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Core Silver Corp. Interim / Quarterly Report 2024

Aug 21, 2024

47848_rns_2024-08-21_4d571315-b417-435e-8e05-8bb7f532c2ab.pdf

Interim / Quarterly Report

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Condensed Interim Financial Statements

For the Nine Months Ended June 30, 2024

(Unaudited - Expressed in Canadian Dollars)

The accompanying unaudited condensed interim financial statements of Core Assets Corp. for the nine months ended June 30, 2024, have been prepared by management and approved by the Audit Committee and the Board of Directors of the Company. These condensed interim financial statements have not been reviewed by the Company’s external auditors.

Core Assets Corp.

Condensed Interim Statements of Financial Position

As expressed in Canadian dollars

(Unaudited – prepared by management)

ore Assets Corp.
ondensed Interim Statements of Financial Position
s expressed in Canadian dollars
Unaudited – prepared by management)
June 30, September
2024 30,2023
Assets
0BCurrent
Cash $
3,952,987
$ 217,903
GST and other receivables 59,292 130,963
Prepaid expenses 165,484 99,264
4,177,763 448,130
Promissory notes (Note 9) 38,717 38,717
Exploration and evaluation assets (Note 6 and Note 9) 10,272,867 8,759,191
Reclamation bonds(Note 5) 37,200 37,200
$ 14,526,547 $ 9,283,238
Liabilities
1BCurrent
Accounts payable and accrued liabilities $
524,394
$ 42,956
Due to relatedparties(Note 9) 120,385 128,944
644,779 171,900
Deferred income taxes 304,532 304,532
949,311 476,432
Shareholders’ Equity
Share capital (Note 7) 15,548,318 10,362,096
Reserves (Note 8) 2,747,758 2,269,172
Deficit (4,718,840) (3,824,462)
13,577,236 8,806,806
$ 14,526,547 $ 9,283,238

Approved and authorized by the Board of Directors on August 21, 2024:

“Nicholas Rodway”
_____
Director
“Joshua Vann”
______
Director

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

  • 2 -

Core Assets Corp.

Condensed Interim Statements of Operations and Comprehensive Loss For the three and nine months ended June 30, 2024 and 2023

As expressed in Canadian dollars (Unaudited – prepared by management)

Three Months Three Months Ended Nine Months Nine Months Ended
June 30, June 30,
2024 2023 2024 2023
Expenses
Accounting and audit fees $ 18,000 $ 17,000 $ 18,000 $ 17,000
Administration fees (Note 9) 37,500 37,500 112,500 112,500
Advertising and travel expenses (Note 9) 63,295 46,697 260,468 206,287
Consulting fees and salaries (Note 9) 71,673 40,186 238,488 162,847
Legal fees 3,731 2,814 23,699 18,067
Transfer agent and filing fees 10,638 9,765 40,754 35,984
Share-based payments (Note 8) 158,192 84,463 321,515 287,686
Office and miscellaneous 3,328 6,479 14,539 18,242
Loss before other items 366,357 244,904 1,039,263 858,613
Other income (expenses)
Part XII.2 tax - (49) - (49)
Interest income 61,915 38,340 144,855 52,088
Flow-throughpremium(recovery) (Note 11) - 387,890 - 457,106
61,915 426,271 144,885 509,145
Net Income (Loss) and Comprehensive
Income (Loss) for the Period (304,442) 181,367 (894,378) (349,468)
Basic and Diluted(Loss) Per Share $ 0.00 $ 0.00 $ (0.01) $ 0.00
Weighted Average Number of Common
Shares Outstanding – Basic and Diluted 127,105,689 84,789,432 119,692,622 82,903,528

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

  • 3 -

Core Assets Corp.

Condensed Interim Statements of Changes in Equity For the nine months ended June 30, 2024 and 2023

As expressed in Canadian dollars (Unaudited – prepared by management)

Number of
Shares
Share
Capital
Reserves
Deficit
Total
Balance, September 30, 2022
77,074,646
$
8,599,209
$
1,633,447
Options exercised (Note 7)
710,000
112,577
(41,577)
Flow -through shares issued (Note 7)
7,004,786
1,611,101
-
Share issuance costs
-
(65,863)
11,836
Share-based payments (Note 8)
-
-
203,223
Net loss for theperiod
-
-
-
$
(3,470,234)
$
6,762,422
-
71,000
-
1,611,101
-
(54,027)
-
203,223
(349,468)
(349,468)
Balance, June 30, 2023
84,789,432
$
10,257,024
$
1,891,392
$
(3,819,702)
$
8,328,714
Number of
Shares
Share
Capital
Reserves
Deficit
Total
Balance, September 30, 2023
84,789,432
$
10,362,096
$
2,269,172
Shares issued for cash (Note 7)
16,392,505
1,967,101
-
Flow-through shares issued (Note 7)
25,923,752
3,629,325
-
Share issuance costs
-
(410,204)
157,071
Share-based payments (Note 8)
-
-
321,515
Net loss for theperiod
-
-
-
$
(3,824,462)
$
8,806,806
-
1,967,101
-
3,629,325
-
(253,133)
-
321,515
(894,378)
(894,378)
Balance, June 30, 2024
127,105,689
$
15,548,318
$
2,747,758
$
(4,718,840)
$
13,577,236

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

  • 7 -

Core Assets Corp.

Condensed Interim Statements of Cash Flows For the nine months ended June 30, 2024 and 2023

As expressed in Canadian dollars

(Unaudited – prepared by management)

2024 2023
CASH FLOWS (USED IN) OPERATING ACTIVITIES:
Net loss for the period $ (894,378) $ (349,468)
Add (deduct) items not affecting cash:
Share-based compensation 321,515 287,686
Flow-through premium recovery - (457,106)
Changes in non-cash working capital items related to operations:
Prepaid expenses (66,220) (152,705)
Due to related parties (33,344) -
GST and other receivables 71,671 97,377
Accountspayable and accrued liabilities 218,815 109,891
Net cash flows(used in) operating activities (381,941) (464,325)
CASH FLOWS (USED IN) INVESTING ACTIVITIES:
Mining tax credit 179,021 850,446
Exploration and evaluation costs (1,405,289) (1,355,191)
Net cash flows(used in) investing activities (1,226,268) (504,745)
CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES:
Issue of common shares 5,596,426 3,012,058
Exercise of stock options - 71,000
Share issuance costs (253,133) (54,027)
Net cash flows from financing activities 5,343,293 3,029,031
Increase (decrease) in cash 3,735,084 2,059,961
Cash, beginning ofperiod 217,903 1,140,779
Cash, end ofperiod $ 3,952,987 $ 3,200,740

See also Note 12.

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

  • 8 -

Notes to the Condensed Interim Financial Statements For the nine months ended June 30, 2024 Expressed in Canadian dollars (Unaudited – prepared by management)

Core Assets Corp.

1. NATURE OF OPERATIONS AND CONTINUANCE OF OPERATIONS

Core Assets Corp. (“Core” or the “Company”) was incorporated on April 20, 2016, under the Company Act of British Columbia and is in the business of acquiring, exploring, developing and evaluating mineral resource properties. The Company is in the exploration stage and has interests in properties located in British Columbia (“BC”), Canada. The head office, principal address and registered and records office of the Company are located at 1450 – 789 West Pender, Vancouver, BC, Canada, V6C 1H2.

On July 8, 2020, the Company received final receipt from the British Columbia Securities Commission for its Long Form Prospectus dated July 7, 2020. On July 27, 2020, the Company’s shares were listed for trading on the Canadian Securities Exchange (“CSE”) under the symbol “CC”. The Company’s shares also trade on the OTCQB under the symbol “CCOOF” and on the Frankfurt Stock Exchange under the symbol “A2QCCU”.

These condensed interim financial statements were authorized for issue by the Audit Committee and Board of Directors on August 21, 2024.

The Company has no source of operating cash flows, has not yet achieved profitable operations, has working capital of $3,532,984 at June 30, 2024 (September 30, 2023: $276,230), has accumulated losses since its inception, expects to incur further losses in the development of its business, and has no assurance that sufficient funding will be available to conduct further exploration of its mineral properties. These material uncertainties cast significant doubt about the Company’s ability to continue as a going concern. In recognition of these circumstances, management is pursuing various financial alternatives to fund the Company’s exploration and development programs. There is no assurance that these initiatives will be successful.

In the future, the Company may raise additional financing through the issuance of share capital or shareholder loans, however, there can be no assurance that it will be successful in its efforts to do so and that the terms will be favourable to the Company. These financial statements do not include any adjustments to the carrying values of assets and liabilities, the reported expenses and statement of financial position classifications that might be necessary should the Company be unable to realize its assets and settle its liabilities as a going concern in the normal course of operations. Management is actively seeking to raise the necessary capital to meet its funding requirements and has undertaken available cost-cutting measures. There can be no assurance that management’s plan will be successful. If the going concern assumption were not appropriate for these financial statements, then adjustments would be necessary in the carrying value of assets and liabilities, the reported expenses and the statement of financial position classifications used. Such adjustments could be material.

The business of mining and exploration involves a high degree of risk and there can be no assurance that current exploration programs will result in profitable mining operations. The Company has no source of revenue, and has significant cash requirements to meet its administrative overhead and maintain its mineral interests.

2. BASIS OF PRESENTATION

Statement of Compliance

These condensed interim financial statements 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 (“IFRIC”), applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting.

  • 9 -

Core Assets Corp.

Notes to the Condensed Interim Financial Statements For the nine months ended June 30, 2024 Expressed in Canadian dollars (Unaudited – prepared by management)

2. BASIS OF PRESENTATION - continued

Basis of Measurement

These financial statements have been prepared on a historical costs basis except for financial instruments classified as financial instruments at fair value through profit or loss, which are stated at their fair value. In addition, this financial statement has been prepared using the accrual basis of accounting.

The preparation of these financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of expenses during the reporting period. Estimates and assumptions are continuously evaluated and are based on management’s experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. However, actual outcomes can differ from these estimates.

3. SIGNIFICANT ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS

Estimates and assumptions

In particular, information about significant areas of estimation uncertainty considered by management in preparing the financial statements includes:

  • The recoverability of the carrying value of the exploration and evaluation assets is dependent on successful development and commercial exploitation, or alternatively, sale of the respective areas of interest;

  • The inputs used in assessing the recoverability of deferred income tax assets to the extent that the deductible temporary differences will reverse in the foreseeable future and that the Company will have future taxable income; and

  • Management’s assumption that there are currently no decommissioning liabilities is based on the facts and circumstances that have existed during the periods.

Judgments

The critical judgments that the Company’s management has made in the process of applying the Company’s accounting policies from those involving estimations that have the most significant effect on the amounts recognized in the Company’s financial statements are as follows:

  • Economic recoverability and probability of future economic benefits of exploration, evaluation and development costs: Management has determined that exploratory drilling, evaluation, development and related costs incurred which have been capitalized are economically recoverable. Management uses several criteria in its assessments of economic recoverability and probability of future economic benefit including geologic information, scoping and feasibility studies, accessible facilities, existing permits and life of mine plans.

  • Provisions for reclamation: Management assesses its provision for reclamation on an annual basis or when new information becomes available. This assessment includes the estimation of the future rehabilitation costs, the timing of these expenditures, and the impact of changes in discount rates. The actual future expenditures may differ from the amounts currently provided if the estimates made are significantly different than actual results or if there are significant changes in environmental and/or regulatory requirements in the future.

  • Going concern: The assessment of the Company’s ability to continue as a going concern involves judgment regarding future funding available for its exploration projects and working capital requirements.

  • 10 -

Core Assets Corp.

Notes to the Condensed Interim Financial Statements For the nine months ended June 30, 2024 Expressed in Canadian dollars (Unaudited – prepared by management)

4. SIGNIFICANT ACCOUNTING POLICIES

The policies applied in these condensed interim consolidated financial statements are consistent with policies disclosed in Note 4 of the financial statements for the year ended September 30, 2023. These condensed interim financial statements should be read in conjunction with the Company’s audited financial statements for the year ended September 30, 2023.

Certain new standards, interpretations and amendments to existing standards issued by the IASB or IFRIC may have become mandatory or have been issued subsequent to the year ended September 30, 2023. However, none have been identified as applicable or are consequential to the Company.

5. RECLAMATION BOND

At June 30, 2024, the Company has a reclamation security deposit of $37,200 (September 30, 2023: $37,200) with the Ministry of Energy, Mines and Low Carbon Innovation for the proposed exploration program on the Blue Property.

6. EXPLORATION AND EVALUATION ASSETS

The following is a description of the Company’s property interests and related spending commitments:

Blue Property

On December 10, 2018, the Company signed an agreement with Zimtu Capital Corp. (“Zimtu”), a related party (see Note 9), whereby the Company can earn a 100% interest in and to the Blue Property, in British Columbia. For its participation in the transaction, the Company paid $100,000 and issued 3,000,000 common shares of the Company in staged payments (1,000,000 shares with a fair value of $50,000 issued during the year ended September 30, 2019 and 2,000,000 with a fair value of $225,000 were issued during the year ended September 30, 2021).

On August 1, 2019, the Company signed an agreement with Zimtu, whereby the Company can earn a 100% interest in and to the Silver Lime Property, in British Columbia by issuing 1,000,000 common shares (issued) of the Company.

In August 2020, the Company acquired 8 additional claims in and around the Company’s Blue and Silver Lime properties from Zimtu. The cost to acquire the claims amounted to the cost of staking paid by Zimtu ($23,025). The addition of these claims expanded and consolidated the Blue Property and the Silver Lime Property into one contiguous property that will continue to be called the Blue Property. In June 2021, the Company acquired 6 additional claims in and around the Company’s Blue and Silver Lime properties from Zimtu. The cost to acquire the claims amounted to the cost of staking paid by Zimtu of $26,095 plus 20% interest for a total of $31,314.

During the year ended September 30, 2021, the Company staked an additional 82,257 ha of land, increasing its land package to approximately 108,337 ha. The cost of the staking was $140,950.

On April 6, 2022, the Company acquired a 100% interest in two mineral tenures, consisting of approximately 3,311 Ha, known as the Atlin Lake Claims, at a cost of $10,000 (paid) from an individual. The two tenures cover the western side of the Willison glacier.

During the year ended September 30, 2023, two mineral tenure licences were staked totaling approximately 2,326 hectares, North of the Kim Project.

  • 11 -

Core Assets Corp.

Notes to the Condensed Interim Financial Statements For the nine months ended June 30, 2024 Expressed in Canadian dollars (Unaudited – prepared by management)

6. EXPLORATION AND EVALUATION ASSETS – continued

Blue Property - continued

The following are the expenditures on the Blue Property for the nine months ended June 30, 2024 and the year ended September 30, 2023:

June 30, September 30,
2024 2023
Opening balance $ 8,759,191 $ 5,692,258
Acquisition costs – cash and staking - 4,070
Assays 61,161 561,746
Camp and accommodations 150,231 330,523
Drilling 205,269 580,807
Field supplies and rentals 195,543 265,815
Fuel 5,075 51,786
Geological expenses and geophysical survey 630,254 976,093
Reports and other 2,974 6,144
Travel and transport 442,190 1,140,395
Miningtax credit (179,021) (850,446)
Endingbalance $ 10,272,867 $ 8,759,191

7. SHARE CAPITAL

  • a) Authorized: Unlimited common shares with no par value.

  • b) Issued and outstanding: The total issued and outstanding shares of the Company are 127,105,689 as at June 30, 2024 (September 30, 2023: 84,789,432).

During the nine months ended June 30, 2024:

  • i. On November 17, 2023, the Company completed a non-brokered private placement issuing 16,392,505 Units (“Unit”) at a price of $0.12 per Unit for gross proceeds of $1,967,101. Each Unit is comprised of one common share (each, a “Share”) in the capital of the Company and one-half of one transferable Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one additional Share (each, a “Warrant Share”) for a period of two years from the closing date (the “Closing Date”) at an exercise price of $0.22 per Warrant Share.

Additionally, on November 17, 2023, the Company completed a non-brokered private placement issuing 25,923,752 Flow-through Units (“FT Unit”) at a price of $0.14 per FT Unit for gross proceeds of $3,629,325. Each FT Unit is comprised of one common share (each, a “FT Share”) in the capital of the Company issued as a “flow-through share” within the meaning of the Income Tax Act (Canada) and one-half of one transferable common share purchase warrant (each whole warrant, a “FT Warrant”). Each whole FT Warrant entitles the holder thereof to purchase one additional common share in the capital of the Company (each, a “FT Warrant Share”) for a period of two years from the Closing Date at an exercise price of $0.22 per FT Warrant Share.

  • 12 -

Core Assets Corp.

Notes to the Condensed Interim Financial Statements For the nine months ended June 30, 2024 Expressed in Canadian dollars (Unaudited – prepared by management)

7. SHARE CAPITAL - continued

During the nine months ended June 30, 2024: - continued

The Company paid cash finder’s fees of $217,137 and issued 1,543,157 broker warrants (each, a “Broker Warrant”) to certain finders. Each Broker Warrant entitles the holder thereof to purchase one additional common share in the capital of the Company (each, a “Broker Warrant Share”) for a period of two years from the Closing Date at an exercise price of $0.12 per Broker Warrant Share.

During the year ended September 30, 2023:

  • i. On December 9, 2022, 710,000 stock options priced at $0.10 were exercised for gross proceeds of $71,000. Of the total, 600,000 stock options were exercised by directors and officers of the Company.

  • ii. On February 17, 2023, the Company completed a private placement of 7,004,786 Charity Flow-Through Units (each, a “Unit”) at a price of $0.43 per Unit for gross proceeds of $3,012,058. Each Unit was comprised of one common share of the Company issued as a "flow- through share" within the meaning of the Income Tax Act (Canada) (each, a "FT Share") and one half of one common share purchase warrant (each whole such warrant, a "Warrant") issued on a non-flow through basis. Each Warrant is exercisable into one common share of the Company (each, a "Warrant Share") at a price of $0.47 at any time on or before February 17, 2025. In connection with the offering, the Company paid cash finders' fees to several eligible persons (“Finders”) in the total amount of $36,229. In addition, the Company issued 96,264 finders’ warrants with the same terms as the Warrants. The fair value of finders’ warrants issued was $11,836 and determined using the Black-Scholes pricing model with the following assumptions: Share price on grant date of $0.245; expected dividend yield of 0%; risk-free interest rate of 4.15%; volatility of 122.90%; and expected life of 2 years.

c) Share purchase warrants / finder’s warrants:

The following is a summary of warrant transactions for the nine months ended June 30, 2024 and the year ended September 30, 2023:

**June 30, ** 2024 September 30, 2023
Weighted Weighted
Average Average
Number of Exercise Number of Exercise
Warrants Price Warrants Price
Balance, beginning of period 17,123,470 $ 0.40 15,266,480 $ 0.36
Granted 22,701,286 0.22 3,598,657 0.47
Expired (6,657,752) 0.39 (1,741,667) 0.25
Balance,end ofperiod 33,167,004 $0.28 17,123,470 $ 0.40
  • 13 -

Notes to the Condensed Interim Financial Statements For the nine months ended June 30, 2024 Expressed in Canadian dollars (Unaudited – prepared by management)

Core Assets Corp.

7. SHARE CAPITAL - continued

c) Share purchase warrants / finder’s warrants:

The following warrants were outstanding and exercisable as at June 30, 2024:

Exercise Number Contractual
Expiry Date Price of Warrants Life (Years)
August 25, 2025* $0.25 5,506,000 1.15
August 25, 2024 $0.85 1,361,061 0.15
February 17, 2025 $0.47 3,598,657 0.64
November 17, 2025 $0.22 12,961,876 1.38
November 17, 2025 $0.22 8,196,253 1.38
November 17, 2025 $0.22 1,543,157 1.638
Total outstandingand exercisable 33,167,004 1.21

*During the year ended September 30, 2023, the Company extended these warrants by 2 years. All other terms remain the same.

8. SHARE-BASED PAYMENTS

The Company has a stock option plan for officers, directors, employees and consultants. Options are granted with an exercise price determined by the Board of Directors, which may not be less than 25% of the Company’s stock price on the date of the grant. Options granted to directors, employees and consultants other than consultants engaged in investor relations activities will vest immediately. However, for options granted to employees and consultants engaged in investor relations activities will vest in stages over a minimum period of 12 months with no more than one-quarter of the options vesting in any three-month period.

The following is a summary of option transactions under the Company’s stock option plan for the nine months ended June 30, 2024 and the year ended September 30, 2023:

**June 30, ** 2024 September 30, 2023 September 30, 2023 September 30, 2023
Weighted Weighted
Average Average
Number of Exercise Number of Exercise
Options Price Options Price
Balance, beginning of period 7,690,000 $ 0.38 6,320,000 $ 0.37
Exercised - - (710,000) 0.10
Expired - - (1,435,000) 0.14
Granted 6,000,000 0.135 3,515,000 0.23
Balance,end ofperiod 13,690,000 $ 0.27 7,690,000 $ 0.38
  • 14 -

Notes to the Condensed Interim Financial Statements For the nine months ended June 30, 2024 Expressed in Canadian dollars (Unaudited – prepared by management)

Core Assets Corp.

8. SHARE-BASED PAYMENTS - continued

The following stock options were outstanding and exercisable as at June 30, 2024:

Exercise Number Contractual
ExpiryDate Price ofOptions Life (Years)
March 3, 2026 $0.50 4,175,000 1.67
June 19, 2027 $0.23 3,515,000 2.97
April 25,2029 $0.135 6,000,000 4.82
Total outstandingoptions $0.27 13,690,000 3.39
Total exercisable options $0.40 6,243,125 2.28

On April 25, 2024, the Company granted 6,000,000 stock options to certain directors, officers and consultants of the Company pursuant to its Stock Option Plan. Each option is exercisable for a period of 5 years from the date of Grant, expiring on April 25, 2029, at a price of $0.135 per Share. The options shall vest 12.5% on date of grant, then an additional 12.5% every six months until fully vested.

On June 19, 2023, the Company granted 3,515,000 stock options to certain directors, officers and consultants of the Company pursuant to its Stock Option Plan. Each option is exercisable for a period of 4 years from the date of Grant, expiring on June 19, 2027, at a price of $0.23 per Share, vesting over four years in increments of 12.5% every six months. The weighted average share price, at the date of exercise, of stock options exercised during the year was $0.335.

On March 3, 2022, the Company granted 4,500,000 stock options to certain directors, officers, employees and consultants of the Company pursuant to its Stock Option Plan. Each option is exercisable for a period of 4 years from the date of grant, expiring March 3, 2026, at a price of $0.50 per common share, vesting over two years in increments of 25% every 6 months.

During the nine months ended June 30, 2024, $321,515 (June 30, 2023 - $287,686) was charged to share-based payments. The following assumptions were used for the Black-Scholes pricing model calculations:

March 3, 2022 June 19, 2023 April 25, 2024
Risk-free interest rate 1.52% 4.20% 3.89%
Expected stock price volatility 144.6% 127.94% 121.16%
Expected option life in years 4 years 4 years 5 years
Dividend rate Nil Nil Nil
  • 15 -

Notes to the Condensed Interim Financial Statements For the nine months ended June 30, 2024 Expressed in Canadian dollars (Unaudited – prepared by management)

Core Assets Corp.

9. RELATED PARTY TRANSACTIONS

During the nine months ended June 30, 2024 and 2023, the Company incurred the following transactions with officers or directors of the Company or companies with common directors:

Nine Months ended June 30,
Key management compensation* 2024 2023
Exploration and evaluation asset expenditures $ 172,500 $ 73,910
Wages to key management 142,500 140,180
Share-based payments 238,756 315,759
Administrative fees 112,500 112,500
Advertising 81,000 112,500
Total $709,756 $754,849
  • Key management includes those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly, including the Company’s executive officers and certain members of its Board of Directors.

On June 11, 2021, the Company granted 1,920,000 bonus shares to two directors and paid the payroll taxes due by the directors and received promissory notes for reimbursement of these taxes. As at March 31, 2024, $38,717 (September 30, 2023: $38,717) remains payable to the Company.

As at June 30, 2024, there was $120,385 (September 30, 2023: $128,944) due to related parties of the Company.

Zimtu Capital Corp. (“Zimtu”) provides key management services and investor relations services to the Company and at December 31, 2023 holds 8.00% (September 30, 2023 – 10.09%) of the Company’s shares. Subsequent to September 30, 2023, in connection with the issuance of shares and the resignation of a common director, the Company and Zimtu ceased to be a related party.

On August 1, 2020, the Company entered into a Management Services Agreement (“Agreement”) with Zimtu. Under the terms of the Agreement, Zimtu will provide the Company with administrative and managerial services, including corporate maintenance, continuous disclosure services, rent, and office space, at a rate of $12,500 per month. On August 1, 2022, the Agreement was renewed for sixteen months, and on December 1, 2023, the Agreement was renewed for twelve months.

On October 1, 2021, the Company engaged Zimtu to provide marketing services as part of a cooperative marketing program. In consideration, the Company made monthly payments of $12,500. On January 1, 2023, the Company entered into a new agreement with Zimtu to provide marketing services for a 12-month period at a rate of $9,000 per month, and the agreement was subsequently renewed on January 1, 2024 for an additional twelve months.

The terms and conditions of these transactions with key management and their related parties were no more favourable than those available, or which might reasonably be expected to be available, or similar transactions to non-key management related entities on an arm’s length basis.

These transactions are in the normal course of operations and have been valued in these financial statements at the exchange amount, which is the amount of consideration established and agreed to by the related parties. The amounts due to related parties are unsecured, non-interest bearing, and have no specific terms of repayment.

  • 16 -

Core Assets Corp.

Notes to the Condensed Interim Financial Statements For the nine months ended June 30, 2024 Expressed in Canadian dollars (Unaudited – prepared by management)

10. FINANCIAL INSTRUMENTS

The Company’s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to market conditions and the Company’s activities. The Company has exposure to credit risk, liquidity risk and market risk as a result of its use of financial instruments. This note presents information about the Company’s exposure to each of the above risks and the Company’s objectives, policies and processes for measuring and managing these risks. Further quantitative disclosures are included throughout these financial statements.

The Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Board has implemented and monitors compliance with risk management policies as set out herein.

  • a) Credit Risk

  • Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Company’s cash is subject to credit risk for a maximum of the amounts shown on the statements of financial position.

At June 30, 2024, the Company held cash of $3,952,987 (September 30, 2023: $217,903) with Canadian chartered banks.

  • b) Liquidity Risk

Liquidity risk is the risk that the Company will incur difficulties meeting its financial obligations as they are due. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions without incurring unacceptable losses or risking harm to the Company’s reputation.

As at June 30, 2024, the Company has total current liabilities of $644,779 (September 30, 2023: $171,900). Management intends to meet these obligations by raising funds through future financings.,

c) Market Risk

Market risk consists of currency risk, commodity price risk and interest rate risk. The objective of market risk management is to manage and control market risk exposures within acceptable limits, while maximizing returns.

i) Currency Risk

Foreign currency exchange rate risk is the risk that the fair value or future cash flows will fluctuate as a result of changes in foreign exchange rates. Although the Company is in the exploration stage and has not yet developed commercial mineral interests, the underlying commodity price for minerals is impacted by changes in the exchange rate between the Canadian and United States dollar. As all of the Company’s transactions are denominated in Canadian dollars, the Company is not significantly exposed to foreign currency exchange risk at this time.

  • ii) Commodity Price Risk

Commodity price risk is the risk that the fair value of future cash flows will fluctuate as a result of changes in commodity prices. Commodity prices for minerals are impacted by world economic events that dictate the levels of supply and demand as well as the relationship between the Canadian and United States dollar, as outlined above. As the Company has not yet developed commercial mineral interests, it is not exposed to commodity price risk at this time.

iii) Interest Rate Risk

Interest rate risk is the risk that future cash flows will fluctuate as a result of changes in market interest rates.

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Core Assets Corp.

Notes to the Condensed Interim Financial Statements For the nine months ended June 30, 2024 Expressed in Canadian dollars (Unaudited – prepared by management)

10. FINANCIAL INSTRUMENTS – continued

d) Fair Value

Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are:

  • 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 or indirectly; and

  • Level 3 – Inputs that are not based on observable market data.

e) Capital Management

Capital is comprised of the Company’s shareholders’ equity and any debt it may issue. As at June 30, 2024, the Company’s shareholders’ equity was $13,577,236 (September 30, 2023: $8,806,806). The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern and to maintain a flexible capital structure which will allow it to pursue the exploration of its mineral properties. Therefore, the Company monitors the level of risk incurred in its mineral property expenditures relative to its capital structure which is comprised of working capital and shareholders’ equity.

The Company monitors its capital structure and makes adjustments in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to facilitate the management of capital and the exploration of its mineral properties, the Company prepares annual expenditure budgets which are updated as necessary and are reviewed and periodically approved by the Company’s Board of Directors. To maintain or adjust the capital structure, the Company may issue new equity if available on favourable terms, option its mineral properties for cash and/or expenditure commitments from optionees, enter into joint venture arrangements, or dispose of mineral properties. The Company is not subject to any externally imposed capital requirements and there were no changes in the Company’s approach to capital management during the year.

11. LIABILITY AND INCOME TAX EFFECT ON FLOW-THOUGH SHARES

Funds raised through the issuance of flow-through shares are required to be expended on qualified Canadian mineral exploration expenditures, as defined pursuant to Canadian income tax legislation. The flow-through gross proceeds, less the qualified expenditures made to date, represent the funds received from flow-through share issuances that have not been spent.

On February 17, 2023, the Company issued 7,004,786 common shares on a “flow-through” basis at a price of $0.43 per Share for gross proceeds of $3,012,058. A flow-through share liability of $1,295,885 was recognized at the date of issuance based on the premium value of the flow-through share at the time of issuance. At September 30, 2023, the Company had incurred $3,012,058 in qualified expenditures. The flow-through expenditures were renounced on December 31, 2023.

On November 17, 2023, the Company issued 25,923,752 common shares on a “flow-through” basis at a price of $0.14 per Share for gross proceeds of $3,629,325. No flow-through share liability was recognized at the date of issuance based on the premium value of the market price of the shares at the time of issuance. At June 30, 2024, the Company has incurred $1,567,577 in qualified expenditures. The flow-through expenditures were renounced on December 31, 2023 under the look-back rule.

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Core Assets Corp.

Notes to the Condensed Interim Financial Statements For the nine months ended June 30, 2024 Expressed in Canadian dollars (Unaudited – prepared by management)

12. SUPPLEMENTAL CASH FLOW INFORMATION

The significant non-cash transactions during nine months ended June 30, 2024 were:

  • a) At June 30, 2024, included in accounts payable and accrued liabilities is $527,647 (June 30, 2023: $570,088) of exploration and evaluation asset costs.

  • b) At June 30, 2024, included in due to related parties is $72,860 (June 30, 2023: $nil) of exploration and evaluation asset costs.

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