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Greenridge Exploration Inc. Interim / Quarterly Report 2025

Jul 28, 2025

48500_rns_2025-07-28_2871f6d8-b5f0-4138-8849-7423b86d5c8b.pdf

Interim / Quarterly Report

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zimtu

CAPITAL CORP.

CONDENSED INTERIM FINANCIAL STATEMENTS

For the Six Months Ended May 31, 2025 and 2024

(Unaudited - Expressed in Canadian dollars)


Notice of No Auditor Review

The accompanying unaudited condensed interim financial statements of Zimtu Capital Corp. for the six months ended May 31, 2025, have been prepared by management and approved by the Audit Committee and the Board of Directors of the Company. These condensed interim financial statements have not been reviewed by the Company’s external auditors.


ZIMTU CAPITAL CORP.
Condensed Interim Statements of Financial Position
Expressed in Canadian Dollars
(Unaudited – prepared by management)

Note May 31, 2025 $ November 30, 2024 $
ASSETS
CURRENT
Cash 14,363 210,859
Investments 6 14,982,439 13,496,962
Advances and amounts receivable 8 2,569,294 2,877,486
Prepaid and deposits 9 41,350 56,350
Right-of-use asset 18 169,082 236,714
Due from equity investees 10 211,036 196,054
Due from related parties 10 94,994 90,719
18,082,558 17,165,144
Investments in associates 7 11,273 15,788
Mineral property interests 11 124,227 110,621
18,218,058 17,291,553
LIABILITIES
CURRENT
Accounts payable and accrued liabilities 127,657 142,868
GST/HST payable 27,606 30,080
Lease liabilities 18 151,120 139,919
Unearned revenue 12 251,137 114,450
557,520 427,317
Lease liabilities 18 40,908 119,151
598,428 546,468
SHAREHOLDERS’ EQUITY
Share capital 14 14,137,407 14,137,407
Share-based payment reserves 14 5,397,757 5,397,757
Deficit (1,915,534) (2,790,079)
17,619,534 16,745,085
18,218,058 17,291,553

NATURE OF OPERATIONS (Note 1)
SUBSEQUENT EVENT (Note 19)

Approved on behalf of the Board on July 23, 2025:

"Sean Charland"
Sean Charland – Director

"Kevin Bottomley"
Kevin Bottomley – Director

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


ZIMTU CAPITAL CORP.
Condensed Interim Statements of Changes in Shareholders' Equity
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

Note Number of Common Shares Share Capital $ Share-Based Payment Reserves $ Deficit $ Total Shareholders’ Equity $
Balance, November 30, 2023 12,682,630 14,137,407 5,397,757 (8,686,168) 10,848,996
Net income for the period - - - 1,155,900 1,155,900
Balance, May 31, 2024 12,682,630 14,137,407 5,397,757 (7,530,268) 12,004,896
Note Number of Common Shares Share Capital $ Share-Based Payment Reserves $ Deficit $ Total Shareholders’ Equity $
Balance, November 30, 2024 12,682,630 14,137,407 5,397,757 (2,790,079) 16,745,085
Net income for the period - - - 874,545 874,545
Balance, May 31, 2025 12,682,630 14,137,407 5,397,757 (1,915,534) 17,619,630

**Effective May 9, 2025, the Company consolidated its common shares on a 5:1 basis. All shares and per share amounts in the financial statements have been retroactively restated to reflect the share consolidation.

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


ZIMTU CAPITAL CORP.
Condensed Interim Statements of Operations and Comprehensive Income
Expressed in Canadian Dollars
(Unaudited – prepared by management)

Note Three months ended May 31, 2025 $ Three months ended May 31, 2024 $ Six months ended May 31, 2025 $ Six months ended May 31, 2024 $
REVENUE
Administrative fees 11 466,500 476,500 912,167 740,500
Corporate development and marketing 11 245,322 257,832 484,822 569,000
711,822 734,332 1,396,989 1,309,500
EXPENSES
General and administrative expenses 16 851,097 460,549 1,264,265 967,864
INCOME (LOSS) BEFORE OTHER ITEMS (139,275) 273,783 132,724 341,636
OTHER ITEMS
Equity (loss) from investment in associates 7 (9,145) (34,160) (20,026) (83,661)
Fair market gain on investments in public companies 6 1,770,873 828,790 821,871 56,617
Fair market gain on promissory notes receivable (68,254) 55,250 (17,074) 101,875
Gain (loss) on sale of investment (150,757) (6,299) (33,645) 254,509
Other income (expense) - (4,411) - 9,889
Gain (loss) on settlement of debt (10,500) 109,375 (10,500) 109,375
Gain on derecognition on investment in associate - 364,449 - 364,449
Interest income 192 1 1,195 1,211
1,532,409 1,312,995 741,821 814,264
NET INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD 1,393,134 1,586,778 874,545 1,155,900
Basic income (loss) per share 0.11 0.20 0.07 0.12
Diluted income (loss) per share 0.07 0.07 0.05 0.06
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING
Basic 12,682,630 7,767,364 12,682,630 9,593,428
Diluted 18,712,494 21,373,860 18,712,494 18,2874,627

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


ZIMTU CAPITAL CORP.
Condensed Interim Statements of Cash Flows
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

Note 2025 2024
$ $
CASH FLOWS PROVIDED BY (USED FOR):
OPERATING ACTIVITIES
Net income (loss) income for the period 874,545 1,155,900
Non-cash items:
Depreciation of ROU asset 67,632 67,632
Gain on derecognition of investment in associate - (364,449)
Equity loss from investment in associates 20,026 83,661
Fair market value loss (gain) of investments in public companies (821,871) (56,617)
Fair market value loss (gain) on promissory notes receivable (51,180) 46,625
(Gain) loss on sale of investment 33,645 (254,509)
Bad debts 429,891 -
Lease interest 13,086 20,524
Gain on settlement of promissory note - (109,375)
Shares received for debt (24,500) (61,500)
541,274 527,892
Changes in non-cash working capital items: 20(a) 44,226 (532,774)
CASH FROM (USED FOR) OPERATING ACTIVITIES 585,500 (4,882)
INVESTING ACTIVITIES
Acquisition of investments (1,051,926) (448,695)
Promissory note - (50,000)
Proceeds on disposition of investments 363,664 851,522
Mineral property acquisitions (13,606) (43,347)
CASH GENERATED FROM (USED FOR) INVESTING ACTIVITIES (701,868) 309,480
FINANCING ACTIVITIES
Loan - (40,000)
Principal payments of lease liabilities (80,128) (77,625)
CASH FROM (USED FOR) FINANCING ACTIVITIES (80,128) (117,625)
INCREASE (DECREASE) IN CASH DURING THE PERIOD (196,496) 186,973
CASH, BEGINNING OF PERIOD 210,859 47,734
CASH, END OF PERIOD 14,363 234,707

Supplemental cash flow information - see Note 19(b)
The accompanying notes are an integral part of these condensed interim financial statements.


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 1 - NATURE OF OPERATIONS

Zimtu Capital Corp. (the "Company") was incorporated in the Province of British Columbia on July 4, 2006, under the Business Corporations Act of British Columbia. The Company's principal business activities are investments in junior resource companies, mineral resource property acquisitions and dispositions, and the provision of management services. The Company is traded on the TSX Venture Exchange ("TSX-V") under the symbol 'ZC'. The Company also trades on the Frankfurt Stock Exchange under the symbol 'ZCT1'. The head office and principal address are located at Suite 1450, 789 West Pender Street, Vancouver, BC, Canada V6C 1H2 and the registered and records office of the Company is located at Suite 800, 885 West Georgia Street, Vancouver, BC, Canada V6C 3H1. On May 9, 2025, the Company completed a consolidation of its issued and outstanding common shares (the "Shares") on the basis of one (1) new Share (each, a "Post-Consolidated Share") for every five (5) current outstanding Shares (the "Consolidation"). The Consolidation reduced the number of outstanding Shares from 63,413,303 Shares to 12,682,630 Post-Consolidated Shares.

NOTE 2 - STATEMENT OF COMPLIANCE AND BASIS OF PRESENTATION

These condensed interim financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB") and interpretations of the International Financial Reporting Interpretations Committee ("IFRIC"), applicable to the presentation of interim financial statements, including IAS 34, Interim Financial Reporting.

These condensed interim financial statements were approved and authorized for issue by the Audit Committee and Board of Directors on July 23, 2025.

NOTE 3 - CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS

The preparation of financial statements in conformity with IFRS requires management to make judgments, estimates, and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses, and related disclosure. Judgment is used mainly in determining how a balance or transaction should be recognized in the financial statements. Estimates and assumptions are used mainly in determining the measurement of recognized transactions and balances. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods.

Significant areas where management's judgment has been applied include the following:

  • Classifying categories of financial assets and financial liabilities in accordance with IFRS 9, Financial instruments: recognition and measurement;
  • The valuation of investment in private companies;
  • The recoverability of the carrying value of the mineral property interests is dependent on successful development and commercial exploitation, or alternatively, sale of the respective areas of interest;
  • Management's assumption that there are currently no decommissioning liabilities is based on the facts and circumstances that have existed during the year; and
  • The estimation of expected credit losses (ECL) on financial assets, including accounts receivable, based on current economic conditions and forward-looking information, in accordance with IFRS 9. The assessment considers the creditworthiness of counterparties and any indicators of increased credit risk.

ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 3 – CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS (continued)

Significant areas requiring the use of management estimates and assumptions include the following:

Income Taxes
Deferred tax assets and liabilities are determined based on differences between the financial statement carrying values of assets and liabilities and their respective income tax bases (“temporary differences”) and losses carried forward. The determination of the ability of the Company to utilize tax loss carry-forwards to offset deferred tax liabilities requires management to exercise judgment and make certain assumptions about the future performance of the Company. Management is required to assess whether it is “probable” that the Company will benefit from these prior losses and other deferred tax assets. Changes in economic conditions and other factors could result in revisions to the estimates of the benefits to be realized or the timing of utilization of the losses.

Fair value of investment in warrants
Management uses the Black-Scholes option pricing model in measuring the fair value of investment in warrants where active market quotes are not available. In applying the valuation technique, management is required to determine and make assumptions about the most appropriate inputs to the valuation model including the expected term to exercise, volatility, dividend yield and forfeiture rate. Such assumptions are inherently uncertain and changes in these assumptions affect the fair value estimates.

Fair value of share-based compensation
Management measures the fair value of equity-settled share-based transactions with employees and directors by reference to the fair value of the equity instruments at the date at which they are granted. Estimating fair value for share-based payment transactions requires determining the most appropriate valuation model, which is dependent on the terms and conditions of the grant. The Company uses the Black-Scholes option pricing model. This estimate also requires determining and making assumptions about the most appropriate inputs to the valuation model including the expected life, volatility, dividend yield and forfeiture rate. Such assumptions are inherently uncertain and changes in these assumptions affect the fair value estimates.

Expected credit loss of accounts receivable
The Company reviews the accounts receivable balances on a regular basis and estimates the likelihood of collection and records allowance for estimated losses. Management bases its estimates on historical experience and other relevant factors.

Fair value of promissory notes receivable
Management uses valuation techniques in measuring the fair value of promissory notes receivable, where active market quotes are not available. Details of the assumptions used are given in Note 8 to these financial statements. In applying the valuation technique, management makes use of market inputs, and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. These estimates may vary from the actual prices that would be achieved in an arm's length transaction at the reporting date.

Fair value of investment in private companies
Management uses valuation techniques in measuring the fair value of private company investments, where active market quotes are not available. In applying the valuation technique, management makes use of market inputs, and uses estimates and assumptions that are, as far as possible, consistent with observable data that market participants would use in pricing the instrument. These estimates may vary from the actual prices that would be achieved in an arm's length transaction from recent transactions.

Inputs used in IFRS 16 Leases
Key areas where management has made judgments, estimates, and assumptions related to the application of IFRS 16 include the following:

  • Incremental borrowing rate: The incremental borrowing rates are based on judgments including economic environment, term, currency, and the underlying risk inherent to the asset. The carrying balance of the right-of-use assets, lease obligations, and the resulting interest and depreciation expense, may differ due to changes in the market conditions and lease term.

ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 3 – CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS (continued)

Mineral property interests

The carrying amount of the Company’s mineral property interests does not necessarily represent present or future values, and the Company’s mineral property interests have been accounted for under the assumption that the carrying amount will be recoverable. Recoverability is dependent on various factors, including the discovery of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete the development and upon future profitable production or proceeds from the disposition of the mineral properties themselves. Additionally, there are numerous geological, economic, environmental and regulatory factors and uncertainties that could impact management’s assessment as to the overall viability of its properties or to the ability to generate future cash flows necessary to cover or exceed the carrying value of the Company’s mineral properties.

NOTE 4 – MATERIAL ACCOUNTING POLICIES

The policies applied in these condensed interim financial statements are consistent with policies disclosed in Note 4 of the audited financial statements for the year ended November 30, 2024. Therefore, these condensed interim financial statements should be read in conjunction with the Company’s audited financial statements for the year ended November 30, 2024.

NOTE 5 – FINANCIAL INSTRUMENTS AND CAPITAL DISCLOSURES

The investment operations of the Company’s business involve the purchase and sale of securities and, accordingly, the majority of the Company’s assets are currently comprised of financial instruments. The use of financial instruments can expose the Company to several risks, including interest rate, credit, currency, liquidity and market risk. A discussion of the Company’s use of financial instruments and their associated risk is provided below:

a) Fair Value

The Company classifies its financial instruments using a fair value hierarchy as a framework for disclosing fair value of financial instruments based on inputs used to value the Company’s investments. The hierarchy of inputs and description of inputs is described as follows:

Level 1 – fair values are based on quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2 – fair values are based on inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices); or

Level 3 – fair values are based on inputs for the asset or liability that are not based on observable market data, which are unobservable inputs.

Level 1 $ Level 2 $ Level 3 $ Total $
Fair value through profit or loss:
Promissory note receivables (Note 8) 239,841 - - 239,841
Promissory note receivables – related parties (Note 10) 69,775 - - 69,775
Investment in public company shareholdings (Note 6a) 8,359,355 - - 8,359,355
Investment in private company shareholdings (Note 6d) - - 1,425,990 1,425,990
Investment in warrants (Note 6b) - 5,162,594 - 5,162,594
As at May 31, 2025 8,668,971 5,162,594 1,425,990 15,257,555
Fair value through profit or loss:
Promissory note receivables (Note 8) 256,668 - - 256,668
Promissory note receivables – related parties (Note 10) 88,932 - - 88,932
Investment in public company shareholdings (Note 6a) 7,337,696 - - 7,337,696
Investment in private company shareholdings (Note 6d) - - 1,575,990 1,575,990
Investment in warrants (Note 6b) - 4,548,776 - 4,548,776
As at November 30, 2024 7,683,296 4,548,776 1,575,990 13,808,062

ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 5 – FINANCIAL INSTRUMENTS AND CAPITAL DISCLOSURES (continued)

The carrying value of cash and GIC, accounts receivable, due from related parties, due from equity investees, accounts payable and accrued liabilities, promissory note payable, lease liabilities and loan payable approximates the fair value because of the short-term nature of these instruments.

b) Credit risk

The Company is not exposed to significant credit risk on its cash and GIC because its cash is placed with major financial institutions and investments are placed with a Canadian chartered bank or with independent investment dealer member of the Canadian Investor Protection Fund. All transactions executed by the Company in listed securities are settled or paid for upon delivery using approved brokers. The risk of default is considered minimal, as delivery of securities sold is only made once the broker has received payment.

c) Liquidity and funding risk

Liquidity risk is the risk that the Company will not have sufficient cash resources to meet its financial obligations as they come due. The Company’s liquidity and operating results may be adversely affected as a result of downturn in stock market conditions generally or related to matters specific to the Company, or if the value of the Company’s investments declines, resulting in losses upon disposition. The Company generates cash flows primarily from its administrative activities and proceeds from the disposition of its investments. The Company has sufficient investments that are freely tradable and relatively liquid to fund its obligations as they become due under normal operating conditions.

d) Market risk

Market risk is the risk that the fair value of or future cash flows from the Company’s financial instruments will significantly fluctuate because of changes in market prices. The Company is exposed to market risk in trading its investments and unfavourable market conditions could result in dispositions of investments at less than favourable prices.

The Company manages market risk by having a portfolio that is not singularly exposed to any one issuer or class of issuers. The Company’s investment activities are currently concentrated primarily across several sectors in the natural resource industry, potash, precious metals, base metals, coal, graphite, rare earth elements, and rare metals. The Company also has set thresholds on purchases of investments. Commodity prices for minerals are impacted by world economic events that dictate the levels of supply and demand as well as the relationship between the Canadian and United States dollar.

e) Foreign currency risk

The Company is not exposed to significant foreign currency risk on fluctuations considering that its assets and liabilities are stated in Canadian dollars.

f) Interest rate risk

The Company is not exposed to significant interest rate risk even though the Company has cash balances, and its current policy is to invest excess cash in certificates of deposit or money market funds of major Canadian chartered banks. The GIC included in investments bear interest at a variable rate, and the Company is, therefore, exposed to the risk of changes in fair value resulting from interest rate fluctuations. The sensitivity of the Company to a variation of 1% in the interest rate would decrease/increase the net loss of the Company by $345. The Company’s other financial assets and financial liabilities do not comprise any interest rate risk since they do not bear interest.

g) Capital management

The Company manages its capital structure and makes adjustments based on the funds available to the Company, in order to meet its daily operating expenses. The Company may raise additional capital for additional cash required. The Board of Directors does not establish quantitative return on capital criteria for management, but rather relies on the expertise of the Company's management to identify and acquire new investment or business opportunities. Management reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable. There were no changes in the Company's approach to capital management during the six months ended May 31, 2025 and the year ended November 30, 2024. The Company is not subject to externally imposed capital requirements.


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 6 – INVESTMENTS
Investment continuity schedule as at May 31, 2025 and November 30, 2024 is presented as follows:

Investment in public companies (a) $ Investment in warrants (b) $ Investment in GIC (c) $ Investment in private companies (d) $ Total $
Balance, November 30, 2023 5,434,745 868,163 34,500 1,392,610 7,730,018
Cost of shares/warrants acquired 1,350,598 - - - 1,350,598
Shares disposed/warrants exercised (1,745,082) - - - (1,745,082)
Shares received for debt settlement 261,500 - - - 261,500
Shares received for property transaction 180,000 - - - 180,000
Shares transferred for property transaction (24,500) - - - (24,500)
Public Company ceased to be equity investment 531,236 - - - 531,236
Fair value change 1,349,199 3,680,613 - 183,380 5,213,192
Balance, November 30, 2024 7,337,696 4,548,776 34,500 1,575,990 13,496,962
Cost of shares/warrants acquired 1,027,844 - - - 1,027,844
Shares disposed/warrants exercised (388,738) - - - (388,738)
Private company converted to public company 150,000 - - (150,000) -
Shares received for debt 24,500 - - - 24,500
Fair value change 208,053 613,818 - - 821,871
Balance, May 31, 2025 8,359,355 5,162,594 34,500 1,425,990 14,982,439

ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 6 – INVESTMENTS (continued)

a) Investment in public companies

Investments at fair value through profit or loss as at May 31, 2025 as follows:

Number of Shares Cost Base Market Base
$ $/Share $ $/Share
Abound Energy 24 46 1.96 1 0.050
Aeonian Resources 3,000,000 150,000 0.050 105,000 0.035
Apex Critical Metals 4,952,216 1,121,480 0.226 3,813,206 0.770
Ameriwest Lithium 100,000 126,869 1.27 16,000 0.160
Arctic Star Exploration 3,144,000 145,080 0.05 47,160 0.015
Ares Strategic Mining 1,000,000 112,425 0.11 240,000 0.240
Blockchain Ventures 100,000 75,000 0.75 10,000 0.100
Commerce Resources 10,551,687 2,213,870 0.21 580,343 0.055
Copper Quest Exploration 300,000 232,084 0.77 24,000 0.080
Core Assets 967,100 818,134 0.85 241,775 0.250
Discovery Lithium 2,200,000 240,000 0.11 132,000 0.060
Enyo Strategic Mining 100,000 - 0.00 - 0.000
Fredonia Mining 666,667 100,100 0.15 360,000 0.540
G2 Energy Corp. 75,000 41,250 0.55 7,875 0.105
Gold Port Resources 9,453 - 0.00 567 0.060
Grizzly Discoveries 75,000 6,000 0.08 1,875 0.025
Huntsman Exploration 1,000,000 30,100 0.03 125,000 0.125
Lake Winn Resources 573,800 353,863 0.62 68,856 0.120
Leocor Mining Inc. 1,000,000 50,000 0.05 65,000 0.065
Lion Rock Resources 250,000 374,651 1.50 71,250 0.285
Maple Gold Mines 939,000 118,450 0.13 79,815 0.085
Nobel Resources 250,000 100,000 0.40 7,500 0.030
Nouveau Life Pharmaceutical 230,000 50,051 0.22 0. 0.00
Pantera Silver Corp. 2,000 100 0.05 760 0.380
Pontus Protein 687,500 110,000 0.16 - 0.000
Refined Energy Corp. 200,000 20,000 0.10 40,000 0.200
Future Fuels 1,332,084 753,409 0.57 399,625 0.300
Sekur Private Data 700,000 24,500 0.04 31,500 0.045
Sonoran Desert Copper 1,500,000 300,000 0.25 165,000 0.110
Green360 Technologies 120,000 53,758 0.45 4,566 0.038
Swmbrd Sports 13,374,000 553,785 0.041 66,870 0.005
Star Copper 1,320,000 330,000 0.25 1,082,400 0.820
Trinex Minerals 32,240,000 289,934 0.009 28,526 0.001
Transforma Resources 62,000 62,000 1.00 3,410 0.055
Xander Resources 1,315,790 250,000 0.19 539,474 0.410

Balance, May 31, 2025
9,206,939
8,359,354


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 6 – INVESTMENTS (continued)

a) Investment in public companies (continued)

Investments at fair value through profit or loss as at November 30, 2024 as follows:

Number of Shares Cost Base Market Base
$ $/Share $ $/Share
Abound Energy 24 46 1.96 1 0.050
Apex Critical Metals 4,672,890 953,737 0.20 4,345,788 0.93
Ameriwest Lithium 100,000 126,869 1.27 14,500 0.145
Arctic Star Exploration 6,483,464 302,035 0.05 97,252 0.015
Ares Strategic Mining 1,000,000 112,425 0.11 170,000 0.170
Blockchain Ventures 100,000 75,000 0.75 34,000 0.340
Commerce Resources 10,551,687 2,213,870 0.21 844,135 0.080
Core Assets 9,671,000 818,134 0.08 435,195 0.045
Discovery Lithium 2,200,000 240,000 0.11 220,000 0.100
Enyo Strategic Mining 100,000 - 0.00 - 0.000
Fredonia Mining 666,667 100,100 0.15 226,667 0.340
G2 Energy 75,000 41,250 0.55 375 0.005
Gold Port Resources 9,453 - 0.00 378 0.040
Grizzly Discoveries 75,000 6,000 0.08 1,500 0.020
Homerun Resources - - - - -
Interra Copper 300,000 232,083 0.77 28,500 0.095
Lake Winn Resources 573,800 353,863 0.62 45,904 0.080
Leocor Gold 1,000,000 50,000 0.05 135,000 0.135
Lion Rock Resources 300,000 449,602 1.50 40,500 0.135
Maple Gold Mines 939,000 118,450 0.13 51,645 0.055
Nobel Resources 250,000 100,000 0.40 12,500 0.050
Newgold Corp 233,750 76,832 0.33 58,438 0.250
Nouveau Life 230,000 50,051 0.22 - 0.000
Pantera Silver 2,000 100 0.05 560 0.280
Pontus Protein 687,500 110,000 0.16 - 0.000
Refined Energy 500,000 50,000 0.10 100,000 0.200
Future Fuels 532,084 553,409 1.04 212,834 0.400
Sonoran Desert Copper 1,500,000 300,000 0.20 157,500 0.105
Suvo Strategic Minerals 120,000 53,758 0.45 4,819 0.040
Swmbrd Sports 13,374,000 553,785 0.04 66,870 0.005
Trinex Minerals 32,240,000 289,934 0.01 29,425 0.001
Transforma Resources 62,000 62,000 1.00 3,410 0.055

Balance, November 30, 2024
8,393,333
7,337,696


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 6 – INVESTMENTS (continued)

b) Investment in warrants

Investments at fair value through profit or loss as at May 31, 2025 as follows:

Number of Warrants Expiry Date Exercise Price $ Fair Value $ Fair Value Per Warrant $
Apex Critical Metals 2,250,000 July 5, 2026 0.40 1,011,603 0.450
Apex Critical Metals 375,000 August 16, 2025 0.40 141,127 0.376
Apex Critical Metals 2,400,000 December 14,2025 0.067 1,690,129 0.704
Apex Critical Metals 278,336 December 30,2026 0.75 110,447 0.397
Blockchain Venture Capital 200,000 May 10, 2026 0.92 209 0.001
Commerce Resources 1,000,000 June 25, 2025 0.24 0 0.000
Commerce Resources 475,000 December 18, 2025 0.29 72 0.000
Commerce Resources 3,000,000 October 30, 2026 0.12 41,847 0.014
Commerce Resources 751,687 August 12, 2026 0.25 2,853 0.004
Copper Quest 150,000 March 31, 2026 0.750 237 0.002
Core Assets 82,500 November 17, 2025 0.22 458 0.006
Discovery Energy 200,000 July 31, 2025 0.60 0 0.000
Falcon Gold 125,000 January 14, 2026 0.200 137 0.001
Fredonia Mining 666,667 September 25, 2027 0.30 337,418 0.506
Future Fuels 400,000 December 19, 2026 0.400 71,651 0.179
Huntsman Exploration 1,000,000 February 14, 2027 0.050 111,153 0.111
Leocor Gold 500,000 November 8, 2027 0.10 23,476 0.047
Refined Energy 500,000 June 14, 2026 0.13 69,193 0.138
Sonoran Desert Copper 1,500,000 September 13, 2026 0.40 29,041 0.019
Sceptre Ventures 2,408,200 March 28, 2026 0.050 7,577 0.003
Star Copper 1,320,000 April 9, 2027 0.320 981,501 0.744
Xander Resources 1,315,790 March 24, 2028 0.250 532,465 0.405
Balance, May 31, 2025 5,162,594

ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 6 – INVESTMENTS (continued)

b) Investment in warrants (continued)

Investments at fair value through profit or loss as at November 30, 2024 as follows:

Number of Warrants Expiry Date Exercise Price $ Fair Value $ Fair Value Per Warrant $
Ameriwest Lithium 215,000 May 1, 2025 1.50 52 0.000
Abound Energy 500,000 December 22, 2024 3.00 - 0.000
Apex Critical Metals 2,250,000 July 5, 2026 0.40 1,750,180 0.778
Apex Critical Metals 375,000 August 16, 2025 0.40 178,529 0.476
Apex Critical Metals 2,400,000 December 14,2025 0.067 2,007,286 0.836
Blockchain Venture Capital 200,000 May 10, 2026 0.92 17,945 0.090
Commerce Resources 1,000,000 June 25, 2025 0.24 4,427 0.004
Commerce Resources 475,000 December 18, 2025 0.29 4,812 0.010
Commerce Resources 3,000,000 October 30, 2026 0.12 107,586 0.036
Commerce Resources 751,687 August 12, 2026 0.25 15,955 0.021
Core Assets 825,000 November 17, 2025 0.22 1,140 0.001
Discovery Lithium 200,000 July 31, 2025 0.60 2,118 0.011
Falcon Gold 125,000 January 14, 2026 0.20 1,265 0.010
Fredonia Mining 666,667 September 25, 2027 0.30 223,033 0.335
Future Fuels 78,750 December 24, 2024 1.50 - 0.000
Interra Copper 150,000 January 31, 2025 0.75 - 0.000
Lake Winn Resources 35,000 May 15, 2025 0.90 38 0.001
Leocor Gold 500,000 November 8, 2027 0.10 56,816 0.114
Refined Energy 500,000 June 14, 2026 0.13 75,699 0.151
Sonoran Desert Copper 1,500,000 September 13, 2026 0.40 101,895 0.068
Balance, November 30, 2024 4,548,776

c) Investment in GIC

As at May 31, 2025, the Company had two guaranteed investment certificates totaling $34,500 (November 30, 2024: $34,500). Of the total, $23,000 matures on February 26, 2026 with an interest rate of prime minus 2.7%. The remaining $11,500 matures on July 2, 2026 with an interest rate of prime minus 2.7%.


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 6 – INVESTMENTS (continued)

d) Investment in private companies

The Company made investments in private companies with the expectation that they will enter public markets in the foreseeable future.

Investments at fair value through profit or loss as at May 31, 2025 and November 30, 2024 are presented as follows:

Number of Shares Cost Base Market Base
$ $/Share $ $/Share
1233719 BC Ltd 1,218,859 - 0.00 - 0.000
1316833 BC Ltd 1,000,000 25,000 0.25 25,000 0.025
Auvega Labs 500,000 25,000 0.05 25,000 0.050
Avalon Bridge Capital 500,000 - 0.00 - 0.00
Avalon Bridge 500,000 - 0.00 - 0.000
Beta Energy 400,112 - 0.00 - 0.000
Crown Minerals 4,620,500 92,410 0.02 92,410 0.020
District One Exploration 33,243 - 0.00 - 0.000
Hexa Resources 601,809 - 0.00 - 0.000
Power One Resources 170,000 - 0.00 - 0.000
S1 Capital 100,000 - 0.00 - 0.000
Sommerset Energy Partners Corp. 3,000,000 990,000 0.33 990,000 0.330
Valkyrie Oil Trucking Company 3,000,000 293,580 0.098 293,580 0.098

Balance, May 31, 2025
1,425,990
1,425,990

Number of Shares Cost Base Market Base
$ $/Share $ $/Share
1233719 BC Ltd 1,218,859 - 0.00 - 0.000
1316833 BC Ltd 1,000,000 25,000 0.03 25,000 0.025
Aeonian Resources 3,000,000 150,000 0.05 150,000 0.050
Auvega Labs 500,000 25,000 0.05 25,000 0.050
Avalon Bridge 500,000 - 0.00 - 0.000
Beta Energy 400,112 500,000 1.25 - 0.000
Crown Minerals 4,620,500 92,410 0.02 92,410 0.020
District One Exploration 33,243 - 0.00 - 0.000
Hexa Resources 601,809 - 0.00 - 0.000
Power One Resources 170,000 - 0.00 - 0.000
S1 Capital 100,000 - 0.00 - 0.000
Sommerset Energy Partners Corp. 3,000,000 450,100 0.15 990,000 0.330
Valkyrie Oil Trucking Company 3,000,000 150,100 0.05 293,580 0.098

Balance, November 30, 2024
1,392,610
1,575,990


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 7 – INVESTMENTS IN ASSOCIATES

Apex $ Sceptre $ Total $
Balance, November 30, 2023 274,885 62,039 336,924
Shares sold (455,459) - (455,459)
Shares acquired 840,000 - 840,000
Gain on derecognition of equity investee 364,449 - 364,449
Fair market value adjustment - (20,679) (20,679)
(Loss) from equity investee (70,139) (25,572) (95,711)
Reclassified to Investment in Public Companies (953,736) - (953,736)
Balance, November 30, 2024 - 15,788 15,788
Shares sold - (8,571) (8,571)
Shares acquired - 24,082 24,082
(Loss) from equity investee - (20,026) (20,026)
Balance, May 31, 2025 - 11,273 11,273

a) Apex Critical Metals Corp. (formerly Eagle Bay Resources Corp.) ("Apex")

Apex is an exploration company with an office in Vancouver, BC, focusing on exploring and developing the Cap Property, located northeast of Prince Rupert in British Columbia. Apex commenced trading on the Canadian Securities Exchange ("CSE") on March 15, 2023. Effective October 24, 2023, the shares of Apex were consolidated on a 10:1 basis.

On November 5, 2019, the Company privately acquired 200,000 shares at a price of $0.25 per share of Apex. On March 24, 2021, the Company privately acquired an additional 850,000 shares of Apex at a price of $0.25 per share through a promissory note. On May 4, 2021, the Company acquired 1,000,000 shares at a price of $0.25 through a private placement. On July 29, 2022, the Company transferred 20,000 shares of Apex with a fair value of $0.27 per share to a vendor in connection with the acquisition of the Wicheeda Extension. Also on July 29, 2022, the Company received 80,000 shares of Apex with a fair value of $0.75 per share in connection with the sale of the Wicheeda Extension. On December 14, 2023, the Company acquired 1,600,000 shares through a private placement at a price of $0.075 per share. On April 12, 2024, Apex ceased to be an investment in associate.

During the six months ended May 31, 2025, the investment was adjusted for $nil (May 31, 2024: $70,139) of equity loss due to the decrease of net assets of Apex and a gain on derecognition of an investment in associate of $nil (May 31, 2024: $364,449). As at May 31, 2025, the Company holds 4,952,216 shares of Apex, equal to 10.18% (November 30, 2024: 11.19%) of Apex's outstanding common shares. As at May 31, 2025, the fair value of the investment is $3,813,206 (November 30, 2024: $4,345,788) based on the market value (Note 6).

b) Sceptre Ventures Inc. ("Sceptre")

Sceptre is a Capital Pool Company ("CPC") as defined in TSX-V Policy 2.4, which cannot carry on any business other than to identify and evaluate businesses and assets with a view to completing a Qualifying Transaction.

On July 25, 2022, the Company received 4,302,626 shares of Sceptre, with a deemed price of $0.06 per share in connection with a shares for debt settlement. By reason of the debt settlement, the Company hold 35.83% of the total issued and outstanding common shares of Sceptre. The debt settlement was approved by the TSX Venture Exchange and by disinterested shareholders of Sceptre because the issuance of the Shares caused the Company to become a "control person" as that term is defined under applicable securities laws. During the six months ended May 31, 2025, the investment was adjusted for $20,026 (May 31, 2024: $13,522) of equity loss due to the decrease of net assets of Sceptre. As at May 31, 2025, the Company holds 6,401,300 shares of Sceptre, equal to 26.65% (November 30, 2024: 34.44%) of Sceptre's outstanding common shares. As at May 31, 2025, the fair value of the investment is $11,273 (November 30, 2024: $15,788).


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 7 – INVESTMENTS IN ASSOCIATES (continued)

The financial information as of May 31, 2025 and November 30, 2024 is as follows:

May 31, 2025 November 30, 2024
$ $
Current assets 67,934 2,723
Current liabilities 489,266 533,044
Shareholders’ equity (421,332) (530,321)
Expenses (59,094) (74,245)
Net loss 59,094 74,245

NOTE 8 – ADVANCES AND AMOUNTS RECEIVABLE

May 31, 2025 November 30, 2024
$ $
Accounts receivable 3,171,368 3,032,843
Allowance for expected credit loss (841,915) (412,024)
Accounts receivable – net of allowance (a) 2,329,453 2,620,819
Promissory note receivable – nominal value 354,695 256,667
Promissory note receivable – fair value change (114,854) -
Promissory note receivable – fair value (b) 239,841 256,667
Total advances and amounts receivable: 2,569,294 2,877,486

a) Accounts receivable

The Company’s accounts receivable consists of amounts billed and outstanding for providing marketing, managerial, and administrative services. The amounts are unsecured, non-interest bearing, and have no specific terms of repayment. As at May 31, 2025, accounts receivable of $841,915 (November 30, 2024: $412,024) were impaired and fully provided by allowance.

See below for the movements in the allowance for expected credit loss:

$
As of November 30, 2023 124,599
Charge for the year 287,425
As of November 30, 2024 412,024
Charge for the period 429,891
As of May 31, 2025 841,915

b) Promissory note receivable

Promissory notes are issued to management and employees for the private sale of shares. These notes are non-interest bearing, have specific dates of repayment but due on demand, and hold share certificates as collateral. The borrowers have the option of repaying by either cash based on the nominal amount of the notes or the underlying shares. The fair values of the promissory notes as at each reporting date are determined as the lower of the market value of the underlying shares and the nominal loan amount.


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 9 – PREPAID AND DEPOSITS

The Company’s current prepaid expenses and deposits consist mainly of payments made for rent deposits, installment payments, marketing costs for upcoming tradeshows, and advance payments for property exploration.

May 31, 2025 $ November 30, 2024 $
Prepaid share subscriptions 15,000 15,000
Rent deposits 26,350 26,350
Prepaid instalment for Employer Health Tax - 15,000
Total 41,350 56,350

NOTE 10 – RELATED PARTY TRANSACTIONS

a) Compensation of key management

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly. Key management personnel include the Company’s executive officers and certain members of its Board of Directors. For the six months ended May 31, 2025 and 2024, the Company incurred the following fees and expenses in the normal course of operations and are measured at the exchange amount:

May 31, 2025 May 31, 2024
Expenses: $ $
Key management compensation 204,000 204,000

b) Other related party transactions

The Company provides management and administrative services to related parties. These services include rent, office costs, administration, and staffing.

May 31, 2025 May 31, 2024
Revenue: $ $
Management administration fees 108,000 288,000
Corporate development and marketing 25,000 191,500

As at May 31, 2025 and November 30, 2024, the following amounts were due from (to) related parties and equity investees:

May 31, 2025 November 30, 2024
$ $
Due from equity investees (Note 7)
Sceptre Ventures Inc. 211,036 196,054
Due from Related Parties
Apex Critical Metals Corp. 6,719 1,788
Jody Bellefleur, CFO and Corporate Secretary (Note 8(b)) 64,045 64,942
Kevin Bottomley, director (Note 8(b)) 5,686 4,547
Sean Charland, CEO, President and director (Note 8(b)) 17,334 18,232
Chris Grove, director (Note 8(b)) 1,210 1,210
94,994 90,719

The amounts due to/from related parties (excluding the promissory notes disclosed in Note 8(b)) are non-interest bearing, unsecured and have no fixed terms of repayment.


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 11 – MINERAL PROPERTY INTERESTS

a) Heyman Properties

During the year ended November 30, 2023, the Company acquired 78 claims from the Estate of David Heyman, which were analyzed and grouped together, depending on location. The remaining claims held by the Company include:

Crystal Lake Claims:

The Crystal Lake Claims consist of an area of ~5,225.9 ha and is located 24 km south of the Village of Fort Fraser, which is approximately 190 km west of Prince George in central British Columbia. Following a short exploration program executed by the Company in 2023, a subsequent program was recommended to follow up on Cu-Mo prospectivity.

Copperline Claims:

The Copperline Claims consist of an area of ~2,741.7 ha and is located in the Omineca Mining Division of British Columbia. In 2023, the Company executed a small exploration program consisting of the collection of 49 soil samples, 1 rock sample and 3 petrographic samples, and a program of ground geophysics consisting of magnetometer and/or I.P. surveys was recommended.

Goldbridge Claims:

The Goldridge Claims consist of a land area of ~183.5 ha and is located 7 km east of the village of Gold Bridge, BC, between the south shore of Carpenter Lake and the North side of Mount Truax. In 2023, the Company executed a short exploration program consisting of basic mapping, rock sampling and road network checking.

b) Eagle Lake, Grove Lake, and Whitefish Lake Claims

On June 15, 2023, the Company entered into a definitive agreement to purchase three separate mining claims generally known as the Eagle Lake claims (the "Eagle Lake Claims"), the Grove Lake claims (the "Grove Lake Claims") and the Whitefish Lake claims (the "Whitefish Lake Claims"), located approximately 350 km northwest of Thunder Bay, Ontario. The Whitefish Lake Claims are comprised of 1,484 claims covering 30,791 hectares, the Grove Lake Claims are comprised of 1,620 claims covering 25,027 hectares, and the Eagle Lake Claims are comprised of 1,439 claims covering 30,302 hectares. Pursuant to agreement entered into with six arm's length vendors "Sellers", the Company has agreed to acquire a 100% interest in the Claims for the following consideration:

  • an aggregate cash payment of $315,000 to be paid to the Sellers upon closing of the Acquisition ("Closing") (paid).
  • an aggregate of 1,800,000 common shares in the capital of Zimtu ("Zimtu Shares") to be issued to the Sellers upon Closing (issued with a fair value of $540,000); and
  • an aggregate cash payment of $315,000 to be paid to the Sellers within four months of Closing (see below for update).

As additional consideration for the acquisition, the Company will grant to one of the Sellers a 1% net smelter returns royalty interest in the future minerals produced from the Claims upon achieving commercial production. The Acquisition was approved by the TSXV on July 14, 2023.

On July 15, 2024, the Company entered into a definitive agreement to sell two separate packages of mining claims generally known as the Eagle Lake claims and the Whitefish Lake claims, respectively (together, the "Claims. The Claims are comprised of 2,923 mineral claims covering approximately 61,093 hectares (~150,964 acres) in Northwestern Ontario. Pursuant to sale agreement between the Company and Discovery Lithium Inc. (the "Purchaser"), the Company has agreed to sell a 100% interest in the Claims for the following consideration: a cash payment of $432,778.50 to be paid to the Company within 180 days following closing of the Transaction ("Closing"); an aggregate of 2,000,000 common shares in the capital of the Purchaser ("Discovery Shares") to be issued to the Company upon Closing (issued); an amount of $315,000 to be paid directly to the original Sellers for the final cash payment due by the Company, and the Purchaser will grant to the Company a 1% net smelter returns royalty interest in the future minerals produced from the Claims upon achieving commercial production. The transaction closed on September 17, 2024 and the TSX Venture Exchange approved the transaction on October 8, 2024. During the six months ended May 31, 2025, $nil (May 31, 2024: $nil) was recognized as a loss from the property sale.


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 11 – MINERAL PROPERTY INTERESTS (continued)

Property Name Partner November 30, 2024 $ Additions $ Impairment $ Sales Proceeds $ Gain (Loss) $ May 31, 2025 $
Crystal Lake (a)* N/A 25,495 - - - - 25,495
Copperline (a)* Staked 67,253 363 - - - 67,616
Eagle Lake, et al (b) N/A 8,373 4,270 - - - 12,643
Eagle Property Staked - 8,973 - - - 8,973
Goldbridge (a) * N/A 9,500 - - - - 9,500
Total 110,621 13,606 - - - 124,227
Property Name Partner November 30, 2023 $ Additions $ Impairment $ Sales Proceeds $ Gain (Loss) $ November 30, 2024 $
Crystal Lake (a)* N/A 4,315 21,180 - - - 25,495
Copperline (a)* Staked 9,908 57,345 - - - 67,253
Eagle Lake, et al (b) N/A 1,282,631 - **(86,479) (612,779) (575,000) 8,373
Goldbridge (a) * N/A 8,006 1,494 - - - 9,500
Trail Property (a) * N/A 9,214 - (9,214) - - -
Total 1,314,074 80,019 (95,693) (1,187,779) - 110,621

*Properties held for sale

NOTE 12 – UNEARNED REVENUE

The Company has entered into agreements with multiple companies to provide corporate development and marketing services for a twelve-month period. These services are billed for in advance and recorded as revenue on the first of the month of the service provided. Amounts received for services provided in the future are included as unearned revenue.

NOTE 13 – PROMISSORY NOTES PAYABLE

On March 22, 2021, the Company entered into an agreement with Arctic Star Exploration Corp. to privately acquire 8,500,000 shares of Apex Critical Metals Corp. (formerly Eagle Bay Resources Corp.) (“Apex”), a private company at the time, at a price of $0.025 per share (see Note 7). A deposit of $35,000 was paid in January 2021. The promissory note has a principal balance totaling $177,500, is non-interest bearing, and due to be paid when Apex obtains a listing on a stock exchange in Canada or the United States, and when the purchased shares are released from escrow as per the stock exchange-imposed restrictions on sale. During the year ended November 30, 2024, the Company paid $50,000 for the early settlement of this promissory note, recording a gain on settlement of $109,375.

NOTE 14 – SHARE CAPITAL

a) Authorized Share Capital

The Company is authorized to issue an unlimited number of common shares without par value. May 9, 2025, the Company completed a consolidation of its issued and outstanding common shares (the “Shares”) on the basis of one (1) new Share (each, a “Post-Consolidated Share”) for every five (5) current outstanding Shares (the “Consolidation”). The Consolidation reduced the number of outstanding Shares from 63,413,303 Shares to 12,682,630 Post-Consolidated Shares.

b) Issued Common Shares

During the six months ended May 31, 2025 and the year ended November 30, 2024:

None.


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 14 – SHARE CAPITAL (continued)

c) Stock Options

The Company has an Equity Incentive Plan (the “Plan”) under which it is authorized to grant options, restricted shares units, performance share units or deferred share units to directors, officers, consultants or employees of the Company. At the Company’s Annual General Meeting on July 12, 2023, the shareholders approved the Company’s equity incentive plan and set the number of common shares that may be granted under the Plan to be fixed at 20% of the issued and outstanding shares, being 2,536,526 as of June 9, 2023, the date of board of director approval. A copy of the plan is available to view on SEDAR.

A summary of the stock option transactions under the Company’s stock option plan is presented below:

Weighted average exercise price $ Number of options
Balance, November 30, 2023 and 2024 0.78 923,835
Expired 0.53 (536,835)
Cancelled 1.125 (50,000)
Balance, May 31, 2025 1.13 337,000

On February 22, 2025, 2,684,176 stock options priced at $0.105 expired unexercised.

As at May 31, 2025, the Company had the following stock options outstanding and exercisable:

Expiry date Exercise price $ Number of options
June 10, 2026 1.125 272,000
March 24, 2027 1.15 65,000
Total 337,000
Weighted Average Remaining Contractual Life (Years) 1.18

d) Warrants

A summary of the share purchase warrant transactions is presented below:

Weighted average exercise price $ Number of warrants
Balance, November 30, 2023 0.75 7,767,364
Expired 1.45 (2,124,500)
Balance, November 30, 2024 and May 31, 2025 0.48 5,642,864

ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 14 – SHARE CAPITAL (continued)

d) Warrants (continued)

As at May 31, 2025, the Company had the following share purchase warrants outstanding:

Expiry date Exercise price $ Number of warrants
February 21, 2028 0.45 2,428,556
May 1, 2026 0.50 2,751,808
July 14, 2026 0.50 462,500
Total 5,642,864
Weighted Average Remaining Contractual Life (Years) 1.71

On February 15, 2024, 1,978,500 share purchase warrants and 3,600 broker warrants priced at $1.50 expired unexercised.

On March 20, 2024, 142,400 share purchase warrants priced at $1.00 expired unexercised.

NOTE 15 – GENERAL AND ADMINISTRATIVE EXPENSES

During the three and six months ended May 31, 2025 and 2024, the Company incurred the following general and administrative expenses:

Three months ended May 31, 2025 $ Three months ended May 31, 2024 $ Six months ended May 31, 2025 $ Six months ended May 31, 2024 $
Advertising and promotion 37,000 56,256 67,841 125,215
Bad debts (Note 8) 429,891 - 429,891 -
ROU asset depreciation (Note 19) 33,816 33,816 67,632 67,632
Filing fees & transfer agent expenses 12,550 7,624 19,155 14,207
Lease interest (Note 19) 6,043 9,836 13,086 20,524
Office and miscellaneous 38,941 45,008 84,440 91,655
Professional fees 72,959 36,573 78,842 61,992
Wages and benefits (Note 11) 219,897 271,436 503,378 586,639
851,097 460,549 1,264,265 967,864

NOTE 16 – SEGMENT INFORMATION

All of the Company’s business is located in Canada. The Company’s segment information is presented by industry according to the nature of their operations and the products and services they provide. Each of the Company’s industry segments represents a strategic business unit offering products and services subject to different risks and returns from those of the other industry segments.


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 16 – SEGMENT INFORMATION (continued)

Summary details of the industry segments are as follows:

For the six months ended May 31, 2025:

Investment in mineral properties $ Management services $ Corporate $ Total $
Revenue
Administrative fees - 912,167 - 912,167
Corporate development fees - 484,822 484,822
- 1,396,989 - 1,396,989

For the six months ended May 31, 2025:

Investment in mineral properties $ Management services $ Corporate $ Total $
Segment assets - - 18,093,831 18,093,831
Expenditure for segment capital assets 124,227 - - 124,227
124,227 - 18,093,831 18,218,058

For the six months ended May 31, 2024:

Investment in mineral properties $ Management services $ Corporate $ Total $
Revenue
Administrative fees - 704,000 - 704,000
Corporate development fees - 569,000 - 569,000
- 1,309,500 - 1,309,500

For the year ended November 30, 2024:

Investment in mineral properties $ Management services $ Corporate $ Total $
Segment assets - - 17,180,932 17,180,932
Expenditure for segment capital assets 110,621 - - 110,621
110,621 - 17,180,932 17,291,553

ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 17 – LEASE

The Company has a lease for the rental of their office space. Upon adoption of IFRS 16, the Company recognized lease liabilities of $252,747 in the statements of financial position. The liabilities were measured at the present value of the remaining lease payments discounted using an incremental borrowing rate of 3% for a 1-year term at the date of initial application, December 1, 2019. Variable lease payments of $8,711 monthly occupancy costs are subject to change in each fiscal year and not included in the lease liability. The Company renewed the lease prior to expiry and has recorded the lease liability for the lease now ending on August 31, 2026. The incremental borrowing rate applied to the renewed lease liability was 12%. A summary of the lease liabilities is listed below:

$
Balance, November 30, 2023 378,497
Interest on lease liabilities 37,490
Payments of lease liabilities (156,917)
Balance, November 30, 2024 259,070
Interest on lease liabilities 13,086
Payments of lease liabilities (80,128)
Balance, May 31, 2025 192,028
Less: current portion (151,120)
Non- current portion 40,908

The following table illustrates the right-of-use asset balances:

Cost $ Accumulated depreciation $ Net book value $
Balance at November 30, 2023 950,560 578,582 371,978
Addition - 135,264 (135,264)
Balance at November 30, 2024 950,560 713,846 236,714
Addition - 67,632 (67,632)
Balance at May 31, 2025 950,560 781,478 169,082

The following table illustrates the future lease payments under the lease obligations as at February 28,2025:

Current (due on or before February 28, 2026)
Total undiscounted lease payments 163,178
Less: imputed interest (17,741)
Total current carry value of lease obligations 145,437

For the six months ended May 31, 2025, the Company recorded an increase of amortization expense of $67,632 (May 31, 2024 - $67,632) due to the recognition of ROU assets, an increase to interest expense of $13,086 (May 31, 2024 - $20,524) from the unwinding of the discounted value of the lease liabilities, and a decrease to office and miscellaneous expenses of $80,128 (May 31, 2024 - $77,625).


ZIMTU CAPITAL CORP.
Notes to the Condensed Interim Financial Statements
For the six months ended May 31, 2025 and 2024
Expressed in Canadian Dollars
(Unaudited – prepared by management)

NOTE 17 – LEASE (continued)

For the six months ended May 31, 2025, due to the change in the presentation of former operating lease expenses, cash flow from operating activities increased by $80,128 (May 31, 2024 - $77,625) due to the decrease in office and miscellaneous expenses partially offset by increased financial costs. Cash flows from financing activities decreased by $80,128 (May 31, 2024 - $77,625) due to the addition of the principal payments for former operating leases. The overall impact to cash flows for the Company was unchanged.

NOTE 18 – SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS

a) Change in Other Working Capital Accounts

For the six months ended May 31, 2025 and 2024:

| | 2025
$ | 2024
$ |
| --- | --- | --- |
| Advances and amounts receivable | (70,519) | (418,509) |
| Due from equity investee | (14,982) | (25,400) |
| GST Payable | (2,474) | 40,130 |
| Prepaid and deposits | 15,000 | 35,000 |
| Accounts payable and accrued liabilities | 43,955 | 52,774 |
| Unearned revenue | 136,687 | (148,575) |
| Due from related parties | (4,275) | (9,028) |
| Variable lease expense payment | (52,266) | (52,266) |
| Short-term lease payment | (6,900) | (6,900) |
| | 44,226 | (532,774) |

b) Other Items

For the six months ended May 31, 2025 and 2024:

| | 2025
$ | 2024
$ |
| --- | --- | --- |
| Shares received for debt | 24,500 | 61,500 |

NOTE 19 – SUBSEQUENT EVENT

On July 14, 2025, the Company announced the sale of its 100% interest in the Copperline Property (“Copperline” or the “Property”), located in north-central British Columbia (the “Transaction”) to Star Copper Corp. (“Star Copper”). The Copperline Property comprises seven mineral claims totaling approximately 2,687 hectares. It is located near Skutsil Knob at the southern end of the Driftwood Range, approximately 120 km north-northeast of Smithers, British Columbia. Under the terms of the agreement, Zimtu will receive the following consideration from Star Copper: (a) the sum of CDN$100,000 in cash on signing of the agreement (received) and $250,000 in cash 6 months from signing (“Cash Consideration”), (b) Issue to the Vendor an aggregate 200,000 common shares on signing of the agreement and 300,000 common shares 6 months from signing (“Share Consideration”), and (c) Pay the Vendor $1,500,000 (the “Bonus”), consisting of $750,000 in cash (“Bonus cash”) and $750,000 in common shares (“Bonus shares”) the completion of a favourable Preliminary Economic Assessment (“PEA”), (d) the Purchaser shall grant a two percent (2.0%) royalty on returns from the commercial production of mineral projects from the Property to the Vendor, (the “NSR Royalty”). The NSR Royalty shall be freely assignable by the Vendor, upon written approval of the Purchaser, and one-half (1.0%) of the NSR Royalty may be purchased at any time within 5 years of the effective date for a cash payment of $1,000,000 to the Vendor. No finder’s fees will be paid in connection with the Transaction. The Transaction involves NonArm’s Length Parties, as such term is defined in Policy 5.3 of the TSX Venture Exchange (the “Exchange”), as Sean Charland is a director of Zimtu and Star and Jody Bellefleur is the Chief Financial Officer of Zimtu and Star. Closing will be subject to, among other conditions, Zimtu obtaining approval for the Transaction from the Exchange.