes estimates and assumptions about the future that affect the reported amounts of assets and liabilities. Estimates and judgments are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions.
The effect of a change in an accounting estimate is recognized in the year of the change, if the change affects that year only, or in the year of the change and future years, if the change affects both.
Information about critical judgments and estimates in applying accounting policies that have the most significant risk of causing material adjustment to the carrying amounts of assets and liabilities included in the preparation of these condensed interim financial statements are discussed below.
Critical Judgments
Impairment of Exploration and Evaluation Assets
The application of the Company's accounting policy for exploration and evaluation expenditures requires judgment in determining whether it is likely that future economic benefits will flow to the Company. If, after exploration and evaluation expenditures are capitalized, information becomes available suggesting that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount, the Company carries out an impairment test at the cash-generating unit or group of cash-generating unit's level in the year the new information becomes available. The assessment of impairment/reversal of impairment indicators, impairment tests, and recoverable value models have a degree of estimation and judgment which may differ in the future.
Going Concern
The assessment of the Company's ability to continue as a going concern and to raise sufficient funds to pay for its ongoing operating expenditures, meet its liabilities for the ensuing year, and to fund planned and contractual exploration programs, involves significant judgment based on historical experience and other factors, including expectation of future events that are believed to be reasonable under the circumstances.
Mining Exploration Tax Credits and eligibility for flow-through renunciation
The Company is entitled to refundable tax credits on qualified resource expenditures incurred in Canada. Resource expenditure deductions for income tax purposes related to exploration and development activities funded by flow-through share arrangements are renounced to investors in accordance with applicable income tax legislation. Management's judgment is applied in determining whether the resource expenditures are eligible for claiming such credits or renounced investors.
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
5. EXPLORATION AND EVALUATION ASSETS
| British Columbia Placer Mountain | Quebec VanLab | Total | |
|---|---|---|---|
| Balance at July 31, 2023 | $2,394,526 | $271,724 | $2,666,250 |
| Acquisition costs | 111 | - | 111 |
| Exploration costs | (500) | - | (500) |
| Write-off of exploration and evaluation assets | - | (271,724) | (271,724) |
| Balance at July 31, 2024 | 2,394,137 | - | 2,394,137 |
| Acquisition costs | 111 | - | 111 |
| Exploration costs | 391,431 | - | 391,431 |
| Recovery of exploration and evaluation assets | (6,508) | (6,508) | |
| Balance at April 30, 2025 | $2,779,170 | $- | $2,779,170 |
British Columbia
Placer Mountain Property, British Columbia
On October 15, 2020, Bronco entered into an assignment and assumption agreement with Canagold Resources Ltd. ("Canagold") pursuant to which Canagold has assigned (the "Assignment") all of its rights, obligations, interests, and assets with respect to a property option agreement dated December 20, 2018 and amended on June 3, 2019 (the "Option Agreement") between Canagold, Universal Copper Ltd. ("Universal"), and Sydney Wilson ("Wilson") to acquire a 75% interest (the "Option") in certain mineral claims located approximately 35km south of Princeton, British Columbia of Universal and Wilson ("Placer Mountain" or the "Property"), subject to the Universal NSR and Wilson NSR (as defined herein).
The Property is subject to a 1% net smelter return ("NSR") to Universal which can be purchased for $1,000,000 (the "Universal NSR") and a 2% NSR to Wilson which can be reduced to 1% for cash purchase of $1,000,000 (the "Wilson NSR").
On April 13, 2021, the Company, in accordance with the terms of the Option Agreement, provided notice (the "Notice") of its intent to exercise the Option and acquire its 75% interest and on August 4, 2021 the parties entered into a definitive joint venture agreement (the "JV Agreement"). Pursuant to the terms of the Option Agreement, Bronco made the cash payment of $25,000 to Universal on execution of the JV Agreement. Pursuant to the terms of the JV Agreement, Universal's interest has been diluted to 12% as at April 30, 2025 (July 31, 2024 - 16%) for non-contribution to the exploration programs. Consideration included $300,000 in earn-in exploration expenditures and the issuance of an aggregate 3,457,830 common shares with a fair value of $1,031,025.
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
5. EXPLORATION AND EVALUATION ASSETS (cont'd)
Quebec
VanLab Property
On December 22, 2022, the Company entered into a purchase agreement (the "Purchase Agreement") to acquire a 100% undivided interest (the "Interest") in 203 mineral exploration claims located in the Labrador Trough region of Quebec (collectively, the "VanLab Property") with two arm's length sellers (the "Sellers"). Consideration to acquire the Interest included the issuance of an aggregate of 1,000,000 units (each a "Unit") to the Sellers with a fair value of $200,000 (issued - Note 7). Each Unit is comprised of one common share and one non-transferable share purchase warrant (each a "VanLab Warrant"). Each VanLab Warrant entitles the holder to acquire one additional common share at an exercise price of $1.00 until December 23, 2025, subject to a 2% net smelter return royalty to the Sellers.
The Company elected not to proceed with the VanLab Property and wrote off exploration and evaluation asset expenditures in the amount of $Nil (July 31, 2024 - $271,724) to its estimated recoverable value of $Nil in accordance with Level 3 of the fair value hierarchy.
6. OTHER LIABILITY
| Issued On October 31 2024 | Issued On December 27 2024 | Total | |
|---|---|---|---|
| Balance at July 31, 2024 and 2023 | $ - | $ - | $ - |
| Liability incurred on flow-through shares issued | $ 7,143 | $ 11,060 | $ 18,203 |
| Settlement of flow-through share liability on incurring expenditures | $ (7,143) | $ (11,060) | $ (18,203) |
| Balance at April 30, 2025 | $ - | $ - | $ - |
On October 8, 2024, the Company completed the First Tranche one the Financing for 2,550,000 FT Units (as defined in Note 7) at a price of $0.07 per FT Unit, for gross proceeds of $178,500. The residual amount allocated to the flow-through premium liability was $Nil (July 31, 2024 - $Nil).
On October 31, 2024, the Company completed the Final Tranche of the Financing for 714,286 FT Units (as defined in Note 7) at a price of $0.07 per FT Unit, for gross proceeds of $50,000. The residual amount allocated to the flow-through premium liability was $7,143 (July 31,2024 - $Nil).
As at April 30, 2025, the Company had incurred $50,000 (July 31, 2024 - $Nil) of qualifying Canadian Exploration Expenditures ("CEE"), thereby $7,143 (2024 - $Nil) of the liability was extinguished and recorded as other income in the statement of loss and comprehensive loss.
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
6. OTHER LIABILITY (cont'd)
On December 27, 2024, the Company completed 442,391 December FT Units (as defined in Note 7) at a price of $0.115 per FT Unit, for gross proceeds of $50,875. The residual amount allocated to the flow-through premium liability was $11,060 (July 31,2024 - $Nil).
As at April 30, 2025, the Company had incurred $50,875 (July 31, 2024 - $Nil) of qualifying Canadian Exploration Expenditures ("CEE"), thereby $11,060 (July 31, 2024 - $Nil) of the liability was extinguished and recorded as other income in the statement of loss and comprehensive loss.
7. SHARE CAPITAL
(a) Authorized Share Capital
The Company's authorized share capital consists of an unlimited number of common shares without par value.
(b) Common Shares
| Note | Number | Issue Price | Total | |
|---|---|---|---|---|
| Balance at July 31, 2024, and 2023 | 18,378,775 | - | $34,919,997 | |
| Shares issued for private placement | 7 | 3,264,286 | $0.07 | 228,500 |
| Shares issued for private placement | 7 | 7,450,000 | $0.05 | 372,500 |
| Shares issued for private placement | 7 | 442,391 | $0.115 | 50,875 |
| Share issue costs | 7 | - | - | (47,153) |
| Flow-through premium liability | 6 | - | - | (18,203) |
| Balance at April 30, 2025 | 29,535,452 | - | $35,506,516 |
During the period ended April 30, 2025, the Company issued the following common shares:
On October 8, 2024, the Company issued 2,550,000 flow-through units (the "FT Units") and 4,850,000 non-flow though units (the "NFT Units") for gross proceeds of $421,000 (the "First Tranche").
On October 31, 2024, the Company completed the final tranche of its non-brokered private placement through the issuance of 714,286 FT Units and the issuance of 2,600,000 NFT Units for gross proceeds of $180,000 (the "Final Tranche"). The First Tranche and Final Tranche referred to as the "Financing".
An aggregate of 3,264,286 FT Units were issued on a flow-through basis at a price of $0.07 per FT Unit for gross proceeds of $228,500 (the "FT Proceeds") and an aggregate of 7,450,000 NFT Units were issued at a price of $0.05 for gross proceeds of $372,500 (the "NFT Proceeds")
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
7. SHARE CAPITAL (cont'd)
(b) Common Shares (cont'd)
Each FT Unit consists of one common share that qualifies as a “flow-through share” within the meaning of the Income Tax Act (Canada) and one-half of one common share purchase warrant (each whole warrant a “Warrant”) with each Warrant exercisable at a price of $0.10 per share until October 31, 2026 for the Warrants issued in the Final Tranche and October 8, 2026 for the Warrants issued in the First Tranche.
Each NFT Unit consists of one Common Share in the capital of the Company and one-half of one common share purchase warrant (each whole warrant a “Warrant”) with each Warrant exercisable at a price of $0.10 per share until October 31, 2026, for the Warrants issued in the Final Tranche and October 8, 2026, for the Warrants issued in the First Tranche.
In connection with the Financing, the Company has paid an aggregate $17,650 in cash and issued 290,000 finders warrants (“Finder Warrant”). Each Finder Warrant entitles the holder to acquire one additional common share in the capital of the Company at a price of $0.10 until October 31, 2026, for the Finder Warrants issued in the Final Tranche and October 8, 2026, for the Finder Warrants issued in the First Tranche.
The aggregate fair value of the non-cash share issuance costs of $16,651 for the Finder Warrants was estimated using the Black-Scholes option pricing model based on the following weighted average assumptions: share price on issuance date of $0.06 - $0.075 exercise price of $0.10, risk-free interest rate of 3.09%, average projected volatility of 177.33% - 177.52%, dividend yield of nil, average expected life of the warrants of 2 years, and the fair value of the warrants of $0.04 - $0.06. Additional share issue costs of $8,811 were recorded for regulatory filing fees, administration and transfer agent fees in connection with the Financing.
On December 27, 2024, the Company completed a non-brokered private placement (the “December Financing”) through the issuance of 442.301 flow-through units (the “December FT Units”) at a price of $0.115 per December FT Unit for gross proceeds of $50,875 (the “December FT Proceeds”).
Each December FT Unit consists of one common share that qualifies as a “flow-through share” within the meaning of the Income Tax Act (Canada) and one-half of one common share purchase warrant (each whole warrant a “Warrant”) with each Warrant exercisable at a price of $0.15 per share until December 27, 2026.
In connection with the December Financing, the Company has paid an aggregate $1,811 in cash and issued 15,750 finders warrants (the “December Finder Warrants”). Each December Finder Warrant entitles the holder to acquire one additional common share in the capital of the Company at a price of $0.15 until December 27, 2026.
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
7. SHARE CAPITAL (cont'd)
(c) Common Shares (cont'd)
The aggregate fair value of the non-cash share issuance costs of $1,080 for the Finder Warrants was estimated using the Black-Scholes option pricing model based on the following weighted average assumptions: share price on issuance date of $.09 exercise price of $0.15, risk-free interest rate of 3.03%, average projected volatility of 184.6%, dividend yield of nil, average expected life of the warrants of 2 years, and the fair value of the warrants of $0.07.
Additional share issue costs of $1,912 were recorded for regulatory filing fees, administration and transfer agent fees in connection with the December Financing.
The FT Proceeds will be used by the Company to incur eligible Canadian exploration expenses that will qualify as flow-through mining expenditures to advance the Company's Placer Mountain Gold Project in British Columbia. All qualifying expenditures will be renounced in favour of the subscribers of the FT Shares effective December 31, 2024. The Tranche NFT Proceeds will be used by the Company for general working capital and administrative purposes.
During the year ended July 31, 2024, there were no common shares issued.
(c) Share Purchase Warrants
The following is a summary of changes in warrants from August 31, 2023, to April 30, 2025:
| Number of Warrants | Weighted Average Exercise Price | |
|---|---|---|
| Balance at July 31, 2023, and July 31, 2024 | 1,000,000 | $1.00 |
| Issued | 5,578,339 | $0.10 |
| Balance at April 30, 2025 | 6,578,339 | $0.24 |
As at April 30, 2025, the 6,578,339 (July 31, 2024 - 1,000,000) share purchase warrants have a weighted average remaining contractual life of 1.34 (July 31, 2024 - 1.40) years. Each warrant entitles the holders thereof the right to purchase one common share as follows:
| Expiry Date | Exercise Price | Number of Warrants |
|---|---|---|
| December 23, 2025 | $1.00 | 1,000,000 |
| October 8, 2026 | $0.10 | 3,700,000 |
| October 31, 2026 | $0.10 | 1,657,143 |
| December 27, 2026 | $0.15 | 221,196 |
| Total | 6,578,339 |
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
7. SHARE CAPITAL (cont'd)
(d) Agents' Warrants
The following is a summary of changes in agents' warrants from August 1, 2023, to April 30, 2025:
| Number of Warrants | Weighted Average Exercise Price | |
|---|---|---|
| Balance at July 31, 2023, and July 31, 2024 | - | - |
| Issued | 305,750 | $0.10 |
| Balance at April 30, 2025 | 305,750 | $0.10 |
As at April 30, 2025, the 305,750 (July 31, 2024 - Nil) agent warrants have a weighted average remaining contractual life of 1.46 (July 31, 2024 - Nil) years. Each agent warrant entitles the holders thereof the right to purchase one common share as follows:
| Expiry Date | Exercise Price | Number of Warrants |
|---|---|---|
| October 8, 2026 | $0.10 | 275,000 |
| October 31, 2026 | $0.10 | 15,000 |
| December 27, 2026 | $0.15 | 15,750 |
| 305,750 |
8. SHARE-BASED PAYMENTS
(a) Option Plan Details
The Company adopted a stock option plan (the "Plan") to grant options to directors, senior officers, employees, and consultants of the Company. The aggregate outstanding options are limited to 10% of the outstanding common shares. The option price under each option shall not be less than the discounted market price as defined in the policies of the Exchange on the grant date. All options vest when granted unless otherwise specified by the Board of Directors.
Stock option activity from August 1, 2023, to April 30, 2025, was as follows:
| Number of Options | Weighted Average Exercise Price | |
|---|---|---|
| Balance, July 31, 2024, and 2023 | 625,000 | $0.32 |
| Granted | 875,000 | $0.09 |
| Balance April 30, 2025 | 1,500,000 | $0.19 |
8. SHARE-BASED PAYMENTS (cont'd)
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
(a) Option Plan Details (cont'd)
As at April 30, 2025, the following options were outstanding:
| Expiry Date | Exercise Price | Number of Options |
|---|---|---|
| July 26, 2026 | $0.32 | 475,000 |
| December 30, 2026 | $0.32 | 25,000 |
| January 21, 2027 | $0.32 | 75,000 |
| June 9, 2027 | $0.32 | 50,000 |
| November 26, 2029 | $0.09 | 875000 |
| 1,500,000 |
As at July 31, 2024, the following options were outstanding:
| Expiry Date | Exercise Price | Number of Options |
|---|---|---|
| July 26, 2026 | $0.32 | 475,000 |
| December 30, 2026 | $0.32 | 25,000 |
| January 21, 2027 | $0.32 | 75,000 |
| June 9, 2027 | $0.32 | 50,000 |
| 625,000 |
As at April 30, 2025, 1,500,000 (July 31, 2024 - 625,000) options were outstanding and exercisable with a weighted average remaining contractual life of 3.25 (July 31, 2024 - 2.13) years.
(b) Fair Value of Options Issued During the Period
During the period ended April 30, 2025, the weighted average fair value at grant date of options granted was $0.09 per option. There were no options granted in the prior period ended April 30, 2024.
(c) Expenses Arising from Share-based Payment Transactions
The total fair value of options granted during the period ended was $64,643 (2024 - $Nil) which has been recorded as a share-based payment expense in the statements of comprehensive loss with a corresponding increase in contributed surplus.
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
8. SHARE-BASED PAYMENTS (cont'd)
The Black-Scholes option pricing model inputs for options granted during the period ended April 30, 2025, include:
| Grant Date | Expiry Date | Share Price | Exercise Price | Risk-Free Interest Rate | Expected Life | Volatility Factor | Dividend Yield |
|---|---|---|---|---|---|---|---|
| 2024-11-26 | 2029-11-26 | $0.09 | $0.09 | 3.09% | 5 | 218.09% | - |
Expected volatility is based on the historical volatility of the Company's market share price. Interest rates represent rates from the Bank of Canada on bonds with a similar term. The dividend yield represents the expected dividends to be paid by the Company.
9. ADMINISTRATIVE AND GENERAL EXPENSES
| Note | Three Months Ended April 30 | Nine Months Ended April 30 | |||
|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | ||
| Accounting and legal | $ 761 | $ 893 | $ 5,139 | $ 5,442 | |
| Consulting | 10 | 25,751 | 17,550 | 81,879 | 61,223 |
| Website, shareholder communication, conferences | 68 | 150 | 28,502 | 3,162 | |
| Office and administration fees | 10 | 2,141 | 2,435 | 1,140 | 9,293 |
| Insurance | - | 2,868 | - | 10,021 | |
| Filing fee | 5,922 | 5,662 | 13,754 | 8,480 | |
| Rent | 11 | - | 1,500 | - | 4,500 |
| Transfer agent fees | 1,077 | 1,031 | 4,429 | 3,073 | |
| Travel | - | 966 | - | 1,585 | |
| $ 35,721 | $ 33,055 | $ 134,843 | $ 106,779 |
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
10. KEY MANAGEMENT COMPENSATION
Compensation for key management and personnel, including Company officers, directors, and private companies controlled by officers and directors, was as follows:
| | April 30
2025 | April 30
2024 |
| --- | --- | --- |
| Key management personnel compensation comprised of:
Consulting fees | $23,675 | $61,095 |
| Administration | 17,404 | 6,796 |
| Share-based payments | 33,250 | - |
| | $74,329 | $67,891 |
Included in trade and other payables are amounts due to officers and directors and related parties for fees and expenses of $152,473 at April 30, 2025, (July 31, 2024 - $133,468).
11. RELATED PARTY TRANSACTIONS
Rent
During the nine months ended April 30, 2025, the Company paid Golden Ridge Resources Ltd. (a company with common directors and officers) rent and expenses on a month-to-month basis for shared office space of $Nil (April 30, 2024 - $4,500).
12. LOSS PER SHARE
| | Three Months Ended
April 30 | | Nine Months Ended
April 30 | |
| --- | --- | --- | --- | --- |
| | 2025 | 2024 | 2025 | 2024 |
| Net loss attributable to ordinary shareholders | ($29,235) | (32,971) | ($179,215) | ($106,340) |
| Weighted average number of common shares | 29,535,452 | 73,515,389 | 26,335,916 | 73,515,389 |
| Basic and diluted loss per share | $ (0.00) | ($0.00) | $ (0.01) | ($0.00) |
Basic loss per share amounts is calculated by dividing the net loss for the period by the weighted average number of common shares outstanding during the period.
BRONCO RESOURCES CORP. (formerly Damara Gold Corp.)
Notes to the Condensed Interim Financial Statements
For the Three and Nine Months Ended April 30, 2025, and 2024 (un-audited)
(Expressed in Canadian Dollars)
13. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS
Investing and financing activities that do not have a direct impact on current cash flows are excluded from the statements of cash flows. During the nine months ended April 30, 2025, and 2024, there were the following transactions excluded from the statements of cash flows.
i) An aggregate compensation charge of $17,731 (2024 - $Nil) associated with the grant of agents warrants (Note 7); and
ii) Included in accounts payable is $33 (2024 - $Nil) of exploration expenditures that are capitalized to exploration and evaluation assets.
During the nine months ended April 30, 2025, and 2024, the Company paid $Nil for income taxes and interest.
14. SEGMENT REPORTING
The Company is organized into business units based on mineral properties and has one reportable operating segment, being that of acquisition and exploration and evaluation activities in Canada. The Company's non-current assets as at April 30, 2025, and July 31, 2024, are all in Canada.