Evolution Global Frontier Ventures Corp. — Interim / Quarterly Report 2023

Feb 9, 2023

NORTH VALLEY RESOURCES LTD.

CONDENSED INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED DECEMBER 31, 2022

(Expressed in Canadian dollars)

NORTH VALLEY RESOURCES LTD. Condensed Interim Statements of Financial Position (Unaudited - Expressed in Canadian Dollars)

	December 31,	September 30,
As at Note	2022	2022
	$	$
ASSETS
Current
Cash	192,128	200,326
Other receivables	567	3,538
Prepaid expenses	1,975	2,414
	194,670	206,278
Non-current
Exploration and evaluation assets 3	53,009	53,009
Total Assets	247,678	259,287
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable and accrued liabilities 4	13,210	13,047
Due to relatedparties 5	10,261	10,261
Total Liabilities	23,470	23,308
Shareholders’ equity
Share capital 6	513,287	513,286
Reserves 6	58,278	58,278
Deficit	(347,357)	(335,585)
Total shareholders’ equity	224,208	235,979
Total Liabilities and Shareholders’ Equity	247,678	259,287

Nature of operations and going concern (Note 1)

These financial statements were approved by the Board of Directors on February 9, 2023:

“Ken Ellerbeck” Director	“Quinn Ellerbeck”
	Director

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

NORTH VALLEY RESOURCES LTD. Condensed Interim Statements of Loss and Comprehensive Loss (Unaudited - Expressed in Canadian Dollars)

			Note		Three Months Ended December 31, 2022 Three Months Ended December 31, 2021
					$ $
	Expenses
	Accounting fees				- -
	Bank charges and interest				2 52
	Office and general				2,019 2,417
	Legal fees				- 658
	Management fees		5		7,500 7,500
	Share-based payments		5,6		- -
	Loss before other item				(9,521) (10,627)
	Other item
	Exchange listingfees				2,250 2,250
	Net Loss and Comprehensive Loss				(11,771) (12,877)
	Loss Per Share – Basic and Diluted				(0.001) (0.00)
	Weighted Average Number of Common Shares Outstanding – Basic and Diluted				10,075,000 9,975,00
	Outstanding – Basic and Diluted

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

NORTH VALLEY RESOURCES LTD. Condensed Interim Statements of Changes in Shareholders’ Equity (Unaudited - Expressed in Canadian Dollars)

			Share Capital	Total Deficit
			Number of Shares Amount Reserves
			$ $	$ $
Balance, September 30, 2021			9,975,000 508,286 58,278	(175,259) 391,305
Shares issued for cash			- - -	- -
Reserves			- - -	- -
Net loss for the period			- - -	(12,877) (12,877)
Balance, December 31, 2021			9,975,000 508,286 58,278	(188,136) 378,429
Balance, September 30, 2022			10,075,000 513,286 58,278	(335,585) 235,979
Shares issued for exploration and evaluation assets			- - -	- -
Net loss for the period			- - -	(11,771) (11,771)
Balance, December 31, 2022			10,075,000 513,286 58,278	(347,357) 224,208

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

NORTH VALLEY RESOURCES LTD. Condensed Interim Statements of Cash Flows (Unaudited - Expressed in Canadian Dollars)

Three Months Ended December 31, 2022	Three Months Ended	Three Months Ended December 31, 2021 $ (12,877) - 585 (978) 1,366 (13,259) (25,163) (7,406) (7,406) - - (32,568) 253,570 221,002 7,406 - -	Three Months Ended December 31, 2021 $ (12,877) - 585 (978) 1,366 (13,259) (25,163) (7,406) (7,406) - - (32,568) 253,570 221,002 7,406 - -
	$	$
Operating Activities:
Net loss	(11,771)	(12,877)
Items not involving cash:
Share-based compensation	-	-
Changes in non-cash working capital items:
Prepaid expenses	439	585
Other receivables	2,972	(978)
Accounts payable and accrued liabilities	163	1,366
Due to/from relatedparties	-	(13,259)
Cash Used in Operating Activities	(8,198)	(25,163)
Investing Activities:
Exploration and evaluation assets	-
Cash Provided by Investing Activities	-
Financing activities:
Proceeds from issuance of shares	-	-
Cash Provided by Financing Activities	-	-
Net change in cash	(8,198)	(32,568)
Cash, beginning ofperiod	200,326	253,570
Cash, ending ofperiod	192,128	221,002
Supplemental Disclosure of Cash Flow Information
Accrued exploration and evaluation expenditures -			7,406
Shares issued for acquisition of exploration and evaluation assets -			-
Shares cancelled -			-

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

NORTH VALLEY RESOURCES LTD. NOTES TO THE INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED DECEMBER 31, 2022 (Unaudited - Expressed in Canadian dollars)

1. NATURE OF OPERATIONS AND GOING CONCERN

North Valley Resources Ltd. (the "Company") was incorporated on January 26, 2012 under the Business Corporations Act of British Columbia. The Company is focused on acquisition, exploration and development of mineral properties in British Columbia. On August 5, 2021, the Company became listed on the Canadian Securities Exchange (the “CSE”) under the symbol “NVR”. The Company's registered office is 255 Battle Street West, Kamloops BC V2C 1G8.

These financial statements have been prepared on the assumption that the Company will continue as a going concern for the foreseeable future and will be able to realize assets and discharge liabilities in the ordinary course of operations. A different basis of measurement may be appropriate if the Company is not expected to continue operations. During the three months ended December 31, 2022, the Company incurred a net loss of $11,771. As at December 31, 2022, the Company had a working capital of $171,200. The Company’s continuation as a going concern is dependent upon the successful results from its mineral property exploration activities, its ability to attain profitable operations and generate funds and raise equity capital or borrowings sufficient to meet current and future obligations. The Company intends to finance operating costs over the next twelve months with current cash on hand, potential proceeds from the issuance of share capital and borrowings, if available. However, there is no assurance that additional financing will be available on terms acceptable to the Company, or at all. These matters represent material uncertainties that cast significant doubt on the Company’s ability to continue as a going concern. These financial statements do not reflect adjustments to the carrying value of assets and liabilities that would be necessary should the Company be unable to continue operations. Such adjustments could be material.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Statement of compliance

The condensed interim financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) applicable to the preparation of interim financial statements, including International Accounting Standard 34 Interim Financial Reporting (“IAS 34”). They do not include all of the information required for a complete set of financial statements prepared in accordance with IFRS, and should be read in conjunction with the Company’s audited financial statements for the year ended September 30, 2022 and 2021. Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Company’s financial position and performance since the financial statements for the years ended September 30, 2022 and 2021.

The condensed interim financial statements were authorized for issue by the Board of Directors of the Company on February 09, 2023.

Basis of measurement

These condensed interim financial statements have been prepared on a historical cost basis, modified where applicable. In addition, these condensed interim financial statements have been prepared using the accrual basis of accounting except for cash flow information. The condensed interim financial statements are presented in Canadian dollars, unless otherwise noted, which is the functional currency of the Company.

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NOTES TO THE INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED DECEMBER 31, 2022 (Unaudited - Expressed in Canadian dollars)

NORTH VALLEY RESOURCES LTD.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

These condensed interim financial statements have been prepared, for all periods presented, following the same accounting policies and methods of computation as described in note 2 to the audited financial statements for the years ended September 30, 2022 and 2021.

Significant accounting judgements

The preparation of condensed interim financial statements in accordance with IAS 34 requires the Company to make judgments, apart from those involving estimates, in applying accounting policies. The most significant judgments in applying the Company's condensed interim financial statements include:

• the assessment of the Company's ability to continue as a going concern and whether there are events or conditions that may give rise to significant uncertainty;

• the classification of financial instruments;

• the classification and allocation of expenses as exploration and evaluation expenditures or operating expenses; and

• assessment of impairment of its exploration and evaluation assets.

Significant accounting estimates and assumptions

The preparation of condensed interim financial statements in accordance with IAS 34 requires the Company to make estimates and assumptions concerning the future. The Company's management reviews these estimates and underlying assumptions on an ongoing basis, based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Revisions to estimates are adjusted for prospectively in the period in which the estimates are revised.

Estimates and assumptions where there is significant risk of material adjustments to assets and liabilities in future accounting periods include the recoverability of the carrying value of exploration and evaluation assets and the recoverability measurement of deferred tax assets.

Recently Adopted Accounting Standards

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

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NORTH VALLEY RESOURCES LTD.

NOTES TO THE INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED DECEMBER 31, 2022 (Unaudited - Expressed in Canadian dollars)

3. EXPLORATION AND EVALUATION ASSETS

	Barnum Property Comstock Property **Total **
	$ $ $ Acquisition costs:
	Balance, September 30, 2022 (10) 25,000 20,000 Additions - - - Impairment - - -
	Balance,December 31,2022 - 25,000 25,000
	Deferred exploration expenditures:
	Balance, September 30, 2022 - 28,009 28,009 Geophysical survey - - - Mining exploration tax credit - - - Impairment - - -
	Balance,December 31,2022 - 28,009 28,009
	Total - 53,009 53,009

On September 21, 2022 the Company received a one-time cash payment of $24,963 for British Columbia Mining Exploration Tax Credits (“BCMETC”) claimed for the tax year ended June 30, 2022, and $10,193 in BCMETC claimed for the tax year ended June 30, 2021.

Barnum Property - BC

On June 15, 2020, and as amended on April 14, 2021, the Company entered into an option agreement with a director of the Company to acquire an undivided 100% interest in 6 mineral claims located in the Kamloops Mining District of British Columbia, Canada (the “Barnum Property”).

As per the amended terms, the Company agrees to pay an aggregate sum of $550,000 cash and 600,000 shares of the Company and to incur $895,000 of exploration expenditures on the Barnum Property by the fourth anniversary of the Company obtaining a listing (the “Listing Date”, August 9, 2021) on the CSE. The option payments are as follows:

• By October 1, 2020 - $85,000 in exploration expenditures (incurred);

• By the 2[nd] anniversary of the Listing Date (August 59, 2023) - 100,000 common shares and $110,000 additional expenditures;

• By the 3[rd] anniversary of the Listing Date (August 9, 2024) – 200,000 common shares, $100,000 cash and $300,000 additional expenditures; and

• By the 4[th] anniversary of the Listing Date (August 9, 2025) – 300,000 common shares, $450,000 cash and $400,000 additional expenditures.

The Barnum Property is subject to 2% net smelter return royalty (“NSR”), of which the Company may elect to purchase 1% of NSR for $1,000,000 prior to the commencement of commercial production.

For the year ended September 30, 2022, the Company had no additional exploration planned for the property, consequently the interest was written down at September 30, 2022 to $nil and the company recognized an impairment charge of $78,744.

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NORTH VALLEY RESOURCES LTD. NOTES TO THE INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED DECEMBER 31, 2022 (Unaudited - Expressed in Canadian dollars)

4. EXPLORATION AND EVALUATION ASSETS

Comstock Property - BC

On April 14, 2021 the Company entered into an option agreement with a director of the Company to acquire an undivided 100% interest in 19 mineral claims located in the Kamloops Mining District of British Columbia, Canada (the “Comstock Property”).

In order to exercise the option, the Company agrees to pay the optionor an aggregate sum of $595,000 cash and 750,000 shares of the Company and to incur $715,000 of exploration expenditures on the Comstock Property by the fourth anniversary of the Listing Date (August 9, 2021). The option payments are as follows:

• By the agreement date - $5,000 cash (paid);

• By the Listing date (August 9, 2021) – 100,000 common shares with a fair value of $10,000 (issued) and $5,000 cash (paid);

• By February 1, 2022 - $10,000 in exploration expenditures (incurred);

• By the 1[st] anniversary of the Listing Date (August 9, 2022) – 100,000 common shares with a fair value of $5,000 (issued), $10,000 cash and $105,000 additional expenditures;

• By the 2[nd] anniversary of the Listing Date (August 9, 2023) – 100,000 common shares, $50,000 cash and $200,000 additional expenditures;

• By the 3[rd] anniversary of the Listing Date (August 9, 2024) – 100,000 common shares, $100,000 cash and $200,000 additional expenditures; and

• By the 4[th] anniversary of the Listing Date (August 9, 2025) – 350,000 common shares, $425,000 cash and $200,000 additional expenditures.

The Comstock Property is subject to 2% NSR, of which the Company may elect to purchase 1% NSR for $1,000,000 prior to the commencement of commercial production.

5. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

	December 31, 2022	September 30, 2022
	$	$
Accounts Payable	1,210	1,047
Accrued Liabilities	12,000	12,000
Total	13,210	13,047

6. RELATED PARTY TRANSACTIONS

Key management compensation

Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of members of the Company's Board of Directors and corporate officers. During the three months ended December 31, 2022 and 2021, there was no remuneration of directors and key management personnel.

During the three months ended December 31, 2022, the Company incurred management and consulting fees of $7,500 (2021 - $7,500) from a related party controlled by the directors of the Company.

Related parties

During the three months ended December 31, 2022, the Company incurred share-based payments of $nil (2021 - $nil).

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NOTES TO THE INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED DECEMBER 31, 2022 (Unaudited - Expressed in Canadian dollars)

NORTH VALLEY RESOURCES LTD.

5. RELATED PARTY TRANSACTIONS (continued)

As at December 31, 2022, the Company has a balance payable of $5,260 (2021 - $8,885) to a company controlled by directors of the Company, for operating expenses and exploration and evaluation expenditures incurred. The amount payable due to related party is non-interest bearing, due on demand and bears no specific terms of repayment.

As at December 31, 2022, the Company has a balance payable of $5,001 (2021 - $5,001) to the director of the Company.

The balances payable due to related parties are non-interest bearing, due on demand and bears no specific terms of repayment.

6. SHARE CAPITAL

Authorized share capital

Unlimited number of common shares without par value.

Common Shares

During the three months ended December 31, 2022

During the three months ended December 31, 2022, the Company did not issue common shares.

During the year ended September 30, 2022

On August 25, 2022, the Company issued 100,000 common shares with a fair value of $5,000 as a payment of the Comstock Property option agreement (note 3).

During the year ended September 30, 2021

On December 30, 2020, the Company issued 1,000,000 common shares for gross proceeds of $100,000.

On July 22, 2021, 500,000 shares previously issued to a related company controlled by a director were cancelled and returned to treasury. On July 30, 2020, the Company entered into a share-for-debt agreement with issuance of 1,700,000 common shares to settle a balance of $85,000 payable to a related company controlled by the directors of the Company. The payable was rising from geophysical surveying services provide by the related company. On July 22, 2021, the Company entered into an amended agreement whereby the related company agreed to reduce the service fee to $60,000 and, accordingly, returned 500,000 common shares with a fair value of $25,000 to treasury. The Company recorded the amount directly in equity.

The Black Scholes Option Pricing Model with the following assumptions: stock price of $0.10; expected life of 1.5 years; expected volatility of 115%; risk free rate of 0.42%; and expected dividends of 0%.

Common Shares (continued)

During the year ended September 30, 2021 (continued)

On August 3, 2021, the Company issued 2,500,000 shares for gross proceeds of $250,000. The Company issued 195,650 finders’ warrants and paid $17,536 finders’ fee in cash. Each warrant is exercisable into one common share at $0.10 per share on or before February 3, 2023. The fair value of the warrants was $10,178, assessed using

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NORTH VALLEY RESOURCES LTD. NOTES TO THE INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED DECEMBER 31, 2022 (Unaudited - Expressed in Canadian dollars)

6. SHARE CAPITAL (continued)

On August 18, 2021, the Company issued 100,000 common shares with a fair value of $10,000 as a payment of the Comstock Property acquisition (note 3).

Escrowed shares

As at December 31, 2022, 2,625,000 shares were held in escrow (2021 – 3,937,500).

Stock Options

The Company has a stock option plan (the “Plan”) that provides to the Company’s directors, officers, key employees and service providers to purchase common shares in the capital stock of the Company. Terms and pricing of options are determined at the date of grant in accordance with the Plan.

On October 15, 2020, the Company granted 500,000 stock options to three directors of the Company to purchase 500,000 common shares at $0.10 per share. All the stock options vested immediately upon the date of grant and have an expiry date on October 15, 2025.

On May 6, 2021, the Company granted 100,000 stock options to a director of the Company to purchase 100,000 common shares at $0.10 per share. All the stock options vested immediately upon the date of grant and have an expiry date on May 6, 2026.

The fair value of the options granted was $48,100 calculated using the Black-Scholes pricing model with the following weighted average assumptions: stock price of $0.10, expected life of 5 years, expected volatility of 115%, dividend yield of 0%, risk-free interest rate of 0.34%. The Company estimates the volatility based on historical share prices of comparable companies.

The stock option transactions are summarized below:

	Number of	Weighted Average
	Options	Exercise Price
		$
Balance, September 30, 2021and 2022	600,000	0.10
Balance, December 31, 2022	600,000	0.10

As at December 31, 2022, the following stock options were outstanding and exercisable:

	Weighted Average		Number of Options
Date of Expiry	Remaining Life (years)	Exercise Price	outstanding and exercisable
		$
October 15, 2025	2.7	0.10	500,000
May6,2026	3.25	0.10	100,000
			600,000

As at December 31, 2022, the weighted average life of the options was 2.8 years.

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NORTH VALLEY RESOURCES LTD. NOTES TO THE INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED DECEMBER 31, 2022 (Unaudited - Expressed in Canadian dollars)

6. SHARE CAPITAL (continued)

Warrants

The following is a summary of the Company’s warrant transactions:

	Number of	Weighted Average
	warrants	Exercise Price
		$
Balance, September 30, 2021and 2022	195,650	0.10
Balance, December 31, 2022	195,650	0.10

As at December 31, 2022, the following warrants were outstanding:

	Weighted Average
Date of Expiry	Remaining Life (years)	Exercise Price	Number of Warrants
		$
February3,2023	0.3	0.10	195,650

As at December 31, 2022, the weighted average life of the warrants was 0.1 years.

7. CAPITAL MANAGEMENT

The Company's objectives when managing capital are to safeguard its ability to continue as a going concern in order to pursue its operations and to maintain a flexible capital structure, which optimizes the costs of capital at an acceptable risk. The Company considers its capital for this purpose to be its shareholders' equity.

The Company's primary source of capital is through the issuance of equity. The Company manages and adjusts its capital structure when changes in economic conditions occur. To maintain or adjust the capital structure, the Company may seek additional funding. The Company may require additional capital resources to meet its administrative overhead expenses in the long term. The Company believes it will be able to raise capital as required in the long term but recognizes there will be risks involved that may be beyond its control. There are no external restrictions on the management of capital.

8. FINANCIAL INSTRUMENT RISK MANAGEMENT

The Company thoroughly examines the various financial instrument risks to which it is exposed and assesses the impact and likelihood of those risks. These risks may include interest rate risk, credit risk, liquidity risk and foreign currency exchange risk. Fair value measurements of financial instruments are required to be classified using a fair value hierarchy that reflects the significance of inputs in making the measurements. The levels of the fair value hierarchy are defined as follows:

Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3 – Inputs for the asset or liability that are not based on observable market data.

Cash is measured at Level 1. The fair values of other financial instruments, which include accounts payable and accrued liabilities, other receivables and due from / to related parties approximate their carrying values due to the relatively short-term maturity of these instruments.

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NORTH VALLEY RESOURCES LTD. NOTES TO THE INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED DECEMBER 31, 2022 (Unaudited - Expressed in Canadian dollars)

8. FINANCIAL INSTRUMENT RISK MANAGEMENT (continued)

• a) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company’s current exposure to interest rate arises from the interest rate impact on its cash. The fair value of cash is not significantly affected by changes in short term interest rates.

b) Credit risk

Credit risk is the risk of potential loss to the Company if the counterparty to a financial instrument fails to meet its contractual obligations. The Company's credit risk is primarily attributable to its liquid financial assets including cash, which is held with a high-credit financial institution. As such, the Company’s credit exposure is minimal.

c) Liquidity risk

Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. The Company's objective in managing liquidity risk is to maintain sufficient readily available reserves in order to meet its liquidity requirements. The Company addresses its liquidity through equity financing obtained through the sale of common shares. While the Company has been successful in securing financings in the past, there is no assurance that it will be able to do so in the future.

• d) Foreign currency exchange risk

Foreign currency risk is the risk that the fair values of future cash flows of a financial instrument will fluctuate because of change in foreign exchange rates. The Company is not exposed to foreign exchange risk.

9. SUBSEQUENT EVENTS

a) On February 3, 2023 the Company’s 195,650 warrants with an exercise price of $0.10 expired without being exercised.

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