Decade Resources Ltd. — Interim / Quarterly Report 2022

Sep 21, 2021

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NEW AGE METALS INC.

Consolidated Interim Financial Statements Three months ended 31 July 2021 and 2020 (An Exploration Stage Company) (Expressed in Canadian dollars)

NOTICE OF NO AUDITOR REVIEW OF CONSOLIDATED 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 condensed consolidated interim financial statements of New Age Metals Inc. (the “Company”) have been prepared by and are the responsibility of the Company’s management. The unaudited consolidated interim financial statements are prepared in accordance with International Financial Reporting Standards and reflect management’s best estimates and judgment based on information currently available.

The Company’s independent auditor has not performed a review of these consolidated interim financial statements in accordance with standards established by the Canadian Institute of Chartered Accountants for a review of condensed consolidated interim financial statements by an entity’s auditor.

New Age Metals Inc. Consolidated Interim Statements of Financial Position As at 31 July 2020 and 30 April 2020

(Unaudited) (Expressed in Canadian dollars)

New Age Metals Inc. Consolidated Interim Statements of Financial Position As at 31 July 2020 and 30 April 2020 (Unaudited) (Expressed in Canadian dollars)
	Notes	As at 31 July 2021	As at 30 April 2021 (Audited)
ASSETS Current assets Cash and cash equivalents Amounts receivable Short-term investments Prepaid expenses	5 6 7	$	$ 8,644,623 100,249 237,197 570,452
		7,870,717
		230,361
		180,191
		97,220
Exploration and evaluation properties Equipment Right-of-use asset	8 9 10	8,378,489	9,552,521 3,220,300 78,312 10,914
		4,260,508
		72,439
		2,729
Total assets			12,862,047
		12,714,165
EQUITY AND LIABILITIES Current liabilities Trade payables and accrued liabilities Flow-through share liability Leaseliability–current portion	11 10		62,600 263,017 11,831
		265,869
		263,017
		3,010
		531,896	337,448
Total liabilities		531,896 337,448
		531,896
Equity Share capital Reserves Deficit	12 12		43,669,307 17,124,390 (48,269,098)
		43,669,307
		17,132,782
		(48,619,820)
Total equity			12,524,599
		12,182,269
Total equity and liabilities			12,862,047
		12,714,165

Corporate Information and Going Concern (Note 1), Commitments and Contingencies (Note 19) and Subsequent Events (Note 20)

APPROVED BY THE BOARD:

“Harry Barr” “John Londry” Director Director

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

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New Age Metals Inc. Consolidated Interim Statements of Loss and Comprehensive Loss For the three months ended 31 July 2021 and 2020 (Unaudited) (Expressed in Canadian dollars)

Expenses Accounting and audit Bank charges and interest Consulting fees Depreciation Insurance, licenses and fees Legal Management fees Marketing and communications Office and miscellaneous Rent Share-based payments Telephone and utilities Transfer agent and regulatory fees Travel, lodging and food		Three months ended	Three months ended
	Notes	31 July 2021	31July2020
	17 9 17 17 13	$	$ - 951 34,566 8,185 7,190 - 38,626 57,803 5,016 - - 1,654 5,601 2,394
		3,244
		908
		46,866
		14,058
		10,734
		5,717
		32,453
		130,058
		12,214
		3,908
		8,392
		3,118
		21,967
		3,437
Loss before other items Other items Foreign exchange loss Interest income Finance cost Unrealized gain(loss) onshort term investments	10 7		(161,986) (368) 5,824 (861) 196,143
		(297,091)
		531
		3,025
		(180)
		(57,006)
Net income (loss) and comprehensive income (loss) for the period			38,752
		(350,721)
Loss per share Basic and diluted	14		0.000
		(0.002)

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

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New Age Metals Inc.

Consolidated Interim Statements of Cash Flows For the three months ended 31 July 2021 and 2020 (Unaudited)

(Expressed in Canadian dollars)

		Three months ended	Three months ended
	Notes	31 July 2021	31 July 2020
OPERATING ACTIVITIES Income (loss) for the period before tax Adjustments for: Depreciation of right-of-use of asset Share-based payments Share issued for services Unrealized (gain) loss on short-term investment Non cash interest Operating cash flows before movements in working capital (Increase) decrease in amounts receivable (Increase) decrease in prepaid expenses Increase (decrease) in current liabilities	13 12 7	$	$ 38,752 8,185 - 13,560 (196,143) 831 (2,619) 22,313 36,448
		(350,721)
		14,058
		8,392
		-
		57,006
		180
		(130,112)
		473,232
		203,267
Cash from (used) in operating activities			(78,643)
		275,302
INVESTING ACTIVITIES Cash spent on exploration and evaluation properties	8		(128,653)
		(1,040,208)
Cash used in investing activities			(152,468)
		(1,040,208)
FINANCING ACTIVITIES Proceeds from exercise of warrants Payment of lease liability			91,000 -
		-
		(9,000)
Cash from financing activities			91,000
		(9,000)
Decrease in cash and cash equivalents			(116,296)
		(773,906)
Cash and cash equivalents– beginning of period			1,821,706
		8,644,623
Cash and cash equivalents – end of period			1,705,410
		7,871,717

Supplemental cash flow information (Note 18)

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

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New Age Metals Inc. Consolidated Interim Statements of Changes in Equity For the three months ended 31 July 2021 and 2020 (Unaudited)

(Expressed in Canadian dollars)

	Number of shares Share capital	Share- based payments reserve Warrant reserve	Deficit	Total
Balances, 30 April 2020 Shares issued for Exercise of warrants Services Share-based payments Net loss for the period	$ 137,347,966 37,662,819 1,260,000 91,000 246,545 13,560 - - - -	$ $ 4,279,342 10,215,833 - - - - - - - -	$ (47,549,697) - - - 38,752	$ 4,608,297 91,000 13,560 - 38,752
Balances, 31 July 2020	138,854,511 37,767,379	4,279,342 10,215,833	(47,510,945)	4,751,609
Shares issued for Cash Mineral properties Services Exercise of warrants Exercise of options Value assigned to warrants Flow-through premium liability Share-based payments Share issue costs Net loss for the period
	49,264,594 8,232,335	- -	-	8,232,335
	200,000 34,000	- -	-	34,000
	434,897 67,800	- -	-	67,800
	8,006,750 968,218	- -	-	968,218
	350,000 27,000	- -	-	27,000
	- (2,502,962)	- 2,502,962	-	-
	- (350,000)	- -	-	(350,000)
	- -	126,253 -	-	126,253
	- (574,463)	- -	-	(574,463)
	- -	- -	(758,153)	(758,153)
Balances, 30 April 2021	197,110,752 43,669,307	4,405,595 12,718,795	(48,269,098)	12,524,599
Shares issued for Services Exercise of warrants Share-based payments Net income for the period
	- -	- -	-	-
	- -	- -	-	-
	- -	8,392 -	-	8,392
	- -	- -	(350,721)	(350,721)
Balances, 31July 2021
	197,110,752 43,669,307	4,413,987 12,718,795	(48,619,820)	12,182,269

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

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

1. CORPORATE INFORMATION AND GOING CONCERN

New Age Metals Inc. (the “Company”) was incorporated under the Business Corporations Act (Alberta) on 29 May 1996 and on 13 July 2004, the Company continued out of the Province of Alberta and into the Province of British Columbia. The Company’s stock is trading on the TSX Venture Exchange (“TSXV”) under the symbol of “NAM”. The Company is in the process of acquiring, exploring and developing platinum group metals (“PGMs”), precious and base metals mineral properties and green metals lithium. The Company will attempt to bring the properties to production, structure joint ventures with others, option or lease properties to third parties, or sell the properties outright. The Company has not yet determined whether these properties contain ore reserves which are economically recoverable and the Company is considered to be in the exploration stage.

The Company’s head office, principal address and records office are located at Suite 101 - 2148 West 38th Avenue, Vancouver, British Columbia, V6M 1R9.

Since March 2020, several measures have been implemented in Canada and the rest of the world in response to the increased impact from the novel coronavirus (COVID-19). The Company continues to operate its business at this time. While the impact of COVID-19 on business operations cannot be reasonably estimated at the time, the Company anticipates this could have an adverse impact on its business, results of operations, financial position and cash flows.

1.1 Going concern

These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) applicable to a going concern which assumes that the Company will be able to continue its operations and will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future.

Several conditions cast significant doubt on the validity of this assumption and ultimately the appropriateness of the use of accounting principles related to a going concern. From inception to date, the Company has incurred losses from operations, earned no revenues and has experienced negative cash flows from operating activities.

The Company had a comprehensive loss of $350,721 for the three months ended 31 July 2021 (2020: $38,752 - income). The Company has not yet achieved profitable operations, the Company has, since inception, accumulated a deficit to 31 July 2021 of $48,619,820 (30 April 2021: $48,269,098) and management cannot provide assurance that the Company will ultimately achieve profitable operations or become cash flow positive, or raise additional debt and/or equity capital.

As at 31 July 2021, the Company had $7,870,717 (30 April 2021: $8,644,623) in cash and cash equivalents.

The Company does not currently have revenue-generating properties.

The Company will require additional funding to be able to meet ongoing requirements for general

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

operations and to advance and retain mineral exploration and evaluation property interests. The Company’s continuing operations and the underlying value and recoverability of the amounts shown for mineral properties are entirely dependent upon the existence of economically recoverable mineral reserves, the ability of the Company to obtain the necessary financing to complete the exploration and development of its mineral property interests, and on future profitable production from or proceeds from the disposition of its mineral property interests. These material uncertainties cast significant doubt upon the Company’s ability to continue as a going concern.

Management has been successful in obtaining sufficient funding for operating, exploration and capital requirements from the inception of the Company to date. There is, however, no assurance that additional future funding will be available to the Company, or that it will be available on terms which are acceptable to the management of the Company.

If the Company is unable to raise additional capital in the immediate future, management expects that the Company will need to further curtail operations, liquidate assets, seek additional capital on less favourable terms and/or pursue other remedial measures including ceasing operations.

These financial statements do not reflect any adjustments to the carrying values of assets and liabilities and the reported amounts of expenses and balance sheet classifications that would be necessary if the going concern assumption was not appropriate and such adjustments could be material.

2. BASIS OF PREPARATION

2.1 Basis of consolidation

The consolidated financial statements include the financial statements of the Company and its subsidiaries. Subsidiaries are those entities controlled by the Company. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The financial statements of the subsidiaries are included in the consolidated financial statements from the date that control is obtained to the date control ceases. All inter-company transactions, balances, income and expenses are eliminated in full upon consolidation.

The subsidiaries of the Company as at 31 July 2021 and 30 April 2021 are listed below:

Name	Country of incorporation	% equity interest as at	% equity interest as at
		31 July 2021	30 April 2021
Subsidiaries Pacific North West Capital Corp. USA(1) LithiumCanadaDevelopmentInc. (1)	United States Canada		100% 100%
		100%
		100%

• (1) Inactive entities.

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

2.2 Basis of presentation

These consolidated financial statements have been prepared on the historical cost basis except for certain financial instruments which are measured at fair value, as explained in Note 16, and are presented in Canadian dollars, except where otherwise indicated.

2.3 Statement of compliance

The consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with International Accounting Standards (“IAS”) 34, ‘ Interim Financial Reporting ’ using accounting policies consistent 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”).

2.4 Adoption of new and revised standards and interpretations

Effective 1 May 2019, the Company adopted IFRS 16, Leases, which specifies how to recognize, measure, present and disclose leases. The standard introduces a single lease accounting model and requires a lessee to recognize a right-of-use asset representing its right to use the underlying asset and a lease liability representing its obligation to make lease payments.

The Company applied IFRS 16 at the start of the fiscal year beginning 1 May, 2019 and applied the simplified transition approach which does not require restatement of comparative periods, as permitted under the specific transitional provisions in the standard. The right-of-use asset was measured on transition as if the new standard had been applied since the respective lease’s commencement date but using the Company’s incremental borrowing rate of 8% as at 1 May, 2019. The reclassification and the adjustments arising from the new leasing rules are therefore recognized on the opening balance sheet on 1 May 2019. On adoption of IFRS 16, the Company recognized a lease liability in relation to an office lease which had previously been classified as “operating lease” under the principles of IAS 17 Leases. The Company has elected to exclude leases with terms less than 12 months or leases with low value. This office lease has a five year term to 31 August 2021. The Company recognized a right-of-use asset of $76,395 on 1 May 2019 and a lease liability of $76,395.

Other accounting standards or amendments to existing accounting standards that have been issued but have future effective dates are either not applicable or are not expected to have a significant impact on the Company’s consolidated financial statements.

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3.1 Significant accounting judgments, estimates and assumptions

The preparation of the Company’s consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities and contingent liabilities at the date of the consolidated financial statements and reported amounts of income and 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.

Areas requiring a significant degree of estimation and judgment relate to the fair value measurements for financial instruments and share-based payments, the recognition and valuation of provisions for decommissioning liabilities, the carrying value of exploration and evaluation properties, the valuation of all liability and equity instruments including warrants and stock options, the recoverability and measurement of deferred tax assets and liabilities and ability to continue as a going concern. Actual results may differ from those estimates and judgments.

Information about critical judgments in applying accounting policies that have the most significant risk of causing material adjustment to the carrying amounts of assets and liabilities recognized in the consolidated financial statements within the next financial year are discussed below:

Exploration and evaluation expenditures

The application of the Company’s accounting policy for exploration and evaluation expenditure requires judgment in determining the point at which a property has economically recoverable resources, in which case subsequent exploration costs and the costs incurred to develop the property are capitalized into development assets. The determination may be based on assumptions about future events or circumstances. Estimates and assumptions may change if new information becomes available. If, after expenditure is capitalized, information becomes available suggesting that the recovery of expenditure is unlikely, the amount capitalized is written off in the consolidated statement of loss and comprehensive loss in the year when new information becomes available.

Determining whether to test for impairment of mineral exploration properties and deferred exploration assets requires management’s judgment regarding the following factors, among others: the period for which the entity has the right to explore in the specific area has expired or will expire in the near future, and is not expected to be renewed; substantive expenditure on further exploration and evaluation of mineral resources in a specific area is neither budgeted nor planned; exploration for and evaluation of mineral resources in a specific area have not led to the discovery of commercially viable quantities of mineral resources and the entity has decided to discontinue such activities in the specific area; or sufficient data exists to indicate that, although a development in a specific area is likely to proceed, the carrying amounts of the exploration assets are unlikely to be recovered in full from successful development or by sale.

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

When an indication of impairment loss or a reversal of an impairment loss exists, the recoverable amount of the individual asset must be estimated. If it is not possible to estimate the recoverable amount of the individual asset, the recoverable amount of the cash-generating unit to which the asset belongs must be determined. Identifying the cash-generating units requires management judgment. In testing an individual asset or cash-generating unit for impairment and identifying a reversal of impairment losses, management estimates the recoverable amount of the asset or the cash-generating unit. This requires management to make several assumptions as to future events or circumstances. These assumptions and estimates are subject to change if new information becomes available. Actual results with respect to impairment losses or reversals of impairment losses could differ in such a situation and significant adjustments to the Company’s assets and earnings may occur during the next period.

Decommissioning and restoration costs

Management is not aware of any material restoration, rehabilitation and environmental provisions as at 31 July 2021. Decommissioning, restoration and similar liabilities are estimated based on the Company’s interpretation of current regulatory requirements, constructive obligations and are measure at fair value and these estimates are updated annually. Fair value is determined based on the net present value of estimated future cash expenditures for the settlement of decommissioning, restoration or similar liabilities that may occur upon decommissioning of the exploration and evaluation property. Such estimates are subject to change based on changes in laws, regulations and negotiations with regulatory authorities.

Impairment of financial assets

At each reporting date the Company assesses financial assets not carried at fair value through profit or loss to determine whether there is objective evidence of impairment. A financial asset is impaired if objective evidence indicates that one or more events occurred during the period that negatively affected the estimated future cash flows of the financial asset.

Objective evidence that financial assets are impaired can include significant financial difficulty of the issuer or debtor, default or the disappearance of an active market for a security. If the Company determines that a financial asset is impaired, judgment is required in assessing the available information in regards to the amount of impairment; however the final outcome may be materially different than the amount recorded as a financial asset.

Share based payments

Management assesses the fair value of stock options granted in accordance with the accounting policy stated in note 3.7. The fair value of stock options is measured using the Black-Scholes Option Pricing Model. The fair value of stock options granted using valuation models is only an estimate of their potential value and requires the use of estimates and assumptions.

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

The Company has adopted a relative fair value method with respect to the measurement of shares and warrants issued as private placement units. The proceeds from private placements are allocated on a relative fair value between the common shares and warrants. The fair value attributed warrants is recorded in warrant reserve within equity. If the warrants are converted, the consideration paid, along with the amount previously recognized in warrant reserve, is recorded as an increase to share capital.

Deferred income taxes

Judgement is required in determining whether deferred tax assets are recognized on the statement of financial position. Deferred tax assets, including those arising from unutilized tax losses require management to assess the likelihood that the Company will generate taxable earnings in future periods, in order to utilize recognized deferred tax assets. Estimates of future taxable income are based on forecasted cash flows from operations and the application of existing tax laws in each jurisdiction. To the extent that the cash flows and taxable income differ significantly from estimates, the ability of the Company to realize the net deferred tax assets recorded at the statement of financial position date, if any, could be impacted. Additionally, future changes in tax laws in the jurisdictions in which the Company and its subsidiaries operate could limit the ability of the Company to obtain tax deductions in future periods.

Going concern

These consolidated financial statements have been prepared on a basis which assumes the Company will continue to operate for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations. In assessing whether this assumption is appropriate, management takes into account all available information about the future, which is at least, but not limited to, 12 months from the end of the reporting period. This assessment is based upon planned actions that may or may not occur for a number of reasons including the Company’s own resources and external market conditions (Note 1.1).

Determination of Functional Currency

The functional currency of each of the Company’s subsidiaries is the currency of the primary economic environment in which the entity operates. Determination of functional currency may involve certain judgements to determine the primary economic environment and the Company reconsiders the functional currency of its entities if there is a change in events and conditions which determined the primary economic environment. The functional currencies of the Company and its subsidiaries were determined to be the Canadian dollar.

3.2 Cash and cash equivalents

Cash and cash equivalents comprise cash at banks and on hand, and short-term money market instruments with an original maturity of three months or less, which are readily convertible into a known amount of cash.

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

3.3 Foreign currencies

The Company’s reporting currency and the functional currency of all of its operations is the Canadian dollar as this is the principal currency of the economic environment in which it operates.

Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the period-end exchange rate. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined.

Exchange differences arising on the translation of monetary items or on settlement of monetary items are recognized in profit or loss in the period in which they arise, except where deferred in equity as a qualifying cash flow or net investment hedge.

Exchange differences arising on the translation of non-monetary items are recognized in other comprehensive income in the statement of comprehensive income to the extent that gains and losses arising on those non-monetary items are also recognized in other comprehensive income. Where the non-monetary gain or loss is recognized in profit or loss, the exchange component is also recognized in profit or loss.

3.4 Exploration and evaluation properties

Exploration and evaluation expenditures include the costs of acquiring licenses, costs associated with exploration and evaluation activity and the fair value (at acquisition date) of exploration and evaluation assets acquired in a business combination. Exploration and evaluation expenditures are capitalized. Costs incurred before the Company has obtained the legal rights to explore an area are recognized in profit or loss.

Option payments received are treated as a reduction of the carrying value of the related exploration and evaluation properties and deferred costs until the receipts are in excess of costs incurred, at which time, they are credited to income. Option payments are at the discretion of the Optionee, and accordingly, are recorded on a cash basis.

Exploration and evaluation assets are assessed for impairment if (i) sufficient data exists to determine technical feasibility and commercial viability, and (ii) facts and circumstances suggest that the carrying amount exceeds the recoverable amount.

Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of interest are demonstrable, exploration and evaluation assets attributable to that area of interest are first tested for impairment and then reclassified to mining property and development assets within property, plant and equipment.

Recoverability of the carrying amount of any exploration and evaluation asset is dependent on successful development and commercial exploitation, or alternatively, sale of the respective areas of interest.

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

3.5 Equipment

Equipment are stated at cost less accumulated depreciation and accumulated impairment losses. The cost of an item of property and equipment consists of the purchase price, any costs directly attributable to bringing the asset to the location and condition necessary for its intended use and an initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located.

Depreciation is provided at rates calculated to write off the cost of equipment, less their estimated residual value, using the declining balance method using the following rate:

• Automobile 20%

3.6 Decommissioning, restoration and similar liabilities

The Company recognizes provisions for statutory, contractual, constructive or legal obligations associated with the reclamation of exploration and evaluation properties and retirement of longterm assets, when those obligations result from the acquisition, construction, development or normal operation of the assets. The net present value of future cost estimates arising from the decommissioning of plant, site restoration work and other similar retirement activities is added to the carrying amount of the related asset, and depreciated on the same basis as the related asset, along with a corresponding increase in the provision in the period incurred. Discount rates using a pre-tax rate that reflect the current market assessments of the time value of money are used to calculate the net present value.

The Company’s estimates of reclamation costs could change as a result of changes in regulatory requirements, discount rates and assumptions regarding the amount and timing of the future expenditures. These changes are recorded directly to the related asset with a corresponding entry to the provision.

Changes in the net present value, excluding changes in the Company’s estimates of reclamation costs, are charged to profit or loss for the period. The net present value of reclamation costs arising from subsequent site damage that is incurred on an ongoing basis during production are charged to profit or loss in the period incurred. The costs of reclamation projects that were included in the provision are recorded against the provision as incurred. The costs to prevent and control environmental impacts at specific properties are capitalized in accordance with the Company’s accounting policy for exploration and evaluation properties.

3.7

Share-based payments

Share-based payments to employees are measured at the fair value of the instruments issued and recognized over the vesting periods. Share-based payments to non-employees are measured at the fair value of goods or services received or the fair value of the equity instruments issued, if it is determined the fair value of the goods or services cannot be reliably measured, and are recorded at the date the goods or services are received. The corresponding amount is recorded to the share-based payments reserve.

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

The fair value of options is determined using the Black-Scholes Option Pricing Model which incorporates all market vesting conditions. The number of shares and options expected to vest is reviewed and adjusted at the end of each reporting period such that the amount recognized for services received as consideration for the equity instruments granted shall be based on the number of equity instruments that will eventually vest.

3.8 Financial Instruments

Classification

The Company classifies its financial instruments in the following categories: at fair value through profit and loss (“FVTPL”), at fair value through other comprehensive income (loss) (“FVTOCI”) or at amortized cost. The Company determines the classification of financial assets at initial recognition. The classification of debt instruments is driven by the Company’s business model for managing the financial assets and their contractual cash flow characteristics. Equity instruments that are held for trading are classified as FVTPL. For other equity instruments, on the day of acquisition the Company can make an irrevocable election (on an instrument-by-instrument basis) to designate them as at FVTOCI. Financial liabilities are measured at amortized cost, unless they are required to be measured at FVTPL (such as instruments held for trading or derivatives) or if the Company has opted to measure them at FVTPL.

Measurement

Financial assets and liabilities at amortized cost

Financial assets and liabilities at amortized cost are initially recognized at fair value plus or minus transaction costs, respectively, and subsequently carried at amortized cost less any impairment. Cash and cash equivalents, amounts receivable and accounts payable are recognize at amortized cost.

Financial assets and liabilities at FVTPL

Financial assets and liabilities carried at FVTPL are initially recorded at fair value and transaction costs are expensed in the statements of loss and comprehensive loss. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTPL are included in the consolidated statements of loss and comprehensive loss in the period in which they arise.

Debt investments at FVTOCI

These assets are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment are recognized in profit or loss. Other net gains and losses are recognized in other comprehensive income (“OCI”). On derecognition, gains and losses accumulated in OCI are reclassified to profit or loss.

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

Equity investments at FVTOCI

These assets are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in OCI and are never reclassified to profit or loss.

Impairment of financial assets at amortized cost

The Company recognizes a loss allowance for expected credit losses on financial assets that are measured at amortized cost. At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date, the credit risk of the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to the twelve month expected credit losses. The Company shall recognize in the consolidated statements of loss and comprehensive loss, as an impairment gain or loss, the amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized.

Derecognition

Financial assets

The Company derecognizes financial assets only when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all of the associated risks and rewards of ownership to another entity. Gains and losses on derecognition of assets are recognized in profit and loss.

Financial liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expired. The Company also derecognizes a financial liability when the terms of the liability are modified such that the terms and / or cash flows of the modified instrument are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

Gains and losses on derecognition are generally recognized in profit or loss.

3.9

Impairment of non-financial assets

The carrying amount of the Company’s assets is reviewed for an indication of impairment at the end of each reporting period. If an indication of impairment exists, the Company makes an estimate of the asset’s recoverable amount. Individual assets are grouped for impairment assessment purposes at the lowest level at which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets. Recoverable amount of an asset group is the higher of its fair value less costs to sell and its value in use. In assessing value in use, the

Page | 14

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

estimated future cash flows are adjusted for the risks specific to the asset group and are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money.

Where the carrying amount of an asset group exceeds its recoverable amount, the asset group is considered impaired and is written down to its recoverable amount. Impairment losses are recognized in profit or loss.

An assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognized impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation, if no impairment loss had been recognized.

3.10

Flow-through shares

Any premium received by the Company on the issuance of flow-through shares is initially recorded as a liability and included in trade payables and accrued liabilities. Upon renouncement by the Company of the tax benefits associated with the related expenditures, a deferred tax liability is recognized and the flow-through share premium liability will be reversed. To the extent that suitable deferred tax assets are available, the Company will reduce the deferred tax liability and record a deferred tax recovery.

3.11

Related party transactions

Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject to common control, 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.

3.12

Taxation

Deferred tax is provided, using the liability method, on all temporary differences at the statement of financial position date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized. Such deferred tax assets and liabilities are not recognized if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

Page | 15

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilized.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on the tax rates that have been enacted or substantively enacted at the reporting date.

4. SEGMENTED INFORMATION

The Company’s only business activity is exploration and development of exploration and evaluation properties carried out in Canada and the United States.

The breakdown of geographic area as at 31 July 2021 and 30 April 2021 as follows:

31 July 2021	Canada	USA	Total
Total expenses	350,721	-	350,721
Current assets	8,378,489	-	8,378,489
Exploration and evaluation properties	3,908,698	351,810	4,260,508
Equipment	72,439	-	72,439
Right-of-use asset	2,729	-	2,729
Total assets	12,362,355	351,810	12,714,165

30 April 2021	Canada	USA	Total
Total expenses	719,401	-	719,401
Current assets	9,552,521	-	9,552,521
Exploration and evaluation properties	2,868,490	351,810	3,220,300
Equipment	78,312	-	78,312
Right-of-use asset	10,914	-	10,914
Total assets	12,510,237	351,810	12,862,047

Page | 16

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

5. CASH AND CASH EQUIVALENTS

The Company’s cash and cash equivalents are denominated in the following currencies:

	As at 31 July 2021	As at 30 April 2021
Denominated in Canadian dollars – cash at bank Denominated in Canadian dollars – guaranteed investment certificates DenominatedinU.S. dollars–cashat bank	$	$ 3,810,231 4,800,000 34,392
	3,041,621
	4,800,000
	29,096
Total cash and cash equivalents		8,644,623
	7,870,717

$1,200,000 of the guaranteed investments certificates were issued on 12 February 2021 and will mature on 11 February 2022 with an interest rate equal to prime rate less 2%. $3,600,000 of the guaranteed investment certificates were issued on 7 April 2021 will mature on 6 April 2022 with an interest rate equal to prime rate less 2%.

During the period ended 31 July 2021, the Company issued a total of Nil flow-through shares (30 April 2021: 8,750,000) for a total of $Nil (30 April 2021: $1,750,000) and Nil non-flow through shares (30 April 2021: 40,514,594) for a total of $Nil (30 April 2021: $6,482,335) (Notes 11 and 12). As at 31 July 2021, the Company has $1,301,706 (30 April 2021: $1,315,087) remaining to be spent on qualifying Canadian exploration expenditures under the terms of the flow-through share agreements (Note 19).

6. AMOUNTS RECEIVABLE

The Company’s amounts receivable are as follows:

	As at 31 July 2021	As at 30 April 2021
Goods and Services Tax /Harmonized Sales Tax receivable (“GST/HST”) Shared office costs receivable (Note 17) Grant receivable Interest receivable	$	$ 76,049 23,000 1,200
	216,780
	9,357
	-
	4,224
Total amounts receivable		100,249
	230,361

Included in amounts receivable of the Company are amounts due from related parties which are disclosed in Note 17. The amounts are unsecured, interest-free and repayable upon written notice given from the Company.

Page | 17

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

7. SHORT-TERM INVESTMENTS

The Company’s available-for-sale investments and share purchase warrants are as follows:

	As at 31 July 2021	As at 31 July 2021	As at 30 April 2021	As at 30 April 2021
	Cost	FairValue	Cost	FairValue
El Nino Ventures Inc. 4,335,534 shares (30 April 2021: 4,335,534 shares) Azincourt Energy Corp. 390,000 shares (30 April 2021: 390,000 shares) Calais Resources Inc. 2,083,000 shares (30 April 2021: 2,083,000 shares) Idaho Champion Gold Mines 16,267 shares (30 April 2021: 16,267 shares) Others	$	$	$ 712,203 54,404 125,000 29,280 49,535	$ 195,102 35,100 - 2,765 4,230
	712,203	151,746
	54,404	21,450
	125,000	-
	29,280	2,765
	49,535	4,230
Total short-term investments			970,422	237,197
	970,422	180,191

During the year ended 31 July 2021, the Company recognized an unrealized loss on short-term investments of $57,006 (2020: $196,143 - gain).

Page | 18

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

8. EXPLORATION AND EVALUATION PROPERTIES

The Company’s exploration and evaluation properties expenditures for the period ended 31 July 2021 are as follows:

2021 are as follows:
	River Valley	Lithium One	Alaska	Total
ACQUISITION COSTS Balance, 30 April 2021 Additions	$ 114,713 -	$ 21,120 -	$ 156,419 -	$ 292,252 -
Balance, 31 July 2021	114,713	21,120	156,419	292,252
EXPLORATION AND EVALUATION COSTS Balance, 30 April 2021 Assaying Drilling Engineering and consulting Field expenses Geophysics Preliminary Economic Assessment Pre-Feasibility Study Recoveries Claims and fees	2,726,505 82,000 213,910 75,930 45,910 133,688 25,000 295,606 (14,807) -	6,152 - 75,000 15,525 86 88,517 - - - 4,143	195,391 - - - - - - - - -	2,928,048 82,000 288,910 91,155 45,996 222,205 25,000 295,606 (14,807) 4,143
Balance, 31 July 2021	3,580,441	192,424	195,391	3,968,256
Total costs
	3,695,154	213,544	351,810	4,260,508

Page | 19

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

The Company’s exploration and evaluation properties expenditures for the year ended 30 April 2021 are as follows:

2021 are as follows:
	River Valley	Lithium One	Alaska	Total
ACQUISITION COSTS Balance, 30 April 2020 Additions	$ 114,713 -	$ 16,270 4,850	$ 84,762 71,657	$ 215,745 76,507
Balance, 30 April 2021	114,713	21,120	156,419	292,252
EXPLORATION AND EVALUATION COSTS Balance, 30 April 2020 Assaying Drilling Engineering and consulting Field expenses Geology Geophysics Maintenance fees Preliminary Economic Assessment Pre-Feasibility Study Grant Recoveries Write off	2,204,215 91,833 70,026 134,560 29,689 13,114 125,007 25,271 15,133 20,264 - (2,607) -	23,389 6,224 - 51,334 15,264 - - - - 2,670 (79,250) - (13,479)	177,892 - - - - - - 17,499 - - - - -	2,405,496 98,057 70,026 185,894 44,953 13,114 125,007 42,770 15,133 22,934 (79,250) (2,607) (13,479)
Balance, 30 April 2021	2,726,505	6,152	195,391	2,928,048
Total costs	2,841,218	27,272	351,810	3,220,300

Project Overview:

River Valley, Ontario

Included in the River Valley Project are the following:

(i) River Valley Property, Ontario

By agreement dated 15 January 1999 and amended 11 March 1999, the Company acquired a 100% interest in 226 claim units, known as the River Valley Property, located in the Dana and Pardo Townships, Sudbury Mining District, Ontario. The property is subject to a 3% Net Smelter Return (“NSR”). The Company, at its option, can purchase up to 2% of the NSR for $2,000,000.

By agreement dated 27 June 2016, the Company entered into an option agreement to acquire 100% interest in certain mineral claims located in River Valley, Ontario in the McWilliams Townships, Sudbury Mining District, Ontario.

Page | 20

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

(ii) Goldwright Property, Ontario

By agreement dated 30 June 1998 and subsequently amended, the Company earned a 25% interest in certain mineral claims known as the Janes property, located in the Janes Township, Sudbury Mining District, Ontario.

On 30 October 2015, the Company signed a Net Smelter Returns Royalty Agreement (“NSR”) whereby a Production Royalty equal to 1% will be paid based on minerals produced, saved and sold from the properties on the terms and subject to the conditions specified in the NSR Agreement.

(iii) Razor Property, Ontario

The Company acquired a 100% interest in certain mineral claims located in the Dana Township, Sudbury Mining District, Ontario.

The property is subject to a 2% NSR.

(iv) Western Front Property, Ontario

By agreement dated 16 November 2001, the Company earned a 70% interest in certain mineral claims known as the Western Front property from a company (the “Optionor”). The Company has the right to purchase an additional 30% interest in the property by paying $750,000 to the Optionor.

The property is subject to a 3% NSR, the first 1% of which the Company can purchase for $1,000,000; the second 1% can be purchased for $2,000,000. The Company and the Optionor will share the NSR buyout privileges in proportion to their respective interests.

During the year ended 30 April 2021, the Company received assistance payments of $Nil. (2020: $1,500) from the Ontario Prospectors Association under its Junior Exploration Assistance Program.

Lithium Division, Manitoba

(i) Lithium One

The Company, through its subsidiary, Lithium Canada Development Inc., acquired 100% interest in the Lithium One Project on 31 July 2017 by completing the option payments and exploration requirements in the option agreement dated 18 April 2016.

Page | 21

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

(ii) Lithium Two Project

The Lithium Two Project is located north of Cat Lake, approximately 145 kilometers (90 miles) northeast of Winnipeg, Manitoba (Canada) and 22 kilometers north of the Tanco Mine Site. Geol ogically, the project is situated in the Cat Lake portion of the Cat Lake Winnipeg River Pegmatite Field.

(iii) Lithium West

This project is situated on strike and to the west of the Tanco Pegmatite deposit. Project consists of 3,385 hectares located 12.5 kilometers west of the Tanco Pegmatite. Project is 100% owned by New Age Metals and was previously explored by the Tantalum Mining Corp of Canada in their exploration for Tantalum.

During the year ended 30 April, 2021, a write off of $13,479 (2020: $Nil) was recognized as the Company decided not to continue with certain claims of the property.

(iv) Lithman East Extension, East Extension, & Lithman North Projects

During the year ended 30 April 2018, the Company acquired 100% of certain mineral claims by way of staking for consideration of $37,336.

(v) CAT 3 Properties, Manitoba

By agreement dated 27 June 2016, the Company entered into an option agreement with Mustang Minerals Corp. and acquired certain mineral claims located in Winnipeg, Manitoba.

Alaska Genesis Project, Alaska

On 17 April 2018, the Company entered into an option agreement with Anglo Alaska Gold Corp. (“Anglo”) to acquire 100% interest in certain mineral claims in the State of Alaska.

The Company will pay the following cash consideration to Anglo:

• (i) $30,000 on the closing date (paid);

• (ii) $30,000 on or before the 1-year anniversary of the closing date (paid);

• (iii) $30,000 on or before the 2-year anniversary of the closing date (paid); and

• (iv) $30,000 on or before the 3-year anniversary of the closing date (paid).

The Company will also issue commons shares of the Company to Anglo per the following schedule:

• (i) 200,000 shares on the closing date (issued); (ii) 200,000 shares on or before the 1-year anniversary of the closing date (issued);

• (iii) 200,000 shares on or before the 2-year anniversary of the closing date (issued) (Note 12 and 18); and

Page | 22

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

• (iv) 200,000 shares on or before the 3-year anniversary of the closing date (issued) (Note 12 and 18.

The Company completed the following filings and payments:

• (i) Annual payment to the State of Alaska for mining claim rentals of $10,560 USD, due the year between 1 September and 30 November during which the agreement is in effect.

• (ii) Filing annual Affidavits of Annual Labor with the State of Alaska Recorder’s office for the Valdez and Chitina Recording Districts.

• (iii) Filing, maintaining, and closing any and all permits required by the State of Alaska and /or Federal regulatory agencies.

• (iv) Conduct qualifies on-ground work as require by the State of Alaska.

In year one of the agreement, the Company has the obligation to complete either (i) or (ii) as follows:

• (i) Spend a maximum of $10,000 to have Avalon Development Corp. update all previous data and geological information and reports on the property before 15 July 2018 (incurred).

• (ii) Spend a minimum of $25,000 to upgrade current property information and complete confirmation sampling on the property, resulting in a final report.

Upon commencement of commercial production the Company is required to pay Anglo 3% Net Smelter Royalties. The Company has the right to purchase one half of the Royalties by paying $500,000 for each half percentage point to a maximum of $1,500,000.

9. EQUIPMENT

A summary of changes in the Company’s equipment for the period ended 31 July 2021 as follows:

Cost Balance, 30 April 2021 Addition
	$ 92,132
	-
Balance,31 July2021
	$ 92,132
Accumulated amortization Balance, 30 April 2021 Amortization
	$ 13,820
	5,873
Balance,31 July2021
	$ 19,693
Net bookvalue, 30April 2021	$ 78,312
Net book value, 31July 2021	$ 72,439

Page | 23

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

10. RIGHT-OF-USE ASSET AND LEASE LIABILITY

The Company leases an office under non-cancellable operating lease with a term to 31 August 2021. Upon transition to IFRS 16, the Company recognized $76,395 of right-of-use assets and $76,395 of lease liabilities.

The lease liability at 1 May 2019 can be reconciled to the operating lease obligations as of 30 April 2019 as follows:

Operating lease obligations as at 30 April 2019 Discounting using the1 May2019incrementalborrowingrate	$ 84,000 (7,605)
Operatinglease obligations as at 01 May2019	76,395

The lease liability was discounted using an incremental borrowing rate as at 1 May 2019 of 8% per annum for the period ended 31 July 2021 and the year ended 30 April 2021are as follows:

Lease liability – 1 May, 2020 Less: lease payments Interest expense	$ 45,405 (36,000) 2,426
Less: current portionof leaseliability–30April,2021	11,831 11,831
Long-termportion of lease liability– 30 April,2021	-
Lease liability – 30 April 2021 Less: lease payments Interest expense
	$ 11,831
	(9,000)
	180
Less: current portion of lease liability–31 July 2021	$ 3,010
	$ 3,010
Long-termportion of lease liability– 31 July2021
	$ -

The continuity of right-of-use asset for period ended 31 July 2021 and year ended 30 April 2021 is as follows:

Cost Balance, 30 April 2020
	$ 76,395
Balance, 30 April 2021 Addition	$ 76,395
	-
Balance,31 July2021
	$ 76,395

Page | 24

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

Accumulated amortization Balance, 30 April 2020 Amortization
	$ 32,741
	32,740
Balance, 30 April 2021 Amortization	$ 65,481
	8,185
Balance,31 July2021
	$ 73,666
Net book value,30 April 2021	$10,914
Net book value, 31July 2021	$ 2,729

During the period ended 31 July 2021, the Company recognized amortization of right-of-use asset of $8,185 (30 April 2021: $32,740) and interest expense on the lease liability of $180 (30 April 2021: $2,426).

11. TRADE PAYABLES AND ACCRUED LIABILITIES

The Company’s trade and other payables are broken down as follows:

	As at 31 July 2021	As at 30 April 2021
Trade payables Accrued liabilities	$	$ 45,600 17,000
	265,869
	-
Total tradepayables and accrued liabilities		62,600
	265,869

During the period ended 31 July 2021, the Company issued a total of Nil flow-through shares (30 April 2021: 8,750,000) for a total of $Nil (30 April 2021: $1,750,000). As at 31 July 2021, the Company has $1,301,706 (30 April 2021: $1,315,087) remaining to be spent on qualifying Canadian exploration expenditures under the terms of the flow-through share agreements (Note 19).

During the period ended 31 July 2021, the Company incurred approximately $744,602 (30 April 2021: $434,913) in qualifying Canadian exploration expenditures.

12. SHARE CAPITAL

12.1 Authorized share capital

The Company is authorized to issue unlimited common shares without par value. As at 31 July 2021, there were 197,110,752 common shares issued and outstanding (30 April 2021: 197,110,752).

Page | 25

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

12.2 Share issuances

During the period ended 31 July 2021 and year ended 30 April 2021, the Company issued common shares as follows:

Private Placements

On 31 March 2021, the Company issued 18,593,750 non flow-through units at $0.16 per unit for gross proceeds of $2,975,000. Each non flow-through unit consists of share and one half nontransferrable share purchase warrant. Each full warrant entitles the holder to purchase one additional common share of the Company at a price of $0.20 per share for a period of two years. The Company paid share issuance costs of $193,695 in cash and 1,208,594 warrants with a fair value of $160,393.

On 23 March 2021, the Company issued 7,250,000 flow-through units at $0.20 per unit for gross proceeds of $1,450,000. Each flow-through unit consists of one flow-through share and one half non-transferrable flow-through share purchase warrant. Each full warrant entitles the holder to purchase one additional common share of the Company at a price of $0.25 per share for a period of two years. The Company paid share issuance costs of $130,588 in cash and 725,000 warrants with a fair value of $79,315.

On 23 March 2021, the Company issued 1,160,344 non flow-through units at $0.16 per unit for gross proceeds of $185,655. Each non flow-through unit consists of share and one half nontransferrable share purchase warrant. Each full warrant entitles the holder to purchase one additional common share of the Company at a price of $0.20 for a period of two years. The Company paid share issuance costs of $28,614 in cash and 112,080 warrants with a fair value of $12,970.

On 18 March 2021, the Company issued 1,500,000 flow-through units at $0.20 per unit for gross proceeds of $300,000. Each flow-through unit consists of one flow-through share and one half non-transferrable flow-through share purchase warrant. Each full warrant entitles the holder to purchase one additional common share of the Company at a price of $0.25 per share for a period of two years. The Company paid share issuance costs of $18,750 in cash and 101,750 warrants with a fair value of $10,308.

On 18 March 2021, the Company issued 20,760,500 non flow-through units at $0.16 per unit for gross proceeds of $3,321,680. Each non flow-through unit consists of share and one half nontransferrable share purchase warrant. Each full warrant entitles the holder to purchase one additional common share of the Company at a price of $0.20 per for a period of two years. The Company paid share issuance costs of $202,816 in cash and 1,300,652 warrants with a fair value of $139,612.

Others

On 27 April 2021, the Company issued 100,000 common shares related to the exercise of 100,000 options at an exercise price between of $0.12 per share.

Page | 26

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

On 22 April 2021, the Company issued 940,000 common shares related to the exercise of 940,000 warrants at an exercise price between of $0.10 per share.

On 15 April 2021, the Company issued 200,000 common shares valued at $34,000, pursuant to the Alaska Genesis Project option agreement (Notes 8 and 18).

On 12 April 2021, the Company issued 73,297 common shares valued at $13,560, related to internet relation services.

On 1 April 2021, the Company issued 50,000 common shares related to the exercise of 50,000 options at an exercise price of $0.10 per share.

On 30 March 2021, the Company issued 2,000,000 common shares related to the exercise of 2,000,000 warrants at an exercise price of $0.10 per share.

On 25 March 2021, the Company issued 150,000 common shares related to the exercise of 150,000 warrants at an exercise price of $0.12 per share.

On 23 March 2021, the Company issued 300,000 common shares related to the exercise of 300,000 warrants at an exercise price of $0.15 per share.

On 22 March 2021, the Company issued 100,000 common shares related to the exercise of 100,000 options at an exercise price of $0.05 per share.

On 19 February 2021, the Company issued 850,000 common shares related to the exercise of 850,000 warrants at an exercise price of $0.15 per share.

On 17 February 2021, the Company issued 358,250 common shares related to the exercise of 358,250 warrants at an exercise price between of $0.15 per share. The Company issued 100,000 common shares related to the exercise of 100,000 options at an exercise price of $0.05 per share. On 16 February 2021, the Company issued 1,158,500 common shares related to the exercise of 1,158,500 warrants at an exercise price between $0.10 to $0.15 per share.

On 12 February 2021, the Company issued 250,000 common shares related to the exercise of 250,000 warrants at an exercise price of $0.15 per share.

On 10 February 2021, the Company issued 2,000,000 common shares related to the exercise of 2,000,000 warrants at an exercise price of $0.15 per share.

On 21 December 2020, the Company issued 135,600 common shares valued at $13,560, related to internet relation services.

On 4 November 2020, the Company issued 226,000 common shares valued at $13,560, related to internet relation services.

On 24 June 2020, the Company issued 246,545 common shares valued at $13,560, related to internet relation services.

Page | 27

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

On 4 June 2020, the Company issued 1,260,000 common shares related to the exercise of 1,260,000 brokers warrant at an exercise price between $0.05 to $0.10 per share.

12.3 Share purchase warrants

The following is a summary of the changes in the Company’s share purchase warrants for the period ended 31 July 2021 and year ended 30 April 2021.

	31 July 2021	31 July 2021	30April 2021	30April 2021
T h	Number of warrants	Weighted average exercise price	Number of warrants	Weighted average exercise price
~~e~~ f o l l Outstanding, beginning Granted Exercised Expired		$	95,998,445 28,780,376 (9,266,750) (13,580,871)	$ 0.14 0.20 0.12 0.29
	101,931,200	0.14
	-	-
	-	-
	-	-
~~o~~ w ~~i~~ Outstanding, end ofperiod			101,931,200	0.14
	101,931,200	0.14

The following table summarizes information regarding share purchase warrants outstanding as at 31 July 2021:

Number of warrants	Exercise price	Expiry date
1,208,594	$0.16	31 March 2023
9,296,875	$0.20	31 March 2023
3,625,002	$0.25	23 March 2023
1,305,172	$0.20	23 March 2023
112,080	$0.16	23 March 2023
750,000	$0.25	18 March 2023
10,482,001	$0.20	18 March 2023
1,300,652	$0.16	18 March 2023
30,437,991	$0.15	27 April 2022
35,500,000	$0.10	03 February 2022
3,300,000	$0.05	03 February 2022
700,000	$0.10	02 February 2022
712,500	$0.10	30 December 2021
3,200,333	$0.12	04 September 2021
101,931,200

Page | 28

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

The fair value assigned to the warrants granted during the period ended 31 July 2021 2021 was estimated at $Nil (30 April 2021: $2,502,962) at the grant date using the Black-Scholes Option Pricing Model. The weighted average assumptions used for the calculation were:

	31 July 2021	30 April 2021
Risk free interest rate Expected life Expected volatility Expected dividend per share Expected forfeiture		0.25-0.32% 2 years 137.75% - -
	-
	-
	-
	-
	-

12.4 Stock options

The Company has adopted a stock option plan whereby the Company may grant stock options to employees, directors and/or consultants of the Company. The exercise price of any options granted under the plan will be determined by the Board of Directors, at its sole discretion, but is subject to the Discounted Market Price policies of the TSXV. The aggregate number of common shares issuable pursuant to options granted under the plan cannot be more than 10% of the Company’s issued common shares under the plan. The aggregate number of options granted to any one optionee in a 12-month period is limited to 5% of the issued common shares of the Company.

The following is a summary of the changes in the Company’s stock option plan for the period ended 31 July 2021 and year ended 30 April 2021:

	31 July 2021	31 July 2021	30 April 2021	30 April 2021
	Number of options	Weighted average exercise price	Number of options	Weighted- average exercise price
Outstanding, beginning Granted Exercised Expired Cancelled		$	5,883,333 2,000,000 (350,000) (333,333) (400,000)	$ 0.16 0.05 - - 0.12
	6,800,000	0.13
	1,900,000	0.18
	-	-
	(50,000)	0.10
	(41,667)	0.21
Outstanding, end ofperiod			6,800,000	0.13
	8,608,333	0.12

The fair value of the options granted during the period ended 31 July 2021 and year ended 30 April 2021 was estimated at $Nil (30 April 2021: $134,645) at the grant date using the BlackScholes Option Pricing Model. The weighted average assumptions used for the calculation were:

Page | 29

New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

Risk free interest rate Expected life Expected volatility Expected dividend per share Expected forfeiture	31 July 2021	30 April 2021
		0.31% 5 years 191.43% - -
	1.00%
	5 years
	175.82%
	-
	-

The following table summarizes information regarding stock options outstanding and exercisable as at 31 July 2021:

Exercise price Options outstanding and exercisable $0.21 $0.14 $0.12 $0.10 $0.05	Number of options outstanding	Number of options exercisable	Weighted-average remaining contractual life (years)	Weighted- average exercise price
	983,333 2,625,000 100,000 3,800,000 1,100,000	983,333 2,625,000 100,000 1,900,000 1,100,000	4.96 1.34 1.89 4.44 3.24	$0.21 $0.14 $0.12 $0.10 $0.05
	8,608,333	6,708,333	3.09	$0.12

13. SHARE-BASED PAYMENTS

Share-based payments for the following options granted by the Company will be amortized over the vesting period, of which $8,392 was recognized in the periods ended 31 July 2021 and 2020:

Grant date of stock options	Fair value of options granted	Amount vested for period ended 31 July 2021	Amount vested for year ended 31 July 2020
30 July 2020 14 June 2021	$ 134,645 288,488	$	$ - -
		8,392
		-
Total			-
	423,133	8,392

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

14. LOSS PER SHARE

The calculation of basic and diluted loss per share is based on the following data:

Period ended 31 July	2020	2020
Net income (loss) for the period Weighted average number of shares–basic and diluted	$	$ 38,752 137,893799
	(350,721)
	194,968,244
Lossper share, basic and diluted		0.000
	(0.002)

The basic loss per share is computed by dividing the net loss by the weighted average number of common shares outstanding during the period. The diluted loss per share reflects the potential dilution of common share equivalents, such as outstanding stock options and share purchase warrants, in the weighted average number of common shares outstanding during the period, if dilutive. All of the stock options and the share purchase warrants were anti-dilutive for the periods ended 31 July 2021 and 2020.

15. CAPITAL RISK MANAGEMENT

The Company’s objectives are to safeguard the Company’s ability to continue as a going concern in order to support the Company’s normal operating requirements, continue the development and exploration of its exploration and evaluation properties.

The Company is dependent upon external financing to fund its activities. In order to carry out the planned exploration and to pay for general administration costs, the Company may issue new shares, issue new debt, acquire or dispose of assets or adjust the amount of cash and cash equivalents. The Company will continue to assess new properties and seek to acquire an interest in additional properties if it feels there is sufficient geologic or economic potential and if it has adequate financial resources to do so.

The Company is not subject to any externally imposed capital requirements. There were no significant changes in the Company’s approach or the Company’s objectives and policies for managing its capital.

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

16. FINANCIAL INSTRUMENTS

16.1 Categories of financial instruments

1 Categories of financial instruments
	As at 31 July 2021	As at 30 April 2021
FINANCIAL ASSETS FVTPL, at fair value Cash and cash equivalents Short-term investments - shares Amortized cost Amounts receivable	$	$ 8,644,623 237,197 100,249
	7,870,717
	180,191
	230,361
Total financial assets		8,982,069
	8,281,269
FINANCIAL LIABILITIES Amortized cost Trade payables		62,600
	265,869
Total financial liabilities		62,600
	265,869

16.2 Fair value

The fair value of financial assets and financial liabilities at amortized cost is determined in accordance with generally accepted pricing models based on discounted cash flow analysis or using prices from observable current market transactions. The Company considers that the carrying amount of all its financial assets and financial liabilities recognized at amortized cost in the financial statements approximates their fair value due to the demand nature or short-term maturity of these instruments.

The following table provides an analysis of the Company’s financial instruments that are measured subsequent to initial recognition at fair value, grouped into Level 1 to 3 based on the degree to which the inputs used to determine the fair value are observable.

• Level 1 fair value measurements are those derived from quoted prices in active markets for identical assets or liabilities.

• Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1, that are observable either directly or indirectly. As at 31 July 2021 and 30 April 2021, the Company does not have any Level 2 financial instruments.

• Level 3 fair value measurements are those derived from valuation techniques that include inputs that are not based on observable market data. As at 31 July 2021 and 30 April 2021, the Company does not have any Level 3 financial instruments.

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

As at 31 July 2021	Level 1	Level 2	Level 3	**Total **
Financial assets at fair value Cash and cash equivalents Short-term investments–Shares	$ 7,870,717 180,191	$ - -	- -	$ 7,870,717 180,191
Total financial assets at fair value
	8,050,908	-	-	8,050,908

There were no transfers between Levels 1, 2 and 3 in the period ended 31 July 2021 and 30 April 2021.

As at 30 April 2021	Level 1	Level 2	Level 3	Total
Financial assets at fair value Cash and cash equivalents Short-term investments–Shares	$ 8,644,623 237,197	$ - -	- -	$ 8,644,623 237,197
Total financial assets at fair value	8,881,820	-	-	8,881,820

16.3 Management of financial risks

The financial risk arising from the Company’s operations are credit risk, liquidity risk, interest rate risk, currency risk and commodity price risk. These risks arise from the normal course of operations and all transactions undertaken are to support the Company’s ability to continue as a going concern. 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.

Credit risk

Credit risk is the risk of an unexpected loss if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises primarily from the Company’s cash and cash equivalents and amounts receivable. The Company manages its credit risk relating to cash and cash equivalents by dealing with only with highly-rated financial institutions. As at 31 July 2021, amounts receivable was mainly comprised of GST/HST receivable, interest receivable and receivable from related party (Notes 6 and 8).

Liquidity risk

Liquidity risk is the risk that the Company will not have sufficient cash resources to meet its financial obligations as they become due (Note 1.1). The Company’s liquidity and operating results may be adversely affected if its access to the capital market is hindered. The Company has no source of revenue and has obligations to meet its administrative overheads, maintain its mineral investments and to settle amounts payable to its creditors. The Company has been successful in raising equity financing in the past; however, there is no assurance that it will be

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

able to do so in the future. As at 31 July 2021, the Company had working capital of $7,846,593 (30 April 2021: $9,215,073).

Currency risk

For the period ended 31 July 2021, the Company’s operations were mainly in Canada (Note 4). The Company considers its currency risk to be insignificant.

Other risks

Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest rate risk and commodity price risk arising from financial instruments.

17. RELATED PARTY TRANSACTIONS

For the period ended 31 July 2021, the Company had related party transactions with the following companies related by way of directors or shareholders in common:

• El Nino Ventures Inc. (“El Nino”), a company with management and certain directors in common with the Company. El Nino pays shared office costs to the Company on a month-tomonth basis (Note 6).

• Canadian Gravity Recovery Inc. (“CGR”), a company owned by the Chief Executive Officer (“CEO”) of the Company. CGR provides management services on a month-to-month basis (Note 19).

• 3699030 Canada Inc., a company owned by the CEO of the Company. 3699030 Canada Inc. provides rental services on a month-to-month basis (Note 19).

• 873285 BC Ltd., a company owned by the Corporate Secretary of the Company. 873285 BC Ltd. provides consulting services on a month-to-month basis.

17.1 Related party expenses

Period ended 31 July	2021	2020
Shared office and consulting fees recoveries from El Nino Rent expense before shared office recoveries to the CEO Rent expense before shared office recoveries to 3699030 Canada Inc. (Note 19) Consulting fees to VP Business Development Consulting fees to the Chief Financial Officer (“CFO”) Management fees to Canadian Gravity Recovery Inc. (“CGR”) (Note 19) Consulting fees to 873285 BC Ltd.	$	$ (23,195) 1,880 9,000 12,265 10,500 30,000 6,000
	(9,357)
	1,998
	9,000
	14,400
	10,500
	30,000
	6,000
Total relatedparty expenditures		46,450
	62,541

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

17.2 Due from/to related parties

The assets and liabilities of the Company include the following amounts due from/to related parties:

	31 July 2021	30 April 2021
ElNino	$	$ -
	**9,357 **
Total amount due from relatedparties(Note 17)		-
	9,357

17.3 Key management personnel compensation

The remuneration of directors and other members of key management for the periods ended 31 July 2021 and 2020 were as follows:

31 July	2021	2020
Short-term benefits – management and consulting fees Share-based payments	$	$ 60,900 -
	63,600
	-
Total key managementpersonnel compensation		60,900
	63,600

18. SUPPLEMENTAL CASH FLOW INFORMATION

18.1 Non-cash financing and investing activities

The Company incurred the following non-cash investing and financing transactions:

During the previous year ended 30 April 2021, the Company issued 200,000 common shares related to the acquisition of exploration and evaluation properties (Notes 8 and 12).

19. COMMITMENTS AND CONTINGENCIES

As at 31 July 2021, the Company had the following commitments and contingent liabilities:

	**< 1year **	2-5years	Total
Office lease (Note 10) Management fees	$ 12,000 120,000	$ - 130,000	$ 12,000 250,000
Total commitments
	132,000	130,000	262,000

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New Age Metals Inc. Notes to the Consolidated Interim Financial Statements For the three months ended 31 July 2021 (Unaudited) (Expressed in Canadian dollars)

• a) Effective 1 April 2016, the Company is committed to paying a monthly management fee of $5,000 per month to a related party for a term of five years terminating on 31 March 2021 which was amended on 1 June 2018 to pay $10,000 per month. (Note 17). In the event that the amended agreement is terminated or fails to renew due to failure of agreement after the issuance of a non-renewal notice, the related party shall receive a termination fee specified by the terms of the amended agreement.

• b) As at 31 July 2021, the Company has $1,315,087 (30 April 2021: $1,315,087) remaining to be spent on qualifying Canadian exploration expenditures under the terms of the flowthrough share agreements (Note 5).

• c) The Company has indemnified the subscribers of flow-through shares of the Company issued in the current and prior years against any tax related amounts that may become payable as a result of the Company not making eligible expenditures.

• d) The Company’s exploration and evaluation activities are subject to various Canadian federal and provincial laws and regulations governing the protection of the government. These laws and regulations are continually changing and generally becoming more restrictive. The Company conducts its operations so as to protect public health and the environment and believes its operations are materially in compliance with all applicable laws and regulations. The Company has made, and expects to make in the future, expenditures to comply with such laws and regulations.

• e) As at 31 July 2021, the Company owns various exploration and evaluation properties (Note 8). Management does not consider that any amounts related to decommissioning liabilities are payable although there is no assurance that a formal claim will not be made against the Company for some or all of these obligations in the future.

20. SUBSEQUENT EVENTS

On 25 August 2021, the Company received approval from 97.85% of disinterested Shareholders further to news release dated 26 and 31 March 2021, 2176423 Ontario Ltd., a corporation beneficially owned by Eric Sprott, as a new control person of the Company and completed the second tranche of its private placement raising additional proceeds of $2,075,000. The Company has issued 12,968,750 units at a purchase price of $0.16 per unit for proceeds of $2,075,000. Each unit consisted of one common share and one half of one share purchase warrant at a purchase price of $0.20 per share at any time up to 25 August 2023.

21. APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements of the Company for the period ended 31 July 2021 were approved and authorized for issue by the Board of Directors on the 17 day of September 2021.

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