Dios Exploration — Interim / Quarterly Report 2021

May 20, 2021

DIOS EXPLORATION INC.

UNAUDITED INTERIM FINANCIAL STATEMENTS

MARCH 31, 2021

Content
Interim Statement of Financial Position	2
Interim Statement of Comprehensive Income	3
Interim Statement of Changes in Equity	4
Interim Statement of Cash Flows	5
Notes to Interim Financial Statements	6-11

The attached interim financial statements have been prepared by Dios Exploration Inc. and its external auditors have not reviewed these unaudited financial statements.

P.O. Box 114 station NDG, Montréal QC H4A 3P4 Tel: 514-923-9123

email: mjgirard@diosexplo.com web site: www.diosexplo.com

DIOS EXPLORATION INC. Interim Statement of Financial Position (unaudited)

(Canadian dollars) Notes ASSETS Current Cash and cash equivalents Term deposits (0.45% to 1.2%, maturing between April and June 2021) Good and services tax receivable Tax credits receivable Prepaid expenses Non-current Exploration and evaluation assets 5 Total assets LIABILITIES Current Trade and other payables Non-current Loan 6 Total liabilities EQUITY Share capital 7.1 Contributed surplus Deficit Total equity Total liabilities and equity	March 31 December 31 2021 2020
	$ $ 249 772 498 416 1 108 660 1 433 063 14 970 117 475 107 578 79 638 7 537 1 417
	1 488 517 2 130 009 4 281 696 4 168 645 5 770 213 6 298 654
	76 928 559 803 40 000 40 000
	116 928 599 803 23 353 319 23 353 319 2 951 596 2 882 986 (20 651 630) (20 537 454)
	5 653 285 5 698 851 5 770 213 6 298 654

The accompanying notes are an integral part of the financial statements

These financial statements were approved and authorized for issue by the Board of Directors on May 20, 2021

(s) Marie-José Girard Marie-José Girard Director	(s) René Lacroix
	René Lacroix Director

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DIOS EXPLORATION INC.

Interim Statement of Comprehensive Income (unaudited )

(Canadian dollars) Notes EXPENSES Employee benefits expense 8.1 Professional fees Consulting fees Trustees, registration fees and shareholders relations Insurance, taxes and permits Offices expenses Publicity, travel and promotion Bank charges OPERATING LOSS OTHER REVENUES AND EXPENSES Finance income 9 Finance costs NET LOSS AND COMPREHENSIVE INCOME NET LOSS PER SHARE Basic and diluted loss per share 10 LOSS BEFORE INCOME TAXES Deferred income taxes	2021 2020 $ $ 70 469 - 22 880 12 480 10 825 6 751 7 790 8 378 3 875 3 498 1 566 4 539 3 2 836 97 146 117 505 38 628 3 329 753 - - 3 329 753 (114 176) (37 875) - - (114 176) (37 875) (0.001) (0.001) Three-month period ended March 31	2021 2020 $ $ 70 469 - 22 880 12 480 10 825 6 751 7 790 8 378 3 875 3 498 1 566 4 539 3 2 836 97 146 117 505 38 628 3 329 753 - - 3 329 753 (114 176) (37 875) - - (114 176) (37 875) (0.001) (0.001) Three-month period ended March 31
	$ 70 469 22 880 10 825 7 790 3 875 1 566 3 **97 **	$ - 12 480 6 751 8 378 3 498 4 539 2 836 146
	117 505 3 329 -	38 628 753 - 753 (37 875) - (37 875) (0.001)
	3 329 (114 176) - (114 176)
	(0.001)

The accompanying notes are an integral part of the financial statements

3

DIOS EXPLORATION INC. Interim Statement of Changes in Equity (unaudited)

(Canadian dollars) Note Balance at January 1, 2020 Net loss for the period Issuance of shares Share issuance costs Balance at March 31, 2020 Balance at January 1, 2021 Net loss for the period Share-based payments 8.1 Balance at March 31, 2021	Contributed surplus Deficit Total equity Share capital
	Number of $ $ $ $ shares issued 74 906 606 20 512 901 2 946 372 (20 386 886) 3 072 387 - - - (37 875) (37 875) 6 766 471 564 650 - - 564 650 - - - (25 424) (25 424)
	81 673 077 21 077 551 2 946 372 (20 450 185) 3 573 738
	101 207 066 23 353 319 2 882 986 (20 537 454) 5 698 851 - - - (114 176) (114 176) - - 68 610 - 68 610
	101 207 066 23 353 319 2 951 596 (20 651 630) 5 653 285

The accompanying notes are an integral part of the financial statements

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DIOS EXPLORATION INC. Interim Statement of Cash Flows (unaudited)

(Canadian dollars) Notes OPERATING ACTIVITIES Net loss Adjustments Share-based payments Finance income not cashed Changes in working capital items 11 Cash flows from operating activities INVESTING ACTIVITIES Purchase of term deposits Disposal of term deposits Payment received on option Addition to exploration and evaluation assets Cash flows from investing activities FINANCING ACTIVITIES Advance of an officer (reimbursement) Issuance of shares by private placement Share issuance costs Cash flows from financing activities Cash and cash equivalents, beginning of period Cash and cash equivalents, end of period Supplemental disclosure Interest income received (operating activities) Interest paid (operating activities) Additional information - Cash Flows- note 11 Net change in cash and cash equivalents	2021 2020 $ $ (114 176) (37 875) 68 610 - (596) (130) 68 414 30 617 22 252 (7 388) - (100 000) 325 000 - 25 000 (595 896) (142 385) (270 896) (217 385) - (33 401) - 659 000 - (10 424) - 615 175 (248 644) 390 402 498 416 157 743 249 772 548 145 2 732 753 - - Three-month period ended March 31	2021 2020 $ $ (114 176) (37 875) 68 610 - (596) (130) 68 414 30 617 22 252 (7 388) - (100 000) 325 000 - 25 000 (595 896) (142 385) (270 896) (217 385) - (33 401) - 659 000 - (10 424) - 615 175 (248 644) 390 402 498 416 157 743 249 772 548 145 2 732 753 - - Three-month period ended March 31
		$ (37 875) - (130) 30 617 (7 388) (100 000) 25 000 (142 385) (217 385) (33 401) 659 000 (10 424) 615 175 390 402 157 743 548 145 753 -

The accompanying notes are an integral part of the financial statements

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DIOS EXPLORATION INC. Notes to Interim Financial Statements For the three-month period ended March 31, 2021 (unaudited)

(Canadian dollars)

1. NATURE OF OPERATIONS AND CORPORATE INFORMATION

Dios Exploration Inc. (the “Company”) is an exploration company with activities in Canada.

2. GOING CONCERN ASSUMPTION

The financial statements have been prepared on the basis of the going concern assumption, meaning the Company will be able to realize its assets and discharge its liabilities in the normal course of operations.

Given that the Company has not yet determined whether its mineral properties contain mineral deposits that are economically recoverable, the Company has not yet generated income nor cash flows from its operations. As at March 31, 2021, the Company has a cumulated deficit of $20,651,630 ($20,537,454 as at December 31, 2020). These material uncertainties cast significant doubt regarding the Company’s ability to continue as a going concern.

The Company’s ability to continue as a going concern is dependent upon its ability to raise additional financing to further explore its mineral properties. Even if the Company has been successful in the past in doing so, there is no assurance that it will manage to obtain additional financing in the future.

The carrying amounts of assets, liabilities, revenues and expenses presented in the financial statements and the classification used in the statement of financial position have not been adjusted as would be required if the going concern assumption was not appropriate.

3. SUMMARY OF ACCOUNTING POLICIES

Basis presentation

These interim financial statements of the Company were prepared in accordance with IFRS, as issued by the International Accounting Standards Board (IASB) under International Accounting Standard (IAS) 34 - Interim Financial Reporting. These interim financial statements were prepared using the same basis of presentation, accounting policies and methods of computations outlined in Note 4, SIGNIFICANT ACCOUNTING POLICIES as described in our financial statements for the year ended December 31, 2020. The interim financial statements do not include all of the notes required in annual financial statements.

4. JUDGMENTS, ESTIMATES AND ASSUMPTIONS

When preparing the financial statements, management undertakes a number of judgments, estimations and assumptions about recognition and measurement of assets, liabilities, income and expenses. The actual results are likely to differ from the judgments, estimations and assumptions made by management, and will seldom equal the estimated results. Information about the significant judgments, estimations and assumptions that have the most significant effect on the recognition and measurement of assets, liabilities, income and expenses are discussed below.

Significant management judgements

The following are significant management judgments in applying the accounting policies of the Company that have the most significant effect on the financial statements.

Recognition of deferred income tax assets and measurement of income tax expense

Management continually evaluates the likehood that its deferred tax assets could be realized. This requires management to assess whether it is probable that sufficient taxable income will exit in the future to utilize these losses within the carry-forward period. By its nature, this assessment requires significant judgment. To date, management has not recognized any deferred tax assets in excess of existing taxable temporary differences expected to reverse within the carry-forward period.

Going concern

The assessment of the Company's ability to continue as a going concern and to raise sufficient funds to pay for its ongoing operating expenditures, meets its liabilities for the ensuing year and to fund planned and contractual exploration programs, involves judgments based on historical experience and other factors including expectation of future events that are believed to be reasonable under the circumstances. See Note 2 for more information.

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DIOS EXPLORATION INC. Notes to Interim Financial Statements For the three-month period ended March 31, 2021 (unaudited)

(Canadian dollars)

4. JUDGMENTS, ESTIMATES AND ASSUMPTIONS (continued)

Estimation uncertainty

Information about estimates and assumptions that have the most significant effect on recognition and measurement of assets, liabilities, income and expenses is provided below. Actual results may be substantially different.

Impairment of exploration and evaluation assets

Determining if there are any facts and circumstances indicating impairment loss or reversal of impairment losses is a subjective process involving judgment and a number of estimates and interpretations in many cases.

When an indication of impairment loss or a reversal of an impairment loss exists, the recoverable amount of the individual asset or the cash-generating units must be estimated. If it is not possible to estimate the recoverable amount of an individual asset, the recoverable amount of the cash-generating unit to which the asset belongs must be determined.

In assessing impairment, the Company must make some estimates and assumptions regarding future circumstances, in particular, whether an economically viable extraction operation can be established, the probability that the expenses will be recover from either future exploitation or sale when the activities have not reached a stage that permits a reasonable assessment of the existence of reserves, the Compan'ys capacity to obtain financial resources necessary to complete the evaluation and development and to renew permits. 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 profit or loss in the period when the new information becomes available

There were no write-off of exploration and evaluation asset for the quarter ended March 31, 2021. No reversal of impairment losses has been recognized for the reporting periods.

Share-based payments

The estimation of share-based payment costs requires the selection of an appropriate valuation model and consideration as to the inputs necessary for the valuation model chosen. The Company has made estimates as to the volatility of its own share, the probable life of share options granted and the time of exercise of those share options. The model used by the Company is the Black-Scholes valuation model.

Tax credits receivable

The calculation of the Company's refundable tax credit on qualified exploration expenditure incurred and refundable tax credit involves a degree of estimation and judgment in respect of certain items whose tax treatment cannot be finally determined until a notice of assessment has been issued by the relevant taxation authority and payment has been received. Difference arising between the actual results following final resolution of some of these items and the assumptions made could necessitate adjustments to the refundable tax credit and refundable tax credit, exploration and evaluation assets, and income tax expense in future periods.

5. EXPLORATION AND EVALUATION ASSETS

QUEBEC K2 AU33 Clarkie 14 Karats Others QUEBEC K2 AU33 Clarkie 14 Karats MINING RIGHTS TOTAL EXPLORATION	January 1, Payment received March 31, 2021 on option 2021 Additions
	$ $ $ $ 43 691 8 268 - 51 959 171 371 2 364 - 173 735 27 256 2 652 - 29 908 10 352 624 - 10 976 3 934 - - 3 934
	256 604 13 908 - 270 512 January 1, March 31, 2021 Additions 2021 Tax credits
	$ $ $ $ 1 617 798 93 620 (20 583) 1 690 835 1 985 463 - - 1 985 463 290 180 - - 290 180 18 600 33 463 (7 357) **44 706 **
	3 912 041 127 083 (27 940) 4 011 184 4 168 645 140 991 (27 940) 4 281 696

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DIOS EXPLORATION INC. Notes to Interim Financial Statements For the three-month period ended March 31, 2021 (unaudited)

(Canadian dollars)

5. EXPLORATION AND EVALUATION ASSETS (continued)

During the quarter ending March 31, 2021, Sirios Resources Inc. abandoned the option on the Solo property (southeast section of the K2 property).

6. LOAN

The Company received a loan of $ 60,000 under the Canada Emergency Business Account program. If the Company repays an amount of $ 40,000 of the loan by December 31, 2022, no further amount will be repayable. Otherwise, the balance of the loan will bear interest at the rate of 5% and may be repayable in 36 monthly installments, principal and interest, on the maturity date on December 31, 2025. Since the government assistance of $ 20,000 is not payable if the Company reimburses the amount of $ 40,000 by December 31, 2022, this amount was recognized in the results for the year ending December 31, 2020, i.e. at the time of granting as assistance government.

7. EQUITY

7.1 Share capital

The share capital of the Company consists only of ordinary shares created in unlimited number, without par value. All shares are equally admissible to receive dividends and the repayment of capital, and represent one vote each at the sharaholders' meeting of the Company

7.2 Warrants

Outstanding warrants entitle their holders to subscribe to an equivalent number of ordinary shares, as follows

Outstanding warrants entitle their holders to subscribe to an equivalent	number of ordinary shares, as follows
Balance, at beginning Issued Exercised Balance, at the end	Number of warrants Weighted average exercise price $ 9 090 000 0.20 - - - - 9 090 000 0.20 Quarter ended March 31,2021	Year ended December 31,2020
	Number of warrants	Number of warrants	Weighted average exercise
	9 090 000 - -	5 252 224 9 090 000 (5 252 224)	$ 0.11 0.20 0.11
	9 090 000	9 090 000	0.20

The number of warrants outstanding exercisable in exchange for an equivalent number of ordinary shares is as follows:

Expirydate September 10, 2023	March 31,2021	March 31,2021
	Number of warrants	Exercise price $
	9 090 000	0.20

8. EMPLOYEE REMUNERATION

8.1 Salaries and employee benefits expense

Less: salaries capitalized in Exploration and evaluation assets Salaries and employee benefits expense Salaries and benefits Share-based payments	2021 2020 $ $ 72 747 19 210 68 610 - 141 357 19 210 (70 888) (19 210) 70 469 - ended March 31 Three-month period	2021 2020 $ $ 72 747 19 210 68 610 - 141 357 19 210 (70 888) (19 210) 70 469 - ended March 31 Three-month period
	$ 72 747 68 610	$ 19 210 -
	141 357 (70 888)	19 210 (19 210)
	70 469	-

The Company has adopted share-based payment plans under which members of the Board of Directors may award options for common shares to directors, officers, employees and consultants. The maximum number of shares issuable under the plans is 6,600,000. The maximum number of common shares which may be reserved for issuance to any one optionee may not exceed 5% of the common shares outstanding at the date of grant.

The exercise price of each option is determined by the Board of Directors and cannot be less than the market value of the ordinary shares on the day prior the award, and the term of the options cannot exceed five years. The options granted vest in stages over a period of 18 months after the grant date, at the rate of 15% per quarter, with the exception of 10% which may be exercised from the date of the grant. For the options granted to a consultant, it vests in stages over a period of 12 months after the grant, at the rate of 25 % per quarter.

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DIOS EXPLORATION INC. Notes to Interim Financial Statements For the three-month period ended March 31, 2021 (unaudited)

(Canadian dollars)

8. EMPLOYEE REMUNERATION (continued)

8.2 Share-based payments

All share-based payments will be settled in equity. The Company has no legal or constructive obligation to repurchase or settle the options. The Company's share options are as follows for the reporting periods presented

Outstanding as at the beginning Granted Exercised Expired Outstanding as at the end Exercisable as at the end	Number of options Weighted average exercise price 4 755 000 0.11 - - - - (860 000) 0.10 3 895 000 0.11 ~~1 954 750~~ 0.11 Quarter ended March 31,2021	Year ended December 31,2020	Year ended December 31,2020
	Number of options	Number of options	Weighted average exercise
	4 755 000 - - (860 000)	2 740 000 2 985 000 (970 000) -	0.10 0.11 0.10 -
	3 895 000	4 755 000	0.11 0.10
	~~1 954 750~~	~~2 367 000 ~~

The following table summarizes information about common share purchase options outstanding and exercisable as at March 31, 2021

Number of options	Number of options
ourstanding	exercisable		exercise price	Expiry date
910 000		910 000	0.10	Feb. 19, 2023
995 000		547 250	0.10	May 26, 2025
1 990 000		497 500	0.12	Oct 22, 2025
3 895 000	1	954 750

In total, $68,610 of employee remuneration expense (all of which related to equity-settled share-based payment transactions) were included in profit or loss for the three-month period ended March 31, 2021 ($0 for the three-month period ended March 31, 2020) and credited to Contributed surplus.

9. FINANCE INCOME

Finance income may be analyzed as follows for the reporting periods presented:

Interest income from cash and cash equivalents and term deposits

2021 2020 $ $ 3 329 753 ended March 31, Three-month period	2021 2020 $ $ 3 329 753 ended March 31, Three-month period
$ 3 329	$ 753

10. LOSS PER SHARE

The calculation of basic loss per share is based on the loss for the period divided by the weighted average number of shares in circulation during the period. In calculating the diluted loss per share, potential ordinary shares such as share options and warrants have not been included as they would have the effect of decreasing the loss per share. Decreasing the loss per share would be antidilutive. Details of share options and warrants issued that could potentially dilute earnings per share in the future are given in Notes 7.2 and 8.2.

Net loss Weighted average number of shares in circulation Basic and diluted loss per share	2021 2020 $(114,176) $(37,875) 101 207 066 76 947 059 $(0.001) $(0.001) March 31,	2021 2020 $(114,176) $(37,875) 101 207 066 76 947 059 $(0.001) $(0.001) March 31,
	$(114,176) 101 207 066 $(0.001)	$(37,875) 76 947 059 $(0.001)

There have been no other transactions involving ordinary shares between the reporting date and the date of authorization of these financial statements.

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DIOS EXPLORATION INC. Notes to Interim Financial Statements For the three-month period ended March 31, 2021 (unaudited)

(Canadian dollars)

11. ADDITIONAL INFORMATIONS – CASH FLOWS

The changes in working capital items are detailed as follows:

Advance to an employee Tax credits receivable applied against exploration and evaluation assets Trade and other payables related to exploration and evaluation assets Trade and other payables Good and services tax receivable Prepaid expenses and deposit Non-cash transactions of the statement of financial position are detailed as follows :	2021 2020 $ $ 102 505 46 937 - (2 000) (6 120) (5 291) (27 971) (9 029) 68 414 30 617 2021 2020 $ $ 23 720 - 26 711 - ended March 31, Three-month period	2021 2020 $ $ 102 505 46 937 - (2 000) (6 120) (5 291) (27 971) (9 029) 68 414 30 617 2021 2020 $ $ 23 720 - 26 711 - ended March 31, Three-month period
	$ 102 505 - (6 120) (27 971)	$ 46 937 (2 000) (5 291) (9 029)
	68 414	30 617
	2021	2020
	$ 23 720 26 711	$ - -

12. RELATED PARTY TRANSACTIONS

Transactions with key management personnel

Key management personnel of the Company are members of the Board of Directors, as well as the president, the chief financial officer and the vicepresident, exploration. Key management personnel remuneration includes the following expenses:

Short-term employee benefits Salaries including bonuses and benefits Consulting fees Social security costs Total short-term employee benefits Share-based payments Total remuneration	2020 2020 $ $ 50 000 10 000 10 825 6 751 4 844 955 65 669 17 706 10 758 - 76 427 17 706 Three-month period ended March 31,	2020 2020 $ $ 50 000 10 000 10 825 6 751 4 844 955 65 669 17 706 10 758 - 76 427 17 706 Three-month period ended March 31,
	$ 50 000 10 825 **4 844 **	$ 10 000 6 751 955
	65 669 **10 758 **	17 706 -
	**76 427 **	17 706

13. CAPITAL MANAGEMENT POLICIES AND PROCEDURES

The Company’s capital management objectives are:

• to ensure the Company’s ability to continue as a going concern;

• to increase the value of the assets of the business; and

• to provide an adequate return to the shareholders.

These objectives will be achieved by identifying the right exploration projects, adding value to these projects and ultimately taking them through to production or sale and cash flow, either with partners or by the Company’s own means.

The Company monitors capital on the basis of the carrying amount of equity. The Company is not exposed to any externally imposed capital requirements except when the Company issues flow-through shares for which an amount should be used for exploration work. See all the details in Note 7 and the Statements of Changes in Equity.

The Company finances its exploration and evaluation activities principally by raising additional capital either through private placements or public offerings. When financing conditions are not optimal, the Company may enter into option agreements or other solutions to continue its activities or may slow its activities until conditions improve.

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DIOS EXPLORATION INC. Notes to Interim Financial Statements For the three-month period ended March 31, 2021 (unaudited)

(Canadian dollars)

14. CONTINGENCIES AND COMMITMENTS

The Company is partially financed through the issuance of flow-through shares and, according to tax rules regarding this type of financing, the Company is engaged in realizing mining exploration work.

These tax rules also set deadlines for carrying out the exploration work, which must be performed no later than the earlier of the following dates:

• Two years following the flow-through placements;

• One year after the Company has renounced the tax deductions relating to the exploration work.

However, there is no guarantee that the Company's exploration expenses will qualify as Canadian exploration expenses, even if the Company is committed to taking all the necessary measures in this regard. Refusal of certain expenses by the tax authorities would have a negative tax impact for investors.

During the year ended Decembre 31, 2020, the Company received $1,060,000 following flow-through placements for which the Company renounced tax deductions on December 31, 2020. The management is required to dedicate these funds to the exploration of canadian mining properties exploration in the period of one year from the date of renouncement. The balance of the amount of these unexpended flow-through financings at December 31, 2020 was $63,073 and and was spent during the quarter ended March 31, 2021.

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