Pacific Ridge Exploration Ltd. — Audit Report / Information 2022

Dec 1, 2022

Financial Statements of

ALBATROS ACQUISITION CORPORATION INC.

As at August 31, 2022 and 2021

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Independent Auditor's Report

To the Shareholders of Albatros Acquisition Corporation Inc.

Raymond Chabot Grant Thornton LLP Suite 2000 National Bank Tower 600 De La Gauchetière Street West Montréal, Quebec H3B 4L8

T 514-878-2691

Opinion

We have audited the financial statements of Albatros Acquisition Corporation Inc. (hereafter ''the Company''), which comprise the statements of financial position as at August 31, 2022 and 2021, and the statements of comprehensive loss, the statements of changes in equity and the statements of cash flows for the year ended August 31, 2022 and for the 113-day period ended August 31, 2021, and notes to financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at August 31, 2022 and 2021, and its financial performance and its cash flows for the year ended August 31, 2022 and for the 113-day period ended August 31, 2021 in accordance with International Financial Reporting Standards (IFRS).

Basis for opinion

We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the "Auditor’s responsibilities for the audit of the financial statements" section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Information other than the financial statements and the auditor’s report thereon

Management is responsible for the other information. The other information comprises the information included in Management’s Discussion and Analysis, other than the financial statements and our auditor’s report thereon.

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Member of Grant Thornton International Ltd

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Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

We obtained Management's Discussion and Analysis prior to the date of this auditor’s report. If, based on the work we have performed on this other information, we conclude that there is a material misstatement of this other information, we are required to report that fact in this auditor’s report. We have nothing to report in this regard.

The Management's Discussion and Analysis is expected to be made available to us after the date of this auditor’s report. If, based on the work we will perform on this other information, we conclude that there is a material misstatement of this other information, we are required to report that fact to those charged with governance.

Responsibilities of management and those charged with governance for the financial statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with International Financial Reporting Standards (IFRS), and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company’s financial reporting process.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control;

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management;

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern;

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

The engagement partner on the audit resulting in this independent auditor’s report is Louis Berardi.

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Montréal November 30, 2022

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1 CPA auditor, public accountancy permit no. A115879

ALBATROS ACQUISITION CORPORATION INC.

Statements of Financial Position

As at August 31

(Expressed in Canadian Dollars)

	August 31,	August 31,
	2022	2021
________________
	$	$
Assets
Current assets
Cash	414,126	175,000
Sales tax receivable	6,112	-
Accounts receivable	4,488	-
________________
Total assets	424,726	175,000
Liabilities and Shareholders’ equity
Current Liabilities
Accounts payable and accrued liabilities	39,659	20,000
________________
Total liabilities	39,659	20,000
Shareholders’ Equity
Share capital (note 6)	414,800	175,000
Options (note 6)	61,963	-
Warrants (note 6)	24,612	-
Deficit	(116,308)	(20,000)
________________
	385,067	155,000
________________
Total liabilities and shareholders’ equity	424,726	175,000

The accompanying notes are an integral part of the financial statements.

On behalf of the board of Directors: Jean-Robert Pronovost Director Joseph Cianci Director

ALBATROS ACQUISITION CORPORATION INC.

Statements of Comprehensive loss

For the year ended August 31, 2022, and the 113-day period ended August 31, 2021

(Expressed in Canadian Dollars)

	August 31,	August 31,
	2022	2021
	(365 days)	(113 days)
________________
	$	$
Administrative expenses
Professional fees	34,323	20,000
Share based compensation	61,963	-
Bank charges	22	-
________________
Net loss and comprehensive loss	96,308	20,000
Basic and diluted loss per share	(0.04)	(0.01)
Weighted average number of shares
outstanding	2,758,699	2,333,334

The accompanying notes are an integral part of the financial statements.

ALBATROS ACQUISITION CORPORATION INC.

Statements of changes in equity

For the year ended August 31, 2022, and for the 113-day period ended August 31, 2021 (Expressed in Canadian Dollars)

	Number	Share	Warrants	Options	Deficit	Total
	of shares	capital
________________
		$	$	$	$	$
Balance, May 10,2021		-	-	-	-	-
Issuance of shares
During the period
(Note 6)	2,333,334	175,000	-	-	-	175,000
Net loss for the period			-	-	(20,000)	(20,000)
_______________
Balance, August
31, 2021	2,333,334	175,000	-	-	(20,000)	155,000
Balance, August
31, 2021	2,333,334	175,000	-	-	(20,000)	155,000
Share based
compensation		-	-	61,693	-	61,693
Warrants issued during
the year (note 6)		(24,612)	24,612	-	-	-
Issuance of shares
During the year
(Note 6)	2,723,836	408,575	-	-	-	408,575
Share issue costs		(144,163)	-	-	-	(144,163)
Net loss for the year		-	-	-	(96,308)	(96,308)
________________
Balance, August
31, 2022	5,057,170	414,800	24,612	61,693	(116,308)	385,067

The accompanying notes are an integral part of the financial statements.

ALBATROS ACQUISITION CORPORATION INC.

Statement of Cash Flows

For the year ended August 31, 2022, and the 113-day period ended August 31, 2021

(Expressed in Canadian Dollars)

	August 31,	August 31,
	2022	2021
	(365 days)	(113 days)
________________
	$	$
Operating activities
Net loss	(96,308)	(20,000)
Items not affecting cash
Share based compensation	61,963	-
Changes in working capital items:
Sales tax receivable	(6,112)	-
Accounts receivable	(4,488)	-
Accounts payable and accrued liabilities	19,659	20,000
_______________
Cash flows from operating activities	(25,286)	-
_______________
Financing activities
Proceeds from issuance of common shares	408,575	175,000
Share issue expenses paid	(144,163)	-
________________
Cash flows from financing activities	264,412	175,000
________________
Increase in cash	239,126	175,000
Cash, beginning of the year	175,000	-
________________
Cash, end of the year	414,126	175,000

The accompanying notes are an integral part of the financial statements

ALBATROS ACQUISITION CORPORATION INC.

Notes to Financial Statements

August 31, 2022, and 2021 (Expressed in Canadian Dollars)

1. Nature of Operations

Albatros Acquisition Corporation Inc. ("the Company") was incorporated pursuant to the provisions of the Canada Business Corporations Act on May 10, 2021. The Company is a “Capital Pool Corporation” (“CPC”), as such term is defined in TSX Venture Exchange Inc. (the “Exchange”) Policy 2.4 - Capital Pool Companies ("Policy 2.4"). As at August 31, 2022, the Company has no business operations and did not enter into any agreements to acquire an interest in businesses or assets. The Company's principal purpose is the identification, evaluation and acquisition of assets, properties or businesses or participation therein (the “Qualifying Transaction”) subject, in certain cases, to shareholder approval and acceptance by the Exchange. The Company’s registered head office address is 1100, boulevard Rene-Levesque Ouest, 25[th] floor, Montreal, Quebec, H3B-5C9. On July 5, 2022, the Company completed an initial public offering and is listed on the TSV Venture Exchange under the symbol ALBT.P.

Where a Qualifying Transaction is warranted, additional funding may be required. The ability of the Company to fund its potential future operations and commitments is dependent upon the ability of the Company to obtain additional financing. Under Exchange Policy 2.4, the Company must identify and complete a Qualifying Transaction within 24 months from the date the Company’s shares are listed for trading on the Exchange. There is no assurance that the Company will be able to complete a Qualifying Transaction within 24 months of being listed or that it will be able to secure the necessary financing to complete a Qualifying Transaction. The Exchange may suspend or delist the Company’s shares from trading should it not meet these requirements.

2. Basis of Presentation

These financial statements are prepared by the Company in accordance with International Financial Reporting Standards (“IFRS”). Furthermore, these financial statements are presented in Canadian dollars which is the functional currency of the Company.

These financial statements were authorized for issue by the Board of Directors on November 30, 2022.

3. Significant Accounting Policies

Financial instruments

Financial assets and financial liabilities are recognized when the Company becomes party to the contractual provisions of the financial instrument and are measured initially at fair value adjusted for transaction costs. Subsequent measurement of financial assets and financial liabilities is described below.

ALBATROS ACQUISITION CORPORATION INC.

Notes to Financial Statements August 31, 2022, and 2021 (Expressed in Canadian Dollars)

3. Significant Accounting Policies (Continued)

Financial instruments (continued)

Financial assets

The Company’s financial asset are cash and accounts receivable. Cash and accounts receivable are classified into the category financial assets at amortized cost.

The company measures financial assets at amortized cost if both of the following conditions are met:

• The financial asset is held in an economic model with the objective of holding financial assets in order to perceive the cash flow from the contract; and

• The contractual terms of the financial asset generate, on specific dates, cash flows that correspond solely to repayments of principal and interest payments on the principal outstanding.

Financial assets at amortized cost are then valued using the effective interest method and are subject to impairment.

IFRS9’s impairment requirements use more forward-looking information to recognize expected credit losses – the “expected credit loss (ECL) model”. Instruments within the scope of the requirements include accounts receivable.

The Company considers a boarder range of information when assessing credit risk and measuring expected credit losses, including past events, current conditions, reasonable and supportable forecasts that effect the expected collectability of the future cash flows of the instrument.

Financial liabilities

The Company’s financial liabilities are accounts payable and accrued liabilities which are classified in financial liabilities recognized at amortized cost.

As at August 31, 2022, there are no amounts measured at fair value.

Basic and diluted loss per share

Basic loss per share is calculated by dividing the loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the year. Diluted loss per share is calculated by adjusting the loss attributable to common shareholders and the weighted average number of common shares outstanding of the effects of all dilutive potential ordinary shares. Warrants and options were excluded from calculations as they are antidilutive.

ALBATROS ACQUISITION CORPORATION INC.

Notes to Financial Statements August 31, 2022, and 2021 (Expressed in Canadian Dollars)

3. Significant Accounting Policies (Continued)

Income taxes

Income tax comprises current and deferred tax. Income tax is recognized in profit or loss except to the extent that it relates to items recognized directly in equity, in which case the income tax is also recognized directly in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted, or substantively enacted, at the end of the reporting period, and any adjustment to tax payable in respect of previous years. Current tax assets and current tax liabilities are only offset if a legally enforceable right exists to set off the amounts, and the Company intends to settle on a net basis, or to realize the asset and settle the liability simultaneously.

Deferred tax is recognized in respect of all qualifying temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax is determined on a non-discounted basis using tax rates and laws that have been enacted or substantively enacted at the end of the reporting period and are expected to apply when the deferred tax asset or liability is settled. Deferred tax assets are recognized to the extent that it is probable that the underlying tax loss or deductible temporary difference will be utilized against future taxable income. Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority.

Share capital and warrants

Common shares and warrants are classified as equity. Transaction costs directly attributable to the issue of common shares are recognized as a deduction from share capital, net of any tax effects. If shares are issued following the exercise of share options or warrants, this account also includes the charge previously accounted to share options or warrants accounts.

Equity-settle share-based compensation

Equity-settled share options granted to directors and officers are measured at the fair value of options granted. This fair value is recognized in profit or loss as share-based compensation over the vesting period by directors and officers. The consideration is recognized as an increase of the provision for share options. Equity-settled share options granted to non-employees are measured at the fair value of goods or services received. When the fair value of goods or services received cannot be estimated reliably, the Company uses the fair value of options granted. This fair value is recognized in profit or loss as share-based payments when the Company obtains the goods or as the services are received if they do not qualify for recognition as assets.

The fair value of options is determined using the Black-Scholes valuation model taking into account the features of the plan, market data at the grant date and the Company’s management assumptions.

ALBATROS ACQUISITION CORPORATION INC.

Notes to Financial Statements

August 31, 2022, and 2021 (Expressed in Canadian Dollars)

Use of estimates, assumptions, and judgments

The preparation of financial statements in conformity with IFRS requires the Company’s management to make judgments, estimates and assumptions about future events that affect the amounts reported in the financial statements and related notes to the financial statements. Although these estimates are based on management’s best knowledge of the amount, event or actions, actual results may differ from those estimates.

Share based compensation and warrants

The estimation of share-based compensation and warrants costs requires the selection of an appropriate valuation model, data, and consideration as to the volatility of the Company’s own share, the probable life of the share options and warrants and the time of exercise of those share options and warrants. The model used by the company is the Black-Scholes valuation model (see Note 6).

Accounting standards issued but not yet applied

The Company has reviewed new and revised accounting pronouncements that have been issued but are not yet effective. In the current circumstances, it does not expect any of these to have a material impact on the financial statements.

4. Capital Risk Management

The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern and ensure sufficient liquidity in order to become a CPC and complete a Qualifying Transaction so that it can provide adequate returns for shareholders. 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 Company defines capital as total equity. The Company is not subject to any externally imposed capital requirements; however, the Company is subject to certain restrictions on the use of its cash until the completion of a Qualifying Transaction as outlined in Policy 2.4 of the TSX Venture Exchange.

5. Financial Instruments and Risk Management

Fair Values

As at August 31, 2022, the Company’s financial instruments consist of cash, accounts receivable and accounts payable and accrued liabilities. The fair values of these assets and liabilities approximate their fair values due to the relatively short-term maturity of these instruments.

ALBATROS ACQUISITION CORPORATION INC.

Notes to Financial Statements

August 31, 2022, and 2021 (Expressed in Canadian Dollars)

Risks

The Company is exposed in varying degrees to a number of risks arising from financial instruments. Management’s involvement in the operations allows for the identification of risks and variances from expectations. The Company does not participate in the use of financial instruments to mitigate these risks. The Board approves the risk management processes. The Board’s main objectives for managing risks are to ensure liquidity, the fulfillment of obligations, the continuation of the Company’s search for a Qualifying Transaction, and limited exposure to credit and market risks.

The types of risk exposure and the way in which such exposures are managed are as follows:

Credit Risk

Credit risk is the risk of loss if a third party to a financial instrument fails to meet its commercial obligations. The Company believes its exposure to credit risk is not significant.

Liquidity Risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. Accounts payable and accrued liabilities generally have contractual maturities of less than 30 days and are subject to normal trade terms. The Company manages liquidity risk by maintaining sufficient cash balances to enable settlement of transactions on the due date. The ability to do this relies on the Company raising equity financing in a timely manner and by maintaining sufficient cash in excess of anticipated needs.

ALBATROS ACQUISITION CORPORATION INC.

Notes to Financial Statements August 31, 2022, and 2021 (Expressed in Canadian Dollars)

6. Share Capital

a) Authorized share capital

The authorized share capital consists of an unlimited number of common shares. The common shares do not have a par value. All issued shares are fully paid.

b) Common shares issued

	Number of
	Common shares	Amount
______________
		$
______________
Shares issuance (i)	2,333,334	175,000
______________
Balance, August 31, 2021,	2,333,334	175,000
Shares issuance (ii)	2,723,836	239,800
Balance,August 31,2022,	5,057,170	414,800

• (i) On May 10, 2021, the Company issued an aggregate of 2,333,334 common shares at a price of $0.075 per share for gross cash proceeds of $175,000.

• (ii) On July 5, 2022, the Company completed its initial public offering issuing 2,723,836 common shares for gross proceeds of $ 408,575.

c) Options

On October 1, 2021, the Company’s board of Director’s approved a stock option plan and granting of options. An aggregate of 233,333 share options were granted to officers and directors with an exercise price of $ 0.075 per common share, and exercisable till October 1, 2031.

A value of $ 28,234 was allocated to the options by using the Black-Scholes evaluation model with the following assumptions: stock price $ 0.15, exercise price of $ 0.075, risk free interest rate 1.47 %, duration 10 years, volatility 64.510 %, and a dividend yield of 0 %.

ALBATROS ACQUISITION CORPORATION INC.

Notes to Financial Statements August 31, 2022, and 2021 (Expressed in Canadian Dollars)

Following the close of the initial public offering, the Company issued 272,383 stock options to the Company’s directors. The fair value of the stock options has been estimated at $ 33,729 using the Black-Scholes option pricing model with the following assumptions: share price $ 0.15, exercise price $ 0.15, risk free interest rate 3.08 %, expected life 10 years, expected volatility 80.26 % and expected dividend yield 0 %.

The volatility was determined as per an average of the volatility of comparable publicly traded companies and the volatility of the Company.

The changes to the number of outstanding share options granted by the company and their weighted average exercise price ae are as follows:

Beginning balance- August 31, 2021 Changes during the year Granted – Officers and Directors Closing balance (outstanding and exercisable options) - August 31, 2022	Number of outstanding share options - 505,716 505,716	Weighted average exercise price $ - 0.115 0.115

The weighted average share price at the date of exercise was $ 0.115.

ALBATROS ACQUISITION CORPORATION INC.

Notes to Financial Statements

August 31, 2022, and 2021 (Expressed in Canadian Dollars)

The following table provides outstanding share options information as of August 31, 2022.

Expiry date October 1, 2031, July 5, 2032, Outstanding, August 31, 2022,	Number of outstanding Exercise share options price 233,333 0.075 272,383 0.15 505,716	Remaining life (years) 9.09 9.85

The weighted average fair value of the options granted was estimated at $0.115 per option at the date of the grant using the Black-Scholes option model.

An amount of $ 61,963 was recorded as expense related to share-based compensation in the statement of comprehensive loss.

d) Warrants

In conjunction with the issuance of shares during the company’s initial public offering, 272,384 warrants were issued to the agent. The warrants are exercisable at $ 0.15 per common share and expire 48 months after the date of the issuance. A value of $ 24,612 was allocated to the warrants and was reduced from the share capital. The value calculated using the Black-Scholes evaluation model with the following assumptions: share price $ 0.15, exercise price of $ 0.15, risk free interest rate 2.86 %, expected life 48 months, expected volatility 80.26 %, and expected dividend yield 0 %.

As of August 31, 2022, the Company has 272,384 warrants outstanding, exercisable at an exercise price of $ 0.15 and expire on July 5, 2026.

ALBATROS ACQUISITION CORPORATION INC.

Notes to Financial Statements

August 31, 2022 and 2021 (Expressed in Canadian Dollars)

7. Related Party Transactions

Related parties include the Board of Directors, their close family members and enterprises which are controlled by these individuals as well as certain persons performing similar functions.

During the year ended August 31, 2022, a law firm of which a director and shareholder of the Company is a partner, has a notable an influence, provided legal services. An amount of $ 46,049 has been accounted as share issue costs in the statement of financial position. An additional amount of $ 15,350 has been accounted as professional fees in the statement of comprehensive loss.

8. Income taxes

The income tax expense attributable to earnings differs from the amounts computed by applying the combined federal and provincial income tax rate of 26.9 % to earnings before income taxes for the year ended August 31, 2022, as a result of the following:

	2022	2021
Loss before income taxes	$(96,308)	(20,000)
Expected income tax recovery	(25,907)	(5,380)
Increase in income taxes resulting from:
Non-deductible expenses: Stock based compensation	16,668	-
Temporary differences not recorded	9,239	5,380
	0	0

The ability to realize the tax benefits is dependent upon a number of factors, including the future profitability of operations. Deferred tax assets are recognized only to the extent that it is probable that sufficient taxable profits will be available to allow the asset to be recovered. Accordingly, some deferred tax assets have not been recognized, these deferred tax assets not recognized equal an amount of $ 43,150 ($ 5,380 in 2021). Unrecognized temporary tax differences are composed of non-capital losses of $ 75,558 and deferred financing costs of $ 84,850.

As at August 31, 2022, the Company has non-capital losses, which are available to reduce income taxes in future years and expire as follows:

	Federal	Quebec
	$	$
2040	20,000	20,000
2041	55,558	55,558

ALBATROS ACQUISITION CORPORATION INC.

Notes to Financial Statements

August 31, 2022, and 2021 (Expressed in Canadian Dollars)

9. Initial Public Offering

The Company has engaged on September 9, 2021, Leede Jones Gable Inc. (the Agent) to proceed with an initial public offering of a minimum 1,340,000 common shares and a maximum of 3,500,000 common shares at a price of $ 0.15 per common share resulting in gross proceeds of $ 201,000 or $ 525,000 (the Offering). In consideration for the services provided by the Agent, the company agrees to pay to the Agent the following.

The Agent will receive a commission of 10 % of the aggregate gross proceeds of the Offering. In addition, the Company will pay to the Agent a corporate fiancé fee of $ 15,000 and will reimburse the Agent for its reasonable legal fees, disbursements, expenses and taxes thereon.

The Company has also agreed to grant Agent’s Options to the Agent which constitute nontransferable options to the equivalent of 10 % of the aggregate number of common shares sold pursuant to the Offering, being 134,000 common shares in the case of the minimum Offering and 350,000 common shares in the case of the Maximum Offering, at a price of $ 0.15 per common share which may be exercised for a period expiring on the date that is four years from the date of the listing of the common shares on the Exchange.

On May 31,2022, the Company filed a final prospectus to proceed with its initial public offering.

On July 5, 2022, the Company issued as a result of its initial public offering, 2,723,836 common shares at $ 0.15 per share for gross proceeds of $ 408,575.

In addition, the Company issued to its agent 272,384 warrants exercisable at $ 0.15 per common share, with an expiry date of July 5, 2025. The agent also received a commission of $ 40,857.

In conjunction with the Company’s initial public offering, 272,384 options were granted to the Company’s directors, with an exercise price of $ 0.15 per common share, with an expiry date of July 5, 2032.