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FRONTIER LITHIUM INC. Interim / Quarterly Report 2026

Apr 20, 2026

44269_rns_2026-04-20_f54a2fe4-bed0-4418-9296-af2608cab82f.PDF

Interim / Quarterly Report

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==> picture [481 x 171] intentionally omitted <==

FRONTIER LITHIUM INC.

UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2025 AND 2024 (AMENDED AND RESTATED)

Frontier Lithium Inc.

Notice to Reader:

These amended and restated condensed consolidated interim financial statements of Frontier Lithium Inc. (the “Company”) replace and supersede the version filed on February 27, 2026. The amendment and restatements are pursuant to the review of the condensed consolidated interim financial statements by the Company's auditors. The restatement has been made to correct the accounting for the put right liability as at December 31, 2025 and shared based payments for the comparative period ended December 31, 2024.

FRONTIER LITHIUM INC.

Amended and Restated - Condensed Consolidated Interim Statements of Financial Position

(Unaudited - Expressed in thousands of Canadian dollars)

December 31, (Audited)
2025 March 31,
Notes (Note2(e)) 2025
ASSETS
Current assets
Cash and cash equivalents $ 12,124
$
17,877
Other receivables, prepaid expenses and other assets 3 367 1,510
Total current assets 12,491 19,387
Non-current assets
Exploration and evaluation assets 5,426 5,426
Property,plant and equipment 4 7,559 8,118
Total assets $ 25,476
$
32,931
LIABILITIES AND EQUITY
Current liabilities
Accounts payable and other liabilities $ 6,906
$
8,063
Current portion of lease obligations 5 153 146
Put right liability 8 22,662 23,478
Current tax liability - 34
Convertible loan 6, 11 3,510 -
Total current liabilities 33,231 31,721
Non-current liabilities
Lease obligations 5 1,882 1,999
Convertible loan 6, 11 - 3,368
Total liabilities $ 35,113
$
37,088
EQUITY (DEFICIT)
Share capital $ 88,537
$
87,526
Reserves 32,292 31,853
Accumulated deficit (131,054) (124,440)
Total shareholders’ deficit (10,225) (5,061)
Non-controlling interest 8(b) 588 904
Total deficit $ (9,637)
$
(4,157)
Total liabilities and deficit $ 25,476
$
32,931

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

Going concern (Note 1)

Approved by the Board of Directors

/s/ Reginald F. Walker Reginald F. Walker Director

/s/ John R. Didone John R. Didone Director

1

FRONTIER LITHIUM INC.

Amended and Restated - Condensed Consolidated Interim Statements of Loss and Comprehensive Loss

(Unaudited - Expressed in thousands of Canadian dollars, except for shares and per share amounts)

Three months ended
December 31,
Nine months ended
December 31,
Notes
2025
2024
(Note 2(e))
2025
2024
(Note 2(e))
Three months ended
December 31,
Nine months ended
December 31,
Notes
2025
2024
(Note 2(e))
2025
2024
(Note 2(e))
Three months ended
December 31,
Nine months ended
December 31,
Notes
2025
2024
(Note 2(e))
2025
2024
(Note 2(e))
Three months ended
December 31,
Nine months ended
December 31,
Notes
2025
2024
(Note 2(e))
2025
2024
(Note 2(e))
Three months ended
December 31,
Nine months ended
December 31,
Notes
2025
2024
(Note 2(e))
2025
2024
(Note 2(e))
EXPENSES
Exploration and evaluation expenditures
9
$
920
$ 1,567
$
2,733
$ 9,465
General and administrative expenses
10
1,712 660
4,173
4,822
Interest income (8)
(220)
(289)
(883)
Interest expense
6
51 -
148
-
Foreign exchange loss 4
49
4
49
Accretion expense on lease liabilities
5
52 55
160
60
Loss before income taxes
$
(2,731)
$ (2,111)
$
(6,929)
$ (13,513)
Income taxes expense - current (1) -
(1)
-
Net loss and comprehensive loss
$
(2,732)
$ (2,111)
$ (6,930)
$ (13,513)
Net loss and comprehensive loss attributable to:
Common shareholders (2,628) (1,981)
(6,614)
(12,313)
Non-controlling interest
(104)
(130)
(316)
(1,200)
Net loss and comprehensive loss
$
(2,732)
$ (2,111)
$ (6,930)
$ (13,513)
Net loss per share attributable to common
shareholders
Basic and diluted
$
(0.01)
$ (0.01)
$
(0.03)
$
(0.06)
Weighted average number of shares
outstanding
Basic and diluted
230,567,041
227,627,041
230,567,041
227,627,041

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

2

FRONTIER LITHIUM INC.

Amended and Restated - Condensed Consolidated Interim Statements of Cash flows (Unaudited - Expressed in thousands of Canadian dollars)

Notes Notes Three months ended
December 31,
Nine months ended
December 31,
2025
2024
(Note 2(e))
2025
2024
(Note 2(e))
Three months ended
December 31,
Nine months ended
December 31,
2025
2024
(Note 2(e))
2025
2024
(Note 2(e))
Cash provided by (used in)
Operating cash flows

Net loss
$

(2,732)
$ (2,111)$
(6,930)
$ (13,513)
Items not involving cash:
Depreciation
4
201
198
611
453
Accretion expense on lease liabilities
5
52 55
160
60
Share-based compensation
7
-
(331)
-
562
Accrued interest expense
6
45 -
142
-
Accrued interest income -
(72)
-
(110)
Gain on sale of fixed assets (87) -
(87)
(10)
Financing costs -
-
-
981
Change in working capital balances:
Accounts receivable, prepaid expenses and
other assets
(59)
(43)
1,143
(640)
Accounts payable and accrued liabilities (204) (2,450)
(1,191)
(3,360)
Total cash used in Operations
$

(2,784)
$ (4,754)$
(6,152)
$ (15,577)
Investing cash flows
Additions to property, plant and equipment
4
(24) -
(24)
(224)
Proceeds from disposal of property, plant and
equipment
74
-
74
20
Total cash provided by (used) in Investing
$
50
$ -
$ 50
$ (204)
Financing cash flows
Proceeds from exercise of stock options -
120
634
120
Repayment of lease obligation
5
(91) (106)
(285)
(144)
Proceeds from NCI contributions
8
Financingcosts
-
-
-
25,000
-
-
-
(981)
Total cash provided by (used in) Financing
$
(91)
$ 14
$
349
$ 23,995
Net change in cash and cash equivalents
$
(2,825)
$ (4,740)
$
(5,753)
$ 8,214
Cash and cash equivalents, beginning of
period
14,949
25,528
17,877
12,574
Cash and cash equivalents, end of period
$
12,124
$ 20,788
$
12,124
$ 20,788

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

3

FRONTIER LITHIUM INC. Amended and Restated - Condensed Consolidated Interim Statements of Changes in Equity (Deficit) (Unaudited - Expressed in thousands of Canadian dollars)


Notes
Share Capital
Reserves
Number of
Shares
Amount
Contributed
Surplus
(Note 2(e))
Other
Reserves
(Note 2(e))
Accumulated
Deficit
(Note 2(e))
Total
Shareholders’
Equity
(Deficit)
(Note 2(e))
Non-
Controlling
Interest
Total Equity
(Deficit)
(Note 2(e))
March 31, 2024 227,627,041
$ 87,328
$ 32,312
$ -
$ (105,482)
$ 14,158
$ -
$ 14,158
Net loss and comprehensive loss for the period -
-
-
-
(12,313)
(12,313)
(1,200)
(12,313)
Shares issued for exercise of options
7
400,000
198
(78)
-
-
120
120
Share-based payments
7
-
-
562
-
-
562
-
562
Change in ownership interest
8
-
-
-
(943)
-
(943)
2,465
1,522
December 31,2024 228,027,041
$ 87,526
$ 32,796
$ (943)
$ (117,795)
$ 1,584
$ 1,265
$ 2,849
March 31, 2025 228,027,041
$ 87,526
$ 32,796
$ (943)
$ (124,440)
$ (5,061)
$ 904
$ (4,157)
Net loss and comprehensive loss for the period -
-
-
-
(6,614)
(6,614)
(316)
(6,930)
Stock options exercised
7
2,540,000
1,011
(377)
-
-
634
-
634
Fair value changes in put right liability
8
-
-
-
816
-
816
-
816
December 31,2025 230,567,041
$ 88,537
$ 32,419
$ (127)
$ (131,054)
$ (10,225)
$ 588
$ (9,637)

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

4

FRONTIER LITHIUM INC. Notes to Condensed Consolidated Interim Financial Statements For the three and nine months ended December 31, 2025 and 2024 (Unaudited - Expressed in thousands of Canadian dollars, except share and per share amounts)

1. NATURE OF OPERATIONS AND GOING CONCERN

Frontier Lithium Inc. (the “Company”) was incorporated as 646215 Alberta Inc. on March 13, 1995, under the Business Corporations Act (Alberta) and headquartered in Sudbury, Ontario. The Company was formerly called Houston Lake Mining Inc. and changed its name by Certificate of Amendment dated May 19, 2016. The Company’s registered address is 1250, 639 - 5th Ave. S.W, Calgary, Alberta T2P 0M9 and its head office address is located at 2736 Belisle Drive, Val Caron, Ontario, P3N 1B3.

The Company’s shares are publicly traded on the Toronto Venture Exchange (“TSX-V”) under the symbol “FL”, the U.S. based QTCQX Venture Market under the symbol “LITOF” and the Frankfurt Stock Exchange under the symbol “HL2”.

The Company is engaged in the acquisition, exploration and development of lithium mineral properties in Ontario, Canada. The Company’s flagship asset is the Pakeagama Lake Property lithium project (the “PAK Lithium Project”) located in Ontario, Canada.

To date, the Company has not earned revenue, has an accumulated deficit of $131,054 as at December 31, 2025 (March 31, 2025 - $124,440) and had a net loss of $6,930 for the nine months ended December 31, 2025 (December 31, 2024 - $14,205). As at December 31, 2025, the Company had cash and cash equivalents of $12,124 (March 31, 2025 - $17,877) and negative working capital of $21,556 (March 31, 2025 - $12,334). The Company anticipates having sufficient funds to meet its corporate and administrative expenses for at least the next twelve months. The Company has historically relied on equity placements to fund its operations and repay its liabilities. Management is actively pursuing financing and alternative funding options and is minimizing discretionary expenditures where prudent. While the Company has been successful in the past, there can be no assurance that it will be able to raise sufficient funds in the future. These conditions and events indicate that a material uncertainty exists that may cast significant doubt about the Company’s ability to continue as a going concern.

These unaudited condensed consolidated financial statements do not reflect the adjustments to the carrying values of assets and liabilities and the reported expenses and statement of financial position classifications that would be necessary were the going concern assumption deemed to be inappropriate. These adjustments could be material.

2. BASIS OF PREPARATION

(a) Statement of compliance

These unaudited condensed consolidated interim financial statements have been prepared in accordance with IAS 34 – Interim Financial Reporting as issued by the International Accounting Standards Board (“IASB”). Accordingly, certain disclosures included in annual financial statements prepared in accordance with IFRS Accounting Standards (“IFRS Accounting Standards”) as issued by the IASB have been condensed or omitted and these unaudited condensed consolidated interim financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended March 31, 2025. The Company’s interim results are not necessarily indicative of its results for a full year.

These unaudited condensed consolidated interim financial statements were approved by the Board of Directors on April 20, 2026.

5

FRONTIER LITHIUM INC. Notes to Condensed Consolidated Interim Financial Statements For the three and nine months ended December 31, 2025 and 2024 (Unaudited - Expressed in thousands of Canadian dollars, except share and per share amounts)

(b) Basis of presentation and consolidation

These condensed consolidated interim financial statements were prepared on a historical cost basis except for financial instruments classified at fair value through profit or loss (“FVTPL”). In addition, these condensed consolidated interim financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the normal course of business for the foreseeable future as they come due.

These consolidated financial statements include the accounts of the Company and its subsidiaries. Control over a subsidiary is defined to exist when the Company is exposed to variable returns from involvement with an investee and has the ability to affect the returns through power over the investee. All intercompany balances and transactions are eliminated upon consolidation. Our principal subsidiaries are Frontier Integrated Lithium Holdings Inc. (“FILH”, 92.5% interest), Frontier Lithium Resources Inc. (92.5% interest), Frontier Lithium Advanced Materials Inc. (92.5% interest) and Frontier Lithium Property Holdings Inc. (92.5%). The functional and presentation currency of the Company, including all subsidiaries, is Canadian dollars.

(c) Adoption of New Accounting Policies, Standards and Interpretations

In April 2024, the IASB issued IFRS 18 Presentation and Disclosure of Financial Statements. This standard aims to improve the consistent and clarity of financial statement presentation and disclosure by providing updated guidance on the structure and content of financial statements. Key changes include enhanced requirements for the presentation of financial performance, financial position, and cash flows, as well as additional disclosures to improve transparency and comparability. IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027. Management is currently assessing the impact that the adoption of IFRS 18 will have on its consolidated financial statements.

On May 30, 2024, the IASB issued amendments to the classification and measurement of financial instruments to address matters identified during the post-implementation review of the classification and measurement requirements of IFRS 9. The IASB clarified the recognition and derecognition date of certain financial assets and liabilities, and amended the requirements related to settling financial liabilities using an electronic payment system. It also clarified how to assess the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criterion, including financial assets that have environmental, social and corporate governance-linked features and other similar contingent features. The IASB added disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs and amended disclosures relating to equity instruments designated at fair value through other comprehensive income. The amendments are effective for reporting periods beginning on or after January 1, 2026. Management is currently assessing the impact of the new standard on the Company's consolidated financial statements.

Several other new accounting standards and amendments to standards and interpretations have been issued but are not yet effective for the year ending March 31, 2026. None of these changes have been early adopted nor are they considered by management to likely have a material impact on the Company’s consolidated financial statements.

(d) Material Accounting Policies and Use of Estimates and Judgements

In the preparation of these consolidated financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of expenses and other income for the reporting period.

Judgments, estimates and assumptions are periodically evaluated and are based on management's experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Revisions to estimates are recognized prospectively and actual outcomes can differ from these estimates.

The Company has consistently applied the accounting policies, judgement, estimates and assumptions set out in Note 2(d), Note 2(e), and Note 3 of the Company’s audited consolidated financial statements for the year ended March 31, 2025, to these condensed consolidated interim financial statements.

6

FRONTIER LITHIUM INC. Notes to Condensed Consolidated Interim Financial Statements For the three and nine months ended December 31, 2025 and 2024 (Unaudited - Expressed in thousands of Canadian dollars, except share and per share amounts)

(e) Amended and restated balances

The Company has restated its condensed consolidated interim financial statements for the periods ended December 31, 2025 and December 31, 2024 to correct the following items:

i. Put right liability

During the three months ended June 30, 2024, the Company recognized $21,554 within equity reserves associated with the Mitsubishi investment described in Note 8. Subsequent to the end of the three month period ended June 30, 2024, the Company noted that the Put right (the “Put Right”, Note 8) included in the Mitsubishi investment met the definition of a financial liability. As a result, $981 in transaction costs incurred related to the issuance of the Put Right was to be measured in profit or loss in the period the investment was made.

The company also identified errors in the calculation of the fair value of the Put Right liability as at December 31, 2025. As a result, the fair value of the Put Right liability was reduced by $816 and the gain from change in fair value of the Put Right liability was recognized in equity.

ii. Share-based compensation

The Company identified errors in the calculation of share-based compensation for the period ended December 31, 2024. As a result, share-based compensation expense was reduced by $692 and the difference recognized in profit or loss in the period.

As a result of the correction, the following adjustments were made retrospectively.

Three months ended December Three months ended December Three months ended December Three months ended December 31, 2024
Previously
Statement of Loss and Comprehensive Loss Reported Adjustment
Restated
General and administrative expense $ (1,352)
$
692
$
(660)
Net loss and comprehensive loss attributable to common shareholders (2,673) 692 (1,981)
Net loss and comprehensive loss (2,803) 692 (2,111)
Nine months ended December Nine months ended December Nine months ended December Nine months ended December 31, 2024
Previously
Statement of Loss and Comprehensive Loss Reported Adjustment
Restated
General and administrative expense $ (4,533)
$
(289)
$
(4,822)
Net loss and comprehensive loss attributable to common shareholders (12,024) (289) (12,313)
Net loss and comprehensive loss (13,224) (289) (13,513)
December December 31, 2025
Previously
**Statement of Financial Position ** Reported Adjustment Restated
Put right liability $ 23,478
$
(816)
$
22,662
Reserves 31,476 816 32,292

7

FRONTIER LITHIUM INC. Notes to Condensed Consolidated Interim Financial Statements For the three and nine months ended December 31, 2025 and 2024

(Unaudited - Expressed in thousands of Canadian dollars, except share and per share amounts)

December 31, 2025 December 31, 2025
Statement of Changes in Equity
Previously
Reported
Adjustment
Restated
Other Reserves
$ (943)
$ 816
$ (127)
Total Shareholder’s Equity
(11,041)
816
(10,225)
Total Equity (Deficit)
(10,453)
816
(9,637)
December 31,2024 December 31,2024
Statement of Changes in Equity
Previously
Reported
Adjustment
Restated
Other Reserves
$ 21,554
$ (22,497)
$ (943)
Contributed surplus
33,488
(692)
32,796
Accumulated Deficit
(117,506)
(289)
(117,795)
Total Shareholder’s Equity
25,062
(23,478)
1,584
Total Equity (Deficit)
26,327
(23,478)
2,849
Three months ended December 31, 2024 Three months ended December 31, 2024
Statement of Cash Flows –Cash used inoperations
Previously
Reported
Adjustment
Restated
Net income
$ (2,803)
$ 692
$ (2,111)
Share-based compensation
361
(692)
(331)
Nine months ended December 31, 2024
Statement of Cash Flows –Cash used inoperations
Previously
Reported
Adjustment
Restated
Net income
$ (13,224)
$ (289)
$ (13,513)
Share-based compensation
1,254
(692)
562
Financing costs
-
981
981

3. OTHER RECEIVABLES, PREPAID EXPENSES AND OTHER ASSETS

December 31, December 31, March 31,
2025 2025
Other receivables and prepaid expenses $ 130
$
134
HST receivable 237 1,376
Total $ 367
$
1,510

8

FRONTIER LITHIUM INC. Notes to Condensed Consolidated Interim Financial Statements For the three and nine months ended December 31, 2025 and 2024

(Unaudited - Expressed in thousands of Canadian dollars, except share and per share amounts)

4. PROPERTY, PLANT AND EQUIPMENT

Buildings, plant Right-of-use

and equipment Land assets Total
Cost
At March 31, 2024 $ 3,155 $ -
$
289 $ 3,444
Additions (Note 10) 279 3,881 2,207 6,367
Disposals - - (81) (81)
At March 31, 2025 $ 3,434 $ 3,881
$
2,415 $ 9,730
Additions 24 - 32 56
Disposals - - (134) (134)
At December 31, 2025 $ 3,458 $ 3,881
$
2,313 $ 9,652
Accumulated depreciation
At March 31, 2024 $ 787 $ -
$
244 $ 1,031
Depreciation 508 - 144 652
Disposals - - (71) (71)
At March 31, 2025 $ 1,295 $ -
$
317 $ 1,612
Depreciation 400 - 211 611
Disposals - - (130) (130)
At December 31, 2025 $ 1,695 $ -
$
398 $ 2,093
Net book value
At March 31, 2025 $ 2,139 $ 3,881
$
2,098 $ 8,118
At December 31, 2025 $ 1,763 $ 3,881
$
1,915 $ 7,559

5. LEASE OBLIGATIONS

The following tables show the movement in lease obligations:

December 31,
2025

March 31,
2025
Balance, beginning of period
$
2,145
$ 66
Additions (Note 11) 32
2,207
Accretion expense 160
115
Derecognition of lease obligations (17)
-
Payments (285)
(243)
Balance, end of period
$
2,035
$ 2,145
Current portion of Lease obligations 153
146
Non-current portion of Lease obligations 1,882
1,999
Balance, end of period
$
2,035
$ 2,145

9

FRONTIER LITHIUM INC. Notes to Condensed Consolidated Interim Financial Statements For the three and nine months ended December 31, 2025 and 2024 (Unaudited - Expressed in thousands of Canadian dollars, except share and per share amounts)

The Company recognized $Nil and $5 of expenses relating to short-term and low value leases during the three and nine months ended December 31, 2025, respectively (December 31, 2024 - $57 and $70).

6. CONVERTIBLE LOAN

On February 28, 2025, the Company entered into an unsecured convertible loan agreement (the “Convertible Loan”) for total proceeds of $3,350. The Convertible Loan matures 18 months from its date of issuance and the Company has the option repay all outstanding principal and accrued interest prior to its maturity date (the “Early Repayment Option”). The Convertible Loan bears interest at CORRA plus 3.0% per annum, compounded annually and payable at maturity (December 31, 2025 – 5.50%, and March 31, 2025 - 5.88%).

The principal amount of the Convertible Loan may be converted into common shares of the Company at the option of the issuer, any time after issuance, at a conversion price of $0.65 per share. The Company determined that the Convertible Loan represented a hybrid financial instrument with a host financial liability and a conversion option that met the definition of an equity instrument. The Early Repayment Option was determined to be closely related to the host liability and therefore not separated accounted for as a derivative.

The proceeds of the Convertible Loan have been allocated based on the fair value of the host financial liability, which was determined to be $3,350, with the residual value of $Nil allocated to convertible option equity instrument.

December 31,
2025
March 31,
2025
Balance, beginning
$
3,368
$
-
Additions - 3,350
Accrued interest 142 18
Balance, ending
$
3,510
$
3,368

7. SHARE CAPITAL

(a) Warrants

The following table shows the movement in warrants:

The following table shows the movement in warrants: The following table shows the movement in warrants:
Number of
warrants
Weighted average
exercise price
At March 31, 2024 and March 31, 2025 5,232,500
$ 2.75
Issued
-
-
Exercised -
-
Expired
(5,232,500)
-
At December 31, 2025
-
$ -

No warrants were issued during the nine months ended December 31, 2025 (Year ended March 31, 2025 – nil). All 5,232,500 warrants outstanding at March 31, 2025 expired on November 10, 2025.

10

FRONTIER LITHIUM INC. Notes to Condensed Consolidated Interim Financial Statements

For the three and nine months ended December 31, 2025 and 2024 (Unaudited - Expressed in thousands of Canadian dollars, except share and per share amounts)

(b) Stock options

The following table shows the movement in stock options:


Number of
options

Weighted average
exercise price

Number of
options

Weighted average
exercise price

Number of
options

Weighted average
exercise price
At March 31, 2024
21,673,218
$
1.20
Exercised1
(400,000)
0.30
Forfeited
(230,000)
1.00
Expired (250,000) 0.30
At March 31, 2025 20,793,218
$
1.23
Exercised
(2,540,000)
0.25
Forfeited - -
Expired (250,000) 0.25
At December 31, 2025 18,003,218
$
1.39
  1. The weighted average share price (fair value) on the date of exercise for options exercised during the nine months ended December 31, 2025 was $0.50 per share (year ended March 31, 2025 - $0.49 per share).

No stock options were granted during the nine months ended December 31, 2025 (Year ended March 31, 2025 – Nil).

At December 31, 2025, the following stock options were outstanding and exercisable:

Exercise Prices Weighted
Average Exercise
Price
Outstanding
Number of
Options
Exercisable
Number
of Options
Weighted
Average
Remaining Life in
Years
$ 0.74 - $ 0.92 $0.83
5,950,717
5,950,717
1.28
$ 1.04 - $ 1.86 1.19
6,852,501
6,852,501
0.75
$ 2.10 - $ 2.73 2.28
5,200,000
5,200,000
1.80
Total $ 1.39
18,003,218
18,003,218
1.23

8. MITSUBISHI INVESTMENT

On March 4, 2024, the Company entered into a definitive agreement with Mitsubishi Corporation (“Mitsubishi”) to establish a joint venture partnership for the PAK Lithium Project (the “PAK JV”). Under the terms of the definitive agreement, Mitsubishi would acquire a 7.5% equity interest in the PAK JV and have the right to increase its equity interest to 25%. Mitsubishi also has the right to provide pro-rata capital contributions for the ongoing development of the Pak JV.

On April 4, 2024, the Company completed the structuring and transfer of the PAK Lithium Project mineral interest and accompanying assets into the operating subsidiaries of FL Resource and FL Advanced Materials, which are wholly owned subsidiaries of FL Holdings.

On April 25, 2024, the Company entered into a Unanimous Shareholders Agreement (the “PAK JV USA”) with Mitsubishi, which acquired a 7.5% equity interest in FL Holdings in exchange for $25,000 of cash contribution to FL Holdings (the “Tranche 1 Investment”). Under the terms of the PAK JV USA, upon completion of various project milestones, including a final definitive feasibility study, Mitsubishi has the right to increase its equity interest in FL Holdings up to 25%.

11

FRONTIER LITHIUM INC. Notes to Condensed Consolidated Interim Financial Statements For the three and nine months ended December 31, 2025 and 2024 (Unaudited - Expressed in thousands of Canadian dollars, except share and per share amounts)

(a) Mitsubishi Put Right

Under the terms of the PAK JV USA, Mitsubishi was granted the right to put to Frontier Lithium all of its shares in FL Holdings for an amount equal to the lower of i) Mitsubishi’s equity investment capital in FL Holdings, and ii) the fair market value of Mitsubishi’s equity investment in FL Holdings. The Put Right is exercisable up until a final decision is approved in respect of whether to undertake construction activities at the PAK Lithium Project. If the Put Right is exercised, it may be settled by cash or by a 12 month promissory note which bears an annual interest rate of CORRA plus 3.0%. The Company determined that the Put Right represents a financial liability and, upon closing of the PAK JV USA, recognized a $23,478 liability during the year ended March 31, 2025 based on its fair value estimate.

As at December 31, 2025, the fair value estimate of the Mitsubishi Put Right liability was $22,662 (March 31, 2025 - $23,478). The gain from change in fair value of the Put Right liability was recognized in equity during the period ended December 31, 2025.

(b) Non-controlling interest

Upon closing of the PAK JV USA, the Company recognized $2,465 of non-controlling interest and $(943) of reserves associated with Mitsubishi’s investment in FL Holdings during the year ended March 31, 2025.

The following tables summarize the financial information related to the FL Holdings before intercompany eliminations.

December 31,
2025
March 31,
2025
Current assets
$
6,495
$
8,874
Non-current assets 10,862 11,196
Current liabilities (9,513) (7,978)
Net assets 7,844 12,091
Net assets attributable to NCI 588 904
Three months ended
December 31,
Nine months ended
December 31,
2025
2024
2025
2024
Net loss and comprehensive loss
$
(2,628)
$ (1,736)
$
(6,614)
$
(17,311)
Net loss and comprehensive loss
attributable to NCI
(104)
(130)
(316)
(1,200)

12

FRONTIER LITHIUM INC. Notes to Condensed Consolidated Interim Financial Statements

For the three and nine months ended December 31, 2025 and 2024

(Unaudited - Expressed in thousands of Canadian dollars, except share and per share amounts)

9. EXPLORATION AND EVALUATION EXPENDITURES

Three months ended
December 31,
Nine months ended
December 31,
20251
2024
20251
2024
Personnel cost
$
419
$ 490
$
1,244
$ 1,527
Consulting fees 365
737
1,082
5,838
Drilling -
2
-
246
Assay and sampling 23
129
109
372
Research and development, net of government assistance -
77
70
413
Camp and equipment expenses 3
19
11
109
Travel and transportation cost 110
113
217
960
Total exploration and evaluation expenditures
$
920
$ 1,567
$
2,733
$ 9,465
  1. During the three and nine months ended December 31, 2025, the Company recognized $329 and $1,238 of government subsidies as reimbursement of actual Exploration and evaluation expenditures incurred (December 31, 2024 - $Nil). The subsidies have been recorded as deduction against the related expenses.

10. GENERAL AND ADMINISTRATIVE EXPENSES

Three months ended
December 31,
Nine months ended
December 31,
2025
2024
2025
2024
Salaries, benefits and consulting
$
422
$ 436
$
1,386
$ 1,402
Share-based payments -
(331)
-
562
Professional fees 382
115
895
1,494
Office, administration and other 661
192
1,143
733
Shareholder related fees 46
50
138
178
Depreciation
Total general and administrative expenses
$
201
198
611
453
1,712
$ 660
$
4,173
$ 4,822

11. RELATED PARTY TRANSACTIONS

Related parties include key management personnel such as officers or senior management, and members of the Board of Directors. Details of related party transactions are as follows.

Three months ended
December 31,
Nine months ended
December 31,
2025
2024
2025
2024
Compensation – salaries, benefits and consulting
$
481
$ 482
$
1,443
$ 1,446
Exploration and evaluation and other expenditures1 -
33
-
60
Share-based compensation -
33
-
412
Total
$
481
$ 548
$
1,443
$ 1,918

13

FRONTIER LITHIUM INC. Notes to Condensed Consolidated Interim Financial Statements For the three and nine months ended December 31, 2025 and 2024 (Unaudited - Expressed in thousands of Canadian dollars, except share and per share amounts)

In October 2024, the Company entered into an office lease agreement with a corporation controlled by a director of the Company. The non-cancellable period of the lease is 10 years and the Company has an option to extend the lease for up to four further terms of five years per additional term. $2,207 of Right-of-use asset and corresponding Lease liability were recognized at inception of the lease during the year ended March 31, 2025. During the three and nine months ended December 31, 2025, lease payments of $88 and $263 were paid to a corporation controlled by a director (December 31, 2024 - $88 and $88), of which $51 and $105 of accretion expense was recognized as interest and accretion expense (December 31, 2024 - $55 and $55). At December 31, 2025, the carrying value of the lease obligation was $2,035 (March 31, 2025 - $2,141).

In February 2025, the Company issued the Convertible Loan to a corporation controlled by a director of the Company (Note 6).

12. CAPITAL AND FINANCIAL RISK MANAGEMENT

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FRONTIER LITHIUM INC. Notes to Condensed Consolidated Interim Financial Statements For the three and nine months ended December 31, 2025 and 2024 (Unaudited - Expressed in thousands of Canadian dollars, except share and per share amounts)

Interest rate risk

Interest rate risk is the risk that the fair values and future cash flows of the Company’s financial instruments will fluctuate because of changes in market interest rates. The Company is exposed to interest rate risk primarily on its convertible loan which is subject to floating rate of interest. The Company closely monitors its exposure to interest rates to determine the appropriate course of action to be taken. At December 31, 2025, a 1% increase to the CORRA would result in an increase to the Company’s net loss of $25 for the period ended December 31, 2025.

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Liquidity risk is the risk that the Company will not be able to meet its payment obligations when they fall due under normal and stress circumstances. The Company monitors its liquidity risk by considering the maturity of its financial assets and projected cash flow from operations. Where possible the Company utilizes surplus internal funds to finance its operations and ongoing projects.

The following table shows the future undiscounted obligations:

Due within 1
year
Due between
1 and 3years
Due between
3 and 5years
Due more
than 5years
Total
Accounts payable and accrued
liabilities
$ 6,906
$ -
$ -
$ -
$ 6,906
Lease obligations 350
700
700
1,313
3,063
Put Right liability 25,000
-
-
-
25,000
Convertible loan 3,510
-
-
-
3,510
Total as at
December 31, 2025
$ 35,766
$ 700
$ 700
$ 1,313
$ 38,479

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Management believes credit risk is low with respect to bank deposits and accounts receivable.

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