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Imagine Lithium Inc. Interim / Quarterly Report 2025
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Interim / Quarterly Report
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IMAGINE LITHIUM
IMAGINE LITHIUM INC.
CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED APRIL 30, 2025 AND 2024
EXPRESSED IN CANADIAN DOLLARS
Registered Head Office
1240 – 789 West Pender Street
Vancouver, BC
V6C 1H2
Notice of No Auditor Review of Condensed Interim Consolidated Financial Statements
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 condensed interim consolidated financial statements of the Company have been prepared by management and approved by the Audit Committee and Board of Directors of the Company. The Company's independent auditor has not performed a review of these financial statements in accordance with the standards established by Chartered Professional Accountants of Canada for a review of interim financial statements by an entity's auditor.
IMAGINE LITHIUM INC.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
AS AT,
| April 30, 2025 | January 31, 2025 | |
|---|---|---|
| ASSETS | ||
| Current | ||
| Cash and cash equivalents | $ 2,141,902 | $ 108,374 |
| Commodity tax recoverable | 16,946 | 37,662 |
| Prepaids and other current assets | 35,323 | 16,201 |
| 2,194,171 | 162,237 | |
| Exploration and evaluation assets (Note 6) | 18,206,032 | 18,113,055 |
| Mineral advances (Note 6) | 9,532 | 9,532 |
| $ 20,409,735 | $ 18,284,824 | |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||
| Current | ||
| Accounts payable and accrued liabilities (Notes 7 & 12) | $ 104,638 | $ 192,722 |
| Flow-through premium liability (Notes 8 & 11) | 419,685 | - |
| 524,323 | 192,722 | |
| Shareholders’ Equity | ||
| Share capital (Note 8) | 40,004,252 | 38,099,252 |
| Share-based payment reserve (Note 8) | 4,755,263 | 4,746,663 |
| Deficit | (24,874,103) | (24,753,813) |
| 19,885,412 | 18,092,102 | |
| $ 20,409,735 | $ 18,284,824 |
Nature of Operations and Going Concern (Note 1)
Commitments and Contingencies (Note 10)
Approved on behalf of the Board of Directors:
"JC St-Amour", Director
"Jonathan Gagne", Director
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
IMAGINE LITHIUM INC.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
FOR THE THREE MONTHS ENDED APRIL 30,
| 2025 | 2024 | |
|---|---|---|
| OPERATING EXPENSES | ||
| Consulting and management fees (Note 12) | $ 83,996 | $ 98,996 |
| Professional fees | 17,478 | 22,050 |
| Office and administration | 10,013 | 13,120 |
| Shareholder communication and promotion | 610 | 58,584 |
| Transfer agent and filing fees | 33,563 | 29,282 |
| Travel and accommodation | 145 | 8,228 |
| (145,805) | (230,260) | |
| Flow-through recovery (Notes 8 & 11) | 25,515 | 460,341 |
| Interest income | - | 33,796 |
| Realized loss on sale of marketable securities (Note 5) | - | (20,590) |
| Unrealized loss on marketable securities (Note 5) | - | (24,556) |
| INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) FOR THE PERIOD | $ (120,290) | $ 218,731 |
| BASIC AND DILUTED LOSS PER COMMON SHARE | $ (0.00) | $ (0.00) |
| WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | ||
| - BASIC AND DILUTED | 317,453,873 | 276,962,830 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
IMAGINE LITHIUM INC.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
| Number of shares | Share capital | Share-based payment reserve | Deficit | Total shareholders' equity | |
|---|---|---|---|---|---|
| Balance, January 31, 2024 | 277,128,030 | $ 38,099,252 | $ 4,746,663 | $(25,022,939) | $ 17,822,976 |
| Income for the period | - | - | - | 218,731 | 218,731 |
| Balance, April 30, 2024 | 277,128,030 | 38,099,252 | 4,746,663 | (24,804,208) | 18,041,707 |
| Income for the period | - | - | - | 50,395 | 50,395 |
| Balance, January 31, 2025 | 277,128,030 | 38,099,252 | 4,746,663 | (24,753,813) | 18,092,102 |
| Private placements | 63,500,000 | 2,350,200 | - | - | 2,350,200 |
| Flow-through share premium | - | (445,200) | - | - | (445,200) |
| Warrants issued for exploration and evaluation assets | - | - | 8,600 | - | 8,600 |
| Loss for the period | - | - | - | (120,290) | (120,290) |
| Balance, April 30, 2025 | 340,628,030 | $ 40,004,252 | $ 4,755,263 | $(24,874,103) | $ 19,885,412 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
IMAGINE LITHIUM INC.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
FOR THE THREE MONTHS ENDED APRIL 30,
| 2025 | 2024 | |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Income (loss) for the period | $ (120,290) | $ 218,731 |
| Items not affecting cash: | ||
| Reversal of flow-through premium | (25,515) | (460,341) |
| Unrealized loss on marketable securities | - | 24,556 |
| Realized loss on sale of marketable securities | - | 20,590 |
| Change in non-cash working capital items: | ||
| Commodity tax recoverable | 20,716 | (7,092) |
| Prepaid and other current assets | (19,122) | 62,856 |
| Accounts payable and accrued liabilities | (153,280) | (316,335) |
| Cash flows used in operating activities | (297,491) | (457,035) |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Exploration and evaluation asset expenditures | (19,181) | (1,245,831) |
| Mineral advances | - | 5,038 |
| Proceeds from sale of marketable securities | - | 12,411 |
| Cash flows used in investing activities | (19,181) | (1,228,382) |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Private placements, net of costs | 2,350,200 | - |
| Cash flows provided by financing activities | 2,350,200 | - |
| CHANGE IN CASH AND CASH EQUIVALENTS DURING THE PERIOD | 2,033,528 | (1,685,417) |
| CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 108,374 | 2,890,747 |
| CASH AND CASH EQUIVALENTS, END OF PERIOD | $ 2,141,902 | $ 1,205,330 |
| SUPPLEMENTAL INFORMATION | ||
| Flow-through share premium | $ 445,200 | $ - |
| Warrants issued for exploration and evaluation assets | $ 8,600 | $ - |
| Exploration and evaluation assets included in accounts payable and accrued liabilities | $ 61,695 | $ - |
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
IMAGINE LITHIUM INC.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
FOR THE PERIOD ENDED APRIL 30, 2025 AND 2024
- NATURE OF OPERATIONS AND GOING CONCERN
Imagine Lithium Inc. (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 April 30, 2025, the Company had working capital of $1,669,848, recorded a loss of $120,290 for the period then ended, and had accumulated a total deficit of $24,874,103. 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.
These condensed interim consolidated financial statements have been prepared on a going-concern basis, which assumes the realization of assets and settlement of liabilities in the normal course of business. As at April 30, 2025, the Company had not yet achieved profitable operations and expects to incur further losses in the development of its business plan. The Company plans on raising sufficient funds in order to finance ongoing exploration and administrative expenses through additional equity financing however, there can be no assurance that such financing will be available or be available on favourable terms. All of these factors may cast significant doubt about the Company's ability to continue as a going concern. These consolidated financial statements do not include any adjustments for the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going-concern.
- MATERIAL ACCOUNTING POLICY INFORMATION
Basis of compliance
These condensed interim consolidated financial statements of Imagine Lithium Inc. and its subsidiaries have been prepared in accordance with IAS 34, Interim Financial Reporting. These condensed interim consolidated financial statements do not include all notes of the type normally included within the annual financial report and should be read in conjunction with the audited consolidated financial statements of the Company for the year ended January 31, 2025 and 2024, which has been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board.
The policies applied in the condensed interim consolidated financial statements are presented below and are based on IFRS issued and outstanding as of June 24, 2025, the date the Board of Directors approved the condensed interim consolidated financial statements.
IMAGINE LITHIUM INC. NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED, EXPRESSED IN CANADIAN DOLLARS) FOR THE PERIOD ENDED APRIL 30, 2025 AND 2024
2. MATERIAL ACCOUNTING POLICY INFORMATION (continued)
Basis of consolidation
These condensed interim consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, 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 April 30, 2025, 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 Black-Scholes 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.
IMAGINE LITHIUM INC.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
FOR THE PERIOD ENDED APRIL 30, 2025 AND 2024
2. MATERIAL ACCOUNTING POLICY INFORMATION (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 April 30, 2025, the Company has no decommissioning and restoration provision.
Future accounting pronouncements
IFRS 18 - Presentation and Disclosure in Financial Statements
The International Accounting Standards Board (IASB) issued IFRS 18 – Presentation and Disclosure in Financial Statements in April 2024, replacing IAS 1 Presentation of Financial Statements. IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027, with early application permitted.
IFRS 18 introduces new requirements that aim to improve the structure and consistency of financial statement presentation, including:
- new defined categories in the statement of profit or loss: operating, investing, and financing, with clarified classification principles.
- a new mandatory subtotal for operating profit, which may affect how exploration and evaluation expenditures are presented.
- enhanced requirements for disaggregation of financial information and improved guidance on aggregation.
- disclosure of Management-defined Performance Measures (MPMs) used in public communications, along with reconciliations to IFRS measures.
As an exploration stage company, the Company anticipates that IFRS 18 will primarily affect the presentation and classification of exploration and evaluation expenditures, as well as enhance disclosure requirements rather than change the measurement of financial statement items. The Company does not expect material impacts on total net loss or net assets.
The Company has not adopted IFRS 18 early and will continue to assess the impact of the standard as part of its financial reporting planning. The new standard will be applied from the financial year beginning January 1, 2027, and implementation efforts will focus on ensuring consistent and transparent reporting of exploration-related activities.
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.
IMAGINE LITHIUM INC.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
FOR THE PERIOD ENDED APRIL 30, 2025 AND 2024
3. CAPITAL MANAGEMENT (continued)
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 April 30, 2025. Neither the Company nor its subsidiaries are subject to externally imposed capital requirements.
4. FINANCIAL RISK FACTORS
The carrying value of cash and cash equivalents, receivables, and accounts payable and accrued liabilities approximated their fair value because of the short-term nature of these instruments.
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
Market risk
(a) Interest rate risk
Interest rate risk is the potential impact on any Company earnings due to changes in bank lending rates and short-term deposit rates. The Company's current policy is to invest excess cash in investment-grade short-term deposit certificates issued by its banking institutions. The Company periodically monitors the investments it makes and is satisfied with the credit ratings of its banks. Management considers the interest rate risk to be minimal. As at April 30, 2025, $nil was held in short-term GICs (2024 - $1,000,000).
(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.
IMAGINE LITHIUM INC.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
FOR THE PERIOD ENDED APRIL 30, 2025 AND 2024
5. MARKETABLE SECURITIES
MainStreetChamber Holdings Inc
As at April 30, 2025, the Company did not hold (April 30, 2024 – 61,000) shares of MainStreetChamber Holdings Inc.. The market value of the shares at April 30, 2024 was $9,391. The valuation of the shares resulted in an unrealized loss of $27,384 for the period ended April 30, 2024.
Consolidated Lithium Metals Inc..
As at April 30, 2025 the Company did not hold (April 30, 2024 – 1,800,000) shares of Consolidated Lithium Metals Inc. The market value of the shares at April 30, 2024 was $36,000. The valuation of the shares resulted in an unrealized gain of $9,000 for the period ended April 30, 2024.
Pegasus Resources Inc.
As at April 30, 2024 the Company did not hold (April 30, 2024 – 170,000) shares of Pegasus Resources Inc.
During the period ended April 30, 2024, the Company sold 66,000 common shares of Pegasus Resources Inc. for gross proceeds of $12,411 and recorded a realized loss of $20,590. The market value of the shares at April 30, 2024 was $32,300 and the Company recorded an unrealized loss of $3,400.
Renegade Gold Inc.
As at April 30, 2025, the Company did not hold (April 30, 2024 – 257,800) shares of Renegade Gold Inc. The market value of the shares at April 30, 2024 was $83,875 and the Company recorded an unrealized loss of $21,913.
6. EXPLORATION AND EVALUATION ASSETS
| Period Ended
April 30, 2025 | Jackpot
Property |
| --- | --- |
| Acquisition Costs: | |
| Balance, beginning of period | $ 1,697,865 |
| Cash | 40,000 |
| Warrants | 8,600 |
| Balance, end of period | 1,746,465 |
| Deferred Exploration Costs: | |
| Balance, beginning of period | 16,415,190 |
| Assays | 288 |
| Field work | 2,700 |
| Geological consulting | 27,289 |
| Travel | 14,100 |
| Balance, end of period | 16,459,567 |
| Total | $ 18,206,032 |
IMAGINE LITHIUM INC.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
FOR THE PERIOD ENDED APRIL 30, 2025 AND 2024
6. EXPLORATION AND EVALUATION ASSETS (continued)
| Year Ended
January 31, 2025 | Jackpot
Property |
| --- | --- |
| Acquisition Costs: | |
| Balance, beginning of year | $ 1,697,865 |
| Balance, end of year | 1,697,865 |
| Deferred Exploration Costs: | |
| Balance, beginning of year | 13,821,385 |
| Assays | 125,912 |
| Drilling | 1,162,134 |
| Field work | 231,528 |
| Geological consulting | 1,022,381 |
| Travel | 346,998 |
| Grant | (295,148) |
| Balance, end of year | 16,415,190 |
| Total | $ 18,113,055 |
Jackpot Property, Ontario, Canada
The Company has 100% interest in the Jackpot Property located in the Georgia Lake Area northeast of Thunder Bay, Ontario. On March 20, 2022, the Company acquired an additional claim within the Jackpot Property by issuing 8,000 common shares.
Vendors of the claims retain NSR royalty between 1.0% and 2.5%. The Company has the option to purchase back 1.0% of NSR royalty by paying cash in the amount of between $500,000 and $1,000,000 to the vendors. Additionally, in the event that some claims are demonstrated to contain NI 43-101 compliant inferred resources in excess of 5,000,000 tons of Li2O, the Company shall make a bonus payment of 5,000,000 common shares.
During fiscal 2023, the Company signed an exploration agreement (the "Agreement") with Bingwi Neyaashi Anishinaabek, Biinjitiwaabik Zaaging Anishinaabek and Red Rock Indian Band (the "First Nations") setting out a framework for Imagine Lithium's consultation and accommodation activities with the First Nations Groups in connection with exploration activities at the Jackpot Lithium Project near Thunder Bay, Ontario. Under the terms of the Agreement, Imagine Lithium has agreed to, among other things, make a one-time payment of $120,000 (paid) and grant an aggregate of 3,000,000 common share purchase warrants ("Warrants") (granted and valued at $183,600) to the First Nations, with each First Nations receiving 1,000,000 Warrants. Each Warrant will entitle the holder thereof to purchase one common share in the capital of the Company at an exercise price of $0.11 per Warrant Share for a period of five years following the date of issuance of such Warrant.
In addition, under the terms of the agreement, the Company will make the following payments to the First Nations:
(a) Costs related to the operation of a limited partnership, corporation, or other entity to be jointly and equally owned by each First Nation, provided that the costs of establishing such entity shall not exceed ten thousand dollars ($10,000).
(b) An annual payment equal to:
(i) three percent (3%) of all Eligible Exploration Costs related to Early Exploration Activities and incurred during the calendar year, up to a maximum of $4,000,000 of Eligible Exploration Costs incurred during the Term or during any Renewal Term; and
IMAGINE LITHIUM INC.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
FOR THE PERIOD ENDED APRIL 30, 2025 AND 2024
6. EXPLORATION AND EVALUATION ASSETS (continued)
(ii) two percent (2%) of all Eligible Exploration Costs related to Early Exploration Activities and incurred during the calendar year where such Eligible Exploration Costs are, during the Term or during any Renewal Term, in excess of $4,000,000 in the aggregate.
On March 27, 2025, the Company signed an updated exploration agreement (the “Amended Agreement”) with Animbiigoo Zaagi’igan Anishinaabak (“AZA”), Bingwi Neyaashi Anishinaabek, Biinjitiwaabik Zaaging Anishinaabek and Red Rock Indian Band. The purpose of the amendment was to formally include AZA as a party to the agreement. Under the terms of the Amended Agreement, AZA received a one-time payment of $40,000 (paid) and 1,000,000 common share purchase warrants (granted and valued $8,600).
Mineral advance
As at April 30, 2025, the Company made advance payments of $9,532 to a supplier relating to the Jackpot Property project (January 31, 2025 - $9,532).
7. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
| April 30, 2025 | January 31, 2025 | |
|---|---|---|
| Trade accounts payable | $ 12,343 | $ 70,465 |
| Accrued liabilities | 92,295 | 122,257 |
| $ 104,638 | $ 192,722 |
8. SHARE CAPITAL AND SHARE-BASED PAYMENT RESERVE
Authorized: unlimited common shares without par value
a) Share capital
As of April 30, 2025, the Company had 340,628,030 common shares outstanding.
During the period ended April 30, 2025, the Company:
i) On March 12, 2025, the Company closed the first tranche of the private placement by issuing 26,000,000 Common Shares for gross proceeds of $780,000.
ii) On March 27, 2025, the Company closed the final tranche of the private placement consisting of 9,500,000 Common Shares for gross proceeds of $285,000 and 28,000,000 FT Shares for gross proceeds of $1,285,200.
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.
IMAGINE LITHIUM INC.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
FOR THE PERIOD ENDED APRIL 30, 2025 AND 2024
8. SHARE CAPITAL AND SHARE-BASED PAYMENT RESERVE (continued)
b) Stock options and warrants (continued)
Stock options (continued)
A summary of changes in stock options is as follows:
| Number of Options | Weighted Average Exercise Price | |
|---|---|---|
| Outstanding as at January 31, 2024 | 6,975,000 | $ 0.08 |
| Expired | (1,750,000) | 0.09 |
| Outstanding as at April 30, 2025 and January 31, 2025 | 5,225,000 | $ 0.08 |
As at April 30, 2025, the following options were outstanding and exercisable:
| Number of Options | Exercise Price | Fair Value at Grant Date | Expiry Date | Weighted Average Contractual Life (Years) |
|---|---|---|---|---|
| 2,500,000 | $0.08 | $ 160,234 | August 19, 2027 | 2.30 |
| 2,725,000 | $0.08 | $ 177,665 | November 11, 2027 | 2.53 |
| 5,2255,000 | $ 337,899 | 2.42 |
The following weighted average assumptions were used for the Black-Scholes valuation of stock options granted:
| August 19, 2022 | November 11, 2022 | |
|---|---|---|
| Risk-free interest rate | 3.06% | 3.31% |
| Expected life of options | 5.0 years | 5.0 years |
| Expected annualized volatility | 111.00% | 112.59% |
| Expected dividend rate | - | - |
| Fair value per stock option granted | $0.06 | $0.07 |
Warrants
A summary of changes in warrants is as follows:
| Number of Warrants | Weighted Average Exercise Price | |
|---|---|---|
| Outstanding as at January 31, 2025 and 2024 | 3,000,000 | 0.11 |
| Issued | 1,000,000 | 0.11 |
| Outstanding as at April 30, 2025 | 4,000,000 | 0.11 |
As at April 30, 2025, the following warrants were issued and outstanding:
| Number of Warrants | Exercise Price | Fair Value at Grant Date | Expiry Date | Weighted Average Contractual Life (Years) |
|---|---|---|---|---|
| 3,000,000 | $0.11 | $ 183,600 | May 13, 2027 | 2.04 |
| 1,000,000 | $0.11 | $ 8,600 | May 13, 2027 | 2.04 |
| 4,000,000 | $ 192,200 | 2.04 |
IMAGINE LITHIUM INC.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
FOR THE PERIOD ENDED APRIL 30, 2025 AND 2024
8. SHARE CAPITAL AND SHARE-BASED PAYMENT RESERVE (continued)
b) Stock options and warrants (continued)
Warrants (continued)
The following weighted average assumptions were used for the Black-Scholes valuation of stock options granted:
| April 21, 2025 | May 13, 2022 | |
|---|---|---|
| Risk-free interest rate | 2.53% | 2.73% |
| Expected life of options | 2.0 years | 5.0 years |
| Expected annualized volatility | 107.73% | 110.94% |
| Expected dividend rate | - | - |
| Fair value per stock option granted | $0.0086 | $0.06 |
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 5 for geographic information.
10. COMMITMENTS AND CONTINGENCIES
a) The Company's exploration activities are subject to government laws and regulations, including tax laws and laws and regulations governing the protection of the environment. The Company believes that its operations comply in all material respects with all applicable past and present laws and regulations. The Company records provisions for any identified obligations, based on management's estimate at the time. Such estimates are, however, subject to changes in laws and regulations.
b) Pursuant to the issuance of 28,000,000 flow-through shares on March 27, 2025, the Company is required to expend these flow-through funds of $1,285,200 by December 31, 2026. As of April 30, 2025, the amount remaining to be expended is $1,211,544.
11. FLOW-THROUGH PREMIUM LIABILITY
| April 30, 2025 | January 31, 2025 | |
|---|---|---|
| Balance - beginning of period/year | $ - | $ 979,494 |
| Flow-through premium liability | 445,200 | - |
| Flow-through recovery | (25,515) | (979,494) |
| $ 419,685 | $ - |
Flow-through common shares require the Company to spend an amount equivalent to the proceeds of the issued flow-through common shares on Canadian qualifying exploration expenditures. The Company may be required to indemnify the holders of such shares for any tax and other costs payable by them in the event the Company has not made the required exploration expenditures.
In March 2025, the Company received an aggregate $1,285,200 from the issuance of flow-through shares at a premium to the market price and recognized a deferred premium of flow-through shares of $445,200. During the period ended April 30, 2025, the Company recognized from flow-through premium liabilities a gain of $25,515 (April 30, 2024 - $460,341) related to exploration and evaluation expenses during the period.
IMAGINE LITHIUM INC.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED, EXPRESSED IN CANADIAN DOLLARS)
FOR THE PERIOD ENDED APRIL 30, 2025 AND 2024
12. 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 April 30, 2025, the Company:
a) paid or accrued management fees of $37,500 (2024 - $37,500) to a company owned by a director of the Company for management services provided;
b) paid or accrued consulting fees of $15,000 (2024 – $nil) to a company owned by a director of the Company;
c) paid or accrued management fees of $15,000 (2024 - $15,000) to a company owned by an officer of the Company.
As at April 30, 2025, $5,650 (2024 - $2,897) were due to related parties.