Ibero Mining Corp. — Interim / Quarterly Report 2020

Nov 28, 2020

Industria Metals Inc. Condensed Interim Financial Statements For the three and nine months ended September 30, 2020 and 2019 (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 Industria Metals 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.

“Catalin Kilofliski.”

“Andrew MacRitchie”

Catalin Kilofliski Chief Executive Officer

Andrew MacRitchie Chief Financial Officer

Vancouver, British Columbia November 26, 2020

Industria Metals Inc.

Condensed Interim Statement of Financial Position

(Unaudited - expressed in Canadian Dollars)

	September 30,	September 30,	December 31,	December 31,
		2020		2019
ASSETS
Current assets
Cash	$	3,986	$	55
Accounts receivable		7,019		11,506
Prepaid expense		-		1,161
		11,005		12,722
Exploration and evaluation assets(Note 6)		166,751		166,954
	$	177,756	$	179,676
LIABILITIES
Current liabilities
Accounts payable and accrued liabilities	$	25,161	$	37,677
Due to relatedparties(Note 5)		138,783		92,105
		163,944		129,782
SHAREHOLDERS' EQUITY (DEFICIENCY)
Share capital (Note 4)		310,967		310,967
Deficit		(297,155)		(261,073)
		13,812		49,894
	$	177,756	$	179,676

Nature and continuance of operations and going concern (Note 1) Subsequent Event (Note 7)

These financial statements were approved for issue by the Board of Directors on November 26, 2020 and are signed on its behalf by:

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

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Industria Metals Inc.

Condensed Interim Statement of Loss and Comprehensive Loss

(Unaudited - expressed in Canadian Dollars)

	For the nine	For the nine	months ended	months ended	For the three	For the three	months ended	months ended
		September 30				September 30
		2020		2019		2020		2019
EXPENSES
Accounting and corporate secretarial fees (Note 5)	$	19,100	$	27,432	$	6,000	$	6,000
Audit fees		5,883		8,579		2,000		2,000
Consulting (Note 5)		3,600		11,188		1,200		1,863
Legal fees		578		1,358		-		1,358
Shareholder communications		2,495		-		-		-
Office		1,193		398		122		27
Property investigation		-		10,310		-		-
Regulatoryand transfer agent fees		3,233		2,823		901		1,021
Net and comprehensive loss for theperiod	$	36,082	$	62,088	$	10,223	$	12,269
Basic and diluted lossper share	$	0.00	$	0.00	$	0.00	$	0.00
Weighted average number of shares outstanding		20,410,747		19,254,865		20,410,747		19,341,182

The accompanying notes are an integral part of these financial statements

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

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Industria Metals Inc.

Condensed Interim Statement of Changes in Equity

(Unaudited - expressed in Canadian Dollars)

	Number of Shares	Share	Capital	Share Subscriptions	Share Subscriptions		Deficit	Shareholders' equity (deficiency)	Shareholders' equity (deficiency)
Balance at December 31, 2018	19,210,747	$	250,967	$	20,000	$	(185,646)	$	85,321
Share subscriptions	1,200,000		60,000		(20,000)		-		40,000
Net and comprehensive loss for the period	-		-		-		(62,088)		(62,088)
Balance at September 30, 2019	20,410,747	$	310,967	$	-	$	(247,734)	$	63,233
Balance at December 31, 2019	20,410,747	$	310,967	$	-	$	(261,073)	$	49,894
Net and comprehensive loss for the period	-		-		-		(36,082)		(36,082)
Balance at September 30, 2020	20,410,747	$	310,967	$	-	$	(297,155)	$	13,812

The accompanying notes are an integral part of these financial statements

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

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Industria Metals Inc.

Condensed Interim Statement of Cash Flows

(Unaudited - expressed in Canadian Dollars)

	Period ended	Period ended	Period ended	Period ended
	September 30,		September 30,
		2020		2019
Cash provided by (used for):
Operating activities
Net and comprehensive loss	$	(36,082)	$	(62,088)
Change in non-cash working capital:
Accounts receivable		4,487		(2,462)
Prepaid expense		1,161		-
Accounts payable and accrued liabilities		(12,516)		(16,500)
Due to relatedparties		46,678		13,691
		3,728		(67,359)
Investing activities
Exploration and evaluation assets		203		-
		203		-
Financing activities
Issuance of common shares		-		40,000
Share subscriptions		-		-
		-		40,000
Change in cash during the period		3,931		(27,359)
Cash, beginning of theperiod		55		28,056
Cash, end of theperiod	$	3,986	$	697

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

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Notes to the Condensed Interim Financial Statements For the nine months ended September 30, 2020 and 2019 (Unaudited - expressed in Canadian dollars)

Industria Metals Inc.

1. Nature of operations and going concern

Industria Metals Inc. (the “Company”) 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 activity.

The 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 deficit of $152,939 (December 31, 2019 – deficit of $117,060), has incurred significant operating losses since inception, including a loss of $10,223 during the period ended September 30, 2020 (Period ended September 30, 2019 - $ 12,269), resulting in a deficit of $297,155 (December 31, 2019 – $261,073). The Company will require additional financing in order to continue operations. There is no assurance that such funding will be available. 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 the acquisition of a project, the realization of which is uncertain. The condensed interim 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. These adjustments could be material.

Subsequent to September 30, 2020, the Company has successfully raised financing of $869,067 through a private placement completed in two tranches ($664,067 on November 6, 2020 and $205,000 on November 19, 2020). Additional details are provided in Note 7.

2. Summary of significant accounting policies

Basis of compliance

These condensed interim financial statements have been prepared in accordance with 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 are consistent with interpretations by the International Financial Reporting Interpretations Committee (“IFRIC”). These condensed interim financial statements have been prepared using the accounting policies as set out in the audited annual financial statements for the year ended December 31, 2019, with the adoption of updated policies described later in Note 2. The disclosures which follow do not include all disclosures required for the annual financial statements. These unaudited condensed interim financial statements should be read in conjunction with the audited financial statements and notes thereon for the year ended December 31, 2019.

Basis of measurement

The condensed interim financial statements have been prepared on the historical cost basis except for the revaluation of certain financial assets and financial liabilities to fair value. In addition, these condensed interim financial statements have been prepared using the accrual basis of accounting, except for cash flow information.

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Notes to the Condensed Interim Financial Statements For the nine months ended September 30, 2020 and 2019 (Unaudited - expressed in Canadian dollars)

Industria Metals Inc.

2. Summary of significant accounting policies (continued)

Significant accounting estimates and judgments

The preparation of these condensed interim financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of expenses and recoveries during the reporting periods. Actual outcomes could differ from these estimates, which, by their nature, are uncertain. The impacts of such estimates are pervasive throughout the financial statements and may require accounting adjustments based on future occurrences. Revisions to accounting estimates 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

The IASB has issued a number of amendments to standards and interpretations, which were not yet effective in 2020, and have not been applied in preparing these condensed interim financial statements. It is anticipated that these amendments will have no impact on the Company’s financial statements when they are adopted in future years.

The IASB has also issued several new amendments to standards and interpretations which are effective January 1, 2020 and were first adopted by the Company in the six-month period ended June 30, 2020. None of the new amendments effective January 1, 2020 had an impact on the condensed interim financial statements.

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. Financial instruments are classified into one of the following three categories: fair value through profit and loss (“FVTPL”); fair value through other comprehensive income (“FVTOCI”); and amortized cost.

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.

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, 2020, the Company is not exposed to significant market risk.

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Industria Metals Inc.

Notes to the Condensed Interim Financial Statements

For the nine months ended September 30, 2020 and 2019 (Unaudited - expressed in Canadian dollars)

3. Risk management and financial instruments (continued)

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, 2020.

Other risk

In December 2019, a novel strain of coronavirus was reported in Wuhan, China. On March 11, 2020, the World Health Organization declared the outbreak to constitute a pandemic. The spread of COVID-19 has severely impacted economies around the globe. In many countries, including Canada, businesses have been forced to cease or limit operations for long or indefinite periods of time. Measures taken to contain the spread of the virus, including travel bans, quarantines, social distancing, and closures of non-essential services have triggered significant disruptions to businesses worldwide, resulting in significant unemployment and an economic slowdown. Global stock markets have also experienced great volatility and a significant weakening of certain sectors. Governments and central banks have responded with monetary and fiscal interventions designed to stabilize economic conditions. To date, the Company’s operations have not been materially negatively affected by these events. The duration and impact of the COVID-19 pandemic, as well as the effectiveness of government and central bank responses, remains unclear at this time. It is not possible to reliably estimate the duration of the impact, the severity of the consequences, nor the impact, if any, on the financial position and results of the Company for future periods.

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

During the year ended December 31, 2019, the Company issued 1,200,000 common shares for total proceeds of $60,000, of which $20,000 was received in the 2018 calendar year.

During the nine months ended September 30, 2020 the Company did not issue any common shares.

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Industria Metals Inc.

Notes to the Condensed Interim Financial Statements For the nine months ended September 30, 2020 and 2019 (Unaudited - expressed in Canadian dollars)

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,
		2020		2019
Director remuneration1	$	-	$	10,730
Officer remuneration1	$	18,000	$	16,800
Share-basedpayments	$	-	$	-

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

Other than the amounts disclosed above, there were no short-term employee benefits or share-based payments granted to key management personnel during the periods ended September 30, 2020 and 2019.

Included in accounting and corporate secretarial fees is $19,100 (period ended September 30, 2019 - $27,432) charged by Anacott Resources Corp. (“Anacott”), a corporation with common directors or officers, $18,000 (period ended September 30, 2019 - $16,800) of which related to the provision of key management services.

Included in consulting and property exploration expenses is $3,600 (period ended September 30, 2019 - $10,730) incurred by a director.

Included in due to related parties at September 30, 2020 is $6,000 (December 31, 2019 - $6,000 classified as accounts payable and accrued liabilities) due to an officer of the Company for deferred consulting fees, $2,000 (December 31, 2019 - $Nil) due to an officer for an interest-free, due on demand advance to the Company, and $12,064 (December 31, 2019 - $Nil) due to a director for consulting fees. Included in due to related parties at September 30, 2020 is $118,718 (December 31, 2019 - $92,105) due to Anacott. These amounts relate primarily to the costs of incorporation and the plan of arrangement, as well as the provision of key management services as described above. These amounts are non-interest bearing and due on demand.

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Industria Metals Inc.

Notes to the Condensed Interim Financial Statements

For the nine months ended September 30, 2020 and 2019 (Unaudited - expressed in Canadian dollars)

6. Exploration and evaluation assets

a) On November 22, 2018, the Company signed a definitive option agreement (“Option Agreement”) whereby the Company has the option to acquire 100% interest in certain leases of mineral rights located in Montrose County and San Miguel Country in North-Eastern Colorado, which are thought to be prospective for uranium and vanadium. In order to exercise the option, the Company must make the following cash payments:

1. US$125,000 on signing the Option Agreement (paid)

2. US$75,000 within 30 days of securing an agreement to process ore at a nearby facility

3. US$300,000 within 120 days following the later of

4. a) the date that the US$75,000 payment is made, or

5. b) the date that the injunction on the leases is lifted

6. US$1,000,000 on the date that is the earlier of:

7. c) commencement of commercial uranium production and

8. d) 24 months after the $300,000 payment is made

Following the option exercise, the Company shall have the following obligations: The Company shall make a total of three payments of US$1,500,000 each: on the second, fourth and sixth anniversaries of the US$1,000,000 payment. The option of the property shall retain the right to purchase up to 20% of the uranium production from the property at an industry competitive price.

During the year ended December 31, 2019, the Company incurred property investigation expenses of $11,031. The Company incurred $Nil in property exploration expenses during the period ended September 30, 2020.

b) Subsequent to September 30, 2020, the Company entered into an option agreement to acquire 70% interest in certain mineral claims situated in British Columbia, Canada (see Note 7 below for details).

7. Subsequent events

a) Acquisition of 70% interest in mineral claims situated in the “Golden Triangle” region of British Columbia, Canada

On November 23, 2020, the Company signed a definitive option agreement (“Option Agreement”) whereby the Company has the option to acquire 70 % interest in certain mineral claims located approximately 30 kilometers northwest of Stewart, British Columbia, and immediately west of the Scottie Gold Mine Property.

Pursuant to terms of the agreement with Roughrider Exploration Limited (“Roughrider”), the current owner of the claims, the Company has committed to the following:

	Cash	Shares to be issued to Roughrider	Work commitment
Upon Signing	$25,000	Equivalent of$25,000	none
Year 1	$25,000	Equivalent of$50,000	$200,000
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

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Notes to the Condensed Interim Financial Statements For the nine months ended September 30, 2020 and 2019 (Unaudited - expressed in Canadian dollars)

Industria Metals Inc.

7. Subsequent events (continued)

b) Financing of $869,067 raised in November 2020 through a private placement

In November 2020, the Company obtained financing of $869,067. There funds were raised through a private placement in two tranches ($664,067 on November 6, 2020 and $205,000 on November 19, 2020). In exchange for the funds the Company issued a total of 173,813,400 units at $0.005 per unit. An additional 1,844,000 common shares of the Company were issued as finder’s fees compensation. Insiders and related parties to the Company participated in the private placement, purchasing a total of 29,200,000 units for gross proceeds to Industria of $146,000.

Each unit of the private placement is comprised of one common share of the Company (“Common Share”) and one-half of one common share purchase warrant (“Warrant”). Each whole Warrant entitles the holder, on exercise, to acquire one common share at a price of C$0.01 until November 6, 2021 (for warrants issued in tranche one) and November 19, 2021 (for warrants issued in tranche two), subject to acceleration under certain conditions. In the event that the Company receives conditional approval for a listing event on a public stock exchange (the “Listing Event”), the Warrant expiration date will accelerate to the date 30-days subsequent to the news release announcing the Listing Event, provided that the news release announcing the Listing Event is published before the date that is 30 days prior to the warrants’ expiry date.

The Shares issued pursuant to the Private Placement will be subject to a statutory hold period of four months plus one day expiring March 7, 2021 (for shares issued in tranche one) and March 20, 2021 (for shares issued in tranche two), in accordance with applicable securities legislation.

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