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Eskay Mining Corp Interim / Quarterly Report 2026

Jan 28, 2026

43802_rns_2026-01-28_0409bfb8-fec0-4835-a2f0-05b9b4a6e407.pdf

Interim / Quarterly Report

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ESKAY MINING CORP.
CONDENSED INTERIM FINANCIAL STATEMENTS
THREE AND NINE MONTHS ENDED
NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)
(UNAUDITED)

Notice to Reader

The accompanying unaudited condensed interim financial statements of Eskay Mining Corp. (the "Company") have been prepared by and are the responsibility of management. The unaudited condensed interim financial statements have not been reviewed by the Company's auditors.


Eskay Mining Corp.
Condensed Interim Statements of Financial Position
(Expressed in Canadian Dollars)
(Unaudited)

As at November 30, 2025 As at February 28, 2025
ASSETS
Current assets
Cash and cash equivalents $ 3,026,167 $ 1,858,951
Amounts receivable (note 5) 96,711 854,122
Prepaid expenses and other deposits (note 14) 29,728 40,941
Short term investments (note 8) 100,000 100,000
Investment (note 8) 2,607,405 1,540,740
Total current assets 5,860,011 4,394,754
Non-current assets
Deposits (note 3) 99,503 99,503
Equipment (note 4) 145,282 170,920
Total assets $ 6,104,796 $ 4,665,177
SHAREHOLDERS' EQUITY AND LIABILITIES
Current liabilities
Amounts payable and other liabilities (note 7 and 14) $ 823,301 $ 605,119
Total current liabilities 823,301 605,119
Non-current liabilities
Provision for reclamation (note 6) 83,807 81,610
Total liabilities 907,108 686,729
Shareholders' equity
Share capital (note 9) 115,138,052 113,728,997
Reserves (notes 10 and 11) 15,038,652 13,512,756
Accumulated deficit (124,979,016) (123,263,305)
Total shareholders' equity 5,197,688 3,978,448
Total shareholders' equity and liabilities $ 6,104,796 $ 4,665,177

Nature of operations and going concern (note 1)
Commitments and contingencies (note 15)

Approved on behalf of the Board of Directors:

"Hugh M. (Mac) Balkam", Director

"J. Gordon McMehen", Director

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


Eskay Mining Corp.

Condensed Interim Statements of Loss and Comprehensive Loss

(Expressed in Canadian dollars)

(Unaudited)

Three Months Ended November 30, Nine Months Ended November 30,
2025 2024 2025 2024
Operating expenses
Exploration and evaluation expenditures (note 3) $ 246,335 $ 50,459 $ 447,198 $ 354,233
General and administrative (note 13) 237,001 236,813 740,612 735,877
Total operating expenses (483,336) (287,272) (1,187,810) (1,090,110)
Other items
Interest income 9,457 51,497 40,023 63,638
Amortization (note 4) (8,545) (10,682) (25,638) (32,047)
Change in fair value of investments (note 8) 474,073 - 1,066,665 -
Loss from investment in associate (note 8) - (25,673) - (105,652)
Share-based payments (note 10) - - (1,608,951) (372,128)
Net loss and comprehensive loss for the period $ (8,351) $ (272,130) $ (1,715,711) $ (1,536,299)
Net loss per share - Basic and Diluted (note 12) $ (0.00) $ (0.00) $ (0.01) $ (0.01)
Weighted average number of common shares outstanding - Basic and diluted (note 12) 186,567,123 183,711,628 184,875,305 183,648,282

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


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

Eskay Mining Corp.

Condensed Interim Statements of Cash Flows

(Expressed in Canadian Dollars)

(Unaudited)

Nine Months Ended November 30,
2025 2024
Operating activities
Net loss for the period $ (1,715,711) $ (1,536,299)
Adjustments for:
Share-based payments (note 10) 1,608,951 372,128
Amortization (note 4) 25,638 32,047
Accretion (notes 6) 2,197 3,520
Change in fair value of investment (1,066,665) -
Loss from investment in associate (note 8) - 105,652
Changes in non-cash working capital items:
Amounts receivable 757,411 62,979
Prepaid expenses and other deposits 11,213 35,725
Amounts payable and other liabilities 218,182 241,047
Net cash (used in) operating activities (158,784) (683,201)
Financing activities
Proceeds from private placements (note 9) 1,260,000 -
Share issue costs (note 9) (54,000) -
Proceeds from exercise of stock options 120,000 19,000
Net cash provided by financing activities 1,326,000 19,000
Net change in cash and cash equivalents 1,167,216 (664,201)
Cash and cash equivalents, beginning of period 1,858,951 2,839,947
Cash and cash equivalents, end of period $ 3,026,167 $ 2,175,746
Cash and cash equivalents
Cash $ 1,400,071 $ 374,420
GIC $ 1,626,096 $ 1,801,326
  • 3 -

Eskay Mining Corp.

Condensed Interim Statements of Changes in Shareholders' Equity

(Expressed in Canadian Dollars)

(Unaudited)

Equity attributable to shareholders

Share capital Reserves Accumulated deficit Total
Balance, February 29, 2024 $113,693,197 $14,728,845 $(122,748,770) $5,673,272
Exercise of stock options (note 9(b)) 35,800 (16,800) - 19,000
Expiry of stock options - (1,481,466) 1,481,466 -
Share-based payments (note 10) - 372,128 - 372,128
Net loss for the period - - (1,536,299) (1,536,299)
Balance, November 30, 2024 $113,728,997 $13,602,707 $(122,803,603) $4,528,101
Balance, February 28, 2025 $113,728,997 $13,512,756 $(123,263,305) $3,978,448
Units issued through private placements (note 9(b)(ii)) 1,260,000 - - 1,260,000
Share issue costs (73,895) 19,895 - (54,000)
Exercise of stock options (note 9(b)) 222,950 (102,950) - 120,000
Share-based payments (note 10) - 1,608,951 - 1,608,951
Net loss for the period - - (1,715,711) (1,715,711)
Balance, November 30, 2025 $115,138,052 $15,038,652 $(124,979,016) $5,197,688

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


Eskay Mining Corp.
Notes to Condensed Interim Financial Statements
Three and Nine Months Ended November 30, 2025
(Expressed in Canadian Dollars)
(Unaudited)

  1. Nature of operations and going concern

Eskay Mining Corp. (the "Company" or "Eskay") is a Canadian company incorporated in British Columbia and listed for trading on the TSX Venture Exchange ("TSXV"), the Frankfurt Stock Exchange and the OTCQB Venture Market in the United States. The Company is primarily engaged in the acquisition and exploration of mineral properties. The primary office is located at The Canadian Venture Building, 82 Richmond Street East, Toronto, Ontario, M5C 1P1.

These unaudited condensed interim financial statements were approved by the board of directors on January 27, 2026.

These unaudited condensed interim financial statements have been prepared on the basis of accounting principles applicable to a going concern, which assume that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations as they come due. 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. The Company has incurred losses in prior periods, and had a net loss of $1,715,711 during the nine months ended November 30, 2025 (nine months ended November 30, 2024 - net loss of $1,536,299), has an accumulated deficit of $124,979,016 (February 28, 2025 - $123,263,305).

The Company's ability to continue to meet its obligations and carry out its planned exploration activities is uncertain and dependent upon the continued financial support of its shareholders and securing additional financing. While the Company has been successful in securing financing in the past, there is no assurance that it will be able to do so in the future. If the going concern assumption was not used, then the adjustments required to report the Company's assets and liabilities on a liquidation basis could be material to these unaudited condensed interim financial statements.

Although the Company has taken steps to verify title to the properties on which it is conducting exploration and in which it has an interest, in accordance with industry standards for the current stage of operations of such properties, these procedures do not guarantee the Company's title. Property title may be subject to social and government licensing requirements or regulations, unregistered prior agreements, unregistered claims, aboriginal claims, and non-compliance with regulatory and environmental requirements. The Company's mineral exploration property interests may also be subject to increases in taxes and royalties, renegotiation of contracts, and political uncertainty.

  1. Material accounting policies

(a) Statement of compliance

These financial statements have been prepared in accordance with IFRS® Accounting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and IFRIC® Interpretations of the IFRS Interpretations Committee ("IFRIC"). These unaudited condensed interim financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting. Accordingly, they do not include all of the information required for full annual financial statements required by IFRS as issued by the IASB and interpretations issued by the IFRIC.

The policies applied in these unaudited condensed interim financial statements are based on IFRSs issued and outstanding as of January 27, 2026, the date the Board of Directors approved these unaudited condensed interim financial statements. The same accounting policies and methods of computation are followed in these unaudited condensed interim financial statements as compared with the most recent annual financial statements as at and for the year ended February 28, 2025, except as noted below. Any subsequent changes to IFRS that are given effect in the Company's annual financial statements for the year ending February 28, 2026 could result in restatement of these unaudited condensed interim financial statements.

  • 5 -

Eskay Mining Corp.
Notes to Condensed Interim Financial Statements
Three and Nine Months Ended November 30, 2025
(Expressed in Canadian Dollars)
(Unaudited)

2. Material accounting policies (continued)

(b) New accounting policies

During the nine months ended November 30, 2025, the Company adopted a number of amendments and improvements of existing standards. These new standards and changes did not have any material impact on the Company's financial statements.

Certain pronouncements were issued by the IASB or the IFRIC that are mandatory for accounting periods commencing on or after March 1, 2025. Many are not applicable or do not have a significant impact to the Company and have been excluded. Management is currently evaluating the impact of these pronouncements on the Company's financial statements.

Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7)

In May 2024, the IASB issued amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments – Disclosures. The amendments clarify the derecognition of financial liabilities and introduces an accounting policy option to derecognize financial liabilities that are settled through an electronic payment system. The amendments also clarify how to assess the contractual cash flow characteristics of financial assets that include environmental, social and governance (ESG)-linked features and other similar contingent features and the treatment of non-recourse assets and contractually linked instruments (CLIs). Further, the amendments mandate additional disclosures in IFRS 7 for financial instruments with contingent features and equity instruments classified at FVOCI. The amendments are effective for annual periods starting on or after January 1, 2026. Retrospective application is required and early adoption is permitted.

Presentation and Disclosure in Financial Statements (IFRS 18)

In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements to improve reporting of financial performance. The new standards replaces IAS 1 Presentation of Financial Statements. IFRS 18 introduces new categories and required subtotals in the statement of profit and loss and also requires disclosure of management-defined performance measures. It also includes new requirements for the location, aggregation and disaggregation of financial information. The standard is effective for annual reporting periods beginning on or after January 1, 2027, including interim financial statements. Retrospective application is required and early adoption is permitted.

3. Exploration and evaluation expenditures

Three Months Ended November 30, Nine Months Ended November 30,
2025 2024 2025 2024
ESKAY-Corey
Surveying, sampling and analysis $ 65,024 $ 2,576 $ 82,038 $ 71,165
Geological and consulting 62,802 41,746 153,253 242,619
Camping procurement and expediting 1,400 - 37,124 100
Claims 1,118 709 1,118 1,069
Transportation 115,259 4,255 171,468 35,760
Accretion (note 6) 732 1,173 2,197 3,520
Total exploration and evaluation expenditures $ 246,335 $ 50,459 $ 447,198 $ 354,233
  • 6 -

Eskay Mining Corp.
Notes to Condensed Interim Financial Statements
Three and Nine Months Ended November 30, 2025
(Expressed in Canadian Dollars)
(Unaudited)

3. Exploration and evaluation expenditures (continued)

ESKAY-Corey

The ESKAY-Corey property is comprised of the following:

St. Andrew (SIB)

Pursuant to an option agreement dated May 7, 2008 and amending option agreement dated January 17, 2013 with St. Andrew Goldfields Ltd., the Company earned an 80% interest in the SIB Property at Eskay Creek, British Columbia (the "Property") by expending an aggregate of $3.98 million on exploration of the Property and issuing further 265,000 common shares. On January 26, 2016, Kirkland Lake Gold Inc. ("Kirkland Lake") announced it completed the acquisition of St. Andrew. St. Andrew is a wholly-owned subsidiary of Kirkland Lake and continued to hold a 20% interest in the SIB Property. St. Andrew and the Company entered into an agreement with an effective date of November 25, 2016 for the further exploration and development of the Property. Pursuant to a Royalty Agreement dated March 8, 2021, the Company acquired the remaining 20% interest in SIB from Kirkland Lake, to hold a 100% working interest, in consideration for the granting of a 2% Net Smelter Returns Royalty on the SIB in favour of Kirkland Lake.

Corey claim

In September 1990, the Company acquired a 100% interest in mineral tenures located in the Skeena Mining Division, Province of British Columbia for $30,000 cash and a royalty of 5% of net profits from these claims to a maximum of $250,000.

These mineral exploration properties are located in northwestern British Columbia. The Company holds a 100% interest in these mineral tenures subject to a 2% net smelter royalty.

On July 7, 2023, the Company sold 5 mining claims in the Golden Triangle area of BC to Skeena Resources Limited ("Skeena") in consideration for aggregate cash payments of $4 million. The initial consideration of $2 million was paid to the Company on closing, a further $1 million was paid on October 31, 2023 and the final $1 million payment was paid on December 31, 2023. Eskay retains a 2% net smelter royalty ("Royalty") in the Claims. Skeena can purchase 50% of the Royalty at any time for $2 million. In addition, Eskay will not be required to pay any road use fees to Skeena for its use of the Eskay Creek Road for the five year period ending December 31, 2027, provided that its road use those years is consistent with its road use in 2022. Four of the claims are north and west of the Skeena Eskay Creek Project and one of the Claims is adjacent to the west side of the Skeena Eskay Creek Project.

Deposits and Exploration Advances

As at November 30, 2025, the Company had $99,503 (February 28, 2025 - $99,503) of deposits and exploration advances held by the provincial government of British Columbia. Such deposits were required by the B.C Ministry of Energy and Mines in order to permit the Company to conduct exploration and evaluation activities in that province.

  • 7 -

Eskay Mining Corp.
Notes to Condensed Interim Financial Statements
Three and Nine Months Ended November 30, 2025
(Expressed in Canadian Dollars)
(Unaudited)

4. Equipment

Cost

Balance, February 29, 2024, February 28, 2025 and November 30, 2025 $ 302,010
Accumulated amortization
Balance, February 29, 2024 $ 88,361
Amortization 42,729
Balance, February 28, 2025 $ 131,090
Amortization 25,638
Balance, November 30, 2025 $ 156,728
Carrying amounts
At February 28, 2025 $ 170,920
At November 30, 2025 $ 145,282

5. Amounts receivable

November 30, 2025 February 28, 2025
Sales tax receivable $ 69,453 $ 51,348
B.C. Mining tax credit receivable 27,258 802,774
$ 96,711 $ 854,122

6. Provision for reclamation

The Company's provision for reclamation costs is based on management's estimated costs to dismantle and remove its facilities as well as an estimate of the future timing of the costs to be incurred. The following table presents the reconciliation of the beginning and ending aggregate carrying amount of the provision for closure and reclamation associated with the dismantling and removal of the Company's camp:

Balance at February 28, 2025 $ 81,610
Accretion 2,197
Balance at November 30, 2025 $ 83,807

The Company has estimated its total provision for reclamation to be $83,807 at November 30, 2025 (February 28, 2025 - $81,610) based on an estimated total future liability of approximately $131,152 and an inflation rate of 2.60% (February 28, 2025 - 2.6%) and a discount rate of 3.49% (February 28, 2025 - 3.49%).

  • 8 -

Eskay Mining Corp.
Notes to Condensed Interim Financial Statements
Three and Nine Months Ended November 30, 2025
(Expressed in Canadian Dollars)
(Unaudited)

7. Amounts payable and other liabilities

Amounts payable and other liabilities of the Company are principally comprised of amounts outstanding for purchases relating to exploration and evaluation expenditures and general operating and administrative activities:

November 30, 2025 February 28, 2025
Accounts payable $ 203,130 $ 172,523
Accruals and others 620,171 432,596
Total amounts payable and other liabilities $ 823,301 $ 605,119

The following is an aged analysis of amounts payable and other liabilities:

November 30, 2025 February 28, 2025
Less than 1 month $ 666,836 $ 448,654
1 to 3 months - -
Greater than 3 months 156,465 156,465
Total amounts payable and other liabilities $ 823,301 $ 605,119

8. Investments

Investment in Garibaldi Resources Corp

An associate is an entity over which the Company has significant influence, and is not a subsidiary or joint venture. Significant influence is presumed to exist when the Company has the power to be actively involved and influential in financial and operating policy decisions of the associate.

The Company accounts for its investment in an associate using the equity method. Under the equity method, the Company's investment in an associate is initially recognized at cost and subsequently increased or decreased to recognize the Company's share of profit and loss of the associate and for impairment losses after the initial recognition date. The Company's share of comprehensive earnings or losses of associates is recognized in comprehensive income (loss) during the period. Distributions received from an associate are accounted for as a reduction in the carrying amount of the Company's investment.

The Company no longer has representation on the board and therefore on December 1, 2024, management has assessed the Company no longer exerts significant influence resulting in the investment being reclassified as FVTPL.

For the three and nine months ended November 30, 2025, the Company recognized its share of Garibaldi Resources Corp. ("GGI") gain of $nil (three and nine months ended November 30, 2024 - $25,673 and $105,652, respectively), using the equity method.

As at November 30, 2025, the Company has a total ownership of 15.60%.


Eskay Mining Corp.
Notes to Condensed Interim Financial Statements
Three and Nine Months Ended November 30, 2025
(Expressed in Canadian Dollars)
(Unaudited)

8. Investment in associate (continued)

The changes to the carrying amounts presented in the consolidated statement of financial position can be summarized as follows:

As at November 30, 2025 As at February 28, 2025
Balance, beginning of year $ - $ 1,896,156
Loss of significant influence of GGI - (1,790,505)
Loss from investment in associate - (105,651)
Balance, end of period $ - $ -

Based on the quoted market price at November 30, 2025, the fair value of the investment in GGI was $2,607,405 (February 28, 2025 - $1,540,740). An unrealized gain of $1,066,665 was recognized in the statement of loss for the period then ended (November 31, 2024 - $nil).

Short term investments

The Company has a GIC in the amount of $100,000 (February 28, 2025 - $100,000) with an interest rate of prime minus 2.95% with a maturity date of May 8, 2026.

9. Share capital

a) Authorized share capital

The authorized share capital consists of an unlimited number of common shares. The common shares do not have a par value. All issued shares are fully paid.

b) Common shares issued

As at November 30, 2025, the issued share capital amounted to $115,138,052 (February 28, 2025 - $113,728,997). Changes in issued share capital are as follows:

Number of common shares Amount
Balance, February 29, 2024, 183,617,123 $113,693,197
Exercise of stock options (i) 200,000 19,000
Value transferred to share capital from exercise of stock options - 16,800
Balance, November 30, 2024 183,817,123 $113,728,997
Balance, February 28, 2025 183,817,123 $113,728,997
Issuance of private placement (ii) 2,250,000 1,260,000
Share issue costs - (73,895)
Exercise of stock options (iii) 500,000 120,000
Value transferred to share capital from exercise of stock options (iii) - 102,950
Balance, November 30, 2025 186,567,123 $115,138,052
  • 10 -

Eskay Mining Corp.
Notes to Condensed Interim Financial Statements
Three and Nine Months Ended November 30, 2025
(Expressed in Canadian Dollars)
(Unaudited)

  1. Share capital (continued)

b) Common shares issued (continued)

(i) During the nine months ended November 30, 2025, 200,000 stock options were exercised for $0.095 per share. A total value of $16,800 was transferred to share capital from reserves as a result of the exercise of these stock options.

(ii) On August 28, 2025, the Company closed its non-brokered private placement and raised proceeds of $1,260,000 pursuant to the offering and issued 2,250,000 flow-through units to be sold to charitable purchasers (the "Charity FT Units") at a price of $0.54 per Charity FT Units. Each Charity FT Unit consists of one common share of the Company to be issued as a flow-through share within the meaning of the Income Tax Act (Canada) and one half common share purchase warrant. Each warrant shall entitle the holder to purchase one common share at a price of $0.65 at any time on or before that date which is 24 months after the closing date. In connection to the private placement, a finders fee of $54,000 was paid in cash, and 135,000 finders warrants were issued. Each finders warrant entitles the holder to purchase one common share at a price of $0.40 at any time on or before that date which is 24 months after the closing date. The fair value of the warrants was estimated on the date of grant using the Black-Scholes relative fair value approach with the following assumptions: stock price of $0.34, expected dividend yield of 0%, expected volatility of 87%, risk-free interest rates of 2.69%, and an average expected life of 24 months.

(iii) During the nine months ended November 30, 2025, 500,000 stock options were exercised for $0.24 per share for gross proceeds of $120,000. A total value of $102,950 was transferred to share capital from reserves as a result of the exercise of these stock options.

  1. Stock options

The following table reflects the continuity of stock options for the periods presented:

Number of stock options Weighted average exercise price ($)
Balance, February 29, 2024 12,985,000 1.29
Exercised (note 9(b)) (200,000) 0.10
Granted (i) 1,500,000 0.31
Expired (3,780,000) 0.45
Balance, November 30, 2024 10,505,000 1.48
Balance, February 28, 2025 9,805,000 1.57
Exercised (note 9(b)(iii)) (500,000) 0.24
Granted (ii)(iii) 5,800,000 0.37
Expired (1,000,000) 0.24
Balance, November 30, 2025 14,105,000 1.22

(i) On March 22, 2024, the Company granted 1,500,000 stock options to officers of Eskay at $0.31 per share for five years expiring March 22, 2029. These options vest immediately. These options have a grant date fair value of $372,128, estimated using the Black-Scholes option pricing model with the following assumptions: expected dividend yield of 0%; expected volatility of 110% based on the Company's historical volatility; share price of $0.31; risk-free interest rate of 3.48% and an expected life of five years. During the three and nine months ended November 30, 2025, $nil (three and nine months ended November 30, 2024 - $nil and $372,128, respectively) was recorded as share-based payments.

  • 11 -

Eskay Mining Corp.
Notes to Condensed Interim Financial Statements
Three and Nine Months Ended November 30, 2025
(Expressed in Canadian Dollars)
(Unaudited)

10. Stock options (continued)

(ii) On May 14, 2025, the Company granted 600,000 stock options to two (2) consultants of Eskay at $0.26 per share for five years expiring May 14, 2030. These options vest immediately. These options have a grant date fair value of $106,105, estimated using the Black-Scholes option pricing model with the following assumptions: expected dividend yield of 0%; expected volatility of 88% based on the Company's historical volatility; share price of $0.26; risk-free interest rate of 2.84% and an expected life of five years. During the three and nine months ended November 30, 2025, $nil and $106,105, respectively (three and nine months ended November 30, 2024 - $nil) was recorded as share-based payments.

(iii) On June 23, 2025, the Company granted 5,200,000 stock options to five (5) directors and three (3) consultants of the Company at $0.385 per share for five years expiring June 23, 2030. These options vest immediately. These options have a grant date fair value of $1,502,846, estimated using the Black-Scholes option pricing model with the following assumptions: expected dividend yield of 0%; expected volatility of 88% based on the Company's historical volatility; share price of $0.26; risk-free interest rate of 2.85% and an expected life of five years. During the three and nine months ended November 30, 2025, $nil and $1,502,846, respectively (three and nine months ended November 30, 2024 - $nil) was recorded as share-based payments.

The following table reflects the actual stock options issued and outstanding as of November 30, 2025:

Expiry Date Exercise Price ($) Weighted Average Remaining Contractual Life (years) Number of Options Outstanding Number of Options Vested (Exercisable) Grant Date Fair value ($)
February 5, 2026 3.00 0.18 3,350,000 3,350,000 8,899,610
July 04, 2027 1.81 1.59 1,900,000 1,900,000 2,952,741
September 21, 2027 1.49 1.81 5,000 5,000 6,386
March 20, 2028 0.66 2.30 1,250,000 1,250,000 738,971
July 11, 2028 0.95 2.61 300,000 300,000 234,070
March 22, 2029 0.31 3.31 1,500,000 1,500,000 372,128
May 14, 2030 0.26 4.45 600,000 600,000 124,043
June 23, 2030 0.39 4.56 5,200,000 5,200,000 1,502,846
Total 1.22 2.74 14,105,000 14,105,000 14,830,795

The weighted average exercise price of the vested options as at November 30, 2025 is $1.22. The weighted average fair value of all grants in the three and nine months ended November 30, 2025 was $0.37 per share (November 30, 2024 – $0.31).

11. Warrants

The following table reflects the continuity of warrants for the periods presented:

Number of warrants Weighted average exercise price ($)
Balance, February 29, 2024 2,222,223 3.40
Expired (2,222,223) (3.40)
Balance, November 30, 2024 - -

Eskay Mining Corp.
Notes to Condensed Interim Financial Statements
Three and Nine Months Ended November 30, 2025
(Expressed in Canadian Dollars)
(Unaudited)

11. Warrants (continued)

Number of warrants Weighted average exercise price ($)
Balance, February 28, 2025 - -
Issued (note 9) 1,260,000 0.62
Balance, November 30, 2025 1,260,000 0.62

The following table reflects the warrants issued and outstanding as of November 30, 2025:

Expiry date Number of warrants outstanding Exercise price ($)
August 28, 2027 1,125,000 $ 0.65
August 28, 2027 135,000 $ 0.40
1,260,000 $ 0.62

12. Net loss per common share

Three Months Ended November 30, Nine Months Ended November 30,
2025 2024 2025 2024
Weighted average number of common shares outstanding - Basic and diluted 186,567,123 183,711,628 184,875,305 183,648,282
Dilutive effect of stock options and warrants - - - -
Weighted average number of common shares outstanding - Diluted 186,567,123 183,711,628 184,875,305 183,648,282
Net loss per share - Basic and diluted $ (0.00) $ (0.00) $ (0.01) $ (0.01)

The diluted loss per share for the three and nine months ended November 30, 2025 and November 30, 2024 excluded all outstanding options and warrants (if applicable) as they were anti-dilutive.

  • 13 -

Eskay Mining Corp.
Notes to Condensed Interim Financial Statements
Three and Nine Months Ended November 30, 2025
(Expressed in Canadian Dollars)
(Unaudited)

13. General and administrative

Three Months Ended November 30, Nine Months Ended November 30,
2025 2024 2025 2024
Professional fees (note 14(ii) and (iii)) $ 44,739 $ 32,331 $ 111,206 $ 135,043
Reporting issuer costs 13,859 10,961 16,442 36,394
Office and general 27,779 37,202 76,582 98,389
Advertising and promotion 4,598 1,686 62,051 21,103
Management and consulting fees (note 14(i)) 145,289 154,110 472,531 442,330
Interest and bank charges 737 523 1,800 2,618
$ 237,001 $ 236,813 $ 740,612 $ 735,877

14. Related party balances and transactions

Related parties include the Board of Directors, officers, close family members and enterprises that are controlled by these individuals as well as certain persons performing similar functions.

Eskay entered into the following transactions with related parties:

(i) For the three and nine months ended November 30, 2025, the Company paid or accrued $146,589 and $472,330, respectively in management and consulting fees to Marrelli Support Services Inc., and its affiliates (the "Marrelli Group"), Balkam Partner, and Robert Myhill who are controlled by officers of the Company (three and nine months ended November 30, 2024 - $157,110 and $442,330, respectively). As at November 30, 2025, these officers have balances outstanding to them by the Company of $530,000 (February 28, 2025 - $383,000). These amounts are unsecured, non-interest bearing and due on demand.

(ii) For the three and nine months ended November 30, 2025, the Company paid or accrued $9,946 and $27,908, respectively in professional fees (November 30, 2024 - $9,769 and $26,039, respectively) to the Marrelli Group who is controlled by an officer of the Company. As at November 30, 2025, this Company is owed $2,872 (February 28, 2025 - $554). This amount is unsecured, non-interest bearing and due on demand.

(iii) During the three and nine months ended November 30, 2025, the Company paid professional fees and disbursements of $30,325 and $53,415, respectively (November 30, 2024 - $14,718 and $94,467, respectively) to Gardiner Roberts LLP ("Gardiner"), a law firm of which William R. Johnstone, Corporate Secretary of the Company, is a partner. These services were for general corporate matters. As at November 30, 2025, Gardiner is owed $3,982 (February 28, 2025 - $666) and this amount is included in amounts due to related parties. These balances are unsecured, non-interest bearing, and due on demand.

(iv) As at November 30, 2025, included in prepaid expenses are $2,063 (February 28, 2025 - $2,063), for an advance to the CEO of the Company.

(v) See note 10(i)(iii).


Eskay Mining Corp.
Notes to Condensed Interim Financial Statements
Three and Nine Months Ended November 30, 2025
(Expressed in Canadian Dollars)
(Unaudited)

14. Related party balances and transactions (continued)

As at November 30, 2025, Hugh Balkam, a director of the Company owns 16,883,345 common shares of the Company carrying approximately 9.05% of the voting rights attached to all common shares of the Company. As at November 30, 2025, directors and officers of the Company control an aggregate of 30,820,990 common shares of the Company or approximately 16.52% of the shares outstanding.

As at November 30, 2025, the Company is not aware of any arrangements that may at result in a change in control of the Company. To the knowledge of the Company, it is not directly or indirectly owned or controlled by another corporation, by any government or by any natural or legal person severally or jointly.

15. Commitments and contingencies

Environmental contingencies

The Company's exploration activities are subject to various federal, provincial and international laws and regulations governing the protection of the environment. These laws and regulations are continually changing and are 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.

Management contracts

The Company is party to management contracts that require additional payments of up to $630,000 to be made upon the occurrence of certain events such as termination for any reason, other than for just cause. The Company is also party to management contracts that require additional payments of up to $2,760,000 to be made upon the occurrence of certain events such as a change of control. As the triggering event has not occurred, the contingent payments have not been reflected in these unaudited condensed interim financial statements. Minimum amounts due within one year under these agreements are $630,000.

16. Segmented information

The Company's operations comprise a single reporting operating segment engaged in mineral exploration in Canada. As the operations comprise a single reporting segment, amounts disclosed in the financial statements also represent segment amounts. In order to determine reportable operating segments, the chief operating decision maker reviews various factors including geographical location, quantitative thresholds and managerial structure.

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