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Leocor Mining Inc. Interim / Quarterly Report 2025
47740_rns_2025-03-21_b74258bf-234e-4a32-a22c-8ef81eb49fee.pdf
Interim / Quarterly Report
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LEOCOR MINING INC.
(formerly LEOCOR GOLD INC.)
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED JANUARY 31, 2025 AND 2024
Expressed in Canadian Dollars
LEOCOR MINING INC.
(formerly LEOCOR GOLD INC.)
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
Expressed in Canadian Dollars
| January 31, 2025 | October 31, 2024 | |
|---|---|---|
| ASSETS | $ | $ |
| Current | ||
| Cash and cash equivalents | 2,547,060 | 2,543,212 |
| Receivable | 35,021 | 7,525 |
| Marketable securities (Note 6) | 3,970,588 | 4,323,529 |
| Prepaid expenses | 109,962 | 95,460 |
| 6,662,631 | 6,969,726 | |
| Exploration and evaluation assets (Note 5) | 2,719,139 | 2,581,140 |
| TOTAL ASSETS | 9,381,770 | 9,550,866 |
| LIABILITIES AND EQUITY | ||
| Current | ||
| Accounts payable and accrued liabilities | 369,302 | 339,598 |
| 369,302 | 339,598 | |
| Equity | ||
| Share capital (Note 7) | 20,453,746 | 19,474,919 |
| Share-based payment reserve (Note 7) | 1,830,960 | 1,797,343 |
| Shares to be issued (Note 12) | 15,000 | 378,000 |
| Deficit | (13,287,238) | (12,438,994) |
| 9,012,468 | 9,211,268 | |
| TOTAL LIABILITIES AND EQUITY | 9,381,770 | 9,550,866 |
Nature and continuance of operations (Note 1)
Commitments (Note 10)
Subsequent events (Note 11)
Approved and authorized for issue on behalf of the Board on March 21, 2025:
On behalf of the Board:
“Alex Klenman”
Director
“Brian Shin”
Director
The accompanying notes are an integral part of these consolidated financial statements.
LEOCOR MINING INC.
(formerly LEOCOR GOLD INC.)
CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS
Expressed in Canadian Dollars
| Three months ended January 31, | ||
|---|---|---|
| 2025 | 2024 | |
| $ | $ | |
| EXPENSES | ||
| Audit fee | 13,000 | 5,000 |
| Consulting and management fees | 111,154 | 15,000 |
| Filing and transfer agent fees | 19,570 | 11,547 |
| Foreign exchange | 489 | (190) |
| Geological consulting | 600 | - |
| Interest expense | 4,349 | - |
| Legal fees | 12,547 | 7,838 |
| Marketing | 281,682 | 9,375 |
| Office and administration | 18,295 | 17,997 |
| Share based compensation | 33,617 | - |
| Operating expenses | (495,303) | (66,567) |
| OTHER ITEMS | ||
| Interest income | - | 28,984 |
| Unrealized (loss) gain on marketable securities | (352,941) | 828,000 |
| Net loss and comprehensive (loss) income | (848,244) | 790,417 |
| Basic and diluted (loss) income per share | $ (0.01) | $ 0.01 |
| Basic weighted average number of common shares outstanding | 114,386,748 | 56,707,402 |
| Diluted weighted average number of common shares outstanding | 114,386,748 | 63,435,302 |
The accompanying notes are an integral part of these consolidated financial statements.
2
LEOCOR MINING INC.
(formerly LEOCOR GOLD INC.)
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Expressed in Canadian Dollars
| Number of common shares | Share capital | Share-based payment reserve | Shares to be issued | Deficit | Total equity | |
|---|---|---|---|---|---|---|
| $ | $ | $ | $ | $ | ||
| Balance, October 31, 2023 | 59,124,068 | 17,619,325 | 1,746,920 | - | (12,329,324) | 7,036,921 |
| Income for the period | - | - | - | - | 790,417 | 790,417 |
| Balance, January 31, 2024 | 59,124,068 | 17,619,325 | 1,746,920 | - | (11,538,908) | 7,827,338 |
| Balance, October 31, 2024 | 98,082,402 | 19,474,919 | 1,797,343 | 378,000 | (12,438,994) | 9,211,268 |
| Shares issued for cash | 20,000,000 | 1,000,000 | - | (378,000) | - | 622,000 |
| Share issuance costs | - | (21,173) | 33,617 | - | - | 12,444 |
| Exercise of warrants | 150,000 | - | - | 15,000 | - | 15,000 |
| Loss for the period | - | - | - | - | (848,244) | (848,244) |
| Balance, January 31, 2025 | 118,232,402 | 20,453,746 | 1,830,960 | 15,000 | (13,287,238) | 9,012,468 |
The accompanying notes are an integral part of these consolidated financial statements.
LEOCOR MINING INC.
(formerly LEOCOR GOLD INC.)
CONSOLIDATED STATEMENTS OF CASH FLOWS
Expressed in Canadian Dollars
| Three months ended January 31, | ||
|---|---|---|
| 2025 | 2024 | |
| $ | $ | |
| OPERATING ACTIVITIES | ||
| Net (loss) income for the period | (848,244) | 790,417 |
| Adjustments for non-cash items | ||
| Unrealized gain on marketable securities | 352,941 | (828,000) |
| Share-based compensation | 33,617 | |
| Changes in working capital | ||
| Increase in prepaid expenses | (14,502) | (9,303) |
| Increase in receivable | (27,496) | 29,039 |
| Increase in accounts payable and accrued liabilities | 29,704 | 13,427 |
| (473,980) | (4,420) | |
| INVESTING ACTIVITIES | ||
| Exploration and evaluation expenditures | (137,999) | (18,993) |
| (137,999) | (18,993) | |
| FINANCING ACTIVITIES | ||
| Purchase of marketable securities | - | (3,000,000) |
| Proceeds from shares issued | 622,000 | - |
| Exercise of warrants | 15,000 | - |
| Share issuance costs | (21,173) | - |
| 615,827 | (3,000,000) | |
| Increase (decrease) in cash | 3,848 | (3,023,413) |
| Cash, beginning | 2,543,212 | 3,805,209 |
| Cash, ending | 2,547,060 | 781,796 |
The accompanying notes are an integral part of these consolidated financial statements.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
1. NATURE AND CONTINUANCE OF OPERATIONS
Leocor Mining Inc. (the "Company") was incorporated under the British Columbia Business Corporations Act on July 26, 2018 as Leocor Ventures Inc. On July 28, 2020, the Company changed its name to Leocor Gold Inc. On January 21, 2025, the Company changed its name to Leocor Mining Inc. (Note 12). The Company's registered and records office is located on the 10th Floor, 595 Howe Street, Vancouver BC.
The Company completed the Initial Public Offering ("IPO") and its shares were listed on the Canadian Securities Exchange on June 18, 2019 and commenced trading on June 21, 2019 under the symbol "LECR". The Company is in the exploration stage and its principal business activity is the search for and exploration of mineral properties.
These consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern, which assumes that the Company will be able to continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business. At January 31, 2025, the Company has not generated revenue or cash flow from operations to adequately fund its activities and has therefore relied upon external financing for its operational expenses. These factors form a material uncertainty which may cast significant doubt upon the Company's ability to continue as a going concern. The Company plans to continue relying upon external financing to finance its future activities but there can be no assurance that such financing will be available on a timely basis and/or on terms acceptable to the Company.
The business of mining and exploration for minerals involves a high degree of risk and there can be no assurance that current exploration programs will result in profitable mining operations. The recoverability of amounts shown for exploration and evaluation assets is dependent on several factors. These include the discovery of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete the development of these properties, and future profitable production or proceeds from disposition of exploration and evaluation assets.
These factors, among others, could have a significant impact on the Company's operations.
The carrying value of the Company's exploration and evaluation assets do not reflect current or future values. The Company has not yet determined whether its exploration and evaluation assets contain economically recoverable ore reserves. The recovery of the amounts comprising exploration and evaluation assets are dependent upon the confirmation of economically recoverable reserves, the ability of the Company to obtain necessary financing to successfully complete the exploration and development of those reserves and upon future profitable production or, alternatively, upon the Company's ability to dispose of its interest on an advantageous basis.
These consolidated financial statements do not include any adjustments that may result from the inability to secure future financing, such a situation would have a material adverse effect on the Company's recoverability of assets, classification of assets and liabilities, and results of operations and the Company's ability to continue as a going concern.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
2. BASIS OF PREPARATION
(a) Statement of compliance
These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). These consolidated financial statements were approved by the Board of Directors of the Company on March 21, 2025.
(b) Principle of consolidation
These consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Hare Bay Resources Corp. (“Hare Bay”) (inactive holding company) from the date of its acquisition (Note 5). All inter-company balances have been eliminated upon consolidation.
(c) Basis of presentation
These financial statements have been prepared on a historical cost basis, except for the revaluation of certain financial assets, financial liabilities and investments to fair value. In addition, these financial statements have been prepared using the accrual basis of accounting, except for cash flow information. The condensed interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting.
The presentation and functional currency of the Company is the Canadian dollar.
(d) Significant accounting judgements and estimates
The preparation of these consolidated financial statements requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and expenses during the reporting period. Actual results could differ from these estimates.
These consolidated financial statements include estimates which, by their nature, are uncertain. The impacts of such estimates are pervasive throughout the consolidated financial statements and may require accounting adjustments based on future occurrences. Revisions to accounting estimates are recognized in the period in which the estimate is revised and may affect both the period of the revision and future periods. These estimates are based on historical experience, current and future economic conditions and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Significant assumptions about the future and other sources of estimation uncertainty that management has made at the reporting date that could result in a material adjustment to the carrying amounts of assets and liabilities, in the event that actual results differ from estimates made, relate to determination of fair value of financial instruments.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
2. BASIS OF PREPARATION (continued)
(d) Significant accounting judgements and estimates (continued)
In preparing the financial statements, management makes judgments regarding the application of IFRS for the Company’s accounting policies. Significant judgments relate to the following areas:
(i) Going concern assumption
The assessment of whether the going concern assumption is appropriate requires management to take into account all available information about the future, which is at least, but not limited to, twelve months from the end of the reporting period. The Company has disclosed a material uncertainty regarding going concern in Note 1 which requires the use of management’s judgment on the ability of the Company to continue its operations and to develop or acquire a self-sustaining business or assets.
(ii) Income taxes
In assessing the probability of realizing deferred tax assets, management makes estimates related to expectation of future taxable income, applicable tax opportunities, expected timing of reversals of existing temporary differences and the likelihood that tax positions taken will be sustained upon examination by applicable tax authorities. In making its assessments, management gives additional weight to positive and negative evidence that can be objectively verified.
(iii) Economic recoverability and probability of future economic benefits of exploration and evaluation assets
Management has determined that exploration, evaluation, and related costs incurred which were capitalized may have future economic benefits and are economically recoverable. Management uses several criteria in its assessments of economic recoverability and probability of future economic benefits including, geologic and other technical information, a history of conversion of mineral deposits with similar characteristics to its own properties to proven and probable mineral reserves, the quality and capacity of existing infrastructure facilities, evaluation of permitting and environmental issues and local support for the project.
(iv) Valuation of share-based compensation
The Company uses the Black-Scholes Option Pricing Model for valuation of share-based compensation. Option pricing models require the input of subjective assumptions including expected price volatility, interest rate, and forfeiture rate. Changes in the input assumptions can materially affect the fair value estimate and the Company’s earnings and equity reserves.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
2. BASIS OF PREPARATION (continued)
(d) Significant accounting judgements and estimates (continued)
(v) Decommissioning restoration provision
The Company will record a provision for decommissioning and restoration provision based on 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 any 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.
While management believes judgements and the estimates are reasonable, actual results could differ from those judgements and estimates and could impact future results of operations and cash flows.
3. MATERIAL ACCOUNTING POLICIES
Cash equivalents
Cash equivalents include short term deposits which are readily convertible into a known amount of cash.
Exploration and evaluation assets
Pre-exploration costs are expensed as incurred. Costs directly related to the exploration and evaluation of mineral properties are capitalized once the legal rights to explore the mineral properties are acquired or obtained. When the technical and commercial viability of a mineral resource has been demonstrated, the capitalized costs of the related property are first tested for impairment and then reclassified to mining assets and amortized over the estimated useful life of the property.
If it is determined that capitalized acquisition, exploration and evaluation costs are not recoverable, or the property is abandoned or management has determined an impairment in value, the property is written down to its recoverable amount. Exploration and evaluation assets are reviewed for impairment when facts and circumstances suggest that the carrying amount may exceed its recoverable amount.
The costs include the cash or other consideration and the assigned value of shares issued, if any, on the acquisition of exploration and evaluation assets. Costs related to properties acquired under option agreements or joint ventures, whereby payments are made at the sole discretion of the Company, are recorded in the accounts at such time as the payments are made. The Company does not accrue the estimated future cost of maintaining its exploration and evaluation assets in good standing.
Capitalized costs as reported on the statements of financial position represent costs incurred to date and may not reflect actual, present, or future values. Recovery of carrying value is dependent upon future commercial success or proceeds from disposition of the exploration and evaluation property interests.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the three months ended January 31, 2025 and 2024 Expressed in Canadian Dollars
3. MATERIAL ACCOUNTING POLICIES (continued)
Exploration and evaluation assets (continued)
Management assesses exploration and evaluation assets for impairment when facts and circumstances suggest that the carrying amount of an asset may exceed its recoverable amount. Write-downs due to impairment in value are charged to profit or loss.
General exploration costs not related to specific properties and general administrative expenses are charged to profit or loss in the period in which they are incurred.
Restoration and environmental obligations
The Company recognizes liabilities for statutory, contractual, constructive or legal obligations associated with the retirement of long-term assets, when those obligations result from the acquisition, construction, development or normal operation of the assets. The net present value of future restoration cost estimates arising from the decommissioning of plant and other site preparation work is capitalized to exploration and evaluation assets along with a corresponding increase in the restoration provision in the period incurred. Discount rates using a pre-tax rate that reflect the time value of money are used to calculate the net present value. The restoration asset will be depreciated on the same basis as other mining assets. As at January 31, 2025 and 2023, the Company had no future restoration costs.
The Company's estimates of restoration 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 the related asset with a corresponding entry to the restoration 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 amount and timing of the Company's estimates of reclamation costs, are charged to profit and loss for the period.
The net present value of restoration costs arising from subsequent site damage that is incurred on an ongoing basis during production are charged to profit or loss in the period incurred.
Impairment of assets
The carrying amount of the Company's assets is reviewed at each reporting date to determine whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. An impairment loss is recognized whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable amount. Impairment losses are recognized in profit or loss.
The recoverable amount of assets is the greater of an asset's fair value less cost to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined for the cash-generating unit to which the asset belongs.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the three months ended January 31, 2025 and 2024 Expressed in Canadian Dollars
3. MATERIAL ACCOUNTING POLICIES (continued)
Impairment of assets (continued)
An impairment loss is only reversed if there is an indication that the impairment loss may no longer exist and there has been a change in the estimates used to determine the recoverable amount, however, not to an amount higher than the carrying amount that would have been determined had no impairment loss been recognized in previous years.
Assets that have an indefinite useful life are not subject to amortization and are tested annually for impairment.
Flow-through shares
The resource expenditure deductions for income tax purposes related to exploration and development activities funded by flow-through share arrangements are renounced to investors in accordance with Canadian tax legislation. On issuance, the premium recorded on the flow-through share, being the difference in price over a common share with no tax attributes, is recognized as a liability. As expenditures are incurred, the liability associated with the renounced tax deductions is recognized through profit and loss with a pro-rata portion of the deferred premium.
Share-based compensation
Share-based compensation to employees and others providing similar services are measured at the estimated fair value of the instruments issued on the grant date and amortized over the vesting periods. Share-based compensation to non-employees is measured at the fair value of the goods or services received or the fair value of the equity instruments issued if it is determined the fair value of the goods or services cannot be reliably measured, and are recorded at the date the goods or services are received. The amount recognized as an expense is adjusted to reflect the number of awards expected to vest. The offset to the recorded cost is to equity settled share-based payments reserve.
Consideration received on the exercise of stock options is recorded as share capital and the related equity share-based payments reserve is transferred to share capital. Charges for options that are forfeited before vesting are reversed from equity settled share-based payment reserve.
Share-based compensation expense relating to deferred share units is accrued over the vesting period of the units based on the quoted market price. As these awards can be settled in cash, the expense and liability are adjusted each reporting period for changes in the underlying share price.
Share issue costs
Costs directly identifiable with the raising of capital will be charged against the related share capital. Costs related to shares not yet issued are recorded as deferred financing costs. These costs will be deferred until the issuance of the shares to which the costs relate, at which time the costs will be charged against the related share capital or charged to operations if the shares are not issued.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the three months ended January 31, 2025 and 2024 Expressed in Canadian Dollars
3. MATERIAL ACCOUNTING POLICIES (continued)
Basic and diluted loss per share
Basic earnings (loss) per share is computed by dividing net earnings (loss) available to common shareholders by the weighted average number of shares outstanding during the reporting period. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the weighted average shares outstanding are increased to include additional shares for the assumed exercise of stock options and warrants, if dilutive. The number of additional shares is calculated by assuming that outstanding stock options and warrants were exercised and that the proceeds from such exercises were used to acquire common stock at the average market price during the reporting periods. For the periods presented, this calculation proved to be anti-dilutive.
Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.
Financial assets
On initial recognition, financial assets are recognized at fair value and are subsequently classified and measured at: (i) amortized cost; (ii) fair value through other comprehensive income ("FVOCI"); or (iii) fair value through profit or loss ("FVTPL"). The classification of financial assets is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. A financial asset is measured at fair value net of transaction costs that are directly attributable to its acquisition except for financial assets at FVTPL where transaction costs are expensed. All financial assets not classified and measured at amortized cost or FVOCI are measured at FVTPL. On initial recognition of an equity instrument that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment's fair value in other comprehensive income.
The classification determines the method by which the financial assets are carried on the statement of financial position subsequent to inception and how changes in value are recorded. Cash is measured at FVTPL.
Impairment
An 'expected credit loss' impairment model applies which requires a loss allowance to be recognized based on expected credit losses. The estimated present value of future cash flows associated with the asset is determined and an impairment loss is recognized for the difference between this amount and the carrying amount as follows: the carrying amount of the asset is reduced to estimated present value of the future cash flows associated with the asset, discounted at the financial asset's original effective interest rate, either directly or through the use of an allowance account and the resulting loss is recognized in profit or loss for the period.
In a subsequent period, if the amount of the impairment loss related to financial assets measured at amortized cost decreases, the previously recognized impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not exceed what the amortized cost would have been had the impairment not been recognized.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
3. MATERIAL ACCOUNTING POLICIES (continued)
Financial instruments (continued)
Financial liabilities
Financial liabilities are designated as either: (i) fair value through profit or loss; or (ii) amortized cost. All financial liabilities are classified and subsequently measured at amortized cost except for financial liabilities at FVTPL. The classification determines the method by which the financial liabilities are carried on the statement of financial position subsequent to inception and how changes in value are recorded. Accounts payable are classified under financial liabilities at amortized cost.
As at January 31, 2025, the Company does not have any derivative financial liabilities.
Income taxes
Current income tax
Current income tax assets and liabilities for the current period are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date, in the country where the Company operates and generates taxable income.
Current income tax relating to items recognized directly in other comprehensive income or equity is recognized in other comprehensive income or equity and not in profit or loss. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
Deferred tax
Deferred tax is provided for based on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and recognized only to the extent that it is probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
Foreign exchange
The functional currency is the currency of the primary economic environment in which the entity operates. The functional currency for the Company is the Canadian dollar. The functional currency determination was conducted through an analysis of the consideration factors identified in International Accounting Standard ("IAS") 21, The Effects of Changes in Foreign Exchange Rates.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
3. MATERIAL ACCOUNTING POLICIES (continued)
Foreign exchange (continued)
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 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.
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.
Standards issued but not yet effective
There were no standards issued but not yet effective up to the date of issuance of the Company's consolidated financial statements that might significantly impact the Company.
4. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT
The Company's financial instruments consist of cash, marketable securities and accounts payable.
Fair values
Fair value estimates of financial instruments are made at a specific point in time, based on relevant information about financial markets and specific financial instruments and in accordance with the fair value hierarchy has the following levels:
Level 1 - quoted prices (unadjusted) in active markets for identical assets and liabilities;
Level 2 - inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and
Level 3 - inputs for the asset or liability that are not based on observable market data (unobservable inputs). The fair value of cash is determined using level 1 of the fair value hierarchy. The carrying values of accounts payable approximate their fair values due to the expected maturity of these financial instruments.
Financial instrument risk exposure and risk management
The Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management.
The Company is exposed in varying degrees to a variety of financial instrument related risks. The Board approves and monitors the risk management process.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
4. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)
Financial instrument risk exposure and risk management (continued)
(a) Credit risk
Credit risk is the risk of a financial loss to the Company if a counterparty to a financial instrument fails to meet its contractual obligation. The Company's exposure to credit risk includes cash. The Company manages credit risk, in respect of cash, by placing its cash with a major Canadian financial institution in accordance with the Company's investment policy.
Concentration of credit risk exists with respect to the Company's cash as all amounts are held at a single major Canadian financial institution. The Company's concentration of credit risk and maximum exposure thereto is considered minimal.
The maximum exposure to credit risk is equal to the fair value or carrying value of the financial assets.
(b) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in obtaining funds to meet its commitments. The Company's ability to continue as a going concern is dependent on management's ability to raise required funding from third parties. The Company manages its liquidity risk by forecasting cash flows from operations and anticipating any investing and financing activities. Management and the Board of Directors are actively involved in the review, planning and approval of significant expenditures and commitments. The Company is exposed to liquidity risk.
(c) Market risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, foreign currency risk and commodity price risk.
i. Interest rate risk
Some of the Company's accounts payable are subject to interest on unpaid balances.
ii. Foreign currency risk
Foreign currency risk is the risk that the fair value of future cash flow of a financial instrument will fluctuate because of changes in foreign exchange. The Company has minimal exposure to foreign currency transactions during the three months ended January 31, 2025 and 2024.
iii. Commodity price risk
Commodity price risk is the risk that the fair or future cash flows of a financial instrument will fluctuate because of changes in market prices, other than those arising from interest rate risk or foreign currency risk. The Company actively monitors commodity price changes and stock market prices to determine the appropriate course of action to be taken by the Company.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
5. EXPLORATION AND EVALUATION ASSETS
During the year ended January 31, 2025, the Company incurred the following exploration and evaluation costs related to mineral properties:
| Baie Verte portfolio | Joe's Lake | Total | |
|---|---|---|---|
| $ | $ | $ | |
| Balance, October 31, 2024 | 2,537,640 | 28,250 | 3,391,351 |
| Additions: | |||
| Acquisition: | |||
| Cash | - | - | - |
| Shares | - | - | - |
| Total additions to acquisition | - | - | - |
| Exploration: | |||
| Admin expenses | 150 | - | 150 |
| Assays | - | - | - |
| Geological | - | - | - |
| Field expenses | 137,849 | - | 137,849 |
| Travel and accommodation | - | - | - |
| Total additions to exploration | 137,999 | - | 137,999 |
| Total expenses during the period | 137,999 | - | 137,999 |
| Impairment | - | - | - |
| Balance, January 31, 2025 | 2,675,639 | 43,500 | 2,719,139 |
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
- EXPLORATION AND EVALUATION ASSETS (continued)
During the year ended October 31, 2024, the Company incurred the following exploration and evaluation costs related to mineral properties:
| Baie Verte portfolio | Hodge Hill | Leamington | Robert's Arm | Joe's Lake | Total | |
|---|---|---|---|---|---|---|
| $ | $ | $ | $ | $ | $ | |
| Balance, October 31, 2023 | 2,430,959 | 39,368 | 592,230 | 300,544 | 28,250 | 3,391,351 |
| Additions: | ||||||
| Acquisition: | ||||||
| Cash | 75,000 | - | - | - | 10,000 | 85,000 |
| Shares | 29,167 | - | - | - | 5,250 | 34,417 |
| Total additions to acquisition | 104,167 | - | - | - | 15,250 | 119,417 |
| Exploration: | ||||||
| Admin expenses | 781 | 5,582 | 2,121 | 1,944 | - | 10,428 |
| Assays | 903 | 630 | 3,968 | 3,576 | - | 9,077 |
| Geological | 340 | - | - | - | - | 340 |
| Field expenses | 490 | 11,523 | 4,774 | 313 | - | 17,100 |
| Travel and accommodation | - | 3,069 | - | 3,069 | - | 6,138 |
| Total additions to exploration | 2,514 | 20,804 | 10,863 | 8,902 | - | 43,083 |
| Total expenses during the year | 106,681 | 20,804 | 10,863 | 8,902 | 15,250 | 162,500 |
| Impairment | - | (60,172) | (603,093) | (309,446) | - | (972,711) |
| Balance, October 31, 2024 | 2,537,640 | - | - | - | 43,500 | 2,581,140 |
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the three months ended January 31, 2025 and 2024 Expressed in Canadian Dollars
5. EXPLORATION AND EVALUATION ASSETS (continued)
Baie Verte portfolio
The Baie Verte portfolio includes the Dorset, Five Mile Brook, Dorset Extension, and Copper Creek projects.
Dorset Gold Project (part of Baie Verte portfolio)
On April 22, 2020, as amended on February 8, 2022 and October 25, 2022, the Company entered into an options agreement to acquire 100% interest in Dorset Gold Project consisting of two mineral claims located in the Province of Newfoundland and Labrador, Canada. To earn interest, the Company must:
(a) pay a total of $530,000 cash as follows:
i. $100,000 on the closing date (paid);
ii. $50,000 on or before the date which is 12 months from the Closing Date, i.e., February 10, 2023 (paid);
iii. $200,000 on or before February 28, 2022 (paid); and
iv. $180,000 in full and as final cash consideration on or before October 31, 2022 (paid).
(b) by issuing to the Optionor 1,000,000 shares, as follows:
i. 333,333 shares on or before February 28, 2022 (issued);
ii. 333,333 shares on or before February 28, 2023 (issued) (Note 7); and
iii. 333,334 shares on or before February 28, 2024 (issued) (Note 7).
(c) incur exploration expenditures of no less than $1,500,000 as follows:
i. $150,000 on or before April 22, 2022 (incurred);
ii. $200,000 on or before April 22, 2023 (incurred);
iii. $400,000 on or before April 22, 2024 (incurred); and
iv. $750,000 on or before April 22, 2025.
The property is subject to a 2% Net Smelter Returns Royalty ("NSR").
Five Mile Brook and Copper Creek Project (part of Baie Verte portfolio)
On August 11, 2020, as amended on January 20, 2021 and August 26, 2024, the Company entered into an options agreement to acquire 100% interest in Copper Creek Project and Five Mile Brook, consisting of fifty-five claims located in the Province of Newfoundland and Labrador, Canada. To earn interest, the Company must:
(a) pay a total cash of $250,000 and issue 600,000 shares as follows:
i. $25,000 (paid) and issue 50,000 shares (issued) on August 11, 2020;
ii. $25,000 (paid) and issue 100,000 shares (issued) on or before August 11, 2021;
iii. $40,000 (paid) and issue 100,000 shares (issued) on or before August 11, 2022;
iv. $60,000 (paid) and issue 100,000 shares (issued) on or before August 11, 2023 (Note 7);
v. $60,000 (paid) on or before August 30, 2024 and issue 250,000 shares (issued) on or before August 11, 2024 (Note 7); and
vi. $40,000 on or before August 11, 2025.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
5. EXPLORATION AND EVALUATION ASSETS (continued)
Five Mile Brook and Copper Creek Project (part of Baie Verte portfolio) (continued)
(b) incur exploration expenditures of no less than $1,650,000 as follows:
i. $15,000 on or before December 31, 2020 (incurred);
ii. $135,000 on or before August 11, 2021 (incurred);
iii. $350,000 on or before August 11, 2022 (incurred);
iv. $500,000 on or before August 11, 2023 (incurred); and
v. $650,000 on or before August 11, 2025.
Upon earning 100% interest in the property, the Company shall grant the optionor a 2% NSR.
Dorset Extension (part of Baie Verte portfolio)
On January 21, 2021, the Company entered into an options agreement to acquire 100% interest in 13 mineral claims comprising approximately 325 hectares located in Newfoundland and Labrador. To earn interest, the Company must:
(a) pay a total cash of $45,000 as follows:
i. $10,000 on January 21, 2021 (paid);
ii. $10,000 on or before January 21, 2022 (paid);
iii. $10,000 on or before January 21, 2023 (paid); and
iv. $15,000 on or before January 21, 2024 (paid).
Upon earning 100% interest in the property, the Company shall grant the optionor a 2% NSR. The Company has the right to purchase 1% NSR for $1,000,000 at any time.
Joe's Lake Project
On September 14, 2022, as amended on November 9, 2022, the Company entered into an option agreement to acquire 100% interest in Joe's Lake Project. To earn interest, the Company must:
(a) pay a total cash of $100,000 and issue 655,000 shares as follows:
i. $7,500 (paid) and issue 30,000 shares (issued) on closing date;
ii. $10,000 (paid) and issue 50,000 shares (issued) on or before May 14, 2023 (Note 7);
iii. $10,000 (paid) and issue 75,000 shares (issued) on or before May 14, 2024 (Note 7);
iv. $15,000 and issue 100,000 shares on or before May 14, 2025;
v. $25,000 and issue 150,000 shares on or before May 14, 2026; and
vi. $32,500 and issue 250,000 shares on or before May 14, 2027.
(b) incur exploration expenditures of no less than $100,000 as follows:
i. $10,000 on or before May 14, 2023 (not incurred, extended);
ii. $10,000 on or before May 14, 2024 (not incurred, extended);
iii. $15,000 on or before May 14, 2025;
iv. $15,000 on or before May 14, 2026;
v. $25,000 on or before May 14, 2027; and
vi. $25,000 on or before May 14, 2028.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
5. EXPLORATION AND EVALUATION ASSETS (continued)
Joe’s Lake Project (continued)
Upon the commencement of commercial production, the Company shall pay the vendors a 2.0% NSR. The Company is entitled at any time and from time to time to purchase a 1% NSR for $1,000,000.
Hodge’s Hill Project - terminated
On March 23, 2021, the Company entered into an option agreement to acquire 100% interest in the Hodge’s Hill Project. To earn interest, the Company must:
(a) pay a total cash of $502,000 and issue 3,000,000 shares as follows:
i. $102,000 (paid) and issue 500,000 shares (issued) on or before March 28, 2021;
ii. issue 500,000 shares (issued) on or before March 23, 2022;
iii. $75,000 (paid) and issue 500,000 (issued) shares on or before March 23, 2023 (Note 7);
iv. $75,000 and issue 500,000 shares on or before March 23, 2024;
v. $100,000 and issue 500,000 shares on or before March 23, 2025; and
vi. $150,000 and issue 500,000 shares on or before March 23, 2026.
(b) incur exploration expenditures of no less than $2,725,000 as follows:
i. $325,000 on or before November 15, 2021 (incurred);
ii. $400,000 on or before November 15, 2022 (incurred);
iii. $500,000 on or before November 15, 2023;
iv. $750,000 on or before November 15, 2024; and
v. $750,000 on or before November 15, 2025.
Upon the commencement of commercial production, the Company shall pay the vendors a 2.5% NSR. The Company is entitled at any time and from time to time to purchase a 1% NSR for $2,500,000.
The Company terminated the option agreement for the Hodge’s Hill Project and recorded an impairment loss of $60,172 for the year ended October 31, 2024.
Leamington Project - terminated
On March 23, 2021, the Company entered into an option agreement to acquire 100% interest in the Leamington Project. To earn interest, the Company must:
(a) pay a total cash of $562,000 and issue 4,000,000 shares as follows:
i. $162,000 (paid) and issue 1,000,000 shares (issued) on or before March 28, 2021;
ii. issue 750,000 shares (issued) on or before March 23, 2022;
iii. $75,000 (paid) and issue 500,000 (issued) shares on or before March 23, 2023 (Note 7);
iv. $75,000 and issue 500,000 shares on or before March 23, 2024;
v. $100,000 and issue 500,000 shares on or before March 23, 2025; and
vi. $150,000 and issue 750,000 shares on or before March 23, 2026.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the three months ended January 31, 2025 and 2024 Expressed in Canadian Dollars
5. EXPLORATION AND EVALUATION ASSETS (continued)
Leamington Project – terminated (continued)
(b) incur exploration expenditures of no less than $3,625,000 as follows:
i. $500,000 on or before November 15, 2021 (incurred);
ii. $625,000 on or before November 15, 2022 (incurred);
iii. $750,000 on or before November 15, 2023;
iv. $750,000 on or before November 15, 2024; and
v. $1,000,000 on or before November 15, 2025.
Upon the commencement of commercial production, the Company shall pay the vendors a 2.5% NSR. The Company is entitled at any time and from time to time to purchase a 1% NSR for $2,500,000.
The Company reduced the size of the claim block related to the Leamington Project and recorded an impairment loss of $1,728,269 for the year ended October 31, 2023.
The Company terminated the option agreement for the Leamington Project and recorded an impairment loss of $603,093 for the year ended October 31, 2024.
Robert’s Arm Project – terminated
On March 23, 2021, the Company entered into an option agreement to acquire 100% interest in the Robert’s Arm Project. To earn interest, the Company must:
(a) pay a total cash of $511,000 and issue 4,000,000 shares as follows:
i. $111,000 (paid) and issue 1,000,000 shares (issued) on or before March 28, 2021;
ii. issue 750,000 shares (issued) on or before March 23, 2022;
iii. $75,000 (paid) and issue 500,000 (issued) shares on or before March 23, 2023 (Note 7);
iv. $75,000 and issue 500,000 shares on or before March 23, 2024;
v. $100,000 and issue 500,000 shares on or before March 23, 2025; and
vi. $150,000 and issue 750,000 shares on or before March 23, 2026.
(b) incur exploration expenditures of no less than $3,000,000 as follows:
i. $340,000 on or before November 15, 2021 (incurred);
ii. $400,000 on or before November 15, 2022 (incurred);
iii. $510,000 on or before November 15, 2023;
iv. $750,000 on or before November 15, 2024; and
v. $1,000,000 on or before November 15, 2025.
Upon the commencement of commercial production, the Company shall pay the vendors a 2.5% NSR. The Company is entitled at any time and from time to time to purchase a 1% NSR for $2,500,000.
The Company terminated the option agreement for the Robert’s Arm Project and recorded an impairment loss of $309,446 for the year ended October 31, 2024.
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the three months ended January 31, 2025 and 2024 Expressed in Canadian Dollars
6. MARKETABLE SECURITIES
During the year ended October 31, 2024, the Company completed its strategic investment (the "Investment") and received 8,823,529 units of Intrepid Metals Corp. ("Intrepid") for $3,000,000. Each unit consists of one common share of Intrepid and one common share purchase warrant (a "Warrant") entitling the Company to acquire one additional common share of Intrepid at a price of $0.40 until January 5, 2026.
Prior to completion of the Investment, the Company did not hold any securities of Intrepid. As a result of completion of the Investment, the Company now holds approximately 19.98% of the issued and outstanding common shares of Intrepid. The Company also holds additional 8,823,529 Warrants that if exercised will result in the issuance of 8,823,529 common shares of Intrepid.
As at October 31, 2024, the Company held 8,823,529 common shares of Intrepid which had a fair value of $4,323,529, resulting in an unrealized gain of $1,323,529 for the year ended October 31, 2024.
As at January 31, 2025, the Company held 8,823,529 common shares of Intrepid which had a fair value of $3,970,588, resulting in an unrealized loss of $352,941 for the three months ended January 31, 2025.
7. SHARE CAPITAL AND SHARE-BASED PAYMENT RESERVE
Share Capital
(a) Authorized:
The Company is authorized to issue an unlimited number of common shares without par value.
(b) Issued and Outstanding Shares
As at January 31, 2025, 118,232,402 common shares were issued and outstanding.
On November 8, 2024, the Company completed a non-brokered private placement and issued 20,000,000 units at a price of $0.05 per unit for gross proceeds of $1,000,000. Each unit is comprised of one common share and one-half-of-one common share purchase warrant (each whole warrant, a "Warrant"), with each Warrant entitling the holder to purchase an additional common share at a price of $0.10 until November 8, 2027. In connection with the private placement, the Company paid finders' fees of $21,175 and issued 423,500 finders' warrants, with a fair value of $33,617, exercisable at a price of $0.10 per finders' warrant for a period of three years.
On September 9, 2024, 250,000 common shares valued at $12,500 were issued as a payment for Five Mile Brook and Copper Creek Project (Note 5).
On May 14, 2024, 75,000 common shares valued at $5,250 were issued as a payment for Joe's Lake Project (Note 5).
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the three months ended January 31, 2025 and 2024 Expressed in Canadian Dollars
7. SHARE CAPITAL AND SHARE-BASED PAYMENT RESERVE (continued)
Share Capital (continued)
(b) Issued and Outstanding Shares (continued)
On April 19, 2024, the Company completed a non-brokered private placement and issued 38,300,000 units at a price of $0.05 per unit for gross proceeds of $1,915,000. Each unit is comprised of one common share and one-half-of-one common share purchase warrant (each whole warrant, a "Warrant"), with each Warrant entitling the holder to purchase an additional common share at a price of $0.10 until April 19, 2027. In connection with the private placement, the Company paid finders' fees of $43,400 and issued 868,000 finders' warrants, with a fair value of $50,423, exercisable at a price of $0.10 per finders' warrant for a period of three years.
On February 27, 2024, 333,334 common shares valued at $16,667 were issued as a payment for Dorset Gold Project (Note 5).
Warrants
On November 8, 2024, the Company issued 10,000,000 warrants through the private placement units and 423,500 finders' warrants in connection with the private placement. Under the residual method, the 10,000,000 warrants issued through the private placement units were valued at $nil. The fair value of 423,500 finders' warrants of $33,617 was calculated using Black-Scholes option pricing model with the following assumptions: stock price – $0.075; exercise price – $0.10; expected life – three years; volatility – 145.23%; dividend yield – $nil; and risk-free rate – 4.35%.
On April 19, 2024, the Company issued 19,150,000 warrants through the private placement units and 868,000 finders' warrants in connection with the private placement. Under the residual method, the 19,150,000 warrants issued through the private placement units were valued at $nil. The fair value of 868,000 finders' warrants of $50,423 was calculated using Black-Scholes option pricing model with the following assumptions: stock price – $0.105; exercise price – $0.10; expected life – three years; volatility – 159.97%; dividend yield – $nil; and risk-free rate – 3.08%.
During the three months ended January 31, 2025, 150,000 warrants were exercised.
During the year ended October 31, 2024, 5,577,900 warrants were expired.
A summary of changes in warrants during the three months ended January 31, 2025 and the year ended October 31, 2024 is as follows:
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
7. SHARE CAPITAL AND SHARE-BASED PAYMENT RESERVE (continued)
Warrants (continued)
| Number of warrants outstanding | Exercise price | |
|---|---|---|
| $ | ||
| Balance, October 31, 2023 | 5,577,900 | 0.50 |
| Granted | 20,018,000 | 0.10 |
| Expired | (5,577,900) | 0.50 |
| Balance, October 31, 2024 | 20,018,000 | 0.10 |
| Granted | 10,423,500 | 0.10 |
| Exercised | (150,000) | 0.10 |
| Balance, January 31, 2025 | 30,291,500 | 0.10 |
A summary of warrants outstanding at January 31, 2025 is as follows:
| Grant Date | Expiry Date | Outstanding | Remaining Life (years) | Exercise price |
|---|---|---|---|---|
| $ | ||||
| April 19, 2024 | April 19, 2027 | 19,868,000 | 2.22 | 0.10 |
| November 8, 2024 | November 8, 2027 | 10,423,500 | 2.77 | 0.10 |
| Balance, October 31, 2024 | 30,291,500 | 2.41 | 0.10 |
Stock options
During the year ended October 31, 2024, 225,000 (2023 - nil) stock options expired.
The weighted average remaining life of the stock options outstanding as at January 31, 2025 is 1.00 years.
A summary of changes in stock options during the three months ended October 31, 2024 and 2023 is as follows:
| Number of options outstanding | Exercise price | |
|---|---|---|
| $ | ||
| Balance, October 31, 2022 and 2023 | 1,150,000 | 0.85 |
| Expired | (225,000) | 0.80 |
| Balance, October 31, 2024 and January 31, 2025 | 925,000 | 0.86 |
A summary of stock options outstanding and exercisable at January 31, 2025 is as follows:
| Grant Date | Expiry Date | Outstanding | Exercisable | Remaining Life (years) | Exercise price |
|---|---|---|---|---|---|
| $ | |||||
| July 23, 2020 | July 23, 2025 | 325,000 | 325,000 | 0.48 | 0.80 |
| July 13, 2021 | July 13, 2026 | 600,000 | 600,000 | 1.45 | 0.90 |
| Balance, January 31, 2025 | 925,000 | 925,000 | 1.00 | 0.86 |
LEOCOR MINING INC. (formerly LEOCOR GOLD INC.)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the three months ended January 31, 2025 and 2024
Expressed in Canadian Dollars
8. KEY MANAGEMENT COMPENSATION AND RELATED PARTY BALANCES AND TRANSACTIONS
Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Related parties may be individuals or corporate entities. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties.
Key management includes directors and key officers of the Company, including the President, Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"). Amounts paid and accrued to key management are included in general expenses as follows:
| 2025 | 2024 | |
|---|---|---|
| $ | $ | |
| Consulting fees and management fees | 49,615 | 15,000 |
| Total key management compensation | 49,615 | 15,000 |
There were no payables to related parties as at January 31, 2025 and 2024.
9. 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 its 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.
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 geological 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 year ended January 31, 2025. The Company is not subject to externally imposed capital requirements.
10. COMMITMENTS
The Company is committed to certain cash payments, common share issuances and exploration expenditures as described in Note 5.
11. SUBSEQUENT EVENTS
There were no significant subsequent events.