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Leocor Mining Inc. Management Reports 2025
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Management Reports
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MANAGEMENT'S DISCUSSION AND ANALYSIS
FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
INTRODUCTION
This Management Discussion and Analysis ("MD&A") provides a detailed analysis of the business of Leocor Mining Inc. (formerly Leocor Gold Inc.) ("Leocor" or the "Company") and compares its financial results for the six months ended April 30, 2025 and 2024. This MD&A should be read in conjunction with the Company's consolidated financial statements for the six months ended April 30, 2025 and 2024. The Company's reporting currency is the Canadian dollar and all amounts in this MD&A are expressed in Canadian dollars.
The Company's financial results are being reported in accordance with International Financial Reporting Standards ("IFRS") as issued by the IASB. Further details are included in Note 2 of the consolidated financial statements for the six months ended April 30, 2025. This MD&A is dated June 27, 2025.
The following discussion contains forward-looking statements that involve numerous risks and uncertainties. Actual results of the Company could differ materially from those discussed in such forward- looking statements as a result of these risks and uncertainties, including those set forth in this prospectus under "Forward-Looking Statements" and under "Risk Factors".
On January 21, 2025, the Company changed its name to Leocor Mining Inc.
On February 1, 2021, the Company announced that its common shares have commenced trading on the OTCQB marketplace under the symbol "LECRF". The Company's common shares will continue to trade on the Canadian Securities Exchange under the symbol "LECR". The Company expects that the listing on the OTCQB will provide greater visibility and convenience of trading for US investors, resulting in enhanced liquidity going forward.
On November 24, 2020, the Company's common shares commenced trading on the Frankfurt Stock Exchange under the trading symbol "LGO". In January 2020, the Company's common shares commenced trading on the OTCQB marketplace under the symbol "LECRF". The Company's common shares will continue to trade on the Canadian Securities Exchange under the symbol "LECR". The Company expects that the listing on the OTCQB and Frankfurt Stock Exchange will provide greater visibility and convenience of trading for US and European investors, resulting in enhanced liquidity going forward.
On July 28, 2020, the Company changed its name to Leocor Gold Inc. under the same trading symbol of "LECR".
During the year ended October 31, 2019, the Company completed its Initial Public Offering ("Offering") pursuant to a prospectus dated May 24, 2019 in which it issued an aggregate of 3,400,000 common shares of the Company at a purchase price of $0.10 per common share. This generated aggregate gross proceeds of $340,000.
PI Financial Corp. acted as the Agent ("Agent") on a commercially reasonable efforts basis in respect of the Offering and received a cash commission, a corporate finance fee and 200,000 corporate finance warrants in consideration for its services. In addition, the Company issued 238,000 non-transferable agent's warrants to purchase common shares. Each warrant is exercisable for a period of two years
MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
from closing of the offering, at an exercise price of $0.10 per common share. Proceeds of the Offering will be applied to finance the Company's exploration work and for working capital purposes.
The Company received approval of its application to list its common shares on the Canadian Securities Exchange. The Company's common shares were listed on the Exchange on June 18, 2019 and immediately halted pending closing of the Offering. The common shares commenced trading on the Exchange on June 21, 2019 under the trading symbol "LECR".
MINERAL PROPERTIES
BAIE VERTE PROJECT (COPPER CREEK, DORSET AND FIVE MILE BROOK)
From North to South, the Copper Creek, Dorset and Five Mile Brook properties combine to form a property package of 1995 hectares (Fig.3). These properties, staked by multiple underlying owners and with disparate staking and assessment reporting dates, were individual projects until they were consolidated by the Company into the more logical Baie Verte project. Current and historical surface work shows a N-NE striking zone of favourable stratigraphy and structure with semicontinuous alteration and mineralization along the length of the property package (Fig4a and 4b.) These figures also show the position of a recently completed soil grid (results pending), and a planned ground magnetic grid, both of which are illustrate sampling lines perpendicular to the favorable N-NE striking stratigraphy and structure.
Figure 3: The Company holdings in the Baie Verte Peninsula, central Newfoundland, Canada
MANAGEMENT'S DISCUSSION AND ANALYSIS
FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
Figure 4a and 4b: Leocor Baei Verte Property position with planned work, mineral occurrences, and district geology.
DORSET PROPERTY
In April 2020 the Company signed an option agreement to acquire $100\%$ interest in two mineral claims located in the Province of Newfoundland and Labrador referred to as the "Dorset Gold Project". To exercise the option, the Company must make cash payments to Nexus of $\$1,250,000$ over four years and incur work expenditures of $\$1,500,000$ over five years. The Dorset Project is subject to a $2\%$ net smelter returns royalty on commercial production from the Dorset Project in favour of United Gold Inc. and Margaret Duffit, $50\%$ of which may be purchased at any time for a cash payment of $\$1,000,000$ . The Dorset option agreement is with a party related to the Company having a director in common.
The Dorset Gold Project is a 275-ha property, located south of the Pine Cove Gold Mine, in the Baie Verte Mining District, north central Newfoundland, Canada, with multiple zones of high-grade gold mineralization. The Main Zone includes three historic occurrences, with up to 409 grams-per-tonne $(\mathrm{g} / \mathrm{t})$ Au in grab samples, with channel sampling results of $177~\mathrm{g / t}$ Au over 0.35 metre, $22~\mathrm{g / t}$ Au over $1.5\mathrm{m}$ , $17.2~\mathrm{g / t}$ Au over $1.5\mathrm{m}$ and $14.7~\mathrm{g / t}$ Au over $1.5\mathrm{m}$ . Historic drilling includes DDH 87-1, which intersected $9.5~\mathrm{g / t}$ Au over $1.3\mathrm{m}^*$ (MacDougall, 1990).
Historic select sampling at the Braz Zone returned values of $314\mathrm{g / t}$ Au, $40\mathrm{g / t}$ Au, $31.4\mathrm{g / t}$ Au, 21.2 $\mathrm{g / t}$ Au, $19.2\mathrm{g / t}$ Au and $14.8\mathrm{g / t}$ Au. Historic channel sampling across the vein returned $9.5\mathrm{g / t}$ Au over $0.4\mathrm{m}$ , $5.7\mathrm{g / t}$ Au over $0.5\mathrm{m}$ and $1.2\mathrm{g / t}$ Au over $0.65\mathrm{m}$ . Weighted averages of historic rock sampling encompassing vein and mineralized wall rock returned values of $5.8\mathrm{g / t}$ Au over $1.9\mathrm{m}$ , 3.1 $\mathrm{g / t}$ Au over $2\mathrm{m}$ and $2.5\mathrm{g / t}$ Au over $1.5\mathrm{m}$ (MacDougall, 1990).
MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
Other zones include: The Albatross, where historic rock sampling of mineralized zones returned values up to 9.6 g/t Au and locally up to 30.3 g/t Au. Assay results from three 1987 diamond drill holes include 1.0 g/t Au over 7.3m, 1.81 g/t over 4.3m and 1.02 g/t over 2.2m; the Phoenix Zone, where grabs of altered gabbro assayed up to 5.8 g/t Au, 5.5 g/t Au and 3.3 g/t Au, and diamond drill hole intersection of 1.07 g/t Au over 5.45m; and the Gunshot Zone, where veins containing visible gold and pyrite returned grab samples that assayed up to 162 g/t Au and channel samples that assayed up to 18 g/t Au over 0.4m (MacDougall, 1989).
In May 2020 the Company began a comprehensive review of available data on the Dorset Gold Project. The Company is currently implementing the review as a preliminary step in formulating budgets and work plans for its 2020/2021 exploration programs. Phase one exploration is anticipated to concentrate in and around known quartz veins with strong historical showings, and may include additional prospecting, sampling, soil geochemistry, and channel sampling, in and around known quartz veins with strong historical showings.
The Dorset #1 vein is comprised of two narrow, discontinuous quartz veins, trenched for 60m along strike. The western vein varies from 2 to 15cms in width and contains visible gold, pyrite and galena. Grab samples collected from this vein assayed up to 409 grams-per-tonne ("g/t") gold ("Au") and channel samples of 177 g/t Au over 0.35m; 56 g/t Au over 2.5m, and 41.6 g/t Au over 1.5m (Noranda assessment reports).
The Dorset #2 vein system is located 37m west of the Dorset #1 vein. It is the most significant of the veins and has been trenched and tested by diamond drilling over a strike length of 110 m. Further trenching and limited diamond drilling have indicated a minimum strike length of 400m and may extend up to 900m (Dorset Extension).
Mineralization comprises of visible gold, pyrite, galena, chalcopyrite, bornite and minor sphalerite and arsenopyrite. Diamond drilling has confirmed the presence of high-grade gold grades.
In July 2020 the Company began field work at the Dorset project. Company's geologist Wilson Jacobs is overseeing the preliminary field work, with the initial focus directed at locating a number of historic trench sites from which high-grade gold assay results were reported by Noranda Exploration Co. Ltd, during 1997-1999.
A number of target areas have been delineated for follow-up, based on the historic work and these include:
Dorset – up to 408 grams-per-tonne ("g/t") gold ("Au") (grab samples), 41.6 g/t Au over 1.5m (channels) and 9.5 g/t Au over 1.3m in a diamond drill hole (ddh).
Dorset Extension – up to 56 g/t Au over 2.5m (channels) and 2.32 g/t Au over 0.5m (ddh).
Braz – up to 314 g/t Au & 40 g/t Au (grabs) and 5.8 g/t over 1.9m (channels).
Gunshot – up to 162 g/t Au (grabs), 18 g/t Au over 0.4m (channels) & 5.73 g/t over 0.55m (ddh).
CCZ – up to 5.5 g/t Au & 4.6 g/t Au (grabs) and 0.6 g/t Au over 5.5m (channels).
On February 8, 2022, the Company signed another agreement with Nexus Gold Corp. to amend the terms in the above-mentioned agreement in which the Company can acquire the Dorset Gold Project located in the province of Newfoundland. The new terms shall replace the original agreement which
MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
was signed on April 22, 2020. To earn interest, the Company agreed to make cash payments to Nexus of $550,000 over a three-year period – from April 22, 2020 to February 28, 2023. Additionally, the Company must issue a total of 1,000,000 common shares to Nexus Gold Corp from February 28, 2022 to February 28, 2024. The amended agreement is also subject to a 2% net smelter return royalty on commercial production from the Dorset Project in favour of United Gold Inc. and Margaret Duffit.
On October 25, 2022, the agreement was amended with respect to the cash payment. Under the amended agreement dated October 25, 2022, the Company agreed to pay total cash payment in the amount of $530,000 (paid).
COPPER CREEK AND FIVE MILE BROOK PROPERTIES
In August 2020 (amended January 20, 2021 and August 26, 2024), the Company entered into an option agreement with Lai Lai Chan, pursuant to which the Company has the option to acquire a 100% interest in the Copper Creek and Five Mile Brook projects located north-central portion of the Baie Verte Peninsula, Newfoundland.
In order to exercise the Option, the Company must: (1) make cash payments to Ms. Chan of $250,000 over four years; (2) issue a total of 600,000 common shares of the Company to Ms. Chan over four years; and (3) incur work expenditures of $1,650,000 over four years. Upon exercise of the Option, Ms. Chan will retain a 2% NSR royalty. As of October 31, 2024, $150,000 paid and 350,000 common shares issued pursuant to the payment schedule.
The acquisition of the Five Mile Brook (350 hectares) and Copper Creek claims (1025 hectares) brings give the Company a near contiguous land package that bridges the gap between Tenacity Gold to the south, and Anaconda Mining to the north (see figure 3).
Recent work has identified a significant zone of gold mineralization at the new Braz-NE trench site as well as an extensive gold-in-soil anomaly in the southwestern claims, from which a recent rock sample value of 1.23 grams-per-tonne ("g/t") gold ("Au") was obtained.
The most significant gold results, from the Braz-NE trench see Fig.5), were obtained from a 16.8 m wide section of a 57 m wide iron-carbonate alteration zone, where a total of 12 channel samples were collected. Eight of these, from 20304 to 20311, returned a continuous section of highly anomalous gold results having a combined (average) grade of 1.69 g/t Au over 8m; the latter section includes two subzones yielding 1.47 g/t Au over 4m and 2.49 g/t over 3m. Bounding this zone, to the northwest, is a 3.6m gap (of non-exposure) separating it from a 2.5m wide quartz vein rich zone where three channel samples 20301, 2 and 3 returned an average grade of 3.31 g/t Au over 2.5m. To the southeast of the 8m channel-sampled section, a 0.7m gap of non-exposure, separates the latter from a 1.6m wide bedrock exposure 20311 returning 1.34 g/t Au over 1.6m.
MANAGEMENT'S DISCUSSION AND ANALYSIS
FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
Figure 5: BRAZ-NE Trench
The Baie Verte Peninsula represents one of the more historically productive gold and base metal mining districts in Canada. The former Terra Nova base metal mine – one of several copper mines of the region, which operated during the late 1880's to early 1900's – lies 200 meters west of Leocor's Copper Creek claims. Former gold mining operations in the area include the Goldenville mine (of 1903-1906), located $8\mathrm{km}$ NE of the property, and the more recent Nugget Pond mine (1997-2000) of the eastern Baie Verte Peninsula area. Currently producing mines in the area include the Rambler
MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
base metal-gold mine (1961-present), located 14 km ESE of Baie Verte, and the Pine Cove and Stogertite mines (collectively, 2011-present) located 1.6 km and 5.4 km NE of the current property.
Copper Creek's southwestern section is host to a number of gold prospects and copper occurrences associated with extensive alteration/shear zones developed within a thrust-faulted sequence of quartz-Fe-carbonate-fuchsite-altered gabbros, ultramafics and mafic volcanics, of the Advocate (ophiolite) Complex, and intermediate to silicic volcanlactics & tuffs and microgabbroic dykes/sills, of the Flatwater Pond (cover sequence) Group.
Historical results at Copper Creek include 3.9 grams-per-tonne ("g/t") gold ("Au") over 4 meters in a channel sample, and 16 g/t Au, 11.35 g/t Au, 9.20 g/t Au, 8.23 g/t Au, 7.33 g/t in grab samples* (Noranda, 1988; Anaconda Mining 2004; Chan 2013). Five Mile Brook has been subject to minimal exploration in the past but shows potentially important geological continuity to the Company's Dorset Gold Project, which lies directly contiguous to the northern boundary. A complete outline of these targets is described below and locations are shown on fig.6
Figure 6: Known mineralized zones at the Dorset Gold Project, Newfoundland
*(Note: the reader is cautioned that rock grab samples are selective by nature and may not represent the true grade or style of mineralization across the property).
The gold occurrences are associated mainly with quartz vein systems cutting strongly altered gabbroic and mafic volcanic host rock. Gold values have been obtained from the host mafic volcanic as well, as the Central Carbonate Zone (CCZ) which includes a 70m wide zone of iron-carbonate alteration
MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
with sporadic 1-2% pyrite and associated anomalous gold traceable over a 700m strike length (see gold results above).
With the exception of a small exposed section of quartz vein at the Dorset, the above described trenches are heavily concealed by infilled debris and significant vegetation regrowth. The various trench prospects - formerly mapped and plotted in relation to the early Noranda (cut-line) grid - are presently being documented by GPS and positioned in relation to a newer (2013) grid constructed by Tenacity Gold Mining Co. Ltd.
A compilation of all historical data involving geology, soil geochemistry, trenches and drill holes will be transferred to the newer grid map. This will aid the exploration strategy designed to follow up on yet-untested, favourable, geological and gold-in-soil geochemical trends. The latter grid, which is in fair to good condition, represents an excellent asset to the property by which a recommended Induced Polarization ("IP") survey can be implemented as well as follow-up soil geochemical surveys.
Exploration Approval for work on the Dorset showing has already been granted, and concurrent with the above work, an application for additional approvals was filed with government on July 14, 2020 to conduct retrenching of the remaining known sites. The trenching program is designed to confirm and expand on the earlier-reported gold-bearing zones.
JOES LAKE PROPERTY
On September 14, 2022, as amended on November 9, 2022, the Company entered into an option agreement with arm's-length party, pursuant to which it has been granted the right to acquire the Joes Lake property. The property consists of a 300-hectare exploration-stage parcel located in the province of Newfoundland.
Pursuant to the option agreement, the company can acquire the property by completing a series of cash payments and share issuances to the vendor and incurring exploration expenditures on the property over a six-year term, as below:
(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 (issued) shares on or before May 14, 2023;
iii. $10,000 (paid) and issue 75,000 (issued) shares on or before May 14, 2024;
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.
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MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
HODGES HILL PROJECT - TERMINATED
On March 23, 2021 the Company entered into an option agreement to acquire 100% interest in Hodge's Hill Project. To earn the interest the Company must pay a total cash of $502,000 and issue 3,000,000 shares, and incur exploration expenditures of no less than $2,725,000. Upon earning a 100% interest in the property, the Company shall grant the optionor a Net Smelter Returns Royalty of 2.5%.
Hodge's Hill project consists of nine mineral licenses totaling 1562 claims and covers 39,050 hectares (390 square km) in the southwest corner of the Western Exploit District. The claims are host to distinct magnetic high units (Gabbros) in settings indicative of known regional gold occurrences. These rocks are associated with continental volcanism. Gabbros have long been recognized as being directly associated with gold mineralization in the Baie Verte area in occurrences such as Anaconda Mines Pine Cove deposit and more recently, the 2014 discovery by Anaconda of the Stog'er Tight and Argyle showings. The project covers major regional NE and NNW structures outlined by the regional NFLD airborne magnetic surveys. Anomalous government till sampling programs have identified gold and arsenic anomalies associated with these regional structures.
It has recently come to light that the Central Newfoundland Gold Belt is prospective for high-grade gold associated with strong northeast trending regional structures. High-grade gold at New Found Gold's Keats showing and Labrador Gold's Big Vein target were originally discovered with regional and targeted lake, till and soil geochemical programs. Both of these showings are associated with linear 1st vertical derivative Magnetic anomalies. Much of the gold in Newfoundland appears to have been deposited in a fairly tight window of time between 437 and 375 Ma.
Very similar geophysical anomalies are present on the Leocor claims and are associated with regional till anomalies identified by historical exploration (Noranda and others) and Newfoundland Government geochemical surveys.
The phase 1 program is designed to follow up additional 1st derivative magnetic high linear anomalies that are associated with regional till anomalies on the claims. Detailed C-horizon soil geochemical grids will target prospective magnetic high anomalies. Samples will be collected below the oxidized B-horizon wherever possible as this layer has been identified as being a mask to underlying anomalous till sediments which are more reflective of source material. The Phase 1 and Phase 2 geochemical programs are budgeted at 5000 samples on 20 grids spread over the project. The samples will be collected at 25m spacing on lines 100m-300m apart for phase 1 soils and infilled to 100m line spacing if anomalies are discovered. Grids will be expanded, as necessary.
Any soil anomalies identified will be followed up with prospecting, additional geochemical, geophysical, and geological programs, and drilling in future exploration programs.
The Company reduced the size of the claim block related to the Hodge's Hill Project and, as a result, recorded an impairment loss of $1,537,323 for the year ended October 31, 2023.
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.
MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
LEAMINGTON PROJECT - TERMINATED
Leamington targets an area measuring 30 kilometres east-west by 36 kilometres north-south that hosts the prospective rocks of the Exploits terrane, which the Newfoundland government regional till survey showed was anomalous in gold and arsenic. The target also has close to 100 km of various regional structures running through it, with approximately 50 to 60 square kilometres of prospective gabbros.
The claim block's northern boundary straddles 20 km of the Red Indian Line (RIL) suture zone, which is the main deep structural contact between the Laurentia and Gander terrane boundaries. The project is also flanked along the eastern side (30 km) by the Northern Arm fault, which is the same fault system that the Valentine Lake project straddles.
In order to exercise the option granted under the Leamington agreement, the Company must make cash payments to the optionor of $562,000 and issue 4,000,000 common shares over five years (of which $237,000 cash paid and 2,250,000 common shares issued as of October 31, 2024. The Company must also incur expenditures of at least $3,625,000 by November 15, 2025. Upon earning a 100% interest in the property, the Company shall grant the optionor a Net Smelter Returns Royalty of 2.5%.
The Company reduced the size of the claim block related to the Leamington Project and, as a result, 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
Robert's Arm covers mainly mafic to siliciclastic marine volcanic rocks of late Cambrian to Middle Ordovician age, known as the Wild Bight group. Running through the Wild Bight unit is a distinct magnetic high gabbro sill unit known as the Gummy Brook gabbro. It is this unit that is related to the known gold mineralization in the area. The main highlight is that the property is straddling 38 km of the RIL suture zone and that it also has numerous linear magnetic high anomalies interpreted to be untested gabbro units.
In order to exercise the option granted under the Robert's Arm agreement, the Company must make cash payments to the optionor of $511,000 and issue 4,000,000 common shares over five years (of which $186,000 cash paid and 2,250,000 common shares issued as of October 31, 2024. The Company must also incur expenditures of at least $3 million by November 15, 2025. Upon earning a 100% interest in the property, the Company shall grant the optionor a Net Smelter Returns Royalty of 2.5%.
The Company reduced the size of the claim block related to the Robert's Arm Project and, as a result, recorded an impairment loss of $1,591,472 for the year ended October 31, 2023.
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.
MANAGEMENT'S DISCUSSION AND ANALYSIS
FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
Selected Financial Information and Additional Disclosure
The following financial data is derived from the Consolidated Financial Statements and should be read in conjunction with the Audited Consolidated Financial Statements.
| Year ended October 31, 2024 | Year ended October 31, 2023 | Year ended October 31, 2022 | |
|---|---|---|---|
| $ | $ | $ | |
| Total revenue | - | - | - |
| Loss from operations | (109,670) | (8,142,884) | (506,506) |
| Loss per share – basic and diluted (cents per share) | (0.00) | (0.14) | (0.01) |
| Total assets | 9,550,866 | 7,252,215 | 15,438,324 |
| Total current liabilities | 339,598 | 215,294 | 525,685 |
| Total non-current financial liabilities | - | - | - |
| Exploration and evaluation assets or expenditures | 2,581,140 | 3,391,351 | 9,519,649 |
Results of Operations and Quarterly Results
| April 30, 2025 | January 31, 2025 | October 31, 2024 | July 31, 2024 | |
|---|---|---|---|---|
| $ | $ | $ | $ | |
| Accounting and audit fee | 15,000 | 13,000 | 6,500 | 5,000 |
| Consulting | 38,077 | 111,154 | 49,615 | 106,616 |
| Filing fee | 21,839 | 19,570 | 12,538 | 13,893 |
| Foreign exchange | (40) | 489 | 2 | 5 |
| Geological consulting | - | 600 | 2,550 | - |
| Interest expense | 9,289 | 4,349 | 35,110 | - |
| Legal fees | 4,604 | 12,547 | 2,761 | 18,383 |
| Marketing | - | 281,682 | 2,700 | 5,394 |
| Office and administrative | 17,929 | 18,295 | 20,021 | 18,216 |
| Share based compensation | - | 33,617 | (50,422) | - |
| Other income | - | - | - | - |
| Unrealized (gain) loss on marketable securities | 352,941 | 352,941 | (1,551,529) | 2,112,000 |
| Impairment loss | - | - | 972,711 | - |
| Income (loss) for the period | (459,639) | (848,244) | 497,443 | (2,279,507) |
| (Loss) Earnings per share – basic | (0.00) | (0.01) | 0.01 | (0.02) |
| (Loss) Earnings per share – diluted | (0.00) | (0.01) | 0.01 | (0.02) |
MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
| April 30, 2024 | January 31, 2024 | October 31, 2023 | July 31, 2023 | |
|---|---|---|---|---|
| $ | $ | $ | $ | |
| Audit fee | 20,075 | 5,000 | 3,500 | 3,500 |
| Consulting | 79,615 | 15,000 | 15,000 | 15,000 |
| Filing fee | 11,908 | 11,547 | 12,328 | 11,913 |
| Foreign exchange | 10 | (190) | 194 | (185) |
| Geological consulting | 500 | - | 244 | - |
| Interest expense | - | - | 7,682 | - |
| Legal fees | 9,071 | 7,838 | 1,125 | 1,063 |
| Marketing | 5,475 | 9,375 | 3,375 | 6,975 |
| Office and administrative | 17,947 | 17,997 | 18,802 | 18,114 |
| Stock based compensation | 50,422 | - | ||
| Other income | (21,000) | (28,984) | (12,789) | (68,709) |
| Unrealized (gain) loss on marketable securities | (1,056,000) | (828,000) | - | - |
| Impairment loss | - | - | 8,004,715 | - |
| Loss for the period | 881,977 | 790,417 | (8,054,176) | 12,329 |
| Income (loss) per share - basic | 0.01 | 0.01 | (0.14) | 0.00 |
| Income (loss) per share - diluted | 0.01 | 0.01 | (0.14) | 0.00 |
Three months ended April 30, 2025 and 2024
The Company had a net loss of $459,639 for the three months ended April 30, 2025 compared to the net income of $860,977 for the three months ended April 30, 2024. The Company shifted from a net income in 2024 to a net loss in 2025 due to unrealized gains or losses in its investments, which do not affect the Company's core business operations.
During the three months ended April 30, 2025, the audit and accounting expenses decreased by $5,075 to $15,000 compared to the three months ended April 30, 2024. The audit and accounting expenses represent the accrued audit fee for FY2025.
During the three months ended April 30, 2025, the Company incurred $38,077 consulting expenses while the Company incurred $79,615 during the three months ended April 30, 2024. The significant decrease of $41,538 is due to reduced business activities during the three months ended April 30, 2025.
Filing fee slightly increased by $9,931 from $11,908 during the three months ended April 30, 2024 to $21,839 during the three months ended April 30, 2025.
Geological expense decreased by $500 from $500 during the three months ended April 30, 2024 to $Nil during the three months ended April 30, 2025.
Interest expense increased by $9,289 from $Nil during the three months ended April 30, 2024 to $9,289 during the three months ended April 30, 2025. The interest expense was related to an amount payable to a non-arm's length party.
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MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
During the three months ended April 30, 2025, the legal expenses decreased by $4,467 to $4,604, compared to $9,071 during the three months ended April 30, 2024.
During the three months ended April 30, 2025, the marketing expenses decreased by $5,475 to $Nil compared to the same period in 2024.
The office and administration expenses slightly less by $18 from $17,947 during the three months ended April 30, 2024 to $17,929 during the three months ended April 30, 2025. Most of the office and administration expenses is related to administrative services.
The share-based compensation decreased by $50,422 from $50,422 during the three months ended April 30, 2024 to $Nil during the three months ended April 30, 2025. The Company paid warrants to its finders in connection with its private placement held in November 2024.
The unrealized gain on marketable securities decreased by $1,408,941 from a gain of $1,056,000 during the three months ended April 30, 2024 to a loss of $352,941 during the three months ended April 30, 2025. The significant loss is due to market price of the investment, which do not affect the Company's core business operations.
Six months ended April 30, 2025 and 2024
The Company had a net loss of $1,307,883 for the six months ended April 30, 2025 compared to the net income of $1,651,394 for the six months ended April 30, 2024. The Company shifted from a net income in 2024 to a net loss in 2025 due to unrealized gains or losses in its investments, which do not affect the Company's core business operations.
During the six months ended April 30, 2025, the audit and accounting expenses increased by $2,925 to $28,000 compared to the six months ended April 30, 2024. The audit and accounting expenses represent the accrued audit fee for FY2025.
During the six months ended April 30, 2025, the Company incurred $149,231 consulting expenses while the Company incurred $94,615 during the six months ended April 30, 2024. The significant increase of $54,616 is due to business advisory fee paid to an arm's length party during the six months ended April 30, 2025.
Filing fee slightly increased by $17,954 from $23,455 during the six months ended April 30, 2024 to $41,409 during the six months ended April 30, 2025.
Geological expense increased by $100 from $500 during the six months ended April 30, 2024 to $600 during the six months ended April 30, 2025.
Interest expense increased by $13,638 from $Nil during the six months ended April 30, 2024 to $13,638 during the six months ended April 30, 2025. The interest expense was related to an amount payable to a non-arm's length party.
MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
During the six months ended April 30, 2025, the legal expenses increased by $242 to $17,151, compared to $16,909 during the six months ended April 30, 2024.
During the six months ended April 30, 2025, the marketing expenses increased by $266,832 to $281,682 compared to the same period in 2024. The Company significantly increased its spending on marketing during the six months ended April 30, 2025, to increase its awareness to public.
The office and administration expenses increased by $280 from $35,944 during the six months ended April 30, 2024 to $36,224 during the six months ended April 30, 2025. Most of the office and administration expenses is related to administrative services.
The share-based compensation decreased by $16,805 from $50,422 during the six months ended April 30, 2024 to $33,617 during the six months ended April 30, 2025. The Company paid warrants to its finders in connection with its private placement held in November 2024.
The unrealized gain on marketable securities decreased by $2,589,882 from a gain of $1,884,000 during the six months ended April 30, 2024 to a loss of $705,882 during the six months ended April 30, 2025. The significant loss is due to market price of the investment, which do not affect the Company's core business operations.
Liquidity and Capital Resources
As at April 30, 2025, the Company had a working capital balance of $4,965,694, (October 31, 2024 - 6,630,128) including cash and cash equivalents of $1,550,125 (October 31, 2024 - $2,543,212) which is considered adequate to meet its requirements for the ensuing 12 months based on current budgeted expenditures for operations and exploration of its mineral property interests. Working capital is held almost entirely in cash and cash equivalents, significantly reducing any liquidity risk of financial instruments held by the Company. As a result, the Company has minimal liquidity risk.
The Company has no revenue-producing operations. As at April 30, 2025, the Company had an accumulated loss of $13,746,877 (October 31, 2024 - $12,438,994).
The Company does not have any commitments for capital expenditures.
The Company is dependent on external financing, including equity issuances and debt financing, to fund its activities. Management of the Company will determine whether to accept any offer to finance weighing such things as the financing terms, the results of exploration, share price at the time and current market conditions, among others. Circumstances that could impair the Company's ability to raise additional funds include general economic conditions, metal prices and the other factors set forth below under "Risk Factors".
On an ongoing basis, and particularly in light of current market conditions for mineral exploration, management evaluates and adjusts its planned level of activities, including planned, exploration and committed administrative costs, to maintain adequate levels of working capital.
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MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
Off-Balance Sheet Arrangements
The Company has not participated in any off-balance sheet or income statement arrangements.
Key Management Compensation and Related Party 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 for the six months ended April 30, 2025 and 2024, as follows:
| 2025 | 2024 | |
|---|---|---|
| $ | $ | |
| Consulting fees and management fees | 76,154 | 64,615 |
| Total key management compensation | 76,154 | 64,615 |
There were no payables to related parties as at April 30, 2025 or October 31, 2024.
Financial Instruments
As at April 30, 2025, the Company's financial instruments consisted of cash, marketable securities and accounts payable.
The fair values of the Company's financial instruments approximate their carrying value, due to their short-term maturities or liquidity.
As at April 30, 2025, the Company's risk exposure and the impact on the Company's financial instruments are summarized below.
Risks and Uncertainties
The operations of the Company are speculative due to the high-risk nature of its business, which is the acquisition and exploration of mining properties. Below is a description of the risk factors that could materially affect the Company's future operating results and could cause actual events to differ materially from those described in forward-looking statements.
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MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
Credit Risk
Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. As at April 30, 2025, the Company holds cash balances at a chartered bank. The Company has assessed the credit risk to be low.
Liquidity Risk
Liquidity risk is the risk that an entity will encounter difficulty in raising funds to meet commitments associated with financial instruments. The Company manages liquidity risk by maintaining sufficient cash balances and to ensure that there is sufficient capital to meet short-term obligations. As at April 30, 2025, the Company had a working capital balance of $6,293,329, including cash and cash equivalents of $2,547,060.
Market Risk
Market risk is the risk of loss that may arise from changes in market factors such as interest rates, foreign exchange rates and commodity and equity prices.
Interest Rate Risk
Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company does not have any interest-bearing debt, however it does hold cash balances in an interest-bearing bank account.
Foreign Currency Risk
The functional currency of the Company is the Canadian dollar. As of April 30, 2025, the Company had no financial assets and liabilities that were subject to currency translation risk.
Price Risk
The Company is exposed to price risk with respect to commodity and equity prices. Equity price risk is defined as the potential adverse impact on the Company's earnings due to movements in individual equity prices or general movements in the stock market. Commodity price risk is defined as the potential adverse impact on earnings and economic value due to commodity price movements and volatility. Future declines in commodity prices may impact the valuation of long-lived assets.
MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE SIX MONTHS ENDED APRIL 30, 2025 AND 2024
Outstanding share data
As of April 30, 2025 and the date of this MD&A, the Company had 118,232,402 shares issued and outstanding.
As of April 30, 2025 and the date of this MD&A, the Company had 30,291,500 warrants exercisable and outstanding, respectively.
As of April 30, 2025 and the date of this MD&A, the Company had totaling 925,000 stock options outstanding.
Subsequent events
There were no significant subsequent events.
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