Decade Resources Ltd. — Interim / Quarterly Report 2025

Dec 24, 2024

DECADE RESOURCES LTD.
CONDENSED INTERIM FINANCIAL STATEMENTS

October 31, 2024

(Stated in Canadian Dollars)

(Unaudited – Prepared by Management)

---

NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS

Under National Instrument 51-102, if an auditor has not performed a review of interim financial statements, they must be accompanied by a notice indicating that the interim financial statements have not been reviewed by an auditor.

The accompanying unaudited condensed interim financial statements have been prepared by and are the responsibility of the Company’s management. The Company’s independent auditor has not performed a review of these condensed interim financial statements.

---

DECADE RESOURCES LTD.

CONDENSED INTERIM STATEMENTS OF FINANCIAL POSITION

October 31, 2024 and April 30, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

	October 31, 2024	April 30, 2024
ASSETS
Current assets
Cash	$ 61,717	$ 795,909
GST receivable	25,760	71,823
Accounts receivable – Note 5	55,331	55,331
Prepaid expenses	-	46,500
Total current assets	142,808	969,562
Non-current assets
Reclamation deposits	283,485	283,485
Exploration advances – Note 7	855,000	65,000
Property and equipment – Note 4	2,489	2,769
Exploration and evaluation assets – Note 5 and Schedule 1	17,079,144	15,970,627
Total non-current assets	18,220,118	16,321,881
Total assets	18,362,926	$ 17,291,443
LIABILITIES
Current liabilities
Accounts payable and accrued liabilities – Note 7	488,740	652,368
Non-current liabilities
Loans payable	40,000	-
Deferred tax liabilities	1,049,827	1,049,827
Total liabilities	1,578,567	1,702,195
SHAREHOLDERS’ EQUITY
Share capital – Note 6	33,443,429	32,198,722
Share subscription receivable – Note 6	(60,000)	-
Contributed surplus	4,183,085	3,978,192
Deficit	(20,782,155)	(20,587,666)
Total shareholders’ equity	16,784,359	15,589,248
Total liabilities and shareholders’ equity	$ 18,362,926	$ 17,291,443

APPROVED ON BEHALF OF THE BOARD

“Ed Kruchkowski” Director “Randy Kasum” Director

The accompanying notes form an integral part of these financial statements

---

DECADE RESOURCES LTD.

CONDENSED INTERIM STATEMENTS OF COMPREHENSIVE LOSS

For the three and six months ended October 31, 2024 and 2023
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

	Three months ended October 31,		Six months ended October 31,
	2024	2023	2024	2023
General and administrative expenses
Accounting and audit fees	$ 4,000	$ 21,737	$ 27,000	$ 25,737
Consulting fees – Note 7	21,000	23,815	41,660	38,815
Depreciation	140	176	280	352
Filing fees	11,596	25,924	11,596	30,065
Interest and bank charges	89	616	98	632
Legal fees	2,244	3,578	2,244	3,578
Management fees – Note 7	60,000	60,000	120,000	120,000
Office and telephone	4,522	5,038	14,533	11,332
Shareholder communications	134,410	217,443	155,075	303,303
Stock-based compensation - Note 6	-	187,005	-	187,005
Transfer agent fees	3,758	5,854	5,633	7,712
Loss before other items	(241,759)	(551,186)	(378,119)	(728,531)
Other item
Other income	162,459	43,259	183,630	157,304
	162,459	43,259	183,630	157,304
Net loss and comprehensive loss for the period	$ (79,300)	$ (507,927)	$ (194,489)	$ (571,227)
Basic and diluted loss per share	$ (0.00)	$ (0.01)	$ (0.00)	$ (0.01)
Weighted average number of shares outstanding	104,561,913	82,305,008	96,680,159	76,310,010

The accompanying notes form an integral part of these financial statements

---

DECADE RESOURCES LTD.
CONDENSED INTERIM STATEMENTS OF CASH FLOWS
For the six months ended October 31, 2024 and 2023
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

	2024	2023
OPERATING ACTIVITIES
Net loss for the period	$ (194,489)	$ (571,227)
Add items not affecting cash:
Depreciation	280	352
Stock-based compensation	-	187,005
Other income	(183,630)	(157,256)
	(377,839)	(541,126)
Changes in working capital items related to operations:
GST receivable	46,063	(17,623)
Prepaid expenses	46,500	(20,000)
Accounts payable and accrued liabilities	20,001	(35,767)
	(265,275)	(614,516)
FINANCING ACTIVITIES
Shares issued for cash – net	1,389,600	3,911,695
Loan payable	40,000	-
	1,429,600	3,911,695
INVESTING ACTIVITIES
Reclamation deposits	-	(15,200)
Exploration advances	(790,000)	(385,000)
Exploration and evaluation assets - net	(1,108,517)	(1,283,078)
	(1,898,517)	(1,683,278)
Change in cash	(734,192)	1,613,901
Cash (bank indebtedness), beginning of period	795,909	245,891
Cash, ending of period	$ 61,717	$ 1,859,792
Supplemental disclosure of cash flow information:
Cash paid for:
Interest	$ -	$ -
Income taxes	$ -	$ -

The accompanying notes form an integral part of these financial statements

---

DECADE RESOURCES LTD.

CONDENSED INTERIM STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

For the six months ended October 31, 2024 and 2023
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

	Share Capital		Share Subscriptions Received	Contributed Surplus	Deficit	Total Shareholders' Equity
	Number of Shares	Amount
Balance at April 30, 2024	66,033,631	$ 32,198,722	$ -	$ 3,978,192	$(20,587,666)	$ 15,589,248
Private placements	39,334,286	1,521,000	(60,000)	-	-	1,461,000
Share issuance costs	-	(276,293)	-	204,893	-	(71,400)
Net and comprehensive loss	-	-	-	-	(194,489)	(194,489)
Balance at October 31, 2024	128,132,690	$ 33,443,429	$ (60,000)	$ 4,183,085	$(20,782,155)	$ 16,784,359
Balance at April 30, 2023	66,033,631	$ 29,468,227	$ -	$ 2,715,909	$(18,572,941)	$ 13,611,195
Private placements	19,854,093	3,738,859	-	-	-	3,738,859
Exercise of warrants	2,685,000	427,100	-	-	-	427,100
Share issuance costs	-	(319,458)	-	65,194	-	(254,264)
Flow through shares premium liability	-	(535,630)	-	-	-	(535,630)
Stock-based compensation	-	-	-	187,005	-	187,005
Net and comprehensive loss	-	-	-	-	(571,227)	(571,227)
Balance at October 31, 2023	88,572,724	$ 32,779,098	$ -	$ 2,968,108	$(19,144,168)	$ 16,603,038

The accompanying notes form an integral part of these financial statements

---

DECADE RESOURCES LTD.
NOTES TO THE CONDENSED INTERIM FINANCIAL STATEMENTS
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 1 Corporate Information

Decade Resources Ltd. (the “Company”) is an exploration stage company incorporated on March 3, 2006, under the laws of the Province of British Columbia, Canada. Its principal business activity is the acquisition, exploration and evaluation of mineral properties located in the Province of British Columbia, Canada. The Company’s common shares are traded on the TSX Venture Exchange (“TSX-V”) under the symbol “DEC”.

The Company’s head office and principal business address is 611 – 8th Street, Box 211, Stewart, British Columbia, Canada, V0T 1W0.

Note 2 Basis of Preparation

a) 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 in accordance with International Accounting Standard (“IAS”) IAS 34 “Interim Financial Reporting”.

These condensed interim financial statements do not include all of the information and disclosures required to be included in annual financial statements prepared in accordance with IFRS. These condensed interim financial statements should be read in conjunction with the Company’s audited annual financial statements for the years ended April 30, 2024 and 2023.

These condensed interim financial statements were authorized for issue on December 24, 2024 by the directors of the Company.

b) Basis of Measurement

These condensed interim financial statements have been prepared using the historical cost basis except for financial instruments that have been measured at fair value.

The condensed interim financial statements are presented in Canadian dollars, which is the Company’s functional currency and presentation currency.

7

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 2 Basis of Preparation – (cont’d)

c) Going Concern

At October 31, 2024, the Company has not generated revenue from operations, has an accumulated deficit of $20,782,155 and expects to incur further costs in the exploration and evaluation of its mineral properties. These financial statements have been prepared on a going concern basis which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has not yet determined whether its mineral properties contain economically recoverable reserves. The recoverability of the amounts shown for exploration and evaluation assets is dependent upon the confirmation of economically recoverable reserves, the Company’s ability to obtain adequate financing to develop the reserves, and its ability to commence profitable operations in the future. These conditions indicate the existence of a material uncertainty which may cast significant doubt about the Company’s ability to continue as a going concern.

The Company has been able to fund operations and mineral property exploration through equity financings. The continued uncertainty in the financial equity markets may make it difficult to raise capital through the private placement of shares. The junior mining industry is considered speculative in nature which could make it more difficult to fund. While the Company is using its best efforts to achieve its business plans by examining various financing alternatives, there is no assurance that the Company will be successful with its financing ventures.

These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

d) Critical Accounting Estimates and Judgements

The preparation of financial statements in compliance with IFRS requires management to make certain critical accounting estimates. It also requires management to exercise judgement in applying the Company’s accounting policies.

The Company makes estimates and assumptions about the future that affect the reported amounts of assets and liabilities. Estimates and judgments are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions.

The effect of a change in an accounting estimate is recognized prospectively by including it in comprehensive income in the period of the change, if the change affects that period only; or in the period of the change and future periods, if the change affects both.

8

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 2 Basis of Preparation – (cont’d)

d) Critical Accounting Estimates and Judgements – (cont’d)

Information about critical accounting estimates and 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 Company’s financial statements within the next financial year are discussed below:

i. Exploration and Evaluation Expenditures

The application of the Company’s accounting policy for exploration and evaluation expenditure requires judgment in determining whether it is likely that future economic benefits will flow to the Company, which may be based on assumptions about future events or circumstances. Estimates and assumptions made 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 profit or loss in the period the new information becomes available.

ii. Title to Mineral Properties

Although the Company has taken steps to verify title to mineral properties in which it has an interest, these procedures do not guarantee the Company’s title. Such properties may be subject to prior agreements or transfers and title may be affected by undetected defects.

iii. Rehabilitation Provisions

Rehabilitation provisions have been determined to be $Nil based on the Company’s internal estimates. Assumptions, based on the current economic environment, have been made which management believes are a reasonable basis upon which to estimate the future liability. These estimates take into account any material changes to the assumptions that occur when reviewed regularly by management. Estimates are reviewed annually and are based on current regulatory requirements. Significant changes in estimates of contamination, restoration standards and techniques will result in changes to provisions from period to period.

iv. Share-Based Payments

The Company uses the Black-Scholes Option Pricing Model for valuation of share-based payments. Option pricing models require the input of subjective assumptions including expected price volatility, interest rate and forfeiture rate. Changes in the input assumptions can materially affect the fair value estimate and the Company’s earnings and equity reserves.

9

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 2 Basis of Preparation – (cont’d)

d) Critical Accounting Estimates and Judgements – (cont’d)

v. Recognition of Deferred Income Tax Assets and Liabilities

The carrying amount of deferred income tax assets and liabilities is reviewed at the end of each reporting period and recognized only to the extent that it is probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilized. Changes in estimates of future taxable profit can materially affect the amount of deferred income tax assets and liabilities recognized from period to period.

vi. Going Concern

Management has applied judgments in the assessment of the Company’s ability to continue as a going concern when preparing its financial statements. Management prepares the financial statements on a going concern basis unless management either intends to liquidate the entity or to cease trading, or has no realistic alternative to do so. In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but is not limited to, twelve months from the end of the reporting period. Please refer to Note 2(c) for additional information.

Note 3 Significant Accounting Policies

The preparation of financial data is based on accounting principles and practices consistent with those used in the preparation of the audited financial statements as at April 30, 2024. The accompanying unaudited condensed interim financial statements should be read in conjunction with the Company’s audited financial statements for the year ended April 30, 2024.

10

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 4 Property and Equipment

	Computer Equipment	Furniture and Fixtures	Machinery and Equipment	Total
Cost
Balance April 30, 2023, April 30, 2024 and October 31, 2024	$ 6,177	$ 12,911	$ 26,453	$ 45,541
Accumulated depreciation
Balance April 30, 2023	$ 6,085	$ 11,913	$ 24,070	$ 42,068
Depreciation	28	200	476	884
Balance April 30, 2024	6,113	12,113	24,546	42,772
Depreciation	10	80	190	280
Balance October 31, 2024	$ 6,123	$ 12,193	$ 24,736	$ 43,052
Net book value
Balance October 31, 2024	$ 54	$ 718	$ 1,717	$ 2,489
Balance April 30, 2024	$ 64	$ 798	$ 1,907	$ 2,769

Note 5 Exploration and Evaluation Assets

The Company’s exploration and evaluation assets are described below. Also refer to Schedule 1 attached to the end of these financial statements.

a) Red Cliff

On October 28, 2008, the Company entered into an option agreement with Mountain Boy Minerals Ltd. (“Mountain Boy”), a public company with directors in common with the Company, to acquire a 60% interest in the Red Cliff property located 25 miles north of Stewart, British Columbia. In order to earn the 60% interest the Company was required to incur exploration expenditures on the property of $1,250,000 over three years. The Company incurred all the required exploration expenditures to earn its 60% interest and entered into a joint venture agreement with Mountain Boy to operate the property on a 60/40 joint venture basis.

At October 31, 2011, the Company was informed by Mountain Boy that it would not be funding its share of the Red Cliff exploration expenditures and thereby would have its interest diluted under the formula set out in the joint venture agreement. As at October 31, 2011, the Company was owed $548,285 in exploration expenditures by Mountain Boy. Effective November 1, 2011, Mountain Boy agreed to dilute its interest in the Red Cliff property by 5% in lieu of the $435,785 and consequently the Red Cliff joint venture is now run on a 65/35 joint venture basis.

11

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 5 Exploration and Evaluation Assets – (cont’d)

a) Red Cliff – (cont’d)

On October 16, 2017, the Company entered into a Royalty Purchase Agreement to acquire 65% of the 1% net smelter return (“NSR”) royalty on certain mineral claims on the Red Cliff property. In consideration, the Company paid $6,500 and committed to issue 280,000 common shares to the vendor. On November 13, 2017, the Company issued the 280,000 common shares fair valued at $0.085 per common share totalling $23,800 and the NSR was cancelled.

On March 28, 2019, the Company and Mountain Boy entered into an amending agreement which revised the amount recoverable from Mountain Boy as of the date of the agreement to $925,000. As a result, the Company recorded a decrease of $210,255 in the recoverable amount from Mountain Boy which is reflected in the net cost recovery in exploration expenditures.

During the six months ended October 31, 2024, the Company charged $Nil (April 30, 2024: $169,376) in exploration expenditures to Mountain Boy.

At October 31, 2024, Mountain Boy owed the Company $55,331 (April 30, 2024: $55,331) in exploration expenditures which is included in accounts receivable.

b) Copper River Valley Properties

The Copper River Valley properties are comprised of three main claim blocks; Terrace Gold-Darranelle-Treasure Mountain group of claims located in northern British Columbia. The property consists of 52 contiguous mineral claims.

The property is subject to a 3.0% net smelter return upon exercise of the option, and upon the commencement of commercial production. Upon commencement of commercial production, the Company shall make quarterly royalty payments owing and payable to the Optioner one-hundred-twenty days following the completion of the Company’s quarter end. The Net smelter return payments are to be based on US value of metal prices and the Company is entitled to purchase 2% of the Royalty from the Optioner at any time for a cash payment of $1,000,000.

12

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 5 Exploration and Evaluation Assets – (cont’d)

b) Copper River Valley Properties – (cont’d)

On June 29, 2022, the Company granted Pluto Ventures Inc. (“Pluto”) the option to acquire a 100% interest in the Terrace Property. The option will be exercised by Pluto over a period of three years by making the following payments and completing expenditures on the property of at least $2,000,000 by the fourth anniversary of Pluto’s shares being listed on the Canadian Securities Exchange:

Cash and share issuances:
i) $10,000 on signing (received);
ii) a further $10,000 and issuance of 100,000 common shares on or before the 15th day after the day Pluto’s shares are listed on the Canadian Securities Exchange;
iii) a further $20,000 and issuance of 100,000 common shares on the 1st anniversary of the day Pluto’s shares are listed on the Canadian Securities Exchange;
iv) a further $30,000 and issuance of 100,000 common shares on the 2nd anniversary of the day Pluto’s shares are listed on the Canadian Securities Exchange;
v) a further $40,000 and issuance of 100,000 common shares on the 3rd anniversary of the day Pluto’s shares are listed on the Canadian Securities Exchange;
vi) issuance of 100,000 common shares on the 4th anniversary of the day Pluto’s shares are listed on the Canadian Securities Exchange;

c) Del Norte Property

On January 6, 2020, the Company entered into an option agreement to acquire up to 75% interest in the Del Norte property, situated 34 kilometres east of Stewart, BC, comprising of 5,830.16 hectares in 13 separate claims. The property is subject to a 2% net smelter returns royalty. Consideration to earn the first 55% interest consist of cash payments of $200,000 over four years, issuance of 800,000 common shares on signing, issuance of $180,000 of common shares of the Company over four years and exploration expenditures of $4,000,000 over five years as follows:

Cash payments and share issuances:
i) $20,000 on signing (paid) and the issuance of 800,000 common shares (issued) of the Company upon receipt of exchange approval;
ii) $30,000 cash payment (paid) and issuance of $30,000 worth of common shares (issued) of the company on or before the earlier of January 6, 2021 and the date which is 30 days after the date on which the Company has made the year one expenditures;
iii) $40,000 cash payment (paid) and issuance of $40,000 worth of common shares (issued) of the company on or before the earlier of January 6, 2022 and the date which is 30 days after the date on which the Company has made the year two expenditures;
iv) $50,000 cash payment (paid) and issuance of $50,000 worth of common shares (issued) of the company on or before the earlier of January 6, 2023 and the date which is 30 days after the date on which the Company has made the year three expenditures;
v) $32,000 cash payment (paid) and issuance of $88,000 worth of common shares (issued) of the company on or before the earlier of January 6, 2024 and the date which is 30 days after the date on which the Company has made the year four expenditures:

13

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 5 Exploration and Evaluation Assets – (cont’d)

c) Del Norte Property – (cont’d)

Exploration expenditures:

i) $400,000 on or before January 6, 2021 (incurred);
ii) $500,000 on or before January 6, 2022 (incurred);
iii) $600,000 on or before January 6, 2023 (incurred);
iv) $1,000,000 on or before January 6, 2024 (incurred); and
v) $1,500,000 on or before January 6, 2025.

The Company has the right to earn an additional 20% interest in the property by placing the property into production.

d) Lord Nelson Property

On August 24, 2020, the Company entered into an option agreement to acquire up to 75% interest in the Lord Nelson property, situated in the Skeena mining division of the province of British Columbia for interest in 6 mineral claims. Consideration to earn the first 55% interest consist of cash payments of $100,000 over four years, issuance of 400,000 common shares on signing, issuance of $90,000 of common shares of the Company over four years and exploration expenditures of $2,000,000 over five years as follows:

Cash payments and share issuances:

ii) $10,000 on signing (paid) and the issuance of 400,000 common shares (issued) of the Company upon receipt of exchange approval;
ii) $15,000 cash payment (paid subsequently) and issuance of $15,000 worth of common shares (issued subsequently) of the company on or before the earlier of August 24, 2021 and the date which is 30 days after the date on which the Company has made the year one expenditures;
iii) $20,000 cash payment and issuance of $20,000 worth of common shares of the company on or before the earlier of August 24, 2022 and the date which is 30 days after the date on which the Company has made the year two expenditures (extended to August 24, 2025);
iv) $25,000 cash payment and issuance of $25,000 worth of common shares of the company on or before the earlier of August 24, 2023 and the date which is 30 days after the date on which the Company has made the year three expenditures (extended to August 24, 2025);
v) $30,000 cash payment and issuance of $30,000 worth of common shares of the company on or before the earlier of August 24, 2024 and the date which is 30 days after the date on which the Company has made the year four expenditures (extended to August 24, 2025);

14

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 5 Exploration and Evaluation Assets – (cont’d)

f) Lord Nelson Property – (cont’d)

Exploration expenditures:

i) $200,000 on or before August 24, 2021 (incurred);
ii) $250,000 on or before August 24, 2022 (extended to August 24, 2025);
vi) $300,000 on or before August 24, 2023 (extended to August 24, 2025);
vii) $500,000 on or before August 24, 2024 (extended to August 24, 2025); and
viii) $750,000 on or before August 24, 2025.

The Company has the right to earn an additional 20% interest in the property by placing the property into production.

During the year ended April 30, 2024, the Company recorded an impairment of $370,400 to write-off the $64,000 in acquisition costs and $306,400 in exploration expenditures.

Note 6 Share Capital

a) Authorized:

Unlimited number of common shares without par value.

b) Issued:

For the six months ended October 31, 2024:

On September 10, 2024, the Company issued a total of 9,620,000 flow-through units at $0.05 per unit for proceeds of $481,000. Each flow-through unit consists of one flow-through common share and one transferable non-flow-through common share purchase warrant. Each warrant entitles the holder to purchase, for a period of 24 months, one additional common share of the Company, at a price of $0.08 per share. The fair value of the warrants is $144,300, determined using the Black-Scholes Option Pricing Model using the following assumptions: exercise price $0.08, expected volatility 144.53%, expected life 2 years, risk-free interest rate 2.98%, expected dividend yield 0%, and forfeiture rate 0%. Directors of the Company acquired 5,000,000 flow-through units for $250,000.

On September 30, 2024, the Company issued a total of 29,714,286 units at $0.035 per unit for proceeds of $1,040,000. Each unit consists of one common share and one transferable common share purchase warrant. Each warrant entitles the holder to purchase, for a period of 24 months, one additional common share of the Company, at a price of $0.06 per share. The Company paid a cash finder’s fee totalling $71,400 and issued 2,040,000 warrants at $0.06 per share. The fair value of the finders’ warrants is $60,593, determined using the Black-Scholes Option Pricing Model using the following assumptions: exercise price $0.06, expected volatility 145.34%, expected life 2 years, risk-free interest rate 2.93%, expected dividend yield 0%, and forfeiture rate 0%.

15

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 6 Share Capital – (cont’d)

b) Issued: - (cont’d)

Year ended April 30, 2023

On May 23, 2023, the Company issued a total of 4,718,095 flow-through units at $0.105 per unit for proceeds of $495,400. Each flow-through unit consists of one flow-through common share and one transferable non-flow-through common share purchase warrant. Each warrant entitles the holder to purchase, for a period of 24 months, one additional common share of the Company, at a price of $0.13 per share. The fair value of the warrants is $70,771, determined using the Black-Scholes Option Pricing Model using the following assumptions: exercise price $0.13, expected volatility 200%, expected life 2 years, risk-free interest rate 4.01%, expected dividend yield 0%, and forfeiture rate 0%. The Company paid a cash finder’s fee totalling $33,600 and issued 320,000 warrants at $0.13 per share. The fair value of the finders’ warrants is $23,623, determined using Black-Scholes Option Pricing Model using the following assumptions: exercise price $0.13, expected volatility 200%, expected life 2 years, risk-free interest rate 4.01%, expected dividend yield 0% and forfeiture rate 0%.

On July 13, 2023, the Company issued a total of 2,486,000 flow-through units at $0.11 per unit for proceeds of $273,460. Each flow-through unit consists of one flow-through common share and one transferable non-flow-through common share purchase warrant. Each warrant entitles the holder to purchase, for a period of 24 months, one additional common share of the Company, at a price of $0.135 per share. The fair value of the warrants is $47,203, determined using the Black-Scholes Option Pricing Model using the following assumptions: exercise price $0.135, expected volatility 190%, expected life 2 years, risk-free interest rate 4.50%, expected dividend yield 0%, and forfeiture rate 0%. The Company paid a cash finder’s fee totalling $20,645 and issued 187,680 warrants at $0.135 per share. The fair value of the finders’ warrants is $11,149, determined using the Black-Scholes Option Pricing Model using the following assumptions: exercise price $0.135, expected volatility 201%, expected life 2 years, risk-free interest rate 4.57%, expected dividend yield 0%, and forfeiture rate 0%.

On August 11, 2023, the Company issued 2,500,000 common shares at $0.16 per share for proceeds of $400,000 pursuant to the exercise of share purchase warrants.

On August 28, 2023, the Company issued 85,000 common shares at $0.16 per share and 100,000 common shares at $0.135 per share for total proceeds of $27,100 pursuant to the exercise of share purchase warrants.

On September 12, 2023, the Company issued a total of 10,999,998 flow-through units at $0.24 per unit for proceeds of $2,640,000. Each flow-through unit consists of one flow-through common share and one transferable non-flow-through common share purchase warrant. Each warrant entitles the holder to purchase, for a period of 24 months, one additional common share of the Company, at a price of $0.32 per share. In addition, the Company issued a total of 1,650,000 non-flow-through units at $0.20 per unit for proceeds of $330,000. The fair value of the warrants is $506,000 determined using the residual method. The Company paid a cash finder’s fee totalling $200,020 and issued 832,433 warrants at $0.24 per share. The fair value of the finders’ warrants is $110,403, determined using the Black-Scholes Option Pricing Model using the following assumptions: exercise price $0.24, expected volatility 206%, expected life 2 years, risk-free interest rate 3.97%, expected dividend yield 0%, and forfeiture rate 0%. Directors of the Company acquired 1,250,000 flow-through units for $300,000 and 655,000 non-flow-through units for $131,000.

16

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 6 Share Capital – (cont’d)

b) Issued: - (cont’d)

On December 6, 2023, the Company issued 43,680 common shares at $0.135 per share for proceeds of $5,897 pursuant to the exercise of share purchase warrants.

On January 12, 2024, the Company issued 182,000 common shares at $0.135 per share for proceeds of $24,570 pursuant to the exercise of share purchase warrants.

c) Commitments:

Share Purchase Warrants:

A summary of share purchase warrant activity for the six months ended October 31, 2024 and for the year ended April 30, 2024 is presented below:

| | Six months ended
October 31, 2024 | | Year ended
April 30, 2024 | |
| --- | --- | --- | --- | --- |
| | Warrants | Weighted Average Exercise Price | Warrants | Weighted Average Exercise Price |
| Outstanding, beginning of period | 33,143,527 | $0.21 | 21,335,717 | $0.24 |
| Issued | 41,374,286 | $0.06 | 21,194,206 | $0.25 |
| Expired | (2,250,000) | $0.13 | (6,575,716) | $0.43 |
| Exercised | - | - | (2,810,680) | $0.16 |
| Outstanding, end of period | 72,267,813 | $0.13 | 33,143,527 | $0.21 |

Share Purchase Warrants:

At October 31, 2024, the Company had 72,267,813 share purchase warrants outstanding entitling the holders the right to purchase one common share for each warrant held as follows:

Number of Warrants	Exercise Price	Expiry Date
3,500,000	$0.16	November 4, 2024
3,575,000	$0.16	April 6, 2026
2,850,001	$0.16	May 4, 2026
5,038,095	$0.13	May 23, 2025
2,448,000	$0.135	July 13, 2025
12,649,998	$0.32	September 12, 2025
832,433	$0.24	September 12, 2025
9,620,000	$0.08	September 10, 2026
29,714,286	$0.06	September 30, 2026
2,040,000	$0.06	September 30, 2026
72,267,813

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

At October 31, 2024, the outstanding share purchase warrants had a weighted average remaining contractual life of 1.44 years.

Share-based Compensation Plan:

The Company has a Stock Option Plan (“the Plan”) under which it is authorized to grant options to directors, officers, consultants or employees of the Company. The number of options granted under the Plan is limited to 10% of the number of issued and outstanding common shares of the Company at the date of grant. The exercise price of options granted under the Plan may not be less than the market value of the Company’s common shares on the date of grant. Options granted under the Plan have a maximum life of five years and vest on the date of grant or over periods determined by management.

A summary of stock option activity for the six months ended October 31, 2024 and for the year ended April 30, 2024 is presented below:

| | Six months ended
October 31, 2024 | | Year ended
April 30, 2024 | |
| --- | --- | --- | --- | --- |
| | Number | Weighted Average Exercise Price | Number | Weighted Average Exercise Price |
| Outstanding, beginning of period | 8,850,000 | $0.18 | 3,250,000 | $0.18 |
| Granted | - | - | 5,600,000 | $0.12 |
| Outstanding, end of period | 8,850,000 | $0.14 | 8,850,000 | $0.14 |

At October 31, 2024, the Company had 8,850,000 stock options outstanding entitling the holders thereof the right to purchase one common share for each option held as follows:

Number of Options	Exercise Price	Expiry Date
750,000	$0.25	June 3, 2025
1,000,000	$0.25	May 5, 2026
1,500,000	$0.10	October 24, 2027
1,000,000	$0.22	August 29, 2028
4,600,000	$0.10	February 28, 2029
8,850,000

At October 31, 2024, the outstanding stock options had a weighted average remaining contractual life of 3.58 years.

18

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 7 Related Party Transactions

The Company incurred the following charges by directors of the Company, by companies with directors in common with the Company and by a company managed by a director of the Company for the three months ended October 31, 2024 and 2023:

	2024	2023
Consulting fees	$ 30,000	$ 30,815
Exploration and evaluation assets – drilling	-	630,314
Exploration and evaluation assets – equipment rental	-	98,300
Exploration and evaluation assets – supervision	12,500	76,000
Management fees	120,000	120,000
	$ 162,500	$ 955,429

At October 31, 2024, exploration advances includes $845,000 (April 30, 2024: $Nil) paid to companies with directors in common.

At October 31, 2024, accounts payable and accrued liabilities includes $26,020 (April 30, 2024: $13,020) due to a director of the Company, to companies with directors in common with the Company and to a company managed by a director of the Company for unpaid fees.

Key management compensation

The Company considers its Chief Executive Officer and Chief Financial Officer to be key management. During the six months ended October 31, 2024 and 2023, the Company incurred the following key management charges:

	2024	2023
Management fees	$ 120,000	$ 120,000
	$ 120,000	$ 120,000

Note 8 Financial Instruments and Risk Management

The carrying amounts of financial assets and liabilities approximate their 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.

19

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 8 Financial Instruments and Risk Management – (cont’d)

The Company’s financial instruments consist of cash, accounts receivable and accounts payable. Cash has been classified as FVTPL. Accounts receivable are classified as loans and receivables. Accounts payable are classified as other financial liabilities.

The fair value of the Company’s cash was measured using level one of the fair value hierarchy.

The Company’s financial instruments are exposed to certain financial risks. The risk exposures and the impact on the Company’s financial instruments are summarized below.

Credit Risk

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The Company’s cash and accounts receivable are exposed to credit risk. The Company reduces its credit risk on cash by placing these instruments with large financial institutions.

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s considers its exposure to interest rate risk to be not significant.

Liquidity Risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company’s policy is to ensure that it always has sufficient cash to allow it to meet its liabilities when they become due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation. When future cash flows are uncertain, the liquidity risk increases.

The Company budgets with a plan to have sufficient cash on demand to meet expected operational expenses for a period of 30 days. The Company monitors its risk of shortage of funds by monitoring the maturity dates of existing trade and other accounts payable. The Company prepares monthly operating expenditure budgets, which are regularly monitored and updated as considered necessary. The Company intends to meet its current obligations through funds to be raised via the private placement of shares and through related party loans.

Note 9 Capital Disclosures

The Company’s objective when managing capital is to safeguard its ability to continue as a going concern. In order to facilitate the management of its capital requirements, the Company prepares periodic budgets that are updated as necessary. The Company manages its capital structure and makes adjustments to it to effectively support the Company’s objectives. In order to pay for general administrative costs, the Company will use its existing working capital and raise additional amounts as needed. The Company will continue to explore its mineral properties.

20

---

Decade Resources Ltd.
Notes to the Condensed Interim Financial Statements
October 31, 2024
(Stated in Canadian Dollars)
(Unaudited – Prepared by Management)

Note 9 Capital Disclosures – (cont’d)

The Company reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable. The Company considers shareholders equity and working capital as components of its capital base. The Company may access capital through the issuance of shares or the disposition of assets.

Management historically funds the Company’s expenditures by issuing share capital rather than using capital sources that require fixed repayments of principal and/or interest.

The Company is not subject to externally imposed capital requirements and does not have exposure to asset-backed commercial paper or similar products. The Company believes it will be able to raise additional equity capital as required, but recognizes the uncertainty attached thereto.

There has been no change in the Company’s approach to capital management during the periods ended October 31, 2024 and 2023.

Note 10 Subsequent Events

On December 3, 2024, the Company issued a total of 18,900,000 flow-through units at $0.05 per unit for proceeds of $945,000. Each flow-through unit consists of one flow-through common share and one transferable non-flow-through common share purchase warrant. Each warrant entitles the holder to purchase, for a period of 24 months, one additional common share of the Company, at a price of $0.08 per share. The fair value of the warrants is $283,500, determined using the Black-Scholes Option Pricing Model using the following assumptions: exercise price $0.08, expected volatility 146.80%, expected life 2 years, risk-free interest rate 3.07%, expected dividend yield 0%, and forfeiture rate 0%. The Company paid a cash finder’s fee totalling $64,400 and issued 1,288,000 warrants at $0.08 per share. The fair value of the finders’ warrants is $26,004, determined using the Black-Scholes Option Pricing Model using the following assumptions: exercise price $0.08, expected volatility 146.80%, expected life 2 years, risk-free interest rate 3.07%, expected dividend yield 0%, and forfeiture rate 0%.

21

---

Schedule 1

DECADE RESOURCES LTD.

CONDENSED INTERIM SCHEDULE OF EXPLORATION AND EVALUATION ASSETS

for the six months ended October 31, 2024

(Stated in Canadian Dollars)

(Unaudited – Prepared by Management)

	Red Cliff	Lord Nelson	Copper River	Del Norte Property	Total
Property acquisition costs
Balance, April 30, 2024	$ 468,250	$ -	$ 417,376	$ 404,000	$ 1,289,626
Cash paid	-	-	6,739	-	6,739
Balance, October 31, 2024	$ 468,250	$ -	$ 424,115	$ 404,000	$ 1,296,365
Deferred exploration costs
Balance, April 30, 2024	13,255,622	-	2,792,870	3,132,511	19,181,003
Assays	-	-	38,755	-	38,755
Drilling	-	-	1,400	342,741	344,141
Equipment rental – Note 7	-	-	67,067	30,816	97,883
Field and supplies	-	-	90,281	63,952	154,233
Geological	800	-	43,469	12,000	56,269
Helicopter	-	-	-	347,072	347,072
Labour	-	-	5,000	9,025	14,025
Supervision – Note 7	-	-	41,400	8,000	49,400
Balance, October 31, 2024	13,256,422	-	3,080,242	3,946,117	20,282,781
Cost recoveries
Balance, April 30, 2024 and October 31, 2024	(4,354,130)	-	(10,000)	(135,872)	(4,500,002)
Totals	$ 9,370,542	$ -	$ 3,494,357	$ 4,214,245	$ 17,079,144

---

Schedule 1

DECADE RESOURCES LTD.

CONDENSED INTERIM SCHEDULE OF EXPLORATION AND EVALUATION ASSETS

for the year ended April 30, 2024

(Stated in Canadian Dollars)

(Unaudited – Prepared by Management)

	Red Cliff	Lord Nelson	Copper River	Del Norte Property	Total
Property acquisition costs
Balance, April 30, 2023	$ 468,250	$ 64,000	$ 417,376	$ 404,000	$ 1,353,626
Impairment write-off	-	(64,000)	-	-	(64,000)
Balance, April 30, 2023	468,250	-	417,376	404,000	1,289,626
Deferred exploration costs
Balance, April 30, 2023	12,771,692	306,400	902,200	2,953,635	16,933,927
Drilling – Note 7	296,424		818,505	-	1,114,929
Equipment rental – Note 7	84,657	-	213,527	120,459	418,643
Field and supplies	15,526	-	239,982	27,593	283,101
Geological - Note 7	51,553	-	280,200	12,109	343,862
Helicopter	-	-	73,583	4,315	77,898
Labour	2,700	-	525	10,000	13,225
Supervision – Note 7	33,070	-	264,350	4,400	301,820
Impairment write-off	-	(306,400)	-	-	(306,400)
Balance, April 30, 2024	13,255,622	-	2,792,870	3,132,511	19,181,003
Cost recoveries
Balance, April 30, 2023	(4,184,754)	-	(10,000)	(135,872)	(4,330,626)
Joint venture – Note 5	(169,376)		-	-	(169,376)
Balance, April 30, 2024	(4,354,130)	-	(10,000)	(135,872)	(4,500,002)
Totals	$ 9,369,742	$ -	$ 3,200,246	$ 3,400,639	$ 15,970,627