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Colossus Resources Corp. — Interim / Quarterly Report 2026
Apr 23, 2026
48249_rns_2026-04-23_dda232b5-9910-4bdd-a57c-0e9c56fbd12b.pdf
Interim / Quarterly Report
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COLOSSUS RESOURCES CORP.
CONDENSED INTERIM FINANCIAL STATEMENTS
FOR THE NINE MONTH PERIOD ENDED FEBRUARY 28, 2026
AND FEBRUARY 28, 2025
(UNAUDITED)
Notice of No Auditor Review of Interim Financial Statements
The accompanying unaudited financial statements have been prepared by management and approved by the Audit Committee.
The Company's independent auditors have not performed a review of these financial statements in accordance with the standards established by the Canadian Institute to Chartered Accountants for a review of interim financial statements by an entity's auditors.
COLOSSUS RESOURCES CORP.
CONDENSED INTERIM STATEMENTS OF FINANCIAL POSITION
(Expressed in Canadian Dollars)
| February 28, 2026 (Unaudited) | May 31, 2025 (Audited) | |
|---|---|---|
| ASSETS | ||
| Current | ||
| Cash | $ 3,754 | $ 1,567 |
| Accounts receivable | 14,438 | – |
| Amounts recoverable | 7,643 | 4,401 |
| 25,835 | 5,968 | |
| Exploration and evaluation assets (Note 4) | – | – |
| $ 25,835 | $ 5,968 | |
| LIABILITIES | ||
| Current | ||
| Accounts payable | $ 139,817 | $ 274,502 |
| Loan payable | – | 16,000 |
| 139,817 | 290,502 | |
| SHAREHOLDERS' EQUITY | ||
| Share capital (Note 6) | 1,641,361 | 1,346,978 |
| Contributed surplus | 417,836 | 417,836 |
| Deficit | (2,173,179) | (2,049,348) |
| (113,982) | (284,534) | |
| $ 25,835 | $ 5,968 |
NATURE OF CONTINUANCE OF OPERATIONS (Note 1)
Approved and authorized for issue on behalf of the board on April 23, 2026:
“Charalambos Katevatis” Director
“Vivian Katsuris” Director
The accompanying notes are an integral part of these condensed interim financial statements
COLOSSUS RESOURCES CORP
CONDENSED INTERIM STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Expressed in Canadian Dollars)
UNAUDITED
| Three months ended February 28, 2026 | Three months ended February 28, 2025 | Nine months ended February 28, 2026 | Nine months ended February 28, 2025 | |
|---|---|---|---|---|
| EXPENSES | ||||
| Consulting fees | $ 5,000 | $ 5,000 | $ 15,000 | $ 15,000 |
| Insurance | – | – | – | 10,630 |
| Investor communications | 744 | – | 744 | – |
| Management fees | 9,000 | 9,000 | 28,344 | 28,500 |
| Office and miscellaneous | – | 63 | 3,328 | 3,698 |
| Professional fees | 9,104 | 5,795 | 38,095 | 34,007 |
| Rent | 9,750 | – | 24,788 | 7,500 |
| Transfer agent and filing fees | 2,061 | 1,841 | 14,532 | 15,932 |
| Net loss and comprehensive loss end of period | $ 35,659 | $ 21,669 | $ 123,831 | $ 115,267 |
| Loss per share (basic and diluted) | $ (0.00) | $ (0.00) | $ (0.01) | $ (0.01) |
| Weighted average number of common share outstanding | 19,816,460 | 15,158,100 | 19,816,460 | 15,158,000 |
The accompanying notes are an integral part of these condensed interim financial statements
COLOSSUS RESOURCES CORP.
CONDENSED INTERIM STATEMENTS OF CHANGES IN EQUITY
(Expressed in Canadian Dollars)
UNAUDITED
| Number of Shares | Amount | Contributed Surplus | Deficit | Total | |
|---|---|---|---|---|---|
| $ | $ | $ | $ | ||
| Balances, May 30, 2024 | 15,158,100 | 1,346,978 | 417,836 | (1,724,927) | 39,887 |
| Comprehensive loss for the period | - | - | - | (115,267) | (115,267) |
| Balance, February 28, 2025 | 15,158,100 | 1,346,978 | 417,836 | (1,840,194) | (75,380) |
| Balances, May 31, 2025 | 15,158,100 | 1,346,978 | 417,836 | (2,049,348) | (284,534) |
| Shares issued for cash | 1,800,000 | 90,000 | - | - | 90,000 |
| Shares issued for service | 4,087,650 | 204,383 | - | - | 204,383 |
| Comprehensive loss for the period | - | - | - | (123,831) | (123,831) |
| Balance, February 28, 2026 | 21,045,750 | 1,641,361 | 417,836 | (2,173,179) | (113,982) |
The accompanying notes are an integral part of these condensed interim financial statements
COLOSSUS RESOURCES CORP.
CONDENSED INTERIM STATEMENTS OF CASH FLOWS
(Expressed in Canadian Dollars)
UNAUDITED
| Nine months ended February 28, 2026 | Nine month ended February 28, 2025 | |
|---|---|---|
| CASH PROVIDED BY (USED IN): | ||
| OPERATING ACTIVITIES | ||
| Net loss for the period | $ (123,831) | $ (115,267) |
| Items not involving cash: | ||
| Stock - based payments | – | – |
| (113,831) | (115,267) | |
| Changes in non-cash working capital balances: | ||
| Accounts receivable | (14,438) | (879) |
| Amounts receivable | (3,242) | – |
| Accounts payable and accrued liabilities | (134,685) | 123,562 |
| Loan payable | (16,000) | 16,000 |
| Cash used in operating activities | (292,196) | 23,416 |
| INVESTING ACTIVITY | ||
| Deposit | – | (21,623) |
| Cash used in investing activity | – | (21,623) |
| FINANCING ACTIVITIES | ||
| Shares issued for cash | 90,000 | – |
| Shares issued for services | 204,383 | – |
| Cash used in by financing activity | 294,383 | – |
| INCREASE IN CASH DURING THE PERIOD | 2,187 | 1,793 |
| CASH, BEGINNING OF PERIOD | 1,567 | 1,390 |
| CASH, END OF PERIOD | $ 3,754 | $ 3,183 |
| SUPPLEMENTAL DISCLOSURES | ||
| Interest paid | $ – | $ – |
| Income taxes paid | $ – | $ – |
| Shares issued for services | $ 204,383 | $ – |
The accompanying notes are an integral part of these condensed interim financial statements
COLOSSUS RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
FOR NINE MONTHS ENDED FEBRUARY 28, 2026 AND 2025
(Expressed in Canadian dollars)
UNAUDITED
1. NATURE OF BUSINESS AND CONTINUING OPERATIONS
Colossus Resources Corp. (formerly Peruviangold Mining Corp.) was incorporated on September 9, 2020 under the laws of British Columbia. The address of the Company's corporate office and its principal place of business is Suite 318 – 1199 West Pender Street, Vancouver, British Columbia, Canada.
The Company's principal business activities include the acquisition and exploration of mineral property assets. As at February 28, 2026, the Company has not yet determined whether the Company's mineral property assets contain ore reserves that are economically recoverable. The recoverability of amounts shown for exploration and evaluation asset is dependent upon the discovery of economically recoverable reserves, confirmation of the Company's interest in the underlying mineral claims, the ability of the Company to obtain the necessary financing to complete the development of and the future profitable production from the property or realizing proceeds from its disposition. The outcome of these matters cannot be predicted at this time and indicates the existence of a material uncertainty which may cast significant doubt upon the Company's ability to continue as a going concern.
The Company had a deficit of $2,173,179 as at February 28, 2026, which has been funded by the issuance of equity. The Company's ability to continue its operations and to realize its assets at their carrying value is dependent upon obtaining additional financing and generating revenues sufficient to cover its operating costs.
These financial statements do not give effect to any adjustments which would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different from those reflected in these financial statements.
2. BASIS OF PREPARATION
Statement of Compliance
These unaudited condensed interim financial statements of the Company have been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting" ("IAS 34") and International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and Interpretations of the Financial Reporting Interpretations Committee ("IFRIC"). These unaudited condensed interim financial statements do not include all the information required for full annual financial statements and should be read in conjunction with the audited financial statements and notes thereto as of and for the year ended May 31, 2025. These unaudited condensed interim financial statements were authorized for issue in accordance with a resolution from the Board of Directors on April 23, 2026.
Basis of Measurement
These unaudited condensed financial statements have been prepared on the historical cost basis except for certain financial instruments which are measured at fair value. In addition, these financial statements have been prepared using the accrual basis of accounting, except for cash flow information. These unaudited condensed interim financial statements follow the same accounting policies and methods of application as the annual audited financial statements for the year ended May 31, 2025. The adoption of new accounting standards has had no material impact on the financial statements. The functional and presentation currency of the Company is the Canadian dollar.
COLOSSUS RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
FOR NINE MONTHS ENDED FEBRUARY 28, 2026 AND 2025
(Expressed in Canadian dollars)
UNAUDITED
3. NEW ACCOUNTING STANDARDS
Adoption of new accounting standards, interpretations and amendments
The Company has performed an assessment of new standards issued by the IASB that are not yet effective. The Company has assessed that the impact of adopting these accounting standards on its financial statements would not be significant.
4. EXPLORATION AND EVALUATION ASSETS
| Master Copper Project | Little Joe Fault Cu Project | Red Lake Pringle South Property | Total | |
|---|---|---|---|---|
| Balance at May 31, 2023 | $ 595,797 | $ – | $ – | $ 595,797 |
| Exploration | 10,619 | – | – | 10,619 |
| Impairment | (606,416) | – | – | (606,416) |
| Balance at May 31, 2024 and 2025 and February 28, 2026 | $ – | $ – | $ – | $ – |
Master Copper Project
On December 14, 2020, and as amended on March 26, 2021 and November 3, 2021, the Company entered into a Mineral Property Option Agreement (the "Agreement") with Perry English and Gravel Ridge Resources Ltd. (collectively the "Optionor"). Pursuant to the Agreement, the Company has an option to acquire 100% interest in the mineral claims known as Master Copper Project located in the Sault Ste. Marie Mining Division of Ontario (the "Claims") from the Optionor.
The Claims are subject to a 1.5% net smelter returns royalty (the "NSR Royalty").
Under the Agreement, the Company is required to make cash payments totaling $78,200 as follows:
a. make a cash payment of $12,200 upon execution and delivery of this agreement – paid;
b. make a further cash payment of $16,000 on or before December 14, 2021 – paid;
c. make a further cash payment of $20,000 on or before December 14, 2022 – paid; and
d. make a final cash payment of $30,000 on or before December 14, 2023.
Following the exercise of the option, the Company will have the right to purchase the 1.50% NSR Royalty for $1,500,000.
COLOSSUS RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
FOR NINE MONTHS ENDED FEBRUARY 28, 2026 AND 2025
(Expressed in Canadian dollars)
UNAUDITED
4. EXPLORATION AND EVALUATION ASSETS (continued)
On November 3, 2021, the Agreement was amended with Solstice Gold Corp. being the successor in interest to Perry English and Gravel Ridge Resources Ltd., as the new Optionor. The remaining cash payments owing under the Agreement remained the same.
On March 17, 2021, the Company entered into a Mineral Property Option Agreement (the "Agreement") with Yvon Gagne and Michael Gagne (collectively the "Optionor") to acquire additional claims adjacent to the Master Copper Project located in the Sault Ste. Marie Mining Division of Ontario (the "Claims") from the Optionor.
The Claims are subject to a 1.0% net smelter returns royalty (the "NSR Royalty") to be paid by the Company upon commercial production of mineral products.
Under the Agreement, the Company made cash payments totaling $15,000 to acquire the additional claims.
The Company has the right to purchase 90% of the NSR Royalty (reducing the NSR to 0.1%) for $250,000.
As at May 31, 2024, the Company determined that it would no longer pursue further exploration of the Master Copper Project, and accordingly, the Company issued a termination letter to the Optionor to terminate the Agreement on September 23, 2024. As indicators of impairment were present at May 31, 2024, the Company recorded an impairment expense of $606,416 during the year then ended.
Calvario and Mirador Project
Pursuant to a letter of intent on April 4, 2023, the Company entered into an option agreement (the "Agreement") with Minera Mena Chile Ltda, Revelo Resources Corp., and Austral Gold Limited (collectively, the "Austral Group") on November 15, 2023, granting the Company the right to earn a 100% interest (the "Option") in the Calvario and Mirador project (the "Project"), excluding royalty options. To exercise this Option, the Company must complete financing of at least USD $1,500,000 within ninety days of the Agreement and incur USD $2,500,000 in exploration expenditures during the option period.
The Option will begin on the closing date of the financing (the "Effective Date") and will end upon the earliest of the following: (a) two years after the Effective Date, unless extended due to a force majeure event, (b) when the Option is exercised or (c) if the Agreement is terminated according to its terms. In addition, the Company will issue common shares equal to 19.99% of its post-financing capital and 1,000,000 share purchase warrants to Minera Mena Chile Ltda, with restrictions on share sales and warrant exercises to maintain the Austral Group's interest below 19.99%. If the Company completes a pre-feasibility study compliant with National Instrument 43-101, it will issue an additional 2,000,000 common shares to Minera Mena, subject to similar shareholder approval requirements to avoid exceeding the 19.99% ownership threshold.
During the year ended May 31, 2025, the Company entered into an amendment agreement (the "Amended Agreement") with the Austral Group. Under the Amended Agreement, the deadline for completing the required financing of at least USD $1,500,000 has been extended to 14 months from the date of the Agreement, being January 15, 2025.
As of May 31, 2025, the Company has paid a total deposit of $143,187 (2024 - $139,668), in relation to the Amended Agreement. The Company did not meet the financing terms set out in the Amended Agreement (Note 12). Consequently, the Company recorded a write-off of deposit in the statements of loss and comprehensive loss totaling $143,187.
COLOSSUS RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
FOR NINE MONTHS ENDED FEBRUARY 28, 2026 AND 2025
(Expressed in Canadian dollars)
UNAUDITED
5. SHARE CAPITAL
a) Authorized: Unlimited number of common shares without par value.
b) Escrow shares:
As at February 28, 2026, there were no common shares held in escrow.
c) Issued and outstanding as at February 28, 2026: 21,045,750 common shares.
During the period ended February 28, 2026, the Company had had the following share capital transactions:
The Company issued 1,800,000 common shares pursuant to a private placement at $0.05 per share to net $90,000.
The Company issued 4,087,650 common shares to settle debt in the amount of $204,383.
d) Stock options
During the year ended May 31, 2023, the Company adopted a Stock Option Plan (the "Plan"). Under the Plan, the Company can issue up to 10% of the issued and outstanding common shares as incentive stock options to directors, officers, employees and consultants to the Company. The Plan limits the number of stock options which may be granted to any one individual to not more than 5% of the total issued common shares of the Company in any 12-month period. The Plan also limits the stock options which may be granted to any one individual if the exercise would result in the issuance of common shares more than 2% in any 12-month period. The number of options granted to any one consultant or a person employed to provide investor relations activities in any 12-month period must not exceed 2% of the total issued common shares of the Company. As well, stock options granted under the Plan may be subject to vesting provisions as determined by the Board of Directors.
On August 31, 2022, the Company granted 1,200,000 stock options to certain directors and officers of the Company at an exercise price of $0.25 for a period of five years from the date of grant. The fair value of these options was calculated to be $222,046. The remaining expected life as at February 28, 2026 is 1.43 years.
- 10 -
COLOSSUS RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
FOR NINE MONTHS ENDED FEBRUARY 28, 2026 AND 2025
(Expressed in Canadian dollars)
UNAUDITED
5. SHARE CAPITAL (continued)
d) Stock options (continued)
A continuity of the options outstanding as at February 28, 2026 is as follows:
| Number | Weighted average exercise price $ | |
|---|---|---|
| Balance, May 31, 2024 and May 31, 2025 and February 28, 2026 | 1,200,000 | 0.25 |
e) Warrants
A Summary of the Company's share purchase warrants are as follows:
| Number of Warrants | Weighted Average Exercise Price | |
|---|---|---|
| Balance May 31, 2024 | 2,648,140 | $0.39 |
| Expired | (1,860,640) | ($0.38) |
| Balance May 31, 2025 | 787,500 | $0.38 |
| Issued | 900,000 | $0.10 |
| Expired | (787,500) | ($0.38) |
| Balance February 28, 2026 | 900,000 | $0.10 |
On October 7, 2025 the Company issued 900,000 pursuant to a private placement. Each warrants is exercisable at $0.10 per share for a period of two years.
At February 28, 2026, the following share purchase warrants were outstanding:
| Number of share purchase warrants outstanding and exercisable | Exercise Price per share | Expiry date |
|---|---|---|
| 900,000 | $0.10 | October 7, 2027 |
| 900,000 |
COLOSSUS RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
FOR NINE MONTHS ENDED FEBRUARY 28, 2026 AND 2025
(Expressed in Canadian dollars)
UNAUDITED
6. RELATED PARTY BALANCES AND 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. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. Key management includes directors and key officers of the Company, including the Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO").
The Company had incurred the following key management personnel costs from related parties:
| Nine months ended February 28, 2026 | Nine months ended February 28, 2025 | |
|---|---|---|
| $ | $ | |
| Management fees (Company controlled by CEO and CFO) | 28,344 | 28,500 |
| Consulting (to a directors) | 15,000 | 10,000 |
7. MANAGEMENT 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 identification, evaluation and acquisition of a Qualified Transaction. The Company does not have any externally imposed capital requirements to which it is subject.
The Company's capital structure consists of equity and share subscriptions. As at February 28, 2026, the Company had capital resources consisting of cash. The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust the capital structure, the Company may attempt to issue common shares or dispose of assets or adjust the amount of cash.
8. FINANCIAL INSTRUMENTS AND FINANCIAL RISK
International Financial Reporting Standards 7, Financial Instruments: Disclosures, establishes a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the following levels:
Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2 - inputs other than quoted prices included in Level 1 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 for the asset or liability that are not based on observable market data (unobservable inputs).
COLOSSUS RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
FOR NINE MONTHS ENDED FEBRUARY 28, 2026 AND 2025
(Expressed in Canadian dollars)
UNAUDITED
8. FINANCIAL INSTRUMENTS AND FINANCIAL RISK (continued)
Fair value of financial instruments
The Company's financial assets include cash and are classified as Level 1. The carrying value of these instruments approximates their fair values due to the relatively short periods of maturity of these instruments.
Assets measured at fair value on a recurring basis were presented on the Company's statements of financial position as at February 28, 2026 were as follows:
| Carrying amount | Fair value measurement using | |||
|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | ||
| Cash | $ 3,754 | $ 3,754 | $ – | $ – |
Financial risk management objectives and policies
The Company's financial instruments include cash and accounts payable. The risks associated with these financial instruments and the policies on how to mitigate these risks are set out below. Management manages and monitors these exposures to ensure appropriate measures are implemented on a timely and effective manner.
Currency risk
The Company's expenses are denominated in Canadian dollars. The Company's corporate office is based in Canada and current exposure to exchange rate fluctuations is minimal.
The Company does not have any significant foreign currency denominated monetary liabilities. The principal business of the Company is the identification and evaluation of assets or a business and once identified or evaluated, to negotiate an acquisition or participation in a business subject to receipt of shareholder approval and acceptance by regulatory authorities.
Credit Risk
Credit risk is the risk of loss associated with the counterparty's inability to fulfill its payment obligations. Financial instruments that potentially subject the Company to concentrations of credit risks consist principally of cash. To minimize the credit risk, the Company places these instruments with a high quality financial institution.
Interest Rate Risk
The Company is exposed to interest rate risk on the variable rate of interest earned on bank deposits. The fair value interest rate risk on bank deposits is insignificant as the deposits are short- term.
The Company has not entered into any derivative instruments to manage interest rate fluctuations.
Liquidity risk
In the management of liquidity risk of the Company, the Company maintains a balance between continuity of funding and the flexibility through the use of borrowings. Management closely monitors the liquidity position and expects to have adequate sources of funding to finance the Company's projects and operations.