Imagine Lithium Inc. — Interim / Quarterly Report 2022

Dec 20, 2021

INFINITE ORE CORP.

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED OCTOBER 31, 2021 AND 2020

(Unaudited – Prepared by Management)

EXPRESSED IN CANADIAN DOLLARS

Registered Head Office 1240 – 789 West Pender Street Vancouver, BC V6C 1H2

INDEPENDENT AUDITOR’S REPORT

Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor.

The accompanying unaudited interim financial statements of the Company have been prepared by and are the responsibility of the Company’s management.

The Company’s independent auditor has not performed a review of these financial statements in accordance with standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditor.

INFINITE ORE CORP. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS AS AT,

UNAUDITED – PREPARED BY MANAGEMENT) XPRESSED IN CANADIAN DOLLARS S AT,
		October 31,		January 31,
		2021		2021
ASSETS
Current
Cash and cash equivalents	$	37,989	$	1,056,901
Commodity tax recoverable		16,419		29,082
Prepaids		900		13,951
Marketable securities (Note 5)		174,210		2,906
		229,518		1,102,840
Exploration and evaluation assets(Note 6)		6,981,066		5,689,072
	$	7,210,584	$	6,791,912
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current
Accounts payable and accrued liabilities (Note 7)	$	198,197	$	44,777
		198,197		44,777
Shareholders’ Equity
Share capital (Note 8)		24,615,418		24,022,320
Share-based payment reserve (Note 8)		4,510,077		4,582,988
Deficit	(22,113,108)		(21,858,173)
		7,012,387		6,747,135
	$	7,210,584	$	6,791,912

Nature of Operations and Going Concern (Note 1) Subsequent events (Note 11)

Approved on behalf of the Board of Directors:

“Michael England” , Director “John Masters” , Director

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

INFINITE ORE CORP. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS

		Three	months ended	months ended		Nine	months ended	months ended
				October 31,				October 31,
		2021		2020		2021		2020
OPERATING EXPENSES
Consulting fees	$	61,496	$	79,740	$	188,089	$	262,365
Foreign exchange loss (gain)		11		(89)		252		408
Management fees (Note 10)		18,903		18,000		54,903		69,000
Office and administration (Note 10)		19,322		4,338		65,077		98,087
Professional fees		26,373		40,134		90,011		104,231
Shareholder communication and promotion		2,000		2,495		22,466		27,506
Share-based compensation		-		-		-		52,600
Transfer agent and filing fees		7,261		11,215		39,557		39,242
Travel and accommodation		-		-		3,268		948
		(135,366)		(155,833)		(463,623)		(654,387)
Impairment loss on exploration and evaluation assets		-		-		-		(288,194)
Realized gain on sale of marketable securities (Note 5)		23,805		-		23,805		-
Unrealized gain on marketable securities (Note 5)		102,630		1,898		63,383		3,736
Gain on option agreement (Note 6)		-		-		121,500		-
INCOME (LOSS) AND COMPREHENSIVE INCOME
(LOSS) FOR THE PERIOD	$	(8,931)	$	(153,935)	$	(254,935)	$	(938,845)
BASIC AND DILUTED INCOME (LOSS) PER
COMMON SHARE	$	(0.00)	$	(0.00)	$	(0.00)	$	(0.01)
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING – BASIC AND DILUTED	132,842,392			93,790,286	131,503,146			89,248,073

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

INFINITE ORE CORP. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS

											Total
					Share-based payment	Subscriptions					shareholders'
	Number of shares		Share capital		reserve		receivable		Deficit		equity
January 31, 2020	86,361,936	$	22,147,239	$	4,203,688	$	(225,000)	$	(20,604,993)	$	5,520,934
Private placements	37,070,099		1,932,106		-		225,000		-		2,157,106
Share issuance costs - cash	-		(109,924)		-		-		-		(109,924)
Share issuance costs - broker's warrants	-		(100,000)		100,000		-		-		-
Flow-through share premium	-		(78,601)		-		-		-		(78,601)
Shares issued for exploration and evaluation assets	1,250,000		102,500		-		-		-		102,500
Share-based compensation	-		-		52,600		-		-		52,600
Loss for theperiod	-		-		-		-		(938,845)		(938,845)
October 31, 2020	124,682,035		23,893,320		4,356,288		-		(21,543,838)		6,705,770
Shares issued for exploration and evaluation assets	1,900,000		129,000		-		-		-		129,000
Share-based compensation	-		-		226,700		-		-		226,700
Loss for theperiod	-		-		-		-		(314,335)		(314,335)
January 31, 2021	126,582,035		24,022,320		4,582,988		-		(21,858,173)		6,747,135
Shares issued for exploration and evaluation assets	1,800,000		163,000		-		-		-		163,000
Options exercised	375,000		41,113		(17,113)		-		-		24,000
Warrants exercised	3,763,135		388,985		(55,798)		-		-		333,187
Loss for theperiod	-		-		-		-		(254,935)		(254,935)
October 31, 2021	132,520,170	$	24,615,418	$	4,510,077	$	-	$	(22,113,108)	$	7,012,387

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

INFINITE ORE CORP. CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE NINE MONTHS ENDED OCTOBER 31,

		2021		2020
CASH FLOWS FROM OPERATING ACTIVITIES
Loss for the period	$	(254,935)	$	(938,845)
Items not affecting cash:
Unrealized gain on marketable securities		(63,383)		(3,736)
Realized gain on sale of marketable securities		(23,805)		-
Gain on option agreement		(121,500)		-
Share-based compensation		-		52,600
Impairment loss on exploration and evaluation assets		-		288,194
Change in non-cash working capital items:
Increase in commodity tax recoverable		12,663		(67,256)
Decrease in prepaid expenses		13,051		(3,761)
Increase (decrease) in accounts payable and accrued liabilities		153,420		(19,314)
Cash flows used in operating activities		(284,489)		(692,118)
CASH FLOWS FROM INVESTING ACTIVITIES
Exploration and evaluation asset expenditures		(1,209,994)		(664,865)
Exploration and evaluation asset expenditures		118,384		-
Cash flows used in investing activities		(1,091,610)		(664,865)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from private placements		-		2,157,106
Share issuance costs		-		(109,924)
Proceeds from options exercised		24,000		-
Proceeds from warrants exercised		333,187		-
Cash flows provided by financing activities		357,187		2,047,182
CHANGE IN CASH AND CASH EQUIVALENTS DURING THE PERIOD		(1,018,912)		690,199
CASH AND CASH EQUIVALENTS, BEGINNING OF THE PERIOD		1,056,901		830,357
CASH AND CASH EQUIVALENTS, END OF THE PERIOD	$	37,989	$	1,520,556
SUPPLEMENTAL INFORMATION		2021		2020
Shares issued for interest in exploration and evaluation assets	$	163,000	$	102,500
Fair value allocation – options exercised	$	17,113	$	-
Fair value allocation – broker warrants exercised	$	55,798	$	-
Flow-through share premium	$	-	$	78,601
Broker’s warrants	$	-	$	100,000
Allocate mineral property advances to exploration and evaluation assets	$	-	$	75,000

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

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

1. NATURE OF OPERATIONS AND GOING CONCERN

Infinite Ore Corp. (the “Company”) is incorporated under the Business Corporations Act of British Columbia.

The Company is a mineral exploration company focused on acquiring and exploring exploration and evaluation assets in North America.

These condensed interim consolidated financial statements have been prepared with the assumption that the Company will be able to realize its assets and discharge its liabilities in the normal course of business rather than through a process of forced liquidation for the foreseeable future. The operations of the Company were primarily funded by the issue of share capital and loans. The continued operations of the Company are dependent on its ability to develop a sufficient financing plan, receive continued financial support from related parties, complete sufficient public equity financing, or generate profitable operations in the future. These condensed interim consolidated financial statements do not include any adjustments to the amounts and classification of assets and liabilities that might be necessary should the Company be unable to continue in business.

As at October 31, 2021, the Company had working capital of $31,321, recorded a net loss of $254,935 for the period ended, and had accumulated a total deficit of $22,113,108. The Company is in the business of exploring for minerals that by its nature involves a high degree of risk. There can be no assurance that current exploration programs will result in profitable mining operations. The recoverability of the carrying value of the exploration and evaluation assets and the Company’s continued existence is dependent upon the preservation of its interest in the underlying properties, the discovery of economically recoverable reserves, the achievement of profitable operations, the ability of the Company to obtain financing or, alternatively, upon the Company’s ability to dispose of its interest on an advantageous basis. The Company will need to raise additional funds to further its exploration and development programs. These material uncertainties may cast significant doubt upon the Company’s ability to continue as a going concern.

In March 2020, the World Health Organization declared coronavirus COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, and any related adverse public health developments, has adversely affected workforces, economies, and financial markets globally, potentially leading to an economic downturn. It is not possible for the Company to predict the duration or magnitude of the adverse results of the outbreak and its effects on the Company’s business or ability to raise funds.

2. SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

These condensed interim consolidated financial statements, including comparatives have been prepared using accounting policies consistent with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”).

The condensed interim consolidated financial statements have been prepared on a historical cost basis, except for certain financial instruments that have been measured at fair value. The condensed interim consolidated financial statements are presented in Canadian dollars which is the functional currency of the Company and its subsidiaries. In addition, these condensed interim consolidated financial statements have been prepared using the accrual basis of accounting except for cash flow information.

The policies applied in the condensed interim consolidated financial statements are presented below and are based on IFRS issued and outstanding as of December 20, 2021, the date the Board of Directors approved the condensed interim consolidated financial statements.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

2. SIGNIFICANT ACCOUNTING POLICIES (continued)

Basis of consolidation

These condensed interim consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Alix Alaska Inc., a company incorporated under the laws of Alaska, USA, Alix resources de Mexico S.A. de C.V and Exploradora Cobre de Banconoras de R.L.C.V. companies incorporated under the laws of Mexico. At October 31, 2021, the principal activity of the Company’s subsidiaries was that of holding companies. Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity as to obtain benefits from its activities. All inter-company balances have been eliminated upon consolidation.

Use of estimates and judgments

The preparation of the condensed interim consolidated financial statements in conformity with IFRS requires management to make estimates, judgments and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

(i) Critical accounting estimates

Critical accounting estimates are estimates and assumptions made by management that may result in a material adjustment to the carrying amount of assets and liabilities within the next financial year and are, but are not limited to, the following:

The carrying value and the recoverability of exploration and evaluation assets - Management has determined that exploration and evaluation costs incurred which were capitalized may have future economic benefits and may be economically recoverable. Management uses several criteria in its assessments of economic recoverability and probability of future economic benefits including geologic and other technical information, scoping and feasibility studies, accessibility of facilities and existing permits.

Share-based compensation - The fair value of stock options issued are subject to the limitation of the BlackScholes option pricing model which incorporates market data and which involves uncertainty and subjectivity in estimates used by management in the assumptions. Changes in the input assumptions can materially affect the fair value estimate of stock options.

Recovery of deferred tax assets - Judgment is required in determining whether deferred tax assets are recognized in the statement of financial position. Deferred tax assets, including those arising from unutilized tax losses, require management to assess the likelihood that the Company will generate taxable earnings in future periods, in order to utilize recognized deferred tax assets. Estimates of future taxable income are based on forecast cash flows from operations and the application of existing tax laws in each jurisdiction. To the extent that future cash flows and taxable income differ significantly from estimates, the ability of the Company to realize the net deferred tax assets recorded at the date of the consolidated statement of financial position could be impacted.

Additionally, future changes in tax laws in the jurisdictions in which the Company operates could limit the ability of the Company to obtain tax deductions in future periods.

The Company has not recorded any deferred tax assets.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

2. SIGNIFICANT ACCOUNTING POLICIES (continued)

Use of estimates and judgments (continued)

Decommissioning restoration provision - The provision for decommissioning and restoration provision represents management’s best estimate of the present value of the future cash outflows required to settle the liability. The provision reflects estimates of future costs, inflation, and assumptions of risks associated with the future cash outflows, and the applicable risk-adjusted discount rate for the discounting future cash outflows. Changes in the above factors can result in a change to the provision recognized by the Company. Changes to the restoration and decommissioning costs are recorded with a corresponding change to the carrying amount of the related mining property. Adjustments to the carrying amounts of the related mineral property can result in a change to future depletion expenses.

As of October 31, 2021, the Company has no decommissioning and restoration provision.

(ii) Critical accounting judgments

Information about critical judgments in applying accounting policies that have the most significant effect on the amounts recognized in the condensed interim consolidated financial statements are, but are not limited to, the following:

Determination of functional currency - In accordance with IAS 21, “The Effects of Changes in Foreign Exchange Rates” management determined that the functional currency of the parent Company as well as the Company’s subsidiaries is the Canadian dollar.

Foreign exchange

The functional currency is the currency of the primary economic environment in which the entity operates and has been determined for each entity within the Company. The functional currency for all entities within the Company is the Canadian dollar. The functional currency determinations were conducted through an analysis of the consideration factors identified in International Accounting Standard (“IAS”) 21, The Effects of Changes in Foreign Exchange Rates .

Transactions in currencies other than the Canadian dollar are recorded at exchange rates prevailing on the dates of the transactions. At the end of each reporting period, the monetary assets and liabilities of the Company that are denominated in foreign currencies are translated at the rate of exchange at the consolidated statement of financial position date while non-monetary assets and liabilities are translated at historical rates. Revenues and expenses are translated at the exchange rates approximating those in effect on the date of the transactions. Exchange gains and losses arising on translation are reflected in profit or loss for the period.

Earnings (loss) per share (“EPS”)

The Company presents basic EPS for its common shares, calculated by dividing the income (loss) attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the period. Diluted EPS does not adjust the income (loss) attributable to common shareholders or the weighted average number of common shares outstanding when the effect is anti-dilutive.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

2. SIGNIFICANT ACCOUNTING POLICIES (continued)

Exploration and evaluation assets

Upon acquiring the legal right to explore a property, costs related to the acquisition, exploration and development of exploration and evaluation assets are capitalized by property until the commencement of commercial production. If commercially profitable ore reserves are developed, capitalized costs of the related exploration and evaluation assets are reclassified as mining assets and amortized using the unit of production method. If, after management review, it is determined that capitalized acquisition, exploration and development costs are not recoverable over the estimated economic life of the exploration and evaluation assets, or the exploration and evaluation assets are abandoned, or management deems there to be an impairment in value, the exploration and evaluation asset is written down to its net realizable value.

Any option payments received by the Company from third parties or tax credits refunded to the Company are credited to the capitalized cost of the exploration and evaluation assets. If payments received exceed the capitalized cost of the exploration and evaluation assets, the excess is recognized as gain on option agreement in the year received. The amounts shown for exploration and evaluation assets do not necessarily represent present or future values. Their recoverability is dependent upon the discovery of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete the development, and future profitable production or proceeds from the disposition thereof.

Impairment

At the end of each reporting period, the Company’s assets are reviewed to determine whether there is any indication that those assets may be impaired. If such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment, if any. The recoverable amount is the higher of fair value less costs to sell and value in use. Fair value is determined as the amount that would be obtained from the sale of the asset in an arm’s length transaction between knowledgeable and willing parties. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount and the impairment loss is recognized in the profit or loss for the period. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs.

Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but to an amount that does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in profit or loss.

Provision for environmental rehabilitation

The Company recognizes liabilities for statutory, contractual, constructive or legal obligations associated with the retirement of exploration and evaluation assets and equipment, when those obligations result from the acquisition, construction, development or normal operation of the assets. The net present value of future rehabilitation cost estimates arising from the decommissioning of plant and other site preparation work is capitalized to mining assets along with a corresponding increase in the rehabilitation provision in the period incurred. Discount rates using a pretax rate that reflect the time value of money are used to calculate the net present value. The rehabilitation asset is depreciated on the same basis as mining assets.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

2. SIGNIFICANT ACCOUNTING POLICIES (continued)

Provision for environmental rehabilitation (continued)

The Company’s estimates of reclamation costs could change as a result of changes in regulatory requirements, discount rates and assumptions regarding the amount and timing of the future expenditures. These changes are recorded directly to mining assets with a corresponding entry to the rehabilitation provision. The Company’s estimates are reviewed annually for changes in regulatory requirements, discount rates, effects of inflation and changes in estimates. Changes in the net present value, excluding changes in the Company’s estimates of reclamation costs, are charged to profit or loss for the year.

Share-based compensation

The Company grants stock options to acquire common shares of the Company to directors, officers, employees and consultants. An individual is classified as an employee when the individual is an employee for legal or tax purposes, or provides services similar to those performed by an employee.

The fair value of share purchase options is measured on the date of grant, using the Black-Scholes option pricing model, and is recognized over the vesting period. Consideration paid for the shares on the exercise of stock options is credited to share capital.

In situations where equity instruments are issued to non-employees and some or all of the goods or services received by the entity as consideration cannot be specifically identified, they are measured at the fair value of the share-based payment. Otherwise, share-based payments are measured at the fair value of goods or services received.

Valuation of equity units issued in private placements

The Company has adopted a residual value method with respect to the measurement of shares and warrants issued as private placement units. The residual value method first allocates value to the most easily measured component based on fair value and then the residual value, if any, to the less easily measurable component.

The fair value of the common shares issued in a private placement was determined to be the more easily measurable component and were valued at their fair value. The balance, if any, is allocated to the attached warrants. Any fair value attributed to the warrants is recorded as share-based payment reserve.

Flow-through shares

Canadian Income Tax legislation permits an enterprise to issue securities referred to as flow-through shares, whereby the investor can claim the tax deductions arising from the renunciation of the related resource expenditures. The Company accounts for flow-through shares whereby any premium paid for the flow-through shares in excess of the market value of the shares without flow-through features at the time of issue is credited to flow-through premium liability and included in statement of loss and comprehensive loss at the same time the qualifying expenditures are made.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

2. SIGNIFICANT ACCOUNTING POLICIES (continued)

Income taxes

Income tax is recognized in profit or loss except to the extent that it relates to items recognized directly in equity, in which case it is recognized in equity. Current tax expense is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at period end, adjusted for amendments to tax payable with regards to previous years.

Deferred tax is recorded providing for temporary differences, between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences are not provided for: goodwill not deductible for tax purposes; the initial recognition of assets or liabilities that affect neither accounting or taxable loss; and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the consolidated statement of financial position date.

A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the asset can be utilized.

Additional income taxes that arise from the distribution of dividends are recognized at the same time as the liability to pay the related dividend. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

Financial instruments

(i) Financial assets

All financial assets are measured at fair value on initial recognition. Measurement in subsequent periods depends on the financial assets’ classification, as described below:

Fair value through profit or loss (“FVTPL”): Financial instruments designated at FVTPL are initially recognized and subsequently measured at fair value with changes in those fair values charged immediately to net earnings. Financial instruments under this classification include cash and cash equivalents.

Amortized cost: Financial instruments designated at amortized cost are initially recognized at fair value, net of directly attributable transaction costs, and are subsequently measured at amortized cost using the effective interest method. Financial instruments under this classification include accounts payable and accrued liabilities.

Fair value through other comprehensive income (“FVOCI”): Financial instruments designated at FVOCI are initially recognized at fair value, net of directly attributable transaction costs, and are subsequently measured at fair value with changes in fair value recognized in other comprehensive income, net of tax.

(ii) Financial liabilities

All financial liabilities are initially recorded at fair value and designated upon inception as FVTPL or amortized cost. Financial liabilities classified as amortized cost are initially recognized at fair value less directly attributable transaction costs. The Company’s accounts payable and accrued liabilities are classified as amortized cost. The Company does not currently have any FVTPL financial liabilities.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

2. SIGNIFICANT ACCOUNTING POLICIES (continued)

Financial instruments (continued)

(iii) Impairment of financial assets

An entity is required to recognize expected credit losses when financial instruments are initially recognized and to update the amount of expected credit losses recognized at each reporting date to reflect changes in the credit risk of the financial instruments.

Impairment losses on financial assets carried at amortized cost are reversed in subsequent periods, if the amount of the loss decreases and the decrease can be objectively related to an event occurring after the impairment was recognized.

Financial instruments that are measured at fair value using inputs, which are classified within a hierarchy that prioritizes their significance. 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.

Cash is carried at a fair value using a level 1 fair value measurement.

Future accounting pronouncements

The Company has reviewed new and revised accounting pronouncements that have been issued but are not yet effective. The Company does not expect any material impact from future accounting pronouncements.

3.

CAPITAL MANAGEMENT

The Company manages its capital structure and makes adjustments to it, based on the funds available to the Company, in order to support the acquisition, and exploration of mineral properties. 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 sustain future development of the business. Management considers the Company’s capital structure to primarily consist of the components of shareholders’ equity.

The properties in which the Company currently has an interest are in the exploration stage; as such the Company is dependent on external financing to fund its activities. In order to carry out the planned exploration and pay for administrative costs, the Company will spend its existing working capital and raise additional amounts as needed.

The Company will continue to assess new properties and seek to acquire an interest in additional properties if it feels there is sufficient geologic or economic potential and if it has adequate financial resources to do so. 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 period ended October 31, 2021. Neither the Company nor its subsidiaries are subject to externally imposed capital requirements other than identified in Note 8.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

4. FINANCIAL RISK FACTORS

The carrying value of cash and cash equivalents, marketable securities, and accounts payable and accrued liabilities approximated their fair value because of the short-term nature of these instruments.

Financial instruments measured at fair value on the consolidated statement of financial position are summarized in levels of fair value hierarchy as follows:

		Level 1		Level 2		Level 3		Total
Assets
Cash and cash equivalents	$	37,989	$	-	$	-	$	37,989
Marketable securities	$	174,210	$	-	$	-	$	174,210

The Company's risk exposures and the impact on the Company's financial instruments are summarized below:

Credit risk

The Company's credit risk is primarily attributable to cash and cash equivalents, and commodity tax recoverable. Cash and cash equivalents are held in large financial institutions. Commodity tax recoverable is due from a government agency.

Liquidity risk

The Company's approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. The Company's financial liabilities have contractual maturities of less than 30 days and are subject to normal trade terms. The Company is exposed to liquidity risk.

Market risk

(a) Interest rate risk

The Company is currently in a positive working capital position and some of its accounts payable and accrued liabilities are subject to interest on unpaid balances.

(b) Foreign currency risk

The Company's functional currency is the Canadian dollar and major purchases are transacted in Canadian dollars. The Company funds certain operations, exploration and administrative expenses in the United States on a cash call basis using US dollar currency converted from its Canadian dollar bank accounts held in Canada. The Company has limited foreign currency exposure.

(c) Price risk

The Company is exposed to price risk with respect to commodity prices. The Company closely monitors commodity prices to determine the appropriate course of action to be taken by the Company.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

5. MARKETABLE SECURITIES

Walker Lane Exploration Inc.

As at October 31, 2021, the Company holds 61,000 (January 31, 2021 – 63,195) shares of Walker Lane Exploration Inc. (WKLN; OTC US). The Company sold 2,195 shares for $1,062 (US $858) and recorded a realized gain of $985 (US $779). The market value of the remaining shares at October 31, 2021 was $30,210 (January 31, 2021 – $2,906).

The valuation of the remaining shares at October 31, 2021 resulted in an unrealized gain of $27,304 (2020 – $3,736) for the period ended October 31, 2021.

Jourdan Resources Ltd.

During the period ended October 31, 2021, the Company received 4,500,000 common shares of Jourdan Resources Ltd. (“Jourdan”) valued at $202,500 in settlement of the sale of LaCorne Property (Note 6).

As at October 31, 2021, the Company holds 2,400,000 (January 31, 2021 – Nil) shares of Jourdan.

During the period ended October 31, 2021, the Company sold 2,100,000 shares for proceeds of $117,320 and recorded a realized gain of $22,820. The market value of the remaining shares at October 31, 2021 was $144,000 (January 31, 2021 – $Nil) and recorded an unrealized gain of $36,000 (2020 – $Nil) for the period ended October 31, 2021.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

6. EXPLORATION AND EVALUATION ASSETS

				Eastern	North	Dixie 3 &	Dixie		Northern			Garnet
Period Ended	Fredart	Jackpot		Vision	Buffy Lake	Ben Lake	Ten-Mile		Vision		LaCorne	Lake	Total
October 31, 2021	Property	Property		Property	Property	Properties	Properties		Property		Property	Property	31-Jul-21
Acquisition Costs:
Balance, beginning of period	$ 150,000	$ 468,125	$	79,500	$ 100,000	$ 310,000	$ 102,500	$	8,650	$	68,969	$ 140,000	$ 1,427,744
Cash	70,000	-		-	-	-	-		-		-	-	70,000
Shares	52,500	25,500		-	-	-	62,500		22,500		-	-	163,000
Balance, end of period	272,500	493,625		79,500	100,000	310,000	165,000		31,150		68,969	140,000	1,660,744
Deferred Exploration Costs:
Balance, beginning of period	440,294	3,588,637		20,750	-	93,208	85,158		-		12,031	21,250	4,261,328
Assays	-	-		-	-	-	31,266		-		-	-	31,266
Drilling	-	323,852		-	-	-	519,380		-		-	-	843,232
Field work	13,488	-		23,120	-	-	11,306		-		-	27,616	75,530
Geological consulting	22,887	8,520		14,000	-	20,640	72,940		-		-	21,990	160,977
Travel	-	11,352		-	-	-	17,637		-		-	-	28,989
Balance, end of period	476,669	3,932,361		57,870	-	113,848	737,687		-		12,031	70,856	5,401,322
Shares received	-	-		-	-	-	-		-		(81,000)	-	(81,000)
Total	$749,169	$4,425,986	$	137,370	$100,000	$423,848	$ 902,687	$	31,150	$	-	$210,856	$6,981,066

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

6. EXPLORATION AND EVALUATION ASSETS (continued)

					Eastern		North	Dixie 3 &		Dixie		Northern				Garnet
Year Ended		Fredart	Jackpot		Vision	Buffy Lake		Ben Lake		Ten-Mile		Vision		LaCorne		Lake	Total
January 31, 2021		Property	Property		Property		Property	Properties		Properties		Property		Property		Property	31-Jan-21
Acquisition Costs:
Balance, beginning of year	$	-	$ 422,625	$	38,000	$	61,500	$ 250,000	$	15,000	$	-	$	357,163	$	-	$ 1,144,288
Cash		90,000	20,000		19,500		22,000	60,000		45,000		8,650		-		75,000	340,150
Shares		60,000	25,500		22,000		16,500	-		42,500		-		-		65,000	231,500
Balance, end of year		150,000	468,125		79,500		100,000	310,000		102,500		8,650		357,163		140,000	1,715,938
Deferred Exploration Costs:
Balance, beginning of year		-	3,580,260		-		-	-		-		-		12,031		-	3,592,291
Assays		24,691	-		-		-	-		20,603		-		-		-	45,294
Drilling		270,464	-		-		-	-		-		-		-		-	270,464
Field work		28,062	1,468		-		-	-		-		-		-		-	29,530
Geological consulting		81,935	-		20,750		-	93,208		64,555		-		-		21,250	281,698
Travel		35,142	6,909		-		-	-		-		-		-		-	42,051
Balance, end of year		440,294	3,588,637		20,750		-	93,208		85,158		-		12,031		21,250	4,261,328
Impairment loss		-	-		-		-	-		-		-		(288,194)		-	(288,194)
Total	$	590,294	$4,056,762	$	100,250	$	100,000	$403,208	$	187,658	$	8,650	$	81,000	$	161,250	$5,689,072

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

6. EXPLORATION AND EVALUATION ASSETS (continued)

Fredart Property, Ontario, Canada

During the year ended January 31, 2021, the Company entered into an option agreement with an arms-length vendor to acquire an 80% interest in the Fredart property located in the Red Lake District, Ontario for the following consideration:

Cash payments

• i) cash payment of $30,000 on or before the date that is 5 business days after TSX-V Exchange approval date (paid);

• ii) cash payment of $50,000 on or before the date that is 6 months after the TSX-V Exchange approval date (paid); and

• iii) cash payment of $70,000 on or before the date that is 12 months after the TSX-V Exchange approval date (paid).

Share issuance

• i) issuance of 750,000 shares on or before the date that is 5 business days after the TSX-V Exchange approval date (issued and valued at $60,000);

• ii) issuance of 750,000 shares on or before the date that is 12 months after the TSX-V Exchange approval date (issued and valued at $52,500); and

• iii) issuance of 1,000,000 shares on or before the date that is 24 months after the TSX-V Exchange approval date.

Exploration expenditures

• i) incur exploration expenditures of $300,000 on or before the date that is 12 months after TSX-V Exchange approval date (incurred);

• ii) incur exploration expenditures of $300,000 on or before the date that is 24 months after the TSX-V Exchange approval date; and

• iii) incur exploration expenditures of $400,000 on or before the date that is 36 months after the TSX-V Exchange approval date.

The vendor retains a 1.0% to 1.5% Net Smelter Return (“NSR”) royalty.

Jackpot Property, Ontario, Canada

During the year ended January 31, 2017, the Company entered into an option agreement, subsequently amended, to acquire a 100% interest in the Jackpot Property in Thunder Bay, Ontario for the following consideration:

• i) issuance of 300,000 shares (issued at a value of $156,000); and ii) issuance of 375,000 shares by March 28, 2017 (issued at a value of $75,000).

In addition, a 1.5% NSR royalty will be granted to the vendors. The Company has the option to purchase back 1% of the NSR royalty for $1,000,000.

During the year ended January 31, 2019, the Company paid $41,625 cash and issued 600,000 shares valued at $150,000 as consideration for acquisition of additional claims surrounding its 100% owned Jackpot Property.

During the year ended January 31, 2021, the Company paid $10,000 cash and issued 300,000 shares valued at $25,500 to acquire nine additional claims on the Jackpot Property (Note 12). The vendor retains a royalty of 1.0% on revenue generated from non-smelter elements from the additional claims and a 1.0% NSR. The Company has the option to purchase back 1% of the NSR royalty for $500,000.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

6. EXPLORATION AND EVALUATION ASSETS (continued)

Jackpot Property, Ontario, Canada

During the period ended October 31, 2021, the Company paid $10,000 cash and issued 300,000 shares (valued at $25,500) to acquire four additional claims on the Jackpot Property. The vendor retains a royalty of 1.0% on revenue generated from non-smelter elements from the additional claims and a 1.0% NSR. The Company has the option to purchase back 1% of the NSR royalty for $500,000.

Eastern Vision Property, Ontario, Canada

During the year ended January 31, 2020, the Company entered into an option agreement with an arms-length vendor to acquire a 100% interest in the claims comprising the Eastern Vision Property located in the Red Lake District, Ontario for the following consideration:

Cash payments

• i) cash payment of $8,000 on or before December 10, 2019 (paid); ii) cash payment of $12,000 on or before December 10, 2020 (paid); iii) cash payment of $16,000 on or before December 10, 2021 (below); and iv) cash payment of $36,000 on or before December 10, 2022.

Share issuance

• i) issuance of 400,000 shares on or before December 9, 2019 (issued and valued at $30,000); ii) issuance of 200,000 shares on or before December 9, 2020 (issued and valued at $11,000); and iii) issuance of 200,000 shares on or before December 9, 2021 (to be issued subsequently).

The vendor retains a 1.5% NSR royalty, 50% of which is purchasable by the Company for $1,000,000 at any time.

During the year ended January 31, 2021, the Company acquired a 100% interest of an additional seven mineral claims (Gerry Claims) in the Eastern Vision Property for the following considerations:

Cash payments

• i) cash payment of $7,500 on or before the date that is 5 business days after the TSX-V Exchange approval date (paid).

Share issuance

• i) issuance of 100,000 shares (issued and valued at $11,000) on or before the date that is 5 business days after TSX-V Exchange approval date.

The vendor retains a 1.5% NSR royalty, of which 100% is purchasable by the Company for $1,500,000 at any time.

Subsequent to October 31, 2021, the Company entered into a definitive agreement whereby the remaining cash option payments will be assumed by the buyer (Note 11).

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

6. EXPLORATION AND EVALUATION ASSETS (continued)

North Buffy Lake Property, Ontario, Canada

During the year ended January 31, 2020, the Company entered into an option agreement with an arms-length vendor to acquire a 100% interest in the claims comprising the North Buffy Lake Property located in the Red Lake District, Ontario for the following consideration:

Cash payments

• i) cash payment of $22,000 on or before December 10, 2019 (paid);

• ii) cash payment of $22,000 on or before December 10, 2020 (paid);

• iii) cash payment of $33,000 on or before December 10, 2021 (below); and

• iv) cash payment of $44,000 shares on or before December 10, 2022.

Share issuance

• i) issuance of 500,000 shares on or before December 10, 2019 (issued and valued at $39,500); and ii) issuance of 300,000 shares on or before December 10, 2020 (issued and valued at $16,500).

The vendor retains a 1.5% NSR royalty, 50% of which is purchasable by the Company for $1,000,000 at any time.

Subsequent to October 31, 2021, the Company entered into a definitive agreement whereby the remaining cash option payments will be assumed by the buyer (Note 11).

Dixie 3 and Ben Lake Properties, Ontario, Canada

During the year ended January 31, 2020, the Company entered into an option agreement with an arms-length vendor to acquire a 100% interest in the claims comprising the Dixie 3 and Ben Lake properties located in the Red Lake District, Ontario for the following consideration:

Cash payments

• i) cash payment of $10,000 on or before January 2, 2020 (paid);

• ii) cash payment of $40,000 on or before the earlier of the next private placement of at least $250,000 or March 31, 2020 (paid); and

• iii) cash payment of $50,000 on or before July 2, 2020 (paid).

Share issuance

• i) issuance of 2,000,000 shares on or before January 2, 2020 (issued and valued at $200,000).

The vendor retains a 0.5% NSR royalty on Dixie 3, of which is purchasable by the Company for $400,000 at any time.

The vendor retains a 1.5% NSR royalty on Ben Lake, of which 50% is purchasable by the Company for $400,000 at any time.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

6. EXPLORATION AND EVALUATION ASSETS (continued)

Dixie Ten-Mile Properties, Ontario, Canada

During the year ended January 31, 2020, the Company entered into an option agreement with an arms-length vendor to acquire a 90% interest in the Dixie Ten-Mile properties located in the Red Lake District, Ontario.

To acquire the first 75% interest, the Company is required to make the following consideration:

Cash payments

• i) cash payment of $15,000 on or before January 29, 2020 (paid); ii) cash payment of $15,000 on or before July 29, 2020 (paid); and

• iii) cash payment of $30,000 shares on or before January 29, 2021 (paid).

Share issuance

• i) issuance of 500,000 shares on or before January 29, 2020 (issued and valued at $42,500); and ii) issuance of 500,000 shares on or before January 29, 2021 (issued and valued $62,500).

Exploration expenditures

  - i) incur exploration expenditures of $250,000 on or before January 29, 2021 (incurred); and ii) incur exploration expenditures of $300,000 on or before January 29, 2022.

• The Company has the option to acquire the remaining 15% interest by making the following additional consideration: i) cash payment of $30,000; and

• ii) issuance of 500,000 shares on or before January 29, 2022.

The vendor retains a 1.0% NSR royalty, of which 50% is purchasable by the Company for $400,000 at any time.

Northern Vision Property, Ontario

During the year ended January 31, 2021, the Company entered into an option agreement with an arms-length vendor to acquire a 100% interest in the Northern Vision property located in the Red Lake District, Ontario for the following consideration:

Cash payments

• i) cash payment of $8,650 on or before the date that is 5 business days after the TSX-V Exchange approval date (paid);

• ii) cash payment of $12,000 on or before December 31, 2021;

• iii) cash payment of $15,000 on or before December 31, 2022; and iv) cash payment of $30,000 on or before December 31, 2023.

Share issuance

• i) issuance of 250,000 shares on or before the date that is 5 business days after TSX-V Exchange approval date (issued and valued at $22,500); and

• ii) issuance of 250,000 shares on or before the date that is December 31, 2021sss.

The vendor retains a 1.5% NSR royalty, of which 50% is purchasable by the Company for $500,000 at any time.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

6. EXPLORATION AND EVALUATION ASSETS (continued)

Garnet Lake Property, Ontario

During the year ended January 31, 2021, the Company entered into an option agreement with an arms-length vendor to acquire an 80% interest in the Garnet Lake property located in the Red Lake District, Ontario for the following consideration:

Cash payments

• i) cash payment of $75,000 on or before the date that is 5 business days after TSX-V Exchange approval date (paid);

• ii) cash payment of $75,000 on or before June 30, 2022; and iii) cash payment of $150,000 on or before December 31, 2022.

Share issuance

• i) issuance of 1,000,000 shares (issued and valued at $65,000) on or before the date that is 5 business days after the TSX-V Exchange approval date;

• ii) issuance of 1,000,000 shares on or before December 31, 2022; and iii) issuance of 2,000,000 shares on or before December 31, 2023.

Exploration expenditures

• i) incur exploration expenditures of $400,000 on or before December 31, 2022; ii) incur exploration expenditures of $400,000 on or before December 31, 2023; and iii) incur exploration expenditures of $700,000 on or before December 31, 2024.

The vendor retains a 2.0% NSR royalty.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

6. EXPLORATION AND EVALUATION ASSETS (continued)

Preissac-Lacorne complex of Abitibi Greenstone Belt, Quebec, Canada

In June 2016, the Company entered into an option agreement to acquire a portfolio of lithium properties in the PreissacLacorne complex of Abitibi Greenstone Belt, Quebec for the following consideration:

i) cash payment of $10,000 (paid); and ii) issuance of 1,250,000 shares (issued).

An aggregate of 109,615 shares were issued as finders’ fees with a total fair value of $41,683. In addition, a 1.0% NSR was granted to the vendors. The Company has the option to purchase back 0.5% of the NSR royalty for $500,000.

During the year ended January 31, 2018, the Company entered into an option agreement with Jourdan Resources Inc. (“Jourdan”) whereby Jourdan has the right to acquire up to a 75% interest in the LaCorne Property for the following consideration:

i) cash payment of $50,000 on or before May 15, 2017 (received); ii) issuance of 600,000 Jourdan shares on or before May 15, 2017 (received at a value of $96,000); iii) cash payment of $75,000 on or before May 16, 2019; and iv) issuance of 600,000 Jourdan shares on or before May 16, 2019.

During the year ended January 31, 2020, Jourdan has lapsed on the payments and the agreement is considered to be in default.

During the year ended January 31, 2021, the Company amended the option agreement whereby Jourdan has the right to acquire a 100% interest in the LaCorne Property in consideration of 8,100,000 common shares of Jourdan. As of January 31, 2021, the Company valued the consideration shares to be $81,000, which resulted in an impairment loss on the property of $288,194.

During the period ended October 31, 2021, the Company entered into a settlement agreement whereby Jourdan settled all remaining terms in consideration of 4,500,000 common shares of Jourdan.

7. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

		October 31,	January 31,
		2021	2021
Trade accounts payable	$	177,384 $	17,027
Accrued liabilities		20,813	27,750
	$	198,197 $	44,777

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

8. SHARE CAPITAL AND SHARE-BASED PAYMENT RESERVE

Authorized : unlimited common shares without par value

a) Share capital

As of October 31, 2021, the Company had 132,520,170 common shares outstanding.

During the period ended October 31, 2021, the Company:

• i) issued 3,763,135 common shares pursuant to the exercise of warrants for gross proceeds of $333,187 and accordingly, the Company reallocated fair value of $55,798 from share-based payment reserve to share capital.

• ii) issued 375,000 common shares pursuant to the exercise of options for gross proceeds of $24,000, and accordingly, the Company reallocated fair value of $17,113 from share-based payment reserve to share capital.

• iii) issued 300,000 shares with a value of $25,500 pursuant to the expansion of the Jackpot Property (Note 6).

• iv) issued 500,000 shares with a value of $62,500 pursuant to the acquisition of the Dixie Ten-Mile Property (Note 6).

• v) issued 250,000 shares with a value of $22,500 pursuant to the acquisition of the Northern Vision Property (Note 6).

• vi) issued 750,000 shares with a value of $52,500 pursuant to the acquisition of the Fredart Property (Note 6).

During the year ended January 31, 2021, the Company:

• i) issued 500,000 shares with a value of $42,500 pursuant to the acquisition of the Dixie Ten-Mile Properties (Note 6).

• ii) issued 750,000 shares with a value of $60,000 pursuant to the acquisition of the Fredart Property (Note 6).

• iii) closed a non-brokered private placement of 29,210,000 units at a price of $0.05 per unit for gross proceeds of $1,460,500. Each unit is comprised of one common share and one share purchase warrant of the Company. Each warrant will entitle the holder to acquire one additional common share of the Company at a price of $0.10 per share until October 16, 2022. In connection with the financing, no value was allocated to the warrant component of the unit offering completed.

The Company also closed a non-brokered private placement of 7,860,099 flow-through units at a price of $0.06 for total gross proceeds of $471,606. Each unit consists of one flow-through common share and one half of one non-flow-through share purchase warrant of the Company. Each whole warrant will entitle the holder to acquire one share of the Company at a price of $0.10 per share until October 16, 2022. The Company recorded a flowthrough premium liability of $78,601. In connection with the financing, no value was allocated to the warrant component of the unit offering completed

In connection to these financings, the Company paid a cash commission of $99,780, granted 1,872,269 broker warrants (valued at $100,000) exercisable at a price of $0.05 until October 16, 2022, and other issuance costs of $10,144.

• iv) issued 200,000 shares with a value of $11,000 pursuant to the acquisition of the Eastern Vision property (Note 6).

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

8. SHARE CAPITAL AND SHARE-BASED PAYMENT RESERVE (continued)

• a) Share capital (continued)

• v) issued 300,000 shares with a value of $16,500 pursuant to the acquisition of the North Buffy Property (Note 6).

vi) issued 1,000,000 shares with a value of $65,000 pursuant to the acquisition of the Garnet Lake Property (Note 6).

vii) issued 100,000 shares with a value of $11,000 pursuant to the expansion of the Eastern Vision Property (Note 6).

viii) issued 300,000 shares with a value of $25,500 pursuant to the expansion of the Jackpot Property (Note 6).

b) Stock options and warrants

Stock options

The Company has a stock option plan (the “Plan”) under which it is authorized to grant options to executive officers and directors, employees and consultants enabling them to acquire up to 10% of the issued and outstanding common stock of the Company. Under the Plan, the exercise price of each option equals the market price of the Company's stock, less applicable discount, as calculated on the date of grant. The options can be granted for a maximum term of five years. Vesting provisions are set at the discretion of the Company’s Board of Directors except where dictated by legislation.

During the year ended January 31, 2021, the Company:

• i) granted 300,000 stock options to an officer of the Company, exercisable at a price of $0.08 per share, expiring on June 8, 2022. The estimated fair value of these options was $17,000 or $0.057 per option.

• ii) granted 500,000 stock options to a director of the Company, exercisable at a price of $0.10 per share, expiring on July 3, 2022. The estimated fair value of these options was $35,600 or $0.071 per option.

• iii) granted 4,900,000 stock options to directors and consultants of the Company, exercisable at a price of $0.06 per share, expiring on December 8, 2022. The estimated fair value of these options was $207,500 or $0.042 per option.

• iv) granted 400,000 stock options to consultants of the Company, exercisable at a price of $0.06 per share, expiring on December 23, 2021. The estimated fair value of these options was $12,900 or $0.032 per option.

• v) granted 150,000 stock options to consultant of the Company, exercisable at a price of $0.06 per share, expiring on January 7, 2023. The estimated fair value of these options was $6,300 or $0.042 per option.

A summary of changes in stock options is as follows:

Outstanding as at January 31, 2020 Granted Cancelled/Expired Outstanding as at January 31, 2021 Exercised Outstanding as at October 31, 2021	Number of Options Weighted Average Exercise Price
	4,725,000 $ 0.08 6,250,000 0.06 (1,700,000) 0.13 9,275,000 0.07 (375,000) 0.06 8,900,000 $ 0.07

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

8. SHARE CAPITAL AND SHARE-BASED PAYMENT RESERVE (continued)

b) Stock options and warrants (continued)

As at October 31, 2021, the following options were outstanding and exercisable:

Number of Options	Exercise Price	Expiry Date
400,000	$0.06	23-Dec-21
800,000	$0.10	24-Jan-22
2,150,000	$0.08	29-Jan-22
300,000	$0.08	08-Jun-22
500,000	$0.10	03-Jul-22
4,600,000	$0.06	08-Dec-22
150,000	$0.06	07-Jan-23
8,900,000

The following weighted average assumptions were used for the Black-Scholes valuation of stock options granted during the period ended October 31, 2021 and year ended January 31, 2021:

	October 31,	January 31,
	2021	2021
Risk-free interest rate	-	0.27%
Expected life of options	-	1.94 years
Expected annualized volatility	-	148.20%
Expected dividendrate	-	-

Warrants

A summary of changes in warrants is as follows:

Balance, at January 31, 2020 Granted Expired Balance, at January 31, 2021 Exercised Balance, at October 31, 2021	Number of Warrants Weighted Average Exercise Price
	53,828,247 $ 0.18 35,012,319 0.10 (1,212,500) 0.24 87,628,066 0.13 (3,763,135) 0.09 83,864,931 $ 0.13

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

8. SHARE CAPITAL AND SHARE-BASED PAYMENT RESERVE (continued)

b) Stock options and warrants (continued)

As at October 31, 2021, the following warrants were issued and outstanding:

Number of Warrants	Exercise Price	ExpiryDate
3,400,0001	$0.10	31-Dec-21
381,8002	$0.10	31-Dec-21
1,000,0003	$0.10	14-Jan-22
6,055,6674	$0.10	24-Jan-22
477,6805	$0.10	24-Jan-22
28,610,0006	$0.10	16-Oct-22
3,930,0507	$0.10	16-Oct-22
1,009,7348	$0.05	16-Oct-22
34,000,0009	$0.20	22-Dec-22
5,000,00010	$0.20	22-Dec-22
83,864,931

1 3,065,000 warrants exercised subsequently

2 333,400 warrants exercised subsequently

3 100,000 warrants exercised subsequently

4 1,455,667 warrants exercised subsequently

5 181,883 warrants exercised subsequently

6 4,370,000 warrants exercised subsequently

7 412,500 warrants exercised subsequently

8 414,001 warrants exercised subsequently

9 510,000warrants exercised subsequently

10 300,000 warrants exercised subsequently

The following weighted average assumptions were used for the Black-Scholes valuation of broker’s warrants granted during the period ended October 31, 2021 and year ended January 31, 2021:

	October 31,	January 31,
	2021	2021
Risk-free interest rate	-	0.19%
Expected life of warrants	-	2 years
Expected annualized volatility	-	152.01%
Expected dividend rate	-	-

9. SEGMENTED INFORMATION

The Company primarily operates in one reportable segment, being the acquisition and exploration of exploration and evaluation assets in North America. Refer to Note 6 for geographic information.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

10. RELATED PARTY TRANSACTIONS AND KEY MANAGEMENT COMPENSATION

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 includes the Company’s executive officers and Board of Director members.

During the period ended October 31, 2021, the Company:

• a) paid or accrued management fees of $54,903 (2020 - $69,000) to a company owned by a director of the Company for management services provided.

• b) paid or accrued office and administration expenditures, including rent, of $36,302 (2020 - $46,000) to a company owned by a director of the Company.

• c) recorded share-based compensation of $Nil (2020 - $52,600) related to options granted to directors of the Company.

As at October 31, 2021 $54,080 (January 31, 2021 - $Nil) were due to related parties.

11. SUBSEQUENT EVENTS

Subsequent to October 31, 2021, the Company:

• i) issued 11,142,451 common shares pursuant to the exercise of warrants for gross proceeds of $1,141,145.

• ii) issued 350,000 common shares pursuant to the exercise of options for gross proceeds of $21,000.

• iii) completed non-flow through private placement of 49,287,200 units at a price of $0.06 per unit for aggregate gross proceeds of $2,957,232. Each unit consists of one common share and one transferable share purchase warrant of the Company. Each warrant will entitle the holder to purchase one share exercisable at a price of $0.10, expiring on December 8, 2023.

Completed flow-through private placement of 6,712,800 units at a price of $0.085 per unit for aggregate gross proceeds of $570,588. Each unit consists of one flow-through common share and one transferable nonflow-through share purchase warrant of the company. Each warrant will entitle the holder to purchase one share exercisable at a price of $0.11, expiring on December 8, 2023.

In connection to the financing, the Company paid finders' fees of $47,875.

• iv) completed non-flow through private placement of 49,287,200 units at a price of $0.06 per unit for aggregate gross proceeds of $2,957,232. Each unit consists of one common share and one transferable share purchase warrant of the Company. Each warrant will entitle the holder to purchase one share exercisable at a price of $0.10, expiring on December 8, 2023.

• v) entered into an option agreement to expand the Jackpot Lithium Project by acquiring a 100% interest in additional claims for a consideration of cash payment of $225,000 and issuance of 5,000,000 common shares.

In addition, the Company will issue an additional 5,000,000 common shares in the event that it is confirmed that the claims are demonstrated to contain a NI43-1010 compliant inferred resource in excess of 5,000,000 tons of Li2O.

The vendor retains a 2.5% NSR royalty. The Company has an option to purchase 1% NRS royalty for $1,000,000 at any time.

INFINITE ORE CORP. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED – PREPARED BY MANAGEMENT) EXPRESSED IN CANADIAN DOLLARS FOR THE PERIOD ENDED OCTOBER 31, 2021 AND 2020

11. SUBSEQUENT EVENTS (continued)

• vi) entered into a definitive agreement with Trillium Gold Mines Inc. (“Trillium”) to acquire certain properties held by the Company in relations to the Eastern Vision project, in consideration of $175,000 in cash and 4,000,000 common shares of Trillium. In addition, Trillium will assume all the remaining cash payment commitments under its existing option agreements, and the Company would retain its share issuance obligations.

The Eastern Vision Project consist of Fredart Property, Garnet Lake Property, North Buffey Lake Property, Eastern Vision Property, Dixie 3 and Ben Lake Properties, Dixie 10 Miles Properties, and Northern Vision Property.