Ibero Mining Corp. — Interim / Quarterly Report 2022

Nov 25, 2022

Goldplay Mining Inc. Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2022 and 2021 (Expressed in Canadian dollars)

Notice of No Auditor Review

These unaudited condensed interim financial statements have not been reviewed by the auditors of the Corporation. This notice is being provided in accordance with Section 4.3 (3) (a) of National Instrument 51-102 - Continuous Disclosure Obligations.

MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL STATEMENTS

The accompanying condensed interim financial statements of Goldplay Mining Inc. are the responsibility of the Company’s management and are prepared in accordance with International Financial Reporting Standards and reflect management’s best estimates and judgment based on information currently available.

Management has developed and maintains a system of internal controls to ensure that the Company’s assets are safeguarded, transactions are authorized and properly recorded, and financial information is reliable.

The Board of Directors is responsible for ensuring management fulfills its responsibilities for financial reporting and internal controls through an audit committee, which is comprised primarily of non-management directors. The Audit Committee reviews the financial statements prior to their submission to the Board of Directors for approval.

“Chris Osterman” “Mihai Draguleasa” Chris Osterman Mihai Draguleasa Chief Executive Officer Chief Financial Officer

Vancouver, British Columbia November 25, 2022

Goldplay Mining Inc.

Condensed Interim Consolidated Statement of Financial Position

(Unaudited - expressed in Canadian Dollars)

		September 30		December 31
		2022		2021
ASSETS
Current assets
Cash	$	743,752	$	2,637,587
Accounts receivable		116,855		46,183
Advances and prepaid expense		68,248		118,472
Total current assets		928,855		2,802,242
Equipment (Note 9)		5,898		-
Long term deposits (Note 6)		1,108,792		64,760
Investment in and due from associates (Note 8)		550,298		339,699
Exploration and evaluation assets (Note 6)		258,733		236,730
	$	2,852,576	$	3,443,431
LIABILITIES
Current liabilities
Accounts payable and accrued liabilities (Note 5)	$	172,817		148,714
Flow-through shares premium liability (Note 7)		66,230		199,884
		239,047		348,598
SHAREHOLDERS' EQUITY
Share capital (Note 4)		4,801,660		4,651,660
Contributed surplus		475,863		378,281
Deficit		(2,612,440)		(1,916,487)
Non Controlling Interest		(51,554)		(18,621)
		2,613,529		3,094,833
	$	2,852,576	$	3,443,431

Nature of operations and going concern (Note 1)

Subsequent events (Note 10)

These financial statements were approved for issue by the Board of Directors on November 25, 2022 and are signed on its behalf by:

”Catalin Kilofliski” , Director ”Andrew Marshall” , Director

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

3

Goldplay Mining Inc.

Condensed Interim Consolidated Statement of Loss and Comprehensive Loss

(Unaudited - expressed in Canadian Dollars)

	~~For the three~~	~~For the three~~	~~For the three~~	~~For the three~~	~~For the nine~~	~~For the nine~~		~~For the nine~~
		months		months		months		months
		ended		ended		ended		ended
		September		September		September		September
		30, 2022		30, 2021		30, 2022		30, 2021
EXPENSES
Accounting and corporate secretarial fees (Note 5)	$	16,500	$	15,000	$	49,500	$	45,000
Audit and tax fees		7,000		3,000		21,825		14,309
Consulting and due diligence		17,235		7,173		99,735		62,032
Legal fees		7,251		11,900		17,702		108,189
Management (Note 5)		19,214		3,452		72,548		78,452
Marketing		19,753		21,497		95,254		113,917
Share based compensation (Note 4, 5)		11,794		36,269		97,582		233,213
Shareholder communications and investor relations		17,728		16,270		54,318		41,319
Office and administration expenses		10,437		13,680		52,692		27,356
Exploration and evaluation (Note 6)		91,528		322,545		218,490		337,826
Regulatory, exchange listing and transfer agent fees		9,354		20,964		36,055		103,222
TOTAL EXPENSES		227,794		471,750		815,701		1,164,835
OTHER ITEMS
Recovery of flow-through liability (Note 7)		(111,038)		(28,209)		(118,335)		(28,209)
Management fee income (Note 8)		(927)		-		(4,986)		-
Interest income		(8,676)		(1,279)		(14,680)		(2,047)
Share of associates loss (Note 8)		10,214		-		51,186		-
TOTAL OTHER ITEMS		(110,427)		(29,488)		(86,815)		(30,256)
Net and comprehensive loss for theperiod	$	117,367	$	442,262	$	728,886	$	1,134,579
Loss is attributable to:
Owners of Goldplay	$	102,888	$	442,262	$	695,953	$	1,134,579
Non Controlling Interest		14,479		-		32,933		-
Basic and diluted loss per share attributable to owners of
Goldplay	$	0.00	$	0.01	$	0.01	$	0.03
Weighted average number of shares outstanding		51,967,163		41,305,569		51,599,516		35,446,970

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

4

Goldplay Mining Inc.

Condensed Interim Consolidated Statement of Changes in Equity

(Unaudited - expressed in Canadian Dollars)

												Non
	Number of				Contributed		Subscriptions					Controlling		Shareholders'
	Shares		Share Capital		Surplus		receipts		Deficit			Interest		Equity
Balance at December 31, 2020	21,806,813	$	1,194,195	$	81,649	$	(20,000)	$	(572,099)		$	-	$	683,745
Private placements shares component (Note 4)	10,063,143		1,293,423		-		750,023		-			-		2,043,446
Private placements warrants component (Note 4)	-		-		6,061		-		-			-		6,061
Warrant exercises (Note 4)	9,407,920		940,792		-		-		-			-		940,792
Share issuance costs (Note 4)	-		(52,278)		-		-		-			-		(52,278)
Share issuance cost - broker warrants (Note 4)	-		(53,268)		53,268		-		-			-		-
Shares issued for mineral properties (Notes 4, 6)	190,000				-		-		-			-		-
Share based compensation (Notes 4, 5)	-		-		233,213		-		-			-		233,213
Net and comprehensive loss for the period	-		-		-		-		(1,134,579)			-		(1,134,579)
Balance at September 30, 2021	41,467,876	$	3,353,414	$	374,191	$	730,023	$	(1,706,678)		$	-	$	2,750,950
														-
Balance at December 31, 2021	50,967,163	$	4,651,660	$	378,281	$	-	$	(1,916,487)		$	(18,621)	$	3,094,833
Private placements (Note 4)	1,000,000		150,000		-		-		-			-		150,000
Share based compensation (Note 4, 5)	-		-		97,582		-		-			-		97,582
Net and comprehensive loss for the period	-		-		-		-		(695,953)			-		(695,953)
Non controlling interest	-		-		-		-		-			(32,933)		(32,933)
							-
Balance at September 30, 2022	51,967,163	$	4,801,660	$	475,863	$	-	$	(2,612,440)	$	$	(51,554)	$	2,613,529

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

5

Goldplay Mining Inc.

Condensed Interim Consolidated Statement of Cash Flows

(Unaudited - expressed in Canadian Dollars)

			For the nine months			For the nine months
		ended September 30,				ended September 30,
			2022			2021
Cash provided by (used for):
Operating activities
Net and comprehensive loss for the period	$		(728,886)	$		(1,134,579)
Items not affecting cash
Share based compensation (Note 5)			97,582			233,213
Recovery of flow through liability (Note 7)			(133,654)			-
Share of associates loss (Note 8)			51,186			-
Change in non-cash working capital:
Accounts receivable			(70,672)			(27,869)
Advances and prepaid expenses			50,224			(99,825)
Accounts payable and accrued liabilities (Note 5)			24,103			(15,044)
			(710,117)			(1,044,104)
Investing activities
Long term deposit (security) exploration property (Note 6)			(1,044,032)			-
Mineral property acquisitions (Note 6)			(22,003)			(46,057)
Equipment (Note 9)			(5,898)
Investment in associates (Note 8)			(261,785)			(165,987)
			(1,333,718)			(212,044)
Financing activities
Issuance of common shares through private placements, net (Note 4)			150,000			2,992,593
			150,000			2,992,593
Change in cash during the period			(1,893,835)			1,736,445
Cash, beginning of the period			2,637,587			743,464
Cash, end of theperiod	$		743,752	$		2,479,909
SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOW
Non-cash transactions and other supplemental disclosures:
Finder warrants (Note 4)		$	-		$	53,268
Shares issued for mineral properties (Note 4)		$	-		$	30,550
Interest paid		$	-		$	-
Income taxespaid		$	-		$	-

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

6

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

1. Nature of operations and going concern

Goldplay Mining Inc. (the “Company” or “Goldplay”) was incorporated under the Business Corporations Act (British Columbia) on June 16, 2017, and its principal business activity is acquiring and exploring mineral properties. The Company’s registered place of business is located at 650 - 1021 West Hastings Street, Vancouver, British Columbia, V6E 0C3, Canada. The Company is in the startup stage of operations and does not yet have any revenue-generating activities. Goldplay has one subsidiary, EVX Portugal, Unipessoal, Lda (“EVX Portugal”), a private Portuguese company. Goldplay owns 70% of EVX Portugal. As of April 21, 2021, the Company is listed on the TSX Venture Exchange (the “TSXV”) under the symbol “AUC”. Goldplay is also listed on the Frankfurt Stock Exchange under the symbol “9FY” and OTC Market Exchange under the symbol "AUCCF".

The consolidated financial statements were prepared on a going concern basis with the assumption that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business. The Company has a working capital of $689,808 (December 31, 2021 - $2,453,644), has incurred significant operating losses since inception, including $728,886 during the nine months period ended September 30, 2022 (September 30, 2021 - $1,134,579), resulting in an accumulated deficit of $2,612,440 at September 30, 2022 (December 31, 2021 – $1,916,487). The Company will require additional financing to continue operations and pursue its projects. While the Company has been successful in obtaining funding in the past through the issuance of additional equity, there is no assurance that such funding will be available in the future. An inability to raise additional funds would adversely impact the future assessment of the Company as a going concern. These factors indicate the existence of a material uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern.

The Company is dependent upon its ability to finance its operations and exploration programs through financing activities that may include issuances of additional debt or equity securities. The recoverability of the carrying value of accounts receivable and exploration and evaluation assets and, ultimately, the Company’s ability to continue as a going concern, is dependent upon the Company’s ability to raise financing to complete exploration on a mineral property, the outcome of which is uncertain. The consolidated financial statements do not include adjustments to amounts and classifications of assets and liabilities that might be necessary should the Company be unable to continue operations. Such adjustments could be material.

In March 2020, the World Health Organization declared COVID-19 a global pandemic. This contagious disease outbreak and the related adverse public health developments have adversely affected workforces, economies, and financial markets, leading to a global economic downturn. Governments and central banks have reacted with significant monetary and fiscal interventions designed to stabilize economic conditions. The Company continues to monitor the impact of COVID-19 measures on of its business. For the period ended September 30, 2022, there is no significant financial impact on the Company.

2. Summary of significant accounting policies

Basis of compliance

These unaudited condensed interim financial statements have been prepared in accordance International Accounting Standard (“IAS”) 34 Interim Financial Reporting, are in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”) and they are consistent with interpretations of the IFRS Interpretations Committee (“IFRIC”).

7

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

2. Summary of significant accounting policies (continued)

The accounting policies adopted in these unaudited condensed interim financial statements are based on IFRS in effect at September 30, 2022. The disclosures which follow do not include all disclosures required for the annual financial statements. These unaudited condensed interim consolidated financial statements should be read in conjunction with the audited financial statements and notes thereon for the period ended December 31, 2021 and December 31, 2020 and the unaudited interim condensed consolidated financial statements for the nine months ended September 30, 2021.

Basis of measurement

These unaudited condensed interim financial statements have been prepared on the historical cost basis. In addition, these unaudited condensed interim financial statements have been prepared using the accrual basis of accounting, except for cash flow information.

Details of the group

In addition to the Company, the unaudited condensed interim financial statements include a subsidiary. Subsidiaries are corporations over which the Company is able, directly or indirectly, to control financial and operating policies, which is authority usually connected with holding majority voting rights. Subsidiaries are fully consolidated from the date on which control is acquired by the Company and are de-consolidated from the date that control by the Company ceases. Inter-company transactions and balances are eliminated upon consolidation.

As at September 30, 2022, the Company has one subsidiary:.

Name	Place of Incorporation	Interest %	Principal Activity
EVX Portugal,Unipessoal,Lda	Portugal	70%	Exploration company

Significant accounting estimates and judgments

The preparation of these unaudited condensed interim financial statements require management to make estimates and judgments that affect the reported amounts of assets and liabilities at the date of the unaudited condensed interim financial statements and reported amounts of expenses during the reporting period. Actual outcomes could differ from these estimates and judgments, which, by their nature, are uncertain. The impact of estimates and judgments is pervasive throughout the unaudited condensed interim financial statements and may require accounting adjustments based on future occurrences. Revisions to accounting estimates, or changes to judgments, are recognized in the period in which the estimate is revised and may affect both the period of revision and future periods.

New standards, amendments and interpretations

These condensed interim financial statements have been prepared following the same accounting policies as disclosed in Note 4 of the annual audited consolidated financial statements for the year ended December 31, 2021.

8

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

3. Risk management and financial instruments

Financial instruments are agreements between two parties that give rise to a financial asset of one entity and a financial liability or equity instrument of another entity. The Company classifies its financial instruments as follows: cash is classified as FVTPL; accounts receivable (excluding taxes receivable) are classified as amortized cost; and accounts payable and accrued liabilities are classified as amortized cost. The carrying values of these instruments approximate their fair values due to their short term to maturity.

Capital management

The Company does not generate cash flows from operations. The Company’s primary source of funds comes from the issuance of share capital and loans or advances from its related parties. The Company does not use other sources of financing that require fixed payments of interest and principal due to lack of cash flow from current operations and is not subject to any externally imposed capital requirements.

The Company’s objective when managing capital is to safeguard the Company’s ability to continue as a going concern.

The Company defines its capital as shareholders’ equity (deficiency). Capital requirements are driven by the Company’s general operations. To effectively manage the Company’s capital requirements, the Company monitors expenses and overhead to ensure costs and commitments are being paid. There were no changes to the Company’s capital management approach during the period ended September 30,2022.

Management of financial risk

Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are:

Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities;

• Level 2 - Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and

Level 3 - Inputs that are not based on observable market data.

The Company’s financial instruments classified as level 1 in the fair value hierarchy are cash, accounts receivables, accounts payable and accrued liabilities and due from associate. The carrying values approximates fair value due to the short-term nature of these financial instruments. The types of risk exposure and the Company’s methods of managing the risk remain consistent and are as follows:

The Company’s risk exposure and the impact on the Company’s financial instruments are summarized below:

Credit risk

Credit losses are measured using a present value and probability-weighted model that considers all reasonable and supportable information available without undue cost or effort along with the information available concerning past defaults, current conditions and forecasts at the reporting date. IFRS 9 requires the recognition of 12 month expected credit losses (the portion of lifetime expected credit losses from default events that are expected within 12 months of the reporting date) if credit risk has not significantly increased since initial recognition (stage 1), and lifetime expected credit losses for financial instruments for which the credit risk has increased significantly since initial recognition (stage 2) or which are credit impaired (stage 3). There are no expected credit losses with respect to the Company’s financial instruments held at amortized cost.

9

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

1. Risk management and financial Instruments (continued)

Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices. Market risk consists of interest rate risk, foreign currency risk and other price risk. As at September 30, 2022, the Company is not exposed to significant market risk.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its obligations as they become due. The Company’s approach to managing liquidity risk is to attempt to ensure that it will have sufficient cash or credit available to meet liabilities when due. The Company manages its liquidity risk by forecasting cash flows from operations and anticipating any investing and financing activities, and by maintaining its lending arrangement with a related party. Management and the Board of Directors are actively involved in the review, planning and approval of significant expenditures and commitments.

All of the liabilities presented as accounts payable and accrued liabilities are due within 90 days of September 30, 2022.

Categories of financial assets and financial liabilities

The carrying values of the Company’s financial instruments are classified into the following categories:

Financial instrument	Category September 30 December 31 2022 2021
Cash FVPTL $ 743,752 $ 2,637,587 Due from associate Amortized cost 477,425 215,640 Accounts payable and accrued
liabilities	Amortized cost 172,817 148,714

4. Share Capital

(a) Authorized

The Company’s authorized share capital consists of an unlimited number of common shares without par value.

(b) Reconciliation of changes in share capital

On April 11, 2022, Goldplay completed a private placement financing and issued 1,000,000 common shares for total proceeds of $150,000 ($0.15 per share). No compensation was paid in connection with this financing.

On November 24, 2021, Goldplay issued 133,334 common shares to European Electric Metals Inc. pursuant to a requirement of the agreement to purchase EVX Portugal. The value of the shares issued was $20,000.

10

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2022 and 2021

(Unaudited - expressed in Canadian dollars)

4. Share Capital (continued)

(b) Reconciliation of changes in share capital (continued)

On November 24, 2021, Goldplay closed a non-brokered private placement of FT Units and issued a total of 3,588,236 FT Units at a price of $0.17 per FT Unit, for gross proceeds of $ 610,000. Each FT Unit is comprised of one FT share and one half non-transferable common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder to purchase one additional Common Share of the Company at an exercise price of $0.20 until November 24, 2022. In connection with the Offering, the Company paid aggregate cash finders’ fees to qualified finders of $36,600 representing 6% of the gross proceeds raised. The Company also issued 215,294 non-transferable finders’ warrants to qualified finders, with each finders’ warrant being exercisable to acquire one Common Share at an exercise price of $0.17 until November 24, 2023.

On November 19, 2021, Goldplay issued 365,817 common shares to Roughrider pursuant to a requirement of the agreement to purchase Scottie West. The value of the shares issued was $50,000.

On October 19, 2021, Goldplay closed a non-brokered private placement of FT Units and issued a total of 1,000,000 FT Units at a price of $0.17 per FT Unit, for gross proceeds of $170,000. Each FT Unit is comprised of one FT share and one half non-transferable common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder to purchase one additional Common Share of the Company at an exercise price of $0.20 until October 19, 2022. The proceeds from the sale of the FT Units will be used to fund eligible exploration expenditures on Company’s projects in British Columbia. In connection with the Offering, the Company paid aggregate cash finders’ fees to qualified finders of $10,200 representing 6% of the gross proceeds raised. The Company also issued 60,000 non-transferable finders’ warrants to qualified finders, with each finders’ warrant being exercisable to acquire one Common Share at an exercise price of $0.17 until October 19, 2023.

On October 1, 2021, Goldplay closed a non-brokered private placement of FT Units and issued a total of 4,411,900 FT Units at a price of $0.17 per FT Unit, for gross proceeds of $750,023. Each FT Unit is comprised of one flow-through share (“FT share”) and one half non-transferable common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder to purchase one additional Common Share of the Company at an exercise price of $0.20 until October 1, 2022. In connection with the Offering, the Company paid aggregate cash finders’ fees to qualified finders of $45,000 representing 6% of the gross proceeds raised. The Company also issued 264,714 non-transferable finders’ warrants to qualified finders, with each finders’ warrant being exercisable to acquire one Common Share at an exercise price of $0.17 until October 1, 2023.

On August 31, 2021, signed an option agreement with Cazador to earn a 100 % interest in two properties known as "Big Frank" and "Goldstorm South". On September 27, 2021, Goldplay issued 90,000 shares to Cazador as a requirement to purchase the Big Frank and Goldstorm South properties. The value of 90,000 shares was $13,050. The details of this arrangement are included in Note 6.

On June 23, 2021, Goldplay signed a definitive agreement to acquire up to 100% equity interest in a private Portuguese company, Indice Crucial, which holds exploration rights on several past producing copper and gold projects as well as other advanced gold exploration applications in Portugal. As per the purchase agreement, on July 21, 2021, Goldplay issued the first 100,000 common shares to Indice Crucial. The value of the 100,000 shares was $17,500. The details of this arrangement are included in Note 8.

11

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2022 and 2021

(Unaudited - expressed in Canadian dollars)

4. Share Capital (continued)

(b) Reconciliation of changes in share capital (continued)

On May 13, 2021 the Company completed a non-brokered private placement (the “May 2021 Private Placement”) of 2,407,333 Units of the Company (the “Units”) at a price of $0.15 per Unit, for gross proceeds of $361,100. Each Unit is comprised of one share (a "Common Share") and one half non-transferable common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder to purchase one additional Common Share the Company at an exercise price of $0.20 until May 13, 2022. In connection with the May 2021 Private Placement, the Company paid aggregate cash finders’ fees to qualified finders of $20,766 representing 6% of the gross proceeds in respect of certain subscriptions. The Company also issued 138,440 non-transferable finders’ warrants to qualified finders, with each finders’ warrant being exercisable to acquire one Common Share at an exercise price of $0.15 until May 13, 2023.

On February 22, 2021 the Company received conditional approval to list its commons shares on the TSX-V. Pursuant to the terms of the 2020 and 2021 financings, the Company elected to accelerate to March 24, 2021 the expiry dates of the warrants issued as part of the 2020 and early 2021 financings. 9,407,920 common shares at $0.10 per share were issued part of warrant exercises for total proceeds of $940,792. 1,371,150 accelerated warrants were not exercised and expired on March 24, 2021.

On March 23, 2021, completed a financing (“the Goldplay Financing”) for aggregate gross proceeds of $885,602 to satisfy the initial listing requirements of the TSX-V. The Goldplay Financing consisted of the issuance of 2,611,512 flow-through units (each, a “FT Unit”) priced at $0.17 per FT Unit for gross proceeds of $443,957 and 2,944,298 non-flow-through units (each, a “Non-FT Unit”) priced at $0.15 per Non-FT Unit for gross proceeds of $441,644. Each FT Unit was comprised of one common share issued on a flow-through basis under the Income Tax Act (Canada) and one-half of one common share purchase warrant (each whole warrant, a “2021 Warrant”). Each Non-FT Unit was comprised of one common share issued on a non-flow-through basis and one-half of one 2021 Warrant. Each 2021 Warrant entitles the holder, on exercise, to acquire one common share at a price of $0.20 per common share until March 23, 2022. In connection with this financing, the Company paid aggregate cash finders’ fees to qualified finders of $32,502 representing 6% of the gross proceeds in respect of certain subscriptions. The Company also issued 198,026 non-transferable finders’ warrants to qualified finders, with each finders’ warrant being exercisable to acquire one common share at an exercise price of $0.17 until March 23, 2023.

On February 4, 2021, the Company completed a non-brokered private placement consisting of the issuance of 1,800,000 units at a price of $0.05 per unit for aggregate gross proceeds of $90,000 (the “February 4, 2021 Private Placement”). Each unit was comprised of one common share and one-half of one common share purchase warrant (“February 21 Warrant”). Each whole February 2021 Warrant entitles the holder, on exercise, to acquire one common at a price of $0.10 for a period of one year. No finder fees were paid for this financing.

On January 12, 2021, the Company completed a non-brokered private placement consisting of the issuance of 300,000 units at a price of $0.05 per unit for aggregate gross proceeds of $15,000 (the “January 12, 2021 Private Placement”). Each unit was comprised of one common share and one-half of one common share purchase warrant (“January 21 Warrant”). Each whole January 2021 Warrant entitles the holder, on exercise, to acquire one common at a price of $0.10 for a period of one year. No finder fees were paid for this financing.

12

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

4. Share Capital (continued)

c) Stock Option Plan

The Company adopted a stock option plan on December 5, 2019 under which the aggregate number of common shares to be reserved for exercise of all options granted under the plan and any other share compensation arrangement shall not exceed 10% of the issued shares of the Company at the time of granting of options. The stock option plan provides for the granting of stock options to regular employees and persons providing investor relations or consulting services up to a limit of 5% and 2%, respectively, of the Company’s total number of issued and outstanding shares per year. Options granted to consultants providing investor relations services shall vest at a minimum over a period of twelve months with no more than one-quarter of such options vesting in any three-month period. Options, other than options granted to consultants providing investor relations services, shall vest immediately.

The Company uses the Black-Scholes option pricing model in order to calculate a value for share options issued to officers, directors and consultants. The Black-Scholes option pricing model requires the use of estimates and assumptions, including expected volatility rates. As the Company has a short trading history on stock exchange, the expected volatility is based on volatility percentages used historically by comparable listed companies. Changes in the underlying assumptions used in the Black-Scholes option pricing model could materially affect the fair value estimates.

Stock options transactions during the year ended December 31, 2021 and the nine months ended September, 2022 were as follows:

			Number of		Weighted average
			options		exercise price
Outstanding,	December	31, 2020	-	$	-
Issued			3,670,000	$	0.10
Outstanding,	December	31,2021	3,670,000	$	0.10
Issued			1,700,000	$	0.13
Expired			(490,000)	$	0.11
Outstanding,	September	30,2022	4,880,000	$	0.10

The following is a summary of stock options outstanding and exercisable at September 30, 2022:

Expiry date	Number of options		Exercise price
January 11, 2026	2,100,000	$	0.05
March 1, 2026	290,000	$	0.15
May 25, 2026	600,000	$	0.18
August 6, 2026	190,000	$	0.15
January 20, 2027	1,400,000	$	0.15
July 4, 2027	300,000	$	0.07
	4,880,000	$	0.10

13

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

4. Share Capital (continued)

b) Stock Option Plan (continued)

The fair value of stock options awarded was estimated on the dates of award using the Black-Scholes option pricing model with the following assumptions:

		Nine months ended
	2021 Year End	September 30, 2022
Stock Price	from $0.05 to $0.18	from $0.07 to $0.15
Exercise Price	from $0.05 to $0.18	from $0.07 to $0.15
Expected Life in Years	5	5
Annualized Volatility	80%	from 46.72% to $64.24
Annual Rate of Quarterly Dividends	0.00%	0.00%
Discount Rate-Bond Equivalent Yield	from 0.38% to 0.80%	from 1.60% to 2.94%

The weighted average remaining contractual life for stock options outstanding at September 30, 2022 is 4 years.

As the Company was not trading on any of the stock exchanges at the time the January 11, 2021 and March 1, 2021 stock options were issued, the stock price component of the Black-Scholes model was determined by comparison to the share price of the private placement financings of the Company.

c) Share purchase warrants

Warrant transactions during the year ended December 31, 2021 and the nine months period ended September 30, 2022 are as follows:

	Number of		Weighted average
	warrants		exercise price
Outstanding, December 31, 2020	10,070,870	$	0.10
Issued	10,408,117	$	0.19
Exercised	(9,407,920)	$	0.10
Expired	(1,371,150)	$	0.10
Outstanding, December 31, 2021	9,699,917	$	0.19
Expired	(3,981,575)	$	0.20
Outstanding, September 30, 2022	5,718,342	$	0.19

14

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

4. Share Capital (continued)

d) Share purchase warrants (continued)

As at September 30, 2022, the following share purchase warrants were outstanding and exercisable:

	Number of
Expiry date	warrants		Exercise price
October 1, 2022	2,205,950	$	0.20
October 19, 2022	500,000	$	0.20
November 6, 2022	341,800	$	0.05
November 24, 2022	1,794,118	$	0.20
March 23, 2023	198,026	$	0.17
May 13, 2023	138,440	$	0.15
October 1, 2023	264,714	$	0.17
October 19, 2023	60,000	$	0.17
November 24, 2023	215,294	$	0.17
	5,718,342	$	0.19

The weighted average remaining contractual life for warrants outstanding at September 30, 2022 is 0.2 years (December 31, 2021 - 0.7 years).

No warrants were issued during the nine months period ended September 30, 2022.

The value of the warrants issued during the years ended December 31, 2021 was calculated using the residual method. As the fair value of the share price was below the exercise price of the warrants issued part of the 2021 private placements, the residual value allocated to the warrants was Nil.

The Company has calculated the fair market value of the broker warrants to be equal to the value of the finder fee services as per the finder fee agreements. During the year ended December 31, 2021, 876,474 broker warrants were issued for a fair value of $145,068.

5. Related party disclosures

Key management compensation

Key management personnel at the Company are the directors and officers of the Company. The remuneration of key management personnel during the periods is as follows:

		Period ended		Period ended
		September 30		September 30
		2022		2021
Officer remuneration1	$	181,403	$	157,500
Director remuneration1	$	12,000	$	-
Share-basedpayments	$	71,539	$	80,210

1 Remuneration consists exclusively of salaries, bonuses, health benefits if applicable and consulting fees for key management personnel.

15

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

5. Related party disclosures (continued)

Other than the amounts disclosed above, there were no short-term employee benefits granted to key management personnel during the nine months periods ended September 30, 2022 and 2021.

Included in the accounting and corporate secretarial fees for the nine months ended September 30, 2022 is $49,500 (2021 - $45,000) charged by a corporation with a common officer, who provided key management services (CFO and corporate secretary services).

Included in management expenses for the nine months ended September 30, 2022 is $72,548 (2021 - $78,452) charged by the officers and directors of the Company for key management services (CEO and executive director services).

Included in the exploration expenses for the nine months ended September 30, 2022 is $71,355 (2021 - $34,048) charged by the officers and directors of the Company for management and administration expenses related to the Company’s exploration properties and programs.

Included in the share-based compensation expense for the six months ended September 30, 2022 is $71,539 (2021 - $80,210) representing the fair market value of the stock options granted to directors and officers.

An amount of $17,007 for CEO services was owed to an officer of the Company at September 30, 2022 (NIL - December 31, 2021).

6. Exploration and evaluation assets

The table below provides a breakdown of the mineral property assets of Goldpay at September 30, 2022:

									Goldstorm
		Borba	2	Scottie West			Big Frank		South
		(Portugal)			(Canada)		(Canada)		(Canada)		Total
Total at December 31, 2019	$		-	$	-	$	-	$	-	$	-
Cash payments		-			25,000		-		-	$	25,000
Fair value of shares issued		-			25,000		-		-	$	25,000
Total at December 31,2020	$		-	$	50,000	$	-	$	-	$	50,000
Cash payments		63,680			25,000		10,000		5,000	$	103,680
Fair value of shares issued		20,000			50,000		8,700		4,350	$	83,050
Total at December 31, 2021	$	83,680		$	125,000	$	18,700	$	9,350	$	236,730
Cash payments to stake
additional claims					3,114				18,889	$	22,003
Total at September 30,
2022	$	83,680		$	128,114	$	18,700	$	28,239	$	258,733

16

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2022 and 2021

(Unaudited - expressed in Canadian dollars)

6. Exploration and evaluation assets (continued)

The following tables provide a breakdown of the exploration expenses of Goldplay for the nine months ended September 30, 2022 and 2021 :

										Goldstorm
Nine months ended		Borba 2		Barrancos	Scottie West		Big Frank			South
September 30, 2022		(Portugal)		(Portugal)		(Canada)		(Canada)		(Canada)		Total
Concession	$	13,817	$	-	$	-	$	-	$	-	$	13,817
Drilling		-		60,940		-		-		-	$	60,940
Geology		58,566		127,816		14,667		45,812		23,963	$	270,824
Other		1,019		10,894		5,222		5,222		5,222	$	27,579
Overhead, management and
administrative		8,503		23,582		1,989		5,103		2,918	$	42,095
Travel and accommodation		26,467		26,335		-		-		-	$	52,802
Recovery of recharged
expenses		-		(249,567)		-		-		-	$	(249,567)
Total for the nine months
ended September 30, 2022	$	108,372	$	-	$	21,878	$	56,137	$	32,103	$	218,490

										Goldstorm
Nine months ended		Borba 2		Barrancos	Scottie West		Big Frank			South
September 30, 2021		(Portugal)		(Portugal)		(Canada)		(Canada)		(Canada)		Total
Assays	$	-	$	-	$	4,982	$	-	$	-	$	4,982
Equipment rental				-		10,936		-		-	$	10,936
Geology		17,795		28,770		132,318		45,351		15,498	$	239,731
Overhead, management and
administrative		2,639		3,736		20,095		5,531		2,048	$	34,049
Travel and accommodation		8,590		8,590		22,778		5,448		2,723	$	48,129
Total for the nine months
ended September 30, 2021	$	29,024	$	41,096	$	191,107	$	56,329	$	20,269	$	337,826

EVX Portugal

On April 15, 2021, the Company finalized the acquisition of 70% of EVX Portugal, a private based Portuguese company who has the legal rights to an exploration license application with the Portugal Government to the Borba 2 exploration property (the “Exploration Application”), covering approximately 328.5 square kilometres in the Alentejo region in Southern Portugal. On October 28, 2021, the Exploration Application was approved by the Portuguese government. Goldplay, through its subsidiary, EVX Portugal, entered into an exploration/concession agreement with the Portuguese government in relation to the Borba 2 property.

17

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

6. Exploration and evaluation assets (continued)

On the acquisition date, EVX Portugal had net assets of approximately $NIL, as such, for the purpose of purchase price allocation, the entire amount ($17,994) paid by Goldplay to acquire the 70% interest in EVX Portugal was recorded as the acquisition cost on Goldplay’s Consolidated Statement of Financial Position, part of the Exploration and evaluation assets. As per the purchase agreement, when the exploration license to Borba 2 was granted by the Portuguese government, Goldplay paid an additional cash of $45,686 and issued common shares valued at $20,000 to the sellers. Both amounts recorded as the acquisition cost on Goldplay’s Consolidated Statement of Financial Position, part of the Exploration and evaluation assets. For accounting purposes, the acquisition has been recorded as an asset acquisition as EVX Portugal did not meet the definition of a business, as defined in IFRS 3 Business Combinations .

Barrancos

See Note 8 – “Investment in associate” for details of the Barrancos project.

Scottie Gold Project

On August 19, 2022 the Company signed an Option Agreement with Scottie Resources Corp. (“Scottie”), a company engaged in the exploration and evaluation of gold and silver properties located in the “Golden Triangle” of British Columbia, to purchase an working interest in Scottie’s exploration properties (the "Option").

Under the terms of the agreement, Goldplay can acquire up to 3.75% interest in the Scottie’s properties by incurring up to $1,500,000 in flow through eligible exploration expenses until December 31, 2022. If the exploration expenses incurred amount to less than $1,500,000, Goldplay’s earned interest in the Scottie’s properties will be reduced proportionally.

Following the exercise of the Option, Goldplay will have the right (the “Put Right”) to require Scottie to repurchase the interest earned by Goldplay by paying cash, at a price calculated by dividing the total exploration expenditures incurred by Goldplay by 1.71. Following the exercise of the Option, Scottie will have the right (the “Call Right”) to repurchase the interest earned by Goldplay by paying cash, at a price calculated by dividing the total exploration expenditures incurred by Goldplay by 1.71.

In the event the Put Right or the Call Right is exercised, Scottie may, in its sole discretion, satisfy up to $300,000 of the price for the repurchase of Goldplay’s interest by issuing Goldplay common shares in the capital of Scottie.

As of September 30, 2022, the Company paid for $1,023,558 flow- through eligible expenses incurred on Scottie’s properties. As the option to acquire the interest in the Scottie’s properties was not exercised by the Company as of September 30, 2022, the $1,023,558 amount spent on exploration expenses is recorded as a long-term deposit in the Condensed Interim Consolidated Statement of Financial Position of the Company.

On October 31, 2022, subsequent to the financial statements date, the Company fulfilled its expenditure commitment by incurring a total of $1,580,000 flow-through eligible expenditures and exercised the option to acquire the working interest in the Scottie’s properties.

In order to make cash available for its Portuguese projects, which are seen as having a higher potential by Company, on November 9, 2022, the Company exercised the Put Right and resold the working interest to Scottie for a cash payment of $900,000 paid by Scottie on November 10,2022.

18

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2022 and 2021

(Unaudited - expressed in Canadian dollars)

Scottie West Property Option

On November 22, 2020, the Company entered into a definitive agreement with Roughrider to acquire a 70% interest in the Scottie West Property, located in the “Golden Triangle” in Northwestern British Columbia.

Pursuant to terms of the agreement with Roughrider, the Company has committed to the following to earn the 70% interest in the Scottie West property:

	Cash	Shares to be issued to Roughrider	Work commitment
Upon Signing	$25,000 (paid in November 2020)	Equivalent of $25,000 (issued in November 2020)	none
Year 1	$25,000 (paid in November 2021)	Equivalent of $50,000 (issued in November 2021)	$200,000 (fulfilled)
Year 2	$50,000	Equivalent of$75,000	$100,000
Year 3	$150,000	Equivalent of$150,000	$300,000
Year 4	$250,000	Equivalent of$200,000	$400,000
Total	$500,000	Equivalent of$500,000	$1,000,000

In November 2022, subsequent to the financial statements date, the Company decided to terminate the Scottie West option and not further pursue this project. The Company has made the decision to focus its exploration efforts on the Portuguese projects.

Big Frank and Goldstorm South properties

On August 31, 2021, the Company signed an option agreement with Cazador Resources Ltd. (“Cazador”) to earn a 100 % interest in two properties known as "Big Frank" and "Goldstorm South" (formerly Nuit Mountain). The projects are located in the western Chilcotin District of southwestern British Columbia.

The terms of the agreement are as follows:

Big Frank

Big Frank
	Cash	Shares to be issued to Cazador	Work commitment
Upon Signing	$10,000 (paid in August 2021)	60,000 (issued in September 2021)	$ 50,000 before December 31, 2021 (fulfilled)
Year 1 – before August 31, 2022	$40,000	140,000	$350,000
Year 2 – before August 31, 2023	$100,000	600,000	$600,000
Year 3 – before August 31, 2024	$150,000	1,200,000	$2,000,000
Year 4 – before August 31, 2025	$400,000	2,000,000	$4,000,000
Total	$700,000	4,000,000	$7,000,000

19

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

6. Exploration and evaluation assets (continued)

Goldstorm South

	Cash	Shares to be issued to Cazador	Work commitment
Upon Signing	$5,000 (paid in August 2021)	30,000 (issued in September 2021)	$ 25,000 before December 31, 2021 (fulfilled)
Year 1 – before August 31, 2022	$20,000	70,000	$175,000
Year 2 – before August 31, 2023	$50,000	300,000	$300,000
Year 3 – before August 31, 2024	$75,000	600,000	$1,000,000
Year 4 – before August 31, 2025	$200,000	1,000,000	$2,000,000
Total	$350,000	2,000,000	$3,500,000

In November 2022, subsequent to financial statements date, the Company decided to stop exploration activities for Big Frank and Goldstorm South and focus its exploration efforts on the Portuguese projects.

7. Flow-through shares premium liability

During the year ended December 31, 2021, the Company raised $1,973,980 through the issuance of 11,611,648 flow-through common shares at a price of $0.17 per share (see details of the financings in note 4 above). A flow-through liability of $238,115 was recognized on the issuance date. As of September 30, 2022, Goldplay spent $1,037,685 in expenses on mineral properties located in British Columbia. As a result of these expenditures, Goldplay recognized an earned sale of tax deduction income of $133,654 for the nine months ended September 30, 2022 and $38,231 for the year ended December 31, 2021 (recorded as part of Recovery of flow through liability in the Consolidated Statements of Loss and Comprehensive Loss). To fulfill the flowthrough share obligation, Goldplay must spent an additional $936,295 on flow-through eligible expenditures by December 31, 2022. In October 2022, subsequent to the financial statements date, the Company spent the additional amount of $936,295 required to extinguish the flow through spending liability. The Company estimates that will have to remit a tax of $15,319 to the Canada Revenue Agency because of the timing when the expenditures were incurred throughout 2022 (i.e., an amount of tax is payable based on unspent amounts at the end of each month).

.

8. Investment in associate

On June 23, 2021, the Company has signed a definitive agreement (the “Agreement”) to acquire up to 100% equity interest in a private Portuguese company, Indice Crucial, which holds exploration rights on several past producing copper and gold projects as well as other advanced gold exploration applications in Portugal. Upon signing of the Agreement, Goldplay has 20% ownership in Indice Crucial. Under the terms of the Agreement, Goldplay will acquire up to a 100% equity interest in Indice Crucial by making the following cash and share payments to BMP Holding SGPS LDA, the parent of Indice Crucial.

20

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

8. Investment in associates (continued)

Timing	Cash in Euro	Goldplay Shares	Goldplay ownership
Upon Signing	100,000 (paid June 23, 2021)	100,000 (issued July 19, 2021)	20%
Within 2 Years	150,000	500,000	50%
Within 4 Years	100,000	750,000	85%

Goldplay, can acquire the remaining 15% equity interest, for a total of 100%, at any time, for 2 million Euro. The 20% initial investment in Indice Crucial was recorded at cost $(165,987) as a significant influence investment on the Condensed Interim Consolidated Statement of Financial Position of the Company

Reconciliation of the carrying value of the investment:

of the carrying value of the investment:
Initial amount paid for 20% shares of Indice Crucial	$ 148,487
Issuance of 100,000 shares to Indice Crucial	$17,500
Deduct loss of Indice Crucial attributable to Goldplay (20% of total loss)	$ (41,928)
Value of the investment at December 31, 2021	$ 124,059
Deduct loss of Indice Crucial attributable to Goldplay (20% of total loss)	$ (51,186)
Value of the investment at September 30, 2022	$ 72,873

During the year ended December 31, 2021, Goldplay incurred $203,684 in evaluation and explorations expenses on the Barrancos property (owned by Indice Crucial and co-managed by Goldplay and Indice Crucial). The amount, plus a management fee of 2%, was recharged by Goldplay to Indice Crucial, as per the service agreement between the two parties.

During the nine months ended September 30, 2022, Goldplay incurred $ 249,567 in evaluation and explorations expenses on the Barrancos property (owned by Indice Crucial and co-managed by Goldplay and Indice Crucial). The amount, plus a management fee of 2%, was recharged by Goldplay to Indice Crucial, as per the service agreement between the two parties.

The following table summarize the financial information of Indice Crucial at September 30, 2022:

table summarize the financial information of Indice	Crucial at Septe
Revenues for the nine months ended September 30,2022	Nil
Losses for the nine months ended September 30,2022	$ 255,932
Assets at September 30,2022	$60,126
Liabilities at September 30,2022	$503,201

21

Goldplay Mining Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2022 and 2021 (Unaudited - expressed in Canadian dollars)

8. Investment in associates (continued)

The following table summarize the financial information of Indice Crucial at December 31, 2021:

table summarize the financial information of Indice	Crucial at Dece
Revenues for theyear ended December 31,2021	Nil
Losses for theyear ended December 31,2021	$209,642
Assets at December 31,2021	$66,113
Liabilities at December 31,2021	$275,534

9. Equipment

Equipment is stated at cost less accumulated depreciation and accumulated impairment losses. The cost of an item of property and equipment consists of the purchase price, any costs directly attributable to bringing the asset to the location and condition necessary for its intended use and an initial estimate of the costs of dismantling and removing the item.

Depreciation is provided at rates calculated to write off the cost of equipment, less estimated residual value, using the straight-line method over the following expected useful lives.

During the nine months ended September 30, 2022, the Company has recorded the $5,898 purchase of specialized computer equipment on the Condensed Interim Consolidated Statement of Financial Position

10. Subsequent events

In November 2022, the Company has made the decision to focus its exploration efforts on the Portuguese assets. As such, the Company has terminated the Scottie West Option.

Upon spending $1,580,000 in flow-through eligible exploration expenses and exercising the 3.75% working interest in the Scottie Gold option, the Company resold the working interest and received a $900,000 cash payment to be used for the Portuguese projects and required administrative expenses.

Subsequent to September 30, 2022 and until November 25, 2022, the issuance date of these financial statements, a number of 4,841,868 warrants have expired unexercised.

22