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Pacifica Silver — Management Reports 2025
Jul 29, 2025
48535_rns_2025-07-29_030940f9-3c30-4fde-b168-fb7a5340870d.pdf
Management Reports
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PACIFICA
SILVER CORP
(FORMERLY ROBERTO RESOURCES INC.)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Dated: July 28, 2025
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Introduction
The following Management's Discussion and Analysis ("MD&A") of the operating results and financial condition of Pacifica Silver Corp. (formerly Roberto Resources Inc.) (the "Company") is for the year ended March 31, 2025, and is dated July 28, 2025. This MD&A was prepared to conform to National Instrument ("NI") 51-102F1 and was approved by the Board of Directors prior to its release and should be read in conjunction with the Company's audited financial statements for the years ended March 31, 2025, and 2024, and the accompanying notes, which have been prepared in accordance with IFRS Accounting Standards ("IFRS"). The Company's functional and presentation currency is the Canadian dollar, and all amounts included herein are in Canadian dollars, unless otherwise indicated.
On July 16, 2025, changed its name to Pacifica Silver Corp. Effective September 4, 2024, the Company's shares began trading on the Canadian Securities Exchange under the symbol "RBTO" and on July 21, 2025, to "PSIL". On December 9, 2024, began trading on the Frankfurt Stock Exchange under the symbols "Y2M" and "WKN: A40MYT".
Additional information relating to the Company is available at robertoresources.com and sedarplus.ca.
Qualified Persons
Chris Wilson, PhD, FAusIMM (CP), FSEG, FGS is the Qualified Person responsible for the technical information included in this MD&A related to Janampalla.
Patrick Loury, AIPG, CPG, is a Qualified Person responsible for the technical information included in this MD&A related to Claudia.
Mineral Properties
The Company's current focus is on the recently acquired Claudia property located in Durango, Mexico. The Company also holds an option to acquire a 100% interest in the Janampalla property located in the Huancavalica Province of Central Perú.
Janampalla, Lima, Perú
The property is comprised of three exploration concessions for total area of 2,800 hectares and is located in the Huancavalica Province of Central Perú.
Reconnaissance program
In February 2024, the Company completed a three-week reconnaissance geological mapping and sampling program.
High Resolution Satellite
The Company acquired high resolution Pleiades Neo 6-Band High Resolution Satellite Imagery for three reasons: 1) it provided a high resolution geo-rectified base image for geological mapping and sampling; 2) the multi-spectral bands provide important data for structural and alteration mapping; and 3) the image provided a "time-dated baseline image" of land use for environmental purposes.
- Pleiades Neo 6-Band Satellite High Resolution Satellite Imagery was acquired from archive dated March 29, 2024. A total of 49 km² was acquired — covering the Company's property and a one-kilometre-wide buffer. This coverage ensured that geology, alteration, structure and mineralization could be placed in a wider context of regional geology. The imagery provides 30 cm pixel 6-band multi-spectral resolution.
- An AW3D Enhanced 50 cm DTM, and 1 m contours were acquired and used to geo-rectify the Pleiades satellite image to a spatial accuracy of <1 m.
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Geological Mapping
The Terrinas, Viscacheros, Moises and Pamella mineralized zones were mapped by Company geologists onto the Pleiades satellite base map — mine adits, dumps and vein outcrops were mapped in the field using a hand-held GPS with a nominal accuracy of ±3 m. Data points were then plotted onto the geo-rectified satellite imagery to give a nominal accuracy of <1m.
Structures identified on high-resolution satellite imagery were mapped in the field using a handheld GPS. Structural data points were then plotted on satellite base imagery to confirm location. Standard structural data was collected.
Extensive areas of thin Quaternary and Recent cover limited the effectiveness of bedrock mapping. The Companies geologists prioritized mapping and sampling the main mineralized structures — with the intention of conducting more detailed bedrock mapping during the next phase of exploration.
Drone Imagery and Targeting
Drone targeting was used by the Company to map extensions of geological structures on steep valley sides — providing an effective mechanism for mapping structures and veins. The drone was primarily used for field mapping. High resolution images were also geo-rectified for data transfer to a high-resolution satellite base image.
Rock Chip and Channel Sampling
The Company collected 216 rock-chip grab and rock-chip channel samples from vein outcrops and mullock dumps at the Moises, Terrinas, Viscacheros and Pamella prospects. A small number of samples were taken from veins and disseminations exposed by road cuttings. Of the 216 samples — 56 were from outcrop, 40 were from sub crop and 92 were from mullock heaps. Twenty-one surface channels were taken from across exposed veins and outcrops in road-cuttings. Seven samples were taken from historic underground workings at Moises and Terrinas.
Rock chip samples were cleaned of vegetation and loose soil material, and broken with a hammer and chisel, to obtain a representative sample of approximately 2 kg. The location of each sample was recorded using a hand-held GPS with a nominal accuracy of ±3 metres — the location was then cross-checked against the Worldview 3 base image. All samples were photographed, given a unique sample number and then placed in individually numbered plastic sample bags, which were then sealed with a single use plastic clip-lock tie.
Channel sample length was recorded using a tape measure. A continuous sample was taken from a 5 cm wide channel to a depth of approximately 5 cm. The resultant 3 to 5 kg sample was given a unique sample number and then placed in individually numbered plastic sample bags, which were then sealed with a single use plastic clip-lock tie. Sample lithology, mineralogy, style of mineralization and alteration, gangue mineralogy and degree of oxidation, were recorded and entered into the Company database. In the case of channel samples — wall-rock lithology, vein type and texture, and vein strike and dip were also recorded.
Terrinas Prospect
Twenty-eight samples were collected in the vicinity of the Terrinas historical workings. Two underground channel samples were taken over widths of 0.7 to 0.8 m and assayed up to 47.7 g/t Ag and >1% Cu. Three surface channels were taken over widths of 0.75 to 1.1 m — all assayed >1% Cu. The remaining samples were rock-chip grab samples from mullock heaps — 20 of the 23 samples assayed >1% Cu with localized anomalous Au (to 54.9 g/t) and Pb (to 0.17%).
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Pamella Prospect
Twenty-two samples were collected in the vicinity of the Pamella historical workings. One surface channel was taken over a width of 0.8 m and assayed 33 g/t Ag, >1% Cu and >1% Pb. The remaining samples were rock-chip grab samples from mullock heaps — 9 of the 22 samples assayed >1% Cu and 7 assayed >1% Pb. Silver assay results ranged from 1.9 to 100 g/t Ag.
Viscachari Prospect
33 samples were collected in the vicinity of the Terrinas historical workings. Eight surface channels were taken over widths of 0.7 to 0.7 m of which 6 assayed >1% Cu. The remaining samples were rock-chip grab samples from mullock heaps — 24 of the 25 samples assayed >1% Cu.
Moises Prospect
Twenty-two samples were collected in the vicinity of the Terrinas historical workings. Five underground channel samples were taken over widths of 0.75 to 1.2 m of which 4 samples >1% Cu. Five surface channels were taken over widths of 0.55 to 1.0 m and assayed between 0.57% to >1% Cu. The remaining samples were rock-chip grab samples from mullock heaps and sub crop — they assayed between 0.27% to >1% Cu.
First phase exploration program
The Company completed its first phase exploration program in early 2025 which involved a rock-chip and soil sampling program, preparatory work for a petrographic study and detailed geological mapping.
The rock-chip and soil sampling program focused on the Terrinas, Viscacheros, Moises and Pamella veins and historical mines in the southern part of Janampalla concessions. A total of 170 rock-chip vein and float samples were collected from multiple vein systems. Of these, 43 samples assayed above 0.5% Cu, 35 assayed above 1% Cu including five samples above 10% Cu. A number of the samples were anomalous in silver and lead with higher silver values generally correlating with higher lead values. The higher-grade silver-lead assays included 65 g/t Ag and 4.37% Pb, 25 g/t Ag and 1.12% Pb, and 35 g/t Ag and 1.47% Pb. These samples demonstrate the potential for the vein systems at the property to host high grade copper mineralization with significant silver and lead co-mineralization.
A total of 61 soil samples were taken at 15 m spacing along 4 orientation lines across the Terrinas, Viscacheros and Moises veins. Samples were taken from the lower B to upper C horizon. Eleven soil samples assayed between 0.006% to 0.078% Cu, with the remainder all below detection. The low tenor of assay results most likely reflect the fact that soils at the property are thin and poorly developed, reflecting limited chemical weathering and elemental distribution. In contrast, rock chip sampling has proven to be a very effective exploration technique.
The Company had initially planned to take approximately 400 rock chip samples and 250 soil samples. However, field geologists concluded that 170 rock-chip samples were sufficient to provide representative sampling coverage of the southern part of the field area, and in this respect met the objectives of this phase of the exploration program, and ten samples have been submitted for petrographic study.
The Company also redirected capital expenditures from the sampling program to acquire 16 band visible and near-infrared (VNIR) and short-wave infrared (SWIR) high resolution satellite imagery across the property area, for the purpose of alteration mapping during the next exploration phase. Once cloud-free acquisition is complete the base imagery will be used to map alteration haloes at the property.
The Company is focused on continuing exploration work that has indicated widespread, high-grade copper-gold mineralization hosted within Manto style veins and disseminations.
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Table 1: Summary of rock chip assay results:
| Sample No | Au (ppm) | Ag (ppm) | Cu (%) | Pb (%) | Zn (%) |
|---|---|---|---|---|---|
| JAN00102 | < 0.01 | < 0.6 | 1.63 | 0.002 | 0.002 |
| JAN00103 | 0.01 | 3.1 | 2.52 | 0.001 | 0.003 |
| JAN00104 | 0.01 | 1.1 | 0.204 | 0.002 | 0.001 |
| JAN00105 | 0.03 | 7.7 | 3.66 | 0.001 | 0.005 |
| JAN00106 | 0.01 | 2 | 0.382 | 0.002 | 0.001 |
| JAN00107 | 0.01 | 3.3 | 0.821 | 0.001 | 0.002 |
| JAN00108 | < 0.01 | 1.8 | 0.601 | < 0.001 | 0.001 |
| JAN00109 | < 0.01 | 0.8 | 0.807 | < 0.001 | 0.003 |
| JAN00110 | 0.01 | 2.3 | 0.222 | 0.001 | 0.001 |
| JAN00111 | 0.02 | 5.2 | 0.523 | < 0.001 | 0.002 |
| JAN00113 | 0.01 | 1.9 | 0.444 | < 0.001 | 0.001 |
| JAN00114 | < 0.01 | < 0.6 | 1.04 | 0.004 | 0.004 |
| JAN00117 | < 0.01 | 3.1 | 1.24 | 0.001 | 0.002 |
| JAN00118 | < 0.01 | 4.3 | 1.67 | 0.001 | 0.002 |
| JAN00119 | < 0.01 | 2.9 | 1.14 | 0.001 | 0.002 |
| JAN00122 | < 0.01 | 3.1 | 1.13 | < 0.001 | 0.002 |
| JAN00123 | 1.37 | 9.8 | 5.87 | 0.006 | 0.012 |
| JAN00124 | 0.74 | 12.1 | 4.54 | 0.002 | 0.002 |
| JAN00125 | 0.01 | < 0.6 | 8.33 | 0.001 | 0.004 |
| JAN00126 | 0.02 | < 0.6 | 4.14 | 0.001 | 0.001 |
| JAN00127 | 0.18 | 8.4 | 8.14 | < 0.001 | 0.003 |
| JAN00129 | < 0.01 | 1.2 | 0.503 | 0.003 | 0.004 |
| JAN00130 | 0.02 | 16.1 | > 10.000 | 0.003 | 0.012 |
| JAN00131 | 0.06 | 17.9 | > 10.000 | 0.005 | 0.013 |
| JAN00132 | 0.03 | 13.8 | > 10.000 | 0.002 | 0.009 |
| JAN00133 | < 0.01 | 0.7 | 0.734 | 0.002 | 0.004 |
| JAN00134 | < 0.01 | 1.3 | 1.43 | 0.002 | 0.006 |
| JAN00135 | < 0.01 | < 0.6 | 0.519 | 0.002 | 0.002 |
| JAN00136 | < 0.01 | < 0.6 | 0.276 | 0.002 | 0.002 |
| JAN00138 | 0.01 | < 0.6 | 1.67 | 0.002 | 0.006 |
| JAN00139 | < 0.01 | < 0.6 | 0.103 | 0.002 | 0.003 |
| JAN00140 | 0.02 | 3.1 | 3.92 | 0.002 | 0.005 |
| JAN00141 | < 0.01 | < 0.6 | 0.157 | 0.002 | 0.003 |
| JAN00142 | 0.01 | 1.2 | 1.54 | 0.002 | 0.002 |
| JAN00143 | 0.01 | 1.8 | 2.05 | 0.002 | 0.003 |
| JAN00144 | < 0.01 | 0.9 | 1.01 | 0.002 | 0.003 |
| JAN00145 | < 0.01 | 5.9 | 0.402 | 0.44 | 0.018 |
| JAN00146 | < 0.01 | 5.7 | 1.03 | 0.335 | 0.028 |
| JAN00147 | < 0.01 | 16.6 | 1.49 | 0.162 | 0.088 |
| JAN00148 | < 0.01 | 18.2 | 1.73 | 0.268 | 0.117 |
| JAN00149 | < 0.01 | 24.2 | 2.05 | 0.139 | 0.147 |
| JAN00150 | 0.01 | 19.1 | 1.38 | 0.516 | 0.104 |
| JAN00151 | 0.06 | 2.1 | > 10.000 | 0.002 | 0.006 |
| JAN00152 | 0.03 | 1.4 | 4.44 | 0.001 | 0.005 |
| JAN00153 | 0.03 | 1.8 | 9.44 | < 0.001 | 0.003 |
| JAN00154 | 0.07 | 4.1 | > 10.000 | 0.001 | 0.003 |
| JAN00155 | 0.02 | 0.9 | 9.44 | < 0.001 | 0.006 |
| JAN00156 | < 0.01 | < 0.6 | 0.981 | 0.002 | 0.006 |
| JAN00157 | < 0.01 | < 0.6 | 0.697 | 0.002 | 0.003 |
| JAN00158 | < 0.01 | 0.9 | 1.52 | 0.002 | 0.002 |
| JAN00159 | < 0.01 | < 0.6 | 0.802 | 0.002 | 0.002 |
| JAN00160 | 0.02 | 1.6 | 2.61 | 0.002 | 0.003 |
| JAN00161 | < 0.01 | 8.9 | 0.539 | 0.138 | 0.008 |
| JAN00162 | 0.01 | 25.4 | 0.906 | 1.12 | 0.023 |
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Table 1: Summary of rock chip assay results, continued:
| Sample No | Au (ppm) | Ag (ppm) | Cu (%) | Pb (%) | Zn (%) |
|---|---|---|---|---|---|
| JAN00163 | 0.01 | 65.2 | 1.03 | 4.37 | 0.076 |
| JAN00164 | < 0.01 | 35 | 1.13 | 1.47 | 0.034 |
| JAN00165 | < 0.01 | 19.9 | 1.43 | 0.525 | 0.033 |
| JAN00166 | 0.02 | 1.9 | 4.23 | 0.045 | 0.047 |
| JAN00167 | 0.02 | 1.5 | 5.32 | 0.019 | 0.031 |
| JAN00168 | < 0.01 | 1.5 | 3.42 | 0.019 | 0.029 |
| JAN00169 | < 0.01 | 1 | 1.16 | 0.001 | 0.005 |
Samples were submitted to Alfred H Knight ("AHK") assay laboratory in Lima, Perú for gold analysis by 50g fire assay with AAS finish and for multi-element ICP analysis following a 4-acid digest. AHK is a fully ISO and UKAS accredited and certified assay laboratory who is independent of the Company.

Figure 1: Geological map showing property areas and typical assay results at the Terrinas, Viscacheros and Moises prospects.

Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Claudia, Durango, Mexico
The Claudia property encompasses a land package of 11,876 hectares located in Durango, Mexico, hosting high-grade silver and gold mineralization in quartz-adularia veins and breccias emplaced along multiple northwest-striking structures forming an 11-kilometre-long horsetail structural complex. The property includes several previously identified mineralized zones such as Santiaguera, Mina de Oro, Mina Vieja, El Grullo, Noche Buena, Tres Reyes, Aguilareña, Guadalupana, La Concepción, Don Cose, El Cristo, and Lizeth vein swarms. One of these structures, the Aguilareña vein, was previously explored by a former operator who developed a 90-metre-deep shaft and three levels of vein excavation at approximately 40, 60, and 90 metres below surface. The second and most extensive level extends roughly 770 metres in length.
Drilling completed in 2007 and 2021 confirmed the presence of gold-silver mineralization adjacent to the previous workings and tested approximately 2 km of strike length along the Aguilareña vein and part of the nearby Guadalupana vein to the east.
In 2021, a private operator conducted a confirmation drilling campaign, totaling 7,900 metres across 34 drill holes, focused on portions of the Aguilareña and Guadalupana veins. Four holes intersected material grading over 10 grams per tonne ("gpt") gold equivalent ("AuEq"), using an 80:1 silver-to-gold ratio. Six holes encountered mineralization of over 5 gpt AuEq, and 13 holes intersected mineralization over 2 gpt AuEq. Notably, 24 holes (representing 70% of the total number of holes drilled), intersected mineralization over 1 gpt AuEq.
Drilling to date has tested less than 10% of the total mapped strike length of the large vein array on the property. Surface mapping and trenching by previous operators, coupled with multiple small-scale historical mine workings, suggest strong potential for additional high-grade gold-silver discoveries along both the Aguilareña and Guadalupana veins, and across at least 10 other untested structures in the vein array.
The property is drill-ready, with environmental permits (Informe Preventivo) granted on August 30, 2021, by the Secretaría de Medio Ambiente y Recursos Naturales, authorizing 146 drill sites with minimal surface impact, ideal for track-mounted or man-portable diamond core drills. These permits remain valid for five years from the issuance date.
The Company plans to undertake an 8,000-metre, 25-hole initial drill program in the second half of 2025 to begin testing various targets.
The concessions are subject to a 3.0% net smelter return ("NSR") royalty payable Compania Minera Bacis, S.A. de C.V. ("Bacis").
As part of the acquisition from Durango Gold, Pacifica Silver has assumed the obligation to make bonus payments to Silverstone (previous owner), if a Measured and Indicated Resource is disclosed ranging from:
- 1 to 500,000 ounces of gold or gold equivalent (payment of US$7.0 million), and
- 500,001 to 1,000,000 ounces of gold or gold equivalent (payment of an additional US$10.0 million), and
- 1,000,001 to 1,500,000 ounces of gold or gold equivalent (payment of an additional US$2.0 million).
The agreement allows for the gold discovery payments to be paid 50% in company shares and 50% in cash. In addition, the Company will also be required to assume the obligation to carry out a minimum of 50,000 metres of drilling at the Project until December 31, 2029.
If the Company is unable publish a Technical Report disclosing Measured or Indicated Resources by December 31, 2029, the Project must be returned to Silverstone unless the gold discovery premium is renegotiated with Silverstone.
Mineral Property Acquisition Costs
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Mineral property acquisition costs as of March 31, 2025 and 2024 were:
| Janampalla | Total | |
|---|---|---|
| $ | $ | |
| Balance, March 31, 2024 | 21,000 | 21,000 |
| Option payments | 40,000 | 40,000 |
| Balance, March 31, 2025 | 61,000 | 61,000 |
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Exploration and Evaluation Expenditures
Exploration and evaluation expenditures for the years ended March 31, 2025 and 2024 were:
| Janampalla | Total | Total | ||
|---|---|---|---|---|
| $ | $ | $ | $ | |
| 2025 | 2024 | 2025 | 2024 | |
| Assaying | 58,592 | 16,635 | 58,592 | 16,635 |
| Camp costs | 27,228 | 2,804 | 27,228 | 2,804 |
| Community engagement | 3,285 | 6,410 | 3,285 | 6,410 |
| Concession fees | 11,437 | - | 11,437 | - |
| Consulting | 32,200 | - | 32,200 | - |
| Geological | 27,600 | 16,249 | 27,600 | 16,249 |
| Surveying | 10,000 | 4,401 | 10,000 | 4,401 |
| Travel | 6,071 | 8,094 | 6,071 | 8,094 |
| 176,413 | 54,593 | 176,413 | 54,593 |
Results of Operations
The Company incurred a net loss of $670,381 for the year ended March 31, 2025 (2024 - $73,797)
| 2025 | 2024 | |
|---|---|---|
| $ | $ | |
| Bank charges | 1,343 | 981 |
| Consulting | 150,200 | 3,000 |
| Currency exchange | 1,611 | 1,427 |
| Exploration and evaluation | 176,413 | 54,593 |
| Investor relations and corporate development | 5,076 | - |
| Office expenses | 19,301 | 3,000 |
| Professional fees | 116,078 | 10,796 |
| Regulatory and filing fees | 37,938 | - |
| Share-based compensation | 169,786 | - |
| Other income | (7,365) | - |
| Net loss and total comprehensive loss for the year | 670,381 | 73,797 |
The Company incurred increased consulting and office expenses in the current period arising from contractual arrangements with certain officers and directors (see Related Party Transactions). An initial exploration program and assay evaluation was completed at Janampalla during the current period (see Mineral Properties). Corporate development costs were incurred in the current period arising from attendance at investor trade shows and conferences. Professional fees and regulatory and filing fees increased during the current period due to costs incurred related to the Company's Initial Public Offering, exchange listing fees, audit and accounting and legal fees.
Non-cash share-based compensation expense was recognized during the current period relating to fully vested stock options granted to directors, officers and consultants.
Other income was recognized mainly with respect to interest earned on surplus funds.
Due to the nature of its current operations, the Company earned no revenue during the periods presented.
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Summary of Quarterly Results
The following financial data was derived from the Company's financial statements:
| Three months ended | Jun 30, 2023 | Sep 30, 2023 | Dec 31, 2023 | Mar 31, 2024 | Jun 30, 2024 | Sep 30, 2024 | Dec 31, 2024 | Mar 31, 2025 |
|---|---|---|---|---|---|---|---|---|
| $ | $ | $ | $ | $ | $ | $ | $ | |
| Total revenues | nil | nil | nil | nil | nil | nil | nil | nil |
| Net loss | (5) | (93) | 43 | (73,742) | (109,932) | (199,936) | (163,612) | (196,901) |
| Net loss per share | (5) | (93) | - | (0.01) | (0.01) | (0.01) | (0.01) | (0.01) |
The aggregate sum of the quarterly amounts per share may not equal the year-to-date per share amounts due to rounding in the calculations.
The Company commenced active operations in late 2023 / early 2024, hence there were no material operating expenses incurred prior to the three months ended June 30, 2023. The majority of costs incurred in the three months ended March 31, 2024, to March 31, 2025 were with respect to mineral property exploration expenses on Janampalla, consulting fees arising from contractual arrangements with certain officers and directors, professional fees and regulatory filing fees related to the Company's Initial Public Offering, exchange listing fees, and audit and accounting and legal fees.
During the three months ended September 30, 2024 non-cash share-based compensation expense was recognized relating to the grant of fully vested stock options.
Fourth Quarter
No unusual events affected the Company's financial performance or cash flows during the fourth quarter.
Summary of Annual Information
The following represents certain financial data for the previous three fiscal years:
| March 31 | 2025 | 2024 | 2023 |
|---|---|---|---|
| $ | $ | $ | |
| Total revenues | nil | nil | nil |
| Net loss | (670,381) | (73,797) | - |
| Net loss per share (basic & diluted) | (0.04) | (0.04) | - |
| Total assets | 399,997 | 267,432 | 1 |
| Dividends declared | nil | nil | nil |
The Company earned no revenue during the periods presented due to the nature of the industry and its current operations and only commenced active operations in late 2023 completing an Initial Public Offering during the year ended March 31, 2025. The Company has not paid dividends and does not have any long-term financial liabilities.
Financial Condition, Liquidity and Capital Resources
During the year ended March 31, 2025, cash used in operating activities was $383,297 (2024 - $119,145), cash used in investing activities was $27,283 (2024 - $20,000) and cash provided by financing activities was $524,500 (2024 - $337,364) resulting in an increase in cash of $113,920 for the year ended March 31, 2025 (2024 - $198,219).
To date, the Company has raised $1,030,000, through an initial seed round financing for gross proceeds of $340,000 and an initial public offering for gross proceeds of $690,000, as well as $56,000 through exercise of stock options, share purchase warrants and agent options.
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Proceeds of the Private Placements
Seed Round
| Proposed Use of Proceeds ($) | Actual Use of Proceeds ($) | |
|---|---|---|
| Janampalla - exploration | 55,000 | 55,000 |
| Janampalla - option payment - signing | 20,000 | 20,000 |
| Financing costs | 5,000 | 3,000 |
| Working capital | 260,000 | 262,000 |
| Total | 340,000 | 340,000 |
Initial Public Offering
| Proposed Use of Proceeds ($) | Actual Use of Proceeds ($) | |
|---|---|---|
| Janampalla - exploration / concession fees | 158,000 | 176,000 |
| Janampalla - option payment - Sept 2024 | 20,000 | 20,000 |
| Janampalla - option payment - Sept 2025 | 25,000 | 25,000 |
| Working capital / general and administrative | 487,000 | 469,000 |
| Total | 690,000 | 690,000 |
Allocation of proceeds was increased to accommodate a reconnaissance and first phase exploration program at Janampalla (see Mineral Properties). The Company incurred increased consulting expenses arising from contractual arrangements with certain officers and directors that were not originally expected (see Related Party Transactions) and significant professional fees and regulatory and filing fees related to the Company's Initial Public Offering, exchange listing fees, audit and accounting and legal fees. As of March 31, 2025, the Company had a working capital surplus remaining of $247,473 (2024 - $243,568).
The Company does not generate any revenue from operations and does not have sufficient capital to meet the requirements for its administrative overhead and maintaining its mineral interests. For the foreseeable future, the Company will need to raise capital, either privately or in the equity markets, to provide working capital and to finance its mineral property activities. There can be no assurance that the Company will be able to obtain adequate future financing. Failure to do so could result in delay or indefinite postponement of further exploration and reduction or termination of operations.
On July 15, 2025 – the Company announced a non-brokered private placement financing of 2,500,000 common shares at a price of $0.40 per share for gross proceeds of $1,000,000. Gross proceeds are expected to be used for general working capital and future payables related to the acquisition of the Claudia property.
Related Party Transactions
Related party transactions are in the normal course of operations and have been measured at the exchange amount of consideration agreed between the related parties. Except as disclosed elsewhere, the Company entered into the following related party transactions:
(a) Fees in the amount of $60,000 (2024 - $nil) were charged by 14745177 BC Limited, a company controlled by Todd Anthony, a director and officer of the Company, for consulting services. Accounts payable as at March 31, 2025 were $24,500 (2024 - $nil).
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
(b) Fees in the amount of $33,025 (2024 – $1,500) were charged by Alan Tam Inc., a company controlled by Alan Tam, a director and officer of the Company, for consulting services. Accounts payable as at March 31, 2025 were $12,250 (2024 - $nil).
(c) Fees in the amount of $27,025 (2024 – $1,500) were charged by Lattz Equity Inc. a company controlled by Darien Lattanzi, a director of the Company, for consulting services. Accounts payable as at March 31, 2025 were $9,800 (2024 - $nil).
(d) Rent in the amount of $16,550 (2024 – $3,000) was charged by Munchen Motorwerks Limited, a company controlled by Darien Lattanzi, a director of the Company.
Key management personnel are the persons responsible for planning, directing, and controlling the activities of an entity, and include the chief executive officer, chief financial officer, and directors. The Company has no long-term employee or post-employment benefits. A summary of compensation awarded to key management, including amounts in (a) to (c) above, was as follows:
| 2025 | 2024 | |
|---|---|---|
| $ | $ | |
| Short-term benefits | 120,050 | 3,000 |
| Share-based payments | 98,494 | - |
| 218,544 | 3,000 |
Outstanding Equity and Convertible Securities
The Company has authorized share capital consisting of an unlimited number of common shares without par value and an unlimited number of preferred shares without par value. The Company has a stock option plan and has issued warrants for the purchase of common shares.
The table below summarizes the Company's common shares, stock options and warrants that are convertible into common shares as of July 28, 2025:
| Issued and outstanding common shares | 33,210,001 |
|---|---|
| Share options with a weighted average exercise price of $0.30 | 650,000 |
| Share purchase warrants with a weighted average exercise price of $0.10 | 11,410,000 |
| Agent options with a weighted average exercise price of $0.10 | 190,000 |
Fully Diluted 45,460,001
Financial Instruments
The Company's financial instruments include cash and cash equivalents and loan receivable, which are classified as financial assets measured at amortized cost, and accounts payable and accrued liabilities and due to related parties, which are classified as financial liabilities measured at amortized cost. The most significant risk is credit risk which the Company is exposed to is in respect to managing its cash. All cash is held with a major Canadian financial institution.
Events After the Reporting Period and Outlook
The Company is confident that its current property has potential warranting continued exploration and activities over the ensuing year will focus on this.
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Off-Balance Sheet Arrangements
The Company does not have any off-balance sheet arrangements and does not contemplate entering into any such arrangements in the near future.
Disclosure Controls and Procedures
The Board of Directors, through its Audit Committee, is responsible for ensuring that management fulfils its responsibilities for financial reporting and internal control. The Audit Committee is composed of three directors, one of whom is independent, who meet at least quarterly with management and at least annually with the external auditors to review accounting, internal control, financial reporting, and audit matters.
There have been no significant changes to the Company's internal control over financial reporting that occurred during the period that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.
The Company is exempt from the certification on Disclosure Controls and Procedures and Internal Control Over Financial Reporting and will be required to file Form 52-109FV1 for annual reporting and Form 52-109FV2 for interim reporting.
Risks and Uncertainties
The principal business of the Company is the acquisition, exploration, and development of mineral properties. Given the nature of the mining business, the limited extent of the Company's assets and the present stage of development, the following risk factors, among others, should be considered:
Exploration Stage Company
The Company does not hold any known mineral reserves of any kind and does not generate any revenues from production. The Company's success will depend upon its ability to locate commercially productive mineral reserves. Mineral exploration is highly speculative in nature, involves many risks and frequently is nonproductive. There is no assurance that exploration efforts will be successful. Success in establishing reserves is a result of a number of factors, including the quality of management, the level of geological and technical expertise, and the quality of property available for exploration.
Once mineralization is discovered, it may take several years in the initial phases of drilling until production is possible, during which time the economic feasibility of production may change. Substantial expenditures are required to establish proven and probable reserves through drilling and bulk sampling, to determine the optimal metallurgical process to extract the metals from the ore and, in the case of new properties, to construct mining and processing facilities.
Because of these uncertainties, no assurance can be given that exploration programs will result in the establishment or expansion of resources or reserves.
Competition
The resource industry is intensively competitive in all of its phases, and the Company competes with many other companies possessing much greater financial and technical resources.
Competition is particularly intense with respect to the acquisition of desirable undeveloped properties. The principal competitive factors in the acquisition of prospective properties include the staff and data necessary to identify and investigate such properties, and the financial resources necessary to acquire and develop them. Competition could adversely affect the Company's ability to acquire suitable prospects for exploration.
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Operating History and Availability of Financial Resources
The Company currently has no operating revenues and, therefore, may not have sufficient financial resources to undertake by itself all of its planned mineral property acquisition and exploration activities.
Until the Company begins generating positive cash flow, operations will continue to be financed primarily through the issuance of securities and such reliance on the issuance of securities for future financing may result in dilution to existing shareholders.
Furthermore, the amount of additional funds required may not be available under favourable terms, if at all. Failure to obtain additional funding on a timely basis could result in delay or indefinite postponement of further exploration and development and could cause the Company to forfeit its interests in some or all of its properties or to reduce or discontinue its operations.
Price Volatility and Lack of Active Market
For some time, the securities markets in Canada and elsewhere have experienced an elevated level of price and volume volatility, and the market prices of securities of many public companies have experienced significant fluctuations in price which have not necessarily been related to the operating performance, underlying asset values or prospects of such companies.
It may be anticipated that any quoted market for the Company's securities will be subject to such market trends and that the value of such securities may be affected accordingly. If an active market does not develop, the liquidity of the investment may be limited, and the market price of such securities may decline below the subscription price.
Dependence on Key Personnel
The Company is dependent on a small number of key directors, officers, and senior personnel. The loss of any one of those people could have an adverse effect on the Company. The Company does not currently maintain "key-man" insurance in respect of any of its management.
Title to Property
Although the Company has exercised the usual due diligence with respect to title to properties in which it has a material interest, there is no guarantee that title to the properties will not be challenged or impugned. The Company's mineral property interests may be subject to prior unregistered agreements or transfers, local land claims, government expropriation and title may be affected by undetected defects.
Licenses and Permits
The operations of the Company may require licenses and permits from various government authorities.
The Company believes that it holds all necessary licenses and permits under applicable laws and regulations for work in progress and believes it is presently complying in all material respects with the terms of such licenses and permits. However, such licenses and permits are subject to change in various circumstances. There can be no guarantee that the Company will be able to obtain or maintain all necessary licenses and permits that may be required to explore and develop its properties, commence construction or operation of mining facilities or to maintain continued operations that economically justify the cost.
Government Regulations and Environmental Risks and Hazards
The Company may be subject to various federal, provincial, state laws, rules, and regulations which will require the Company to adopt environmental practices designed to ensure that it continues to comply with environmental regulations currently applicable to it.
Pacifica Silver Corp. (formerly Roberto Resources Inc.)
(An Exploration Stage Company)
Management's Discussion and Analysis
For the Year Ended March 31, 2025
Environmental hazards may exist on the Company's properties, which are unknown to the Company at present, which have been caused by previous or existing owners or operators of the properties. The Company is not aware of any existing environmental hazards related to any of its current or former property interests that may result in material liability to the Company.
Environmental legislation is becoming increasingly stringent, and costs and expenses of regulatory compliance are increasing. The impact of new and future environmental legislation on the Company's operations may cause additional expenses and restrictions. If the restrictions adversely affect the scope of exploration and development on the resource property interests, the potential for production on the property may be diminished or negated.
Cybersecurity
Companies in all industries, including the mining industry, are susceptible to cyber risk. The Company's primary operational exposure to cyber risk is with respect to proprietary geological, geochemical and exploration data and related models. The Company, similar to companies in all industries, is exposed to common place cyber risks such as, but not necessarily limited to, phishing, spam, fraudulent attacks, denial of service attacks, data loss, data theft, data corruption.
The Company outsources its IT management to off the shelf software and programs which implement, among other controls and mitigation strategies, system access and authentication controls, transactional authentication, system activity logging, audit trails, "exception" handling, on-prem and off-prem backup and storage of the Company's data.
Other
The economic uncertainties around persistent inflation pressure and geopolitical events have the potential to slow growth in the global economy. Future developments in these challenging areas could impact on the Company's results and financial condition and the full extent of that impact remains unknown.
Proposed Transactions
Other than normal course review of prospective property transactions and on-going plans to raise equity finance, there are no transactions pending as at the date of this report.
Forward-Looking Statements
Some of the statements contained in this MD&A may be deemed "forward-looking statements." These include estimates and statements that describe the Company's future plans, objectives or goals, and expectations of a stated condition or occurrence. Forward-looking statements may be identified by the use of words such as "believes," "anticipates," "expects," "estimates," "may," "could," "would," "will," or "plan." Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results relating to, among other things, results of exploration, reclamation, capital costs, and the Company's financial condition and prospects, could differ materially from those currently anticipated in such statements for many reasons such as but not limited to; changes in general economic conditions and conditions in the financial markets; changes in demand and prices for the minerals the Company expects to produce; litigation, legislative, environmental and other judicial, regulatory, political and competitive developments; technological and operational difficulties encountered in connection with the Company's activities; and changing foreign exchange rates and other matters discussed in this MD&A.
Readers should not place undue reliance on the Company's forward-looking statements. Further information regarding these and other factors, which may cause results to differ materially from those included in forward-looking statements, is included in the filings by the Company with securities regulatory authorities.