Prospector Metals — Interim / Quarterly Report 2021

Aug 27, 2021

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CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2021 AND 2020

(Unaudited- Expressed in Canadian dollars)

Notice to Reader

Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the condensed interim consolidated financial statements, they must be accompanied by a notice indicating that the condensed interim consolidated financial statements have not been reviewed by an auditor.

The accompanying unaudited condensed interim consolidated financial statements of the Company have been prepare by and are the responsibility of the Company’s management.

The Company’s independent auditor has not performed a review of these condensed interim consolidated financial statements in accordance with the standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditor.

ETHOS GOLD CORP.

Condensed Interim Consolidated Statements of Financial Position

(Expressed Canadian Dollars) - Unaudited

			June 30,		December 31,
	Note(s)		2021		2020
ASSETS
Current assets:
Cash		$	5,624,366	$	2,851,877
Amounts receivables	5		346,031		306,869
Investments	6		815,000		1,158,000
Tax credits receivable			106,138		106,138
Prepaid expenses			386,463		81,075
Total current assets			7,277,998		4,503,959
Non-current assets:
Bond	4		37,500		37,500
Exploration and evaluation assets	4		4,167,046		1,932,951
Total assets		$	11,482,544	$	6,474,410
LIABILITIES
Current liabilities:
Accounts payable and accrued liabilities	10	$	1,099,198	$	119,802
Flow-through share premium	9,14		602,152		284,936
Total current liabilities			1,701,350		404,738
SHAREHOLDERS’ EQUITY
Share capital	9		37,783,467		31,885,197
Reserves	9		7,082,213		-
Contributed surplus	9		-		6,541,413
Deficit			(35,084,486)		(32,356,938)
Total shareholders’equity			9,781,194		6,069,672
Total liabilities and shareholders’ equity		$	11,482,544	$	6,474,410

Nature of operations (Note 1) Subsequent events (Note 17)

Approved by the Board of Directors and authorized for issue on August 27, 2021.

“Craig Roberts” Director

“Hendrik Van Alphen” Director

• The accompanying notes are an integral part of these condensed interim consolidated financial statements -

ETHOS GOLD CORP.

Condensed Interim Consolidated Statements of Loss and Comprehensive Loss

(Expressed Canadian Dollars) - Unaudited

			Three months	ended June 30,		Six months	ended June 30,
	Note(s)		2021	2020		2021	2020
Expenses
Amortization		$	-	345	$	-	690
Consulting			243,063	81,784		396,001	193,286
Exploration and project evaluation	4		1,614,192	77,559		2,287,757	707,588
Investor relations			37,461	28,575		113,806	73,166
Listing and filing fees			25,473	8,237		58,037	17,396
Office and administrative			15,185	9,638		31,700	27,158
Professional fees			66,679	23,294		166,562	44,889
Rent			4,695	4,716		9,924	9,432
Share-based compensation	9		523,400	-		523,400	-
Travel			82	2,532		1,019	25,421
Loss before the undernoted			(2,530,230)	(236,680)		(3,588,206)	(1,099,026)
Other income (expenses)
Change in fair value of investments	6		197,552	437,000		(4,483)	437,000
Foreign exchange (loss)/gain			(3,469)	(64)		(1,197)	(25,992)
Interest income			6,694	1,907		10,474	13,186
Other income from settlement
of flow-through	14		228,730	10,632		240,714	213,491
Other income	4		105,795	-		615,150	-
Net loss and comprehensive loss for the period		$	(1,994,928)	212,795	$	(2,727,548)	(461,341)
Basic and diluted loss per common share		$	(0.02)	0.00	$	(0.03)	(0.01)
Weighted average number of common shares
outstanding			117,578,036	63,667,013		107,229,186	63,350,529

• The accompanying notes are an integral part of these condensed interim consolidated financial statements -

ETHOS GOLD CORP.

Condensed Interim Consolidated Statements of Changes in Equity For the Six Months ended June 30, 2021 and 2021

(Expressed Canadian Dollars) - Unaudited

	Share Capital (Note 9) Number of shares Amount Share Option Reserve Deficit Total shareholders’ equity
Balance, December 31, 2019 Shares issued for mineral property Net loss for the period	63,217,013 $26,297,828 $6,013,407 $(29,109,158) $ 3,202,077 450,000 49,500 49,500 - - - (461,341) (461,341) 63,667,013 $26,347,328 $6,013,407 $(29,570,499) $ 2,790,236
Balance, June 30, 2020
Balance, December 31, 2020 Shares issued for property acquisition Shares issued for private placement Shares issued for warrants exercise Flow-through premium Share-based compensation Share issuance costs - cash Share issuance costs – finders’ warrants Net loss for the period Balance, June 30, 2021	94,892,015 $31,885,197 $6,541,413 $ (32,356,938) $ 6,069,672 11,300,000 2,170,000 - - 2,170,000 18,277,055 4,316,044 - - 4,316,044 719,425 143,885 - - 143,885 - (557,931) - - (557,931) - - 523,400 - 523,400 - (156,328) - - (156,328) - (17,400) 17,400 - - - - - $ (2,727,548) (2,727,548) 125,188,495 $37,783,467 $7,082,213 $ (35,084,486) $ 9,781,194

• The accompanying notes are an integral part of these condensed interim consolidated financial statements -

ETHOS GOLD CORP.

Condensed Interim Consolidated Statements of Cash Flows

(Expressed Canadian Dollars) - Unaudited

		Six Months		Six Months
		Ended		Ended
	Note(s)	June 30, 2021		June 30,2020
Cash flows from operating activities:
Net loss for the period	$	(2,727,548)	$	(461,341)
Items not affecting cash:
Amortization		-		690
Change in fair value of investments	6	4,483		(437,000)
Other income from settlement of flow-through	14	(240,714)		(213,491)
Share-based compensation	9	523,400		-
Other income	4	(105,795)		-
Changes in non-cash working capital:
Accounts payable and accrued liabilities		979,397		(353,251)
Amounts receivable		(39,162)		(83,606)
Due to related parties		-		8,266
Prepaid expenses		(305,388)		67,040
Net cash used in operating activities		(1,911,327)		(1,472,693)
Cash flows from investing activities:
Acquisition of mineral properties		(178,300)		(75,000)
Bond		-		(17,500)
Proceeds on sale of investments	4	558,517		-
Net cash generated (used) in investing activities		380,217		(92,500)
Cash flows from financing activities:
Proceeds from private placement	9	4,316,044		-
Share issuance costs	9	(156,329)		-
Proceeds from warrants exercise	9	143,885		-
Net cash provided by financing activities		4,303,600		-
Net changeincash		2,772,489		(1,565,193)
Cash, beginning of the period		2,851,877		3,099,935
Cash, end of the period	$	5,624,366	$	1,444,742
Cash and cash equivalents consisted of
Cash deposited with a Canadian Senior Bank	$	5,584,275 $		1,404,651
Term deposits and guaranteed investment certificates	issued	40,091		40,091
	$	5,624,366 $		1,444,742

Supplemental Cash Flow Information (Note 12)

• The accompanying notes are an integral part of these condensed interim consolidated financial statements -

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars)

1. NATURE OF OPERATIONS

Ethos Gold Corp. (the “Company” or “Ethos”) was incorporated on March 12, 2007 under the British Columbia Business Corporations Act. In 2009, it began trading on the TSX Venture Exchange (“TSX-V”) as a Tier 2 company under the symbol ECC. Its registered office is located at 1430 – 800 West Pender Street, Vancouver, BC, V6C 2V6. The Company’s principal business activities are the identification, exploration and development of economically viable mineral properties.

These condensed interim consolidated financial statements have been prepared on the basis that the Company will be able to realize its assets and discharge its liabilities in the normal course of business. The ability of the Company to continue as a going concern is dependent on obtaining additional financing and if required through the issuance of debt or equity. There is a risk that additional financing will not be available on a timely basis or on terms acceptable to the Company. These financial statements do not reflect the adjustments or reclassifications that would be necessary if the Company were unable to continue operations in the normal course of business.

2. BASIS OF PREPARATION AND CONSOLIDATION

Statement of compliance

These condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) for interim information, specifically International Accounting Standards (“IAS”) 34 - Interim Financial Reporting. In addition, these condensed interim consolidated financial statements have been prepared using interpretations issued by the International Financial Reporting Interpretation Committee (“IFRIC”) in effect at June 30,2021 and the same accounting policies and methods of their application as the most recent annual financial statements of the Company. These condensed interim consolidated financial statements do not include all disclosures normally provided in the annual financial statements and should be read in conjunction with the Company’s audited financial statements for the year ended December 31, 2020.

In management’s opinion, all adjustments necessary for fair presentation have been included in these condensed interim consolidated financial statements. Interim results are not necessarily indicative of the results expected for the year ending December 31, 2021.

The condensed interim consolidated financial statements for the Six months ended June 30, 2021(including comparatives) have been prepared by management, reviewed by the Audit Committee and approved and authorized for issue by the Board of Directors on August 27, 2021.

Basis of Preparation

These condensed interim consolidated financial statements have been prepared on a historical cost basis, except for assets classified as fair value through profit or loss which has been measured at fair value.

Basis of Consolidation

These condensed interim consolidated financial statements include the accounts of the Company, its 100% owned Canadian subsidiary 1088151 B.C. Ltd., and its 100% owned Mexican subsidiary Compañía Minera Roca Dorada, SA de CV (“Roca Dorada”). Subsidiaries are entities controlled by the Company. The Company controls a subsidiary when it is exposed, or has rights, to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over its subsidiary. All significant inter-company balances and transactions have been eliminated upon consolidated.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars)

3. SIGNIFICANT ACCOUNTING POLICIES

The preparation of these condensed interim consolidated financial statements in conformity with IFRS requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amount of expenses during the reporting period. Actual outcomes could differ from these estimates. These financial statements include estimates that, by their nature, are uncertain. The impacts of such estimates are pervasive throughout the financial statements and may require accounting adjustments based on future occurrences.

Revisions to accounting estimates are recognized in the period in which the estimate is revised and future periods if the revision affects both current and future periods.

These estimates are based on historical experience, current and future economic conditions and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Information about significant areas of estimation uncertainty in applying accounting policies that have the most significant effect on the amounts recognized in the financial statements are noted below with further details of the assumptions contained in the relevant note.

The preparation of these condensed interim consolidated financial statements requires management to make judgments regarding the going concern of the Company as discussed in Note 1.

The critical estimates and judgments applied in the preparation of the unaudited condensed interim consolidated financial statements for the six months ended June 30, 2021are consistent with those applied and disclosed in note 3 to the Company's audited condensed interim consolidated financial statements for the year ended December 31, 2020.

c) Foreign currency translation

The functional currency of Ethos and its subsidiaries is the Canadian dollar. Foreign currency transactions are translated into the functional currency of the Company using the exchange rates prevailing at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated into the functional currency at the exchange rate in effect at the financial statement date. Exchange gains or losses arising from these translations are recognized in profit or loss for the reporting period.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) - Unaudited

4. MINERAL INTERESTS

	Pine Pass	Perk-Rocky	Gaffney	Fuchsite	Savant	Campbell	Fairchild
				Lake	Lake
	(a)	(b)	(c)	(d)	(e)	(f)	(g)
Balance, Dec 31, 2019	1	103,000	-	-	-	-	-
Acquisition costs:
Cash payments	30,000	75,000	15,000	9,100	50,000	10,000	-
Share issuances	17,000	49,500	126,000	-	400,000	258,000	-
Write-down	-	-	-	-	-	-	-
Balance, Dec 31, 2020	47,001	227,500	141,000	9,100	450,000	268,000	-
Acquisition costs:
Cash payments	-	-	-	-	-	-	5,000
Share issuances	-	-	-	-	-	480,000	90,000
Write-down	-	-	-	-	-	-	-
Balance, June 30, 2021	47,001	227,500	141,000	9,100	450,000	748,000	95,000
		Heaven Lake	Bassano	Ligneris	Schefferville	Toogood	Total
		(h)	(i)	(j)	(k)	(l)
Balance Dec 31, 2019		-	-	53,455	-	-	156,456
Acquisition costs:
Cash payments		-	50,000	-	130,145	150,000	519,245
Share issuances		-	23,500	60,750	322,500	-	1,257,250
Write-down		-	-	-	-	-	-
Balance, Dec 31, 2020		-	73,500	114,205	452,645	150,000	1,932,951
Acquisition costs:
Cash payments		23,300	-	-	100,000	50,000	519,245
Share issuances		380,000	-	-	360,000	860,000	2,170,000
Write-down		-	-	(114,205)	-	-	(114,205)
Balance, June 30, 2021		403,300	73,500	-	912,465	1,060,000	4,167,046

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) - Unaudited

During the six months ended June 30,2021, the Company incurred the following exploration expenses:

	Pine	Perk-Rocky	Gaffney	Fuchsite	Savant Lake	Savant Lake	Campbell	Fairchild
	Pass			Lake
	(a)	(b)	(c)	(d)		(e)	(f)	(g)
Administration	73	16,474	23,269	872		5,674	1,492	73
Assays	1,518	31,189	6,390	58		13,137	58	7,308
Camp costs	-	4,078	-	-		5,350	-	2,486
Community Relations	-	3,500	-	-		12,480	-	-
Drilling	-	865,971	-	-		-	-	-
Field equipment	-	6,523	-	3,882		6,585	3,882	5,005
Geological	-	137,989	37,464	17,763		119,958	37,350	50,250
Geophysics	-	27,485	-	31		11,895	72,921	-
Travel	-	29,861	-	-		-	-	7,999
Balance, June 30, 2021	1,591	1,123,070	67,123	22,606		175,079	115,703	73,121
	Heaven	Bassano	Ligneris	Schefferville		Toogood	Iron Point	Total
	Lake
	(h)	(i)	(j)	(k)		(l)	(m)
Administration	828	469	2,108	7,344		4,207	-	62,883
Assays	58	-	-	-		563	105,221	165,500
Camp costs	23,608	-	-	-		-	1,639	37,161
Community Relations	-	-	-	-		-	-	15,980
Drilling	-	-	-	-		-	-	865,971
Field equipment	8,760	-	-	-		7,733	-	42,370
Geological	58,176	2,173	220	48,052		115,564	83,566	708,525
Geophysics	145,759	1,389	-	57,889		2,405	-	319,774
Travel	13,843	-	-	-		3,021	14,869	69,593
Balance, June 30, 2021	251,032	4,031	2,328	113,285		133,493	205,295	2,287,757

During the six months ended June 30, 2020, the Company incurred the following exploration expenses:

	Perk-Rocky	Ligneris	Iron Point	Other	Total
	(b)	(j)	(t)
Administration	2,443	56,309	-	-	58,752
Assays	7,569	83,115	-	-	90,684
Camp costs	-	2,198	-	-	2,198
Drilling	-	206,823	-	-	206,823
Field equipment	-	8,880	-	-	8,880
Geological	73,967	158,000	22,505	10,000	264,472
Geophysics	5,402	37,675	-	-	43,077
Travel	4,557	24,003	4,142	-	32,702
Balance, June 30,2020	93,938	577,003	26,647	10,000	707,588

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) - Unaudited

a) Pine Pass Project, British Columbia

On July 31, 2018, the Company entered into an option agreement to acquire a 100% interest in three vanadium projects (Pine Pass, Ursula and Tunnel) in north eastern British Columbia. The Company can earn a 100% interest in the three projects by making the following cash payments and share issuances:

	Cash	Shares
Within five days of TSX Venture acceptance	$80,000 (paid)	200,000 (issued)
On the first anniversary	$120,000	400,000
On the second anniversary	$160,000	600,000
On the third anniversary	$240,000	800,000
On the fourth anniversary	$400,000	1,000,000

If the Company completes the 100% acquisition of the three properties by making the above cash payments and share issuances the Company will grant to the vendors a 2.0% NSR royalty on all three projects, of which half can be repurchased at any time by the Company by paying the vendors $1,500,000.

During the year ended December 31, 2019, the company did not renew the Tunnel project.

On June 20, 2019, the area in which the Pine Pass Project is located became subject to a moratorium on resource development (the “Moratorium”) imposed by the Province of British Columbia in connection with caribou protection strategies.

On July 31, 2019, the Company entered in an amended option agreement (the “Addendum”) with the vendors whereby the previous cash payments and share issuances are suspended indefinitely, pending the lifting of the Moratorium. The Moratorium will be deemed to have been lifted when the Company is no longer restricted by the Moratorium from carrying out exploration and development activities on the Pine Pass Project (the “Reinstatement Date”). Per the Addendum, to maintain the option agreement in good standing, the Company must make the following cash payments and share issuances:

	Cash	Shares
Within five days of TSX Venture acceptance of the Addendum	$30,000 (paid)	100,000 (issued)
On July 31, 2020 (the “Second Interim Payment”)	$30,000 (paid)	100,000 (issued)
If the Reinstatement Date falls after July31,2020	$60,000*	200,000*

• In the event the Moratorium is lifted, the final interim cash payment of $60,000 and the issuance of 200,000 shares will be credited towards the first anniversary payments under the original agreement and the remainder of the cash payments and share issuances will be due annually on the Reinstatement Date, as per the original agreement.

In addition to the above cash payments and shares issuance, by the fourth anniversary of the Reinstatement Date, the Company will conduct and complete a PEA in respect of any one of the properties (Pine Pass or Ursula).

7

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

The Company will be making reasonable efforts to pursue any entitlement to compensation arising in connection with the Moratorium. In the event the Company is successful in recouping compensation, the Company shall first recover its costs and expenses incurred during this process with any remaining proceeds to be split evenly between the Company and the vendors.

Due to the uncertainty of the Moratorium, the Company wrote down the carry value of the Pine Pass project to $1 at December 31, 2019.

• a) Perk-Rocky Project, British Columbia

On May 10, 2019, the Company entered into an option agreement to acquire a 100% interest in the Perk-Rocky project located 225km west of Williams Lake, British Columbia. The Company can earn a 100% interest in the Perk-Rocky Project by incurring exploration expenses totaling $350,000 (incurred) on or prior to the first anniversary of the agreement and by making $690,000 in cash payments and issuing 2,900,000 common shares of the Company as follows:

	**Cash **	Shares
Within five days of the execution date	$10,000 (paid)	-
Within five days of TSX Venture acceptance	$30,000 (paid)	300,000 (issued)
May 10, 2020	$75,000(paid)	450,000 (issued)
August 16, 2021	$75,000 (paid)*	450,000 (issued) *
October 31,2022	$500,000*	1,700,000 *

• Subsequent to the period ended June 30, 2021, the Company amended the Perk-Rocky option agreement whereby the second anniversary payments of $175,000 in cash and 700,000 common shares due on or before August 16, 2021 are now $75,000 (paid) and 450,000 shares (issued) respectively and the third anniversary payments of $400,000 cash and 1,450,000 shares due on or before October 31, 2022 are now $500,000 and 1,700,000 shares respectively.

In the event the Company accomplishes the milestones as listed below, milestone payments, which are due within 30 days of the Company reaching each milestone, will be paid as follows:

• US$350,000 in the event the Company obtains a technical report that is NI 41-101 compliant.

• US$500,000 in the event the Company obtains a Preliminary Economic Assessment.

• US$1,000,000 in the event the Company obtains a Feasibility Study.

• US$2,000,000 in the event the Company elects to put the property into commercial production.

Upon acquiring 100% interest in the property, the Company will grant the vendor a 3% NSR. The Company may repurchase 2% of the NSR for US$7 million.

As at June 30,2021, the Company had advanced a $37,500 (December 31, 2020 - $27,500) bond to the Government of British Columbia related to the ongoing exploration work at the Perk-Rocky project.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

b) Gaffney, BC

On September 11, 2020, the Company entered into an earn in agreement whereby the Company can earn a 100% interest in the Gaffney gold property located in central British Columbia.

The Company can earn a 100% interest in the Gaffney gold property by making the following cash and share payments:

	Cash	Shares
Within five days of the execution date	$15,000 (paid)	-
Within five days of TSX Venture acceptance	-	600,000 (issued)
On or before October 1, 2021	-	600,000
On or before October 1, 2022	-	600,000
On or before October 1,2023	-	600,000

The vendor retains a 1% NSR royalty, of which the first 0.5% can be purchased for $500,000, and a second tranche of 0.5% may be purchased for $1,000,000. There are no work commitments.

c) Fuchsite Lake, Ontario

On August 5, 2020, the Company staked the Fuchsite Lake claim block (“Fuchsite Lake Gold Project”) in the province of Ontario, which comprises 3750 hectares located 20 km north of the town of Armstrong, Ontario. Staking costs of $9,100 are included in mineral property acquisition costs.

On September 3, 2020, the Company entered into a definitive property option agreement with Cross River Ventures Corp. (“Cross River”) whereby Cross River has been granted the right to acquire up to a 60% interest in the project by advancing to the Company total cash payments of $300,000 and 2,000,000 Cross River common shares. In addition, Cross River must incur $1,950,000 in exploration expenditures on the project. The schedule of cash payments, share issuances and exploration expenditures are as follows:

	Cash	Shares	Work
			Commitment
Upon signing	-	500,000 (received)	-
December 31, 2020	-	-	$100,000
On or before September 3, 2021	$75,000	500,000	-
December 31, 2021	-	-	$350,000
On or before September 3, 2022	$75,000	500,000	-
December 31, 2022	-	-	$750,000
On or before September 3, 2023	$75,000	500,000	-
December 31, 2023	-	-	$750,000
On or before September 3,2024	$75,000	-	-

Upon Cross River earning their 60% interest, the Company will retain a 2% NSR royalty on the project. Cross River can acquire 1% of the NSR royalty by paying the Company a one-time cash payment of $1,000,000.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

d) Savant Lake, Ontario

On September 1, 2020, the Company entered into an earn in agreement with New Dimension Resources Ltd. (“New Dimension”) whereby the Company can earn a 70% interest in the Savant Lake gold property located in the Savant Lake Greenstone Belt 240km northwest of Thunder Bay, Ontario.

The Company can earn a 70% interest in the Savant lake property by paying the optionor a total of $200,000 in cash, issuing 8,000,000 common shares of the Company, and completing $2,000,000 in exploration work, as follows:

	Cash	Shares	Work
			Commitment
Within five days of the execution date	$50,000 (paid)	-	-
Within five days of TSX Venture acceptance	-	2,000,000 (issued)	-
On or before September 20, 2021	$50,000	2,000,000	$500,000
On or before September 20, 2022	$50,000	2,000,000	$1,000,000
On or before September 20,2023	$50,000	2,000,000	$500,000

If a mineral resource in excess of one million ounces of gold is defined on the property the Company will make additional payments to New Dimension of $50,000 in cash and issue 2,000,000 common shares of the Company.

e) Campbell Lake Gold Project, Ontario

On October 6, 2020, the Company entered into an earn in agreement whereby the Company can earn a 100% interest in the Campbell Lake gold project located 40km north of the town of Armstrong, Ontario

The Company can earn a 100% interest in the Campbell Lake gold project by making the following cash and share payments:

payments:
	Cash	Shares
Within five days of the execution date	$10,000 (paid)	-
Within five days of TSX Venture acceptance	-	600,000 (issued)
Within five days of an airborne geophysics survey date	-	600,000 (issued)
On or before October 6, 2021	-	600,000 (issued) *
On or before October 6,2022	-	1,800,000(issued)*

There are no work commitments.

• During the period ended June 30,2021, Ethos accelerated the Campbell Lake Gold Project acquisition by issuing the remaining 2.4M shares pursuant to the agreement. The fair value of the shares at issuance date was $480,000.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

• f) Fairchild Lake Project, Ontario

On February 3, 2021, the Company entered into an earn-in agreement under which Ethos may earn a 100% interest in the 2,228-hectare Fairchild Lake claim block located 65 km northeast of Sioux Lookout, Ontario by making the following cash and share payments:

• a. Cash payment of $5,000 on signing (paid)

• b. 500,000 shares within 5 days of Exchange acceptance (issued)

• c. 500,000 shares within 9 months of signing

• d. 500,000 shares within 18 months of signing

There are no work commitments or royalties payable

g) Heaven Lake Project, Ontario

On March 7, 2021, the Company entered into an earn-in agreement under which the Company may acquire a 100% interest in the 4,400-hectare Heaven Lake claim block by making the following cash and share payments:

• a. Cash payment of $23,300 on signing (paid)

• b. 2,000,000 shares within 5 days of Exchange acceptance (issued)

• c. 2,000,000 shares within 12 months of signing

• d. 2,000,000 shares within 24 months of signing

• There are no work commitments or royalties payable

h) Bassano, Quebec

On September 1, 2020, the Company entered into an earn in agreement whereby the Company can earn a 100% interest in the Bassano project, which is contiguous to the Company’s Schefferville project in the province of Quebec.

The Company can earn a 100% in the Bassano project by paying the optionor a total of $200,000 in cash, 3,500,000 shares, and completing $500,000 in exploration work, as follows:

	Cash	Shares	Work
			Commitment
Within five days of the execution date	$50,000 (paid)	-	-
Within five days of TSX Venture acceptance	-	100,000 (issued)	-
November 15, 2021	$50,000	200,000	$125,000
November 15, 2022	$50,000	400,000	$125,000
November 15, 2023	$50,000	800,000	$125,000
November 25,2024	-	2,000,000	$125,000

The optionor will retain a 2% NSR royalty of which the Company may purchase 1% for $1,000,000.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

i) Ligneris Property, Quebec

On June 26, 2019, the Company entered into an earn in agreement with Société d'exploration minière Vior Inc. (“Vior”) whereby the Company can earn a 70% interest in the Ligneris property, located 90 km north of RouynNoranda, Quebec. The Company can earn a 51% interest in the Ligneris Property by issuing Vior 1,000,000 common shares of the Company and incurring $3,000,000 in exploration expenditures over the first four years of the agreements as follows:

	Work Commitment	Shares
Within ten days of TSX Venture acceptance	-	200,000 (issued)
On or before June 26, 2020	$750,000*	225,000 (issued)
On or before June 26, 2021	$750,000	250,000
On of before June 26, 2022	$750,000	325,000
On of before June 26,2023	$750,000	-

*Before the first anniversary the Company had satisfied its first-year work commitment.

Upon the Company earning its’ initial 51% interest in the Ligneris Property, the Company will have 60 days to elect to earn an additional 19% interest in the Ligneris Property by incurring an additional $4,000,000 in exploration expenditures over the next three years, commencing from the date of the Company’s election.

Subsequent to the period ended June 30,2021, the Company concluded a termination and release agreement with Vior whereby Ethos has accepted to renounce all of its rights under the Earn-in Agreement dated June 26, 2019 on the Ligneris project in Abitibi, Quebec in exchange for 1 million Vior shares. During June 2021, the Company received 1,000,000 shares of Vior (VIO.V). The fair value of these shares was $220,000, which was recorded as a recovery against the Ligneris Property ($114,205) and the remaining ($105,795) was recorded as other income in the Statement of Loss and Comprehensive Loss.

j) Schefferville, Quebec

On August 5, 2020, the Company staked a total of 288 km[2] area in two claim blocks in the province of Quebec: the Sable block (234 km[2] ) is centered 80 kilometers northwest of Schefferville and the Hamard block (54 km[2] ) is centered 35 kilometers due west of Schefferville. Staking costs of $80,145 are included in mineral property acquisition costs.

On October 15, 2020, Ethos announced that it has purchased a 100% interest in 206 mineral claims covering 10,018 Ha (100.2 km2) contiguous to Ethos’s newly staked Sable block, part of the Schefferville Gold Project, 85 km northwest of Schefferville, Quebec.

Purchase terms

Ethos has purchased the claims for $50,000 cash (paid) and 1.5 million shares of Ethos (issued). Additionally, there is a 2.0% NSR in favor of the vendors of which Ethos may purchase 1.0% for $1.0 million.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

Schefferville Ashuanipi Property

On February 15, 2021, the Company entered into an earn-in agreement under which the Company may acquire a 100% interest in the Schefferville Ashuanipi Property by making $100,000 in cash payments (paid) and issuing 2,000,000 shares on closing (issued). Ethos has committed to spending $500,000 over three years on the claims with any shortfall resulting in a cash payment to the vendor in an amount equal to a prorated cash payment of $100,000. If the commitment is satisfied, no such payment is required. The Vendors will retain a 2.0% NSR royalty on the Property, of which 1.0% may be repurchased by the Company for $1,000,000.

k) Toogood Project

On December 22, 2020, Ethos announced that it has entered into two earn-in agreements under which Ethos may earn a 100% interest in the 6,350 hectare (63.50 km2) Toogood claim group and the 1,800 hectare (18 km2) McGrath claim group located on New World Island, approximately 65 km north of Gander, Newfoundland. These projects are situated to the north-east of the Company’s Deep Cove and Virgin Arm properties with good access by paved and gravel roads and trails. The Deep Cove, Virgin Arm, McGrath and Toogood claims will be collectively referred to as the Toogood Project.

- Toogood Claim Group Earn in Agreement:

• Ethos can earn a 100% interest in the Toogood claim group by making the following cash and share payments:

• Cash payment of $25,000 on signing (paid)

• 2,500,000 shares on TSXV approval of the entrance into the earn-in agreement (issued)

• 2,500,000 shares 12 months following signing.

The vendor retains a 2% NSR royalty, of which the first 1% can be purchased by Ethos for $1,000,000. There are no work commitments.

During December 2020, a finder’s fee of 100,000 shares were issued in respect of the Toogood claim group transaction. The shares will be subject to a four-month hold period from the date of issuance of such shares pursuant to applicable securities laws.

- McGrath Claim Group Earn in Agreement:

Ethos can earn a 100% interest in the McGrath claim group by making the following share payments:

• 800,000 shares on TSXV approval of the entrance into the earn-in agreement (issued).

• 800,000 shares at 12 months following signing.

The vendor retains a 2% NSR royalty, of which the first 1% can be purchased for $1,000,000. There are no work commitments.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

- Deep Cove Claim Group Earn in Agreement:

Ethos can earn a 100% interest in the Deep Cove claim group by making the following share payments:

	Cash	Shares	Work
			Commitment*
Within five days of the execution date	$65,000 (paid)	-	-
Within five days of TSX Venture acceptance	-	600,000 (issued)	-
On or before October 29, 2021	$45,000	600,000	$100,000
On or before October 29, 2022	$50,000	800,000	$100,000
On or before October 29,2023	$120,000	1,200,000	$100,000

• Ethos shall incur exploration costs of $100,000 per year on the Deep Cover claim block.

The vendor retains a 2% NSR royalty, of which the first 1% can be purchased for $1,000,000.

- Virgin Claim Group Earn in Agreement:

Ethos can earn a 100% interest in the Virgin claim group by making the following share payments:

	**Cash **	Shares
Within five days of the execution date	$60,000 (paid)	-
Within five days of TSX Venture acceptance	-	400,000 (issued)
On or before October 29, 2021	$75,000	600,000
On or before October 29, 2022	$90,000	800,000
On or before October 29,2023	$150,000	1,200,000

The vendor retains a 3% NSR royalty, of which the first 1.5% can be purchased for $1,500,000. There are no work commitments.

Fairbanks Earn-in Agreement:

Fairbanks Earn-in Agreement:
	Cash	Shares
Within five days of the execution date	$50,000 (paid)	-
Within five days of TSX Venture acceptance	-	400,000 (issued) *
On or before June 15, 2022	$50,000	300,000
On or before June 15, 2023	$50,000	400,000
On or before June 15,2023	$50,000	600,000

• Subsequent to the period ended June 30, 2021, the Company issued 400,000 common shares relating to the acquisition of Fairbanks mineral property with a fair value of $172,000.

l) Iron Point Property, Nevada, USA

On May 16, 2019, the Company entered into an earn in agreement with Victory Metals Ltd. (“Victory”) whereby the Company can earn a 50% undivided interest in the gold and silver rights at Victory’s Iron Point vanadium project, located 35 km east of Winnemucca, Nevada. The Company can earn its 50% undivided interest by spending $5,000,000 over three years, including a minimum of $1,000,000 (incurred) in the first year. Following the earn-in, a 50-50 joint venture will be formed between the Company and Victory, exclusive to the gold and silver rights on the Iron Point property. On May 22, 2020, the Company and Victory amended the earn in agreement whereby the Company must expend $5,000,000 over five years (previously three years), including $1,000,000 (incurred) in the first year. Commencing on the first anniversary of the agreement, the Company must spend at least US$250,000 each year in exploration expenditures.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

During the period ended June 30,2021, the Company concluded a termination and release agreement (the "Agreement") with Nevada King Gold Corp. ("Nevada King") whereby Ethos has accepted to renounce all of its rights under the Earn-in Agreement dated May 16, 2019 on the Iron Point project in Humboldt County, Nevada in exchange for 6.5 million shares of Nevada King. As consideration for the renunciation of the Iron Point Project, Nevada King has agreed to issue to Ethos, 6,500,000 shares of Nevada King. The shares are subject to a voluntary hold period of twelve months from the date of issuance. The agreement is subject to TSX-V approval.

5. ACCOUNTS RECEIVABLE

	June 30, 2021	December 31, 2020
GST receivable	106,397	67,551
QST receivable	238,059	237,743
Other	1,575	1,575
Balance	346,031	306,869

6. INVESTMENTS

	Fair value Jan 1,2020	Additions Dec 31, 2020	Disposals Dec 31, 2020	Fair value adjustment Dec 31, 2020	Fair value Dec 31, 2020
Common shares	$ 418,000	$ 198,000	$-	$ 542,000	$ 1,158,000
	Fair value Jan 1, 2021	Additions June 30, 2021	Disposals June 30, 2021	Fair value adjustment June 30, 2021	Fair value June 30, 2021
Common shares	$1,158,000	$ 220,000	$ (558,517)	$ (4,483)	$ 815,000

7. TAX CREDIT RECEIVABLE

As at June 30, 2021, the Company has tax credits receivable of $106,138 (December 31,2020 - $106,138), which consists of BCMETC receivable.

8. PROPERTY, PLANT AND EQUIPMENT

During the year ended December 31, 2019, the company acquired a building in the province of Quebec, Canada for total proceeds of $69,168. During the year ended December 31, 2020 the Company sold the building in Quebec for proceeds $78,861 of and realized a gain on the sale of $10,383.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

9. SHARE CAPITAL

(a) Authorized

Unlimited number of common shares without par value Unlimited number of preferred shares without par value

• (b) Common shares – issued and outstanding

Common shares - At June 30,2021 the Company had 125,188,495 (December 31, 2020 – 94,892,015) common shares issued and outstanding.

Preferred shares – At June 30,2021 and December 31, 2020 no preferred shares were issued and outstanding.

Six months ended June 30, 2021:

Shares issued for property acquisition

On February 18, 2021, the Company issued 2,600,000 common shares relating to the acquisition of the Toogood mineral property (Note 4) with a fair value of $494,000.

On February 18, 2021, the Company issued 600,000 common shares relating to the acquisition of the Deep Cove claim group (Note 4) with a fair value of $114,000.

On February 18, 2021, the Company issued 400,000 common shares relating to the acquisition of the Toogood mineral property (Note 4) with a fair value of $76,000.

On March 11, 2021, the Company issued 800,000 common shares relating to the acquisition of the McGrath claim group (Note 4) with a fair value of $176,000.

On March 29, 2021, the Company issued 2,000,000 common shares relating to the acquisition of the Ashuanipi Property with a fair value of $360,000.

On March 29, 2021, the Company issued 500,000 common shares relating to the acquisition of the Fairchild Lake mineral property with a fair value of $90,000.

On April 12, 2021, the Company issued 2,000,000 common shares relating to the acquisition of the Heaven Lake mineral property with a fair value of $380,000.

On April 27, 2021, the Company issued 2,400,000 common shares relating to the acquisition of Campbell Lake mineral property with a fair value of $480,000.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

Private placements

On April 1, 2021, the Company closed the first tranche of its Private Placements consisted of the following:

• a British Columbia flow through private placement of 2,796,168 flow through units priced at $0.24 per unit for gross proceeds of $671,080. Each unit will comprise one flow through share, and one half of one non-flow through common share purchase warrant.

• an Ontario flow through private placement of 716,666 flow through units priced at $0.24 per unit for gross proceeds of $172,000. Each unit will comprise one flow through share, and one half of one nonflow through common share purchase warrant.

• a national flow through private placement of 5,161,365 flow through units priced at $0.22 per unit for gross proceeds of $1,135,500. Each unit will comprise one flow through share, and one half of one non-flow through common share purchase warrant.

• a national charity flow through private placement of 3,277,800 flow through units priced at $0.25 per unit for gross proceeds of $819,450. Each unit will comprise one flow through share, and one half of one non-flow through common share purchase warrant.

Each whole such warrant will be exercisable into one common share of the Company at an exercise price of $0.40 for a period of two years following closing. The common share purchase warrants will be subject to acceleration at the Company’s discretion in the event its common shares trade on the TSX Venture Exchange on a volume weighted average price (“VWAP”) basis of $0.60 or more for a period of ten consecutive trading days. These Private Placements are subject to the final acceptance of the TSX Venture Exchange, and all securities issued or issuable under the Private Placements will be subject to a 4-month hold period expiring on August 2, 2021.

On April 27, 2021, Ethos closed a private placement consisted of the following:

• a British Columbia flow through private placement of 769,500 flow through units priced at $0.24 per unit for gross proceeds of $184,680. Each unit will comprise one flow through share, and one half of one non-flow through common share purchase warrant. Each whole such warrant will be exercisable into one common share of the Company at an exercise price of $0.40 for a period of two years following closing. The common share purchase warrants will be subject to acceleration at the Company’s discretion in the event its common shares trade on the TSX Venture Exchange on a volume weighted average price (“VWAP”) basis of $0.60 or more for a period of ten consecutive trading days. This Private Placement is subject to the final acceptance of the TSX Venture Exchange, and all securities issued or issuable under the Private Placements will be subject to a 4-month hold period expiring on August 28, 2021.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

On June 8, 2021, Ethos closed a private placement consisted of the following:

• a flow through private placement of 5,555,556 flow-through units priced at $0.24 per unit for gross proceeds of $1,333,334. Each unit consisted of one flow through share, and one half of one non-flow through common share purchase warrant (each whole warrant, a "warrant"). Each warrant is exercisable into one common share of the Company at an exercise price of $0.30 for a period of two years. The Private Placement is subject to the acceptance of the TSX Venture Exchange and all securities issued or issuable under the Private Placement are subject to a 4-month hold period expiring on October 9, 2021.

In connection with the private placements closed during the six months ended June 30, 2021, the Company paid cash Finders fees of $156,328 and issued an aggregate of 347,347 finders warrants in connection with the Private Placements. These warrants were valued at $17,400 at issuance date.

In connection with the private placements closed during the six months ended June 30, 2021, a premium was received for the flow-through shares resulting in an initial liability of $557,930 (Note 13).

Warrants issued

On June 8, 2021, the Company issued 394,425 common shares relating to the exercise of warrants with a fair value of $78,885.

On June 30, 2021, the Company issued 325,000 common shares relating to the exercise of warrants with a fair value of $65,000.

Six Months Ended June 30, 2020

On May 7, 2020, the Company issued 450,000 common shares relating to the acquisition of the Perk Rocky mineral property with a fair value of $49,500.

• (c) Share purchase options

Share purchase options are granted at an exercise price equal to the estimated fair value of the Company’s common shares on the date of the grant.

On June 22, 2020, the Company implemented a new Share Option Plan for the benefit of directors, employees, management company employees and consultants of the Company. The Plan provides that the directors of the Company may grant options to purchase common shares on terms that the directors may determine. The maximum aggregate number of common shares that may be reserved for issuance under the Plan is 10% of the issued and outstanding common shares of the Company at the time of grant.

On May 20, 2021, Ethos announced the grant of a total of 3,760,000 incentive stock options to directors, officers, and consultants of the Company, subject to TSX Venture Exchange acceptance. Each option is exercisable to purchase one common share of the Company for five years at a price of $0.225 per common share in accordance with the terms of the Company's stock option plan.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

A summary of the status of the Company’s share purchase options outstanding is presented below:

	June 30, 2021 Number of Shares Weighted Average Exercise Price	December 31, 2020
		Number of Shares Weighted Average Exercise Price
Outstanding at beginning of period Granted Expired/Cancelled	9,115,000 $0.20 3,760,000 $0.225 (2,065,000) $0.23	5,340,000 $0.20 4,000,000 $0.22 (225,000) $0.15
Outstanding at end of period	10,810,000 $0.20	9,115,000 $0.20

As at June 30, 2021, the following share purchase options were outstanding and exercisable:

			Weighted Average
		Weighted	Remaining
		Average	contractual life (in	Exercisable
	Outstanding	Exercise	years)	Options
Expiry date	Options	Price
Jan 10, 2022	400,000	$0.20	0.53	400,000
Jul 26, 2023	1,750,000	$0.17	1.99	1,750,000
Dec 4, 2023	350,000	$0.20	2.43	350,000
May 31, 2024	600,000	$0.20	2.92	600,000
Nov 5, 2025	3,950,000	$0.22	4.35	3,950,000
May 20, 2026	3,760,000	$0.225	4.89	3,760,000
	10,810,000	$0.21	3.87	10,810,000

The following weighted-average grant date assumptions were used in valuing share purchase options granted during the six months ended June 30, 2021 to directors, officers and employees. The Company determines the fair value of options granted using the Black-Scholes model for share purchase options issued to employees. The Company determines the fair value of share purchase options issued to non-employees using the value of services provided by the non-employees.

	June 30, 2021	December 31, 2020
Weighted average share price	0.14	0.12
Weighted average exercise price	0.225	0.22
Risk-free interest rate	0.94%	0.38%
Expected volatility(1)	68%	68%
Expected years of option life(2)	5	5
Expected dividends	Nil	Nil

(1) The volatility was calculated using the Company’s historical information and industry benchmarks.

(2) The effects of early exercise were not incorporated into the model as the options are expected to be held for the contractual life.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

(c) Share purchase warrants

As at June 30, 2021 the Company had share purchase warrants outstanding entitling the holders to acquire common shares as follows:

Balance, beginning of period Granted Exercised Expired Balance, end of period	June 30, 2021 Number of warrants Weighted Average Exercise Price 21,993,584 $0.27 9,485,873 $0.37 (719,425) $0.20 (5,001,470) $0.32 25,758,562 $0.30	December 31, 2020
		Number of warrants Weighted Average Exercise Price
		12,267,286 $0.20 13,226,298 $0.24 - - (3,500,000) $0.30
		21,993,584 $0.27

As at June 30, 2021, the Company had share purchase warrants outstanding entitling the holders to acquire common shares as follows:

Expiry date	Outstanding	Weighted average	Weighted average
	warrants	exercise price	remaininglife (inyears)
November 26, 2021	3,265,816	$0.30	0.41
September 3, 2022	4,291,074	$0.20	1.18
September 3, 2022	106,425	$0.20	1.18
September 3, 2022	1,000,000	$0.22	1.18
September 3, 2022	1,500,000	$0.24	1.18
September 3, 2022	4,999,999	$0.28	1.18
September 3, 2022	109,375	$0.28	1.18
November 17, 2022	500,000	$0.40	1.38
April 1, 2023	5,975,999	$0.40	1.75
April 1, 2023	127,272	$0.22	1.75
April 1, 2023	29,166	$0.24	1.75
April 1, 2023	190,909	$0.40	1.75
April 27, 2023	384,750	$0.40	1.82
September 4, 2023	500,000	$0.15	2.15
June 8, 2023	2,777,777	$0.30	1.94
Balance, June 30, 2021	25,758,562	$0.30	1.34

10. ACCOUNTS PAYABLE

		June 30, 2021		December 31, 2020
Accounts payable and accrued	$	1,099,198	$	119,802
liabilities
	$	1,099,198	$	119,802

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

11. RELATED PARTY TRANSACTIONS

Related party transactions are recorded at the exchange amount as agreed to by the parties. Related party transactions not otherwise disclosed in these financial statements are:

		June 30, 2021		June 30, 2020
Consulting fees	$	145,403	$	85,500
Share-based compensation		320,165		-
	$	465,568	$	85,500

Due to/from related parties

As at June 30,2021 $42,361 (2020 – $10,500) was owed to certain officers and directors of the Company for consulting fees. This amount is included in accounts payable and accrued liabilities. Amounts due to related parties are unsecured, have no fixed repayments and are non-interest bearing.

12. SUPPLEMENTAL CASH FLOW INFORMATION

PPLEMENTAL CASH FLOW INFORMATION
Interest received Interest paid	2021 2020
	$ 10,474 $ 13,186 - -

During the six months ended June 30, 2021, the Company entered into the following non-cash transactions:

• The Company recognized $2,170,000 in mineral interest acquisition costs related to 11,300,000 common shares issued for mineral properties (Note 4).

• The Company closed various private placements during the period ended June 30, 2021 (Note 9). connection with these private placements, Company issued an aggregate of 347,347 finders valued at $17,400 at issuance date a premium was received for the flow-through shares resulting in an initial liability of $557,930 (Note 13).

• During the six months ended June 30, 2020, the Company entered into the non-cash transactions:

• The Company recognized $49,500 in mineral interest acquisition costs related to 450,000 common shares issued for mineral properties (Note 4).

13. SEGMENT INFORMATION

• (a) The Company operates in one industry segment (note 1).

• (b) At June 30, 2021 and December 31, 2020, the Company’s mineral interests were located as follows:

	June 30, 2021	December 31, 2020
Mineral interests
British Columbia, Canada	415,501	415,501
Ontario, Canada	1,705,400	727,100
Quebec, Canada	986,145	640,350
Newfoundland, Canada	1,060,000	150,000
	$ 4,167,046	$ 1,932,951

The Company’s other assets and liabilities and net expenses are attributable to its corporate office and exploration and project evaluation activities in Canada and United States.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

14. FLOW THROUGH SHARE PREMIUM LIABILITY

Flow-through share premium liabilities include the liability portion of the flow-through shares issued. The following is a continuity schedule of the liability portion of the flow-through shares issuance.

Balance at December 31, 2019 Settlement of flow-through share liability on incurring expenditures Balance at December 31, 2020 Liability incurred on flow-through shares Settlement of flow-through share liability on incurring expenditures Balance at June 30, 2021	$ 653,163 (368,227)
	$ 284,936 557,930 (240,714) $ 602,152

In November 2019, the Company completed a non‐brokered private placement of 6,531,632 flow-through shares at a price of $0.27 per share for gross proceeds of $1,763,541. A premium of $0.10 per unit was received for the flowthrough shares resulting in an initial liability of $653,163.

On April 1, 2021, the Company completed a non‐brokered private placement of 2,796,169 flow-through shares at a price of $0.24 per share for gross proceeds of $671,080. A premium of $0.05 per unit was received for the flowthrough shares resulting in an initial liability of $139,808.

On April 1, 2021, the Company completed a non‐brokered private placement of 716,666 flow-through shares at a price of $0.24 per share for gross proceeds of $172,000. A premium of $0.05 per unit was received for the flowthrough shares resulting in an initial liability of $35,833.

On April 1, 2021, the Company completed a non‐brokered private placement of 5,161,365 flow-through shares at a price of $0.22 per share for gross proceeds of $1,135,500. A premium of $0.03 per unit was received for the flowthrough shares resulting in an initial liability of $154,841.

On April 1, 2021, the Company completed a non‐brokered private placement of 3,277,800 flow-through shares at a price of $0.25 per share for gross proceeds of $819,450. A premium of $0.06 per unit was received for the flowthrough shares resulting in an initial liability of $196,668.

On April 27, 2021, the Company completed a non‐brokered private placement of 769,500 flow-through shares at a price of $0.24 per share for gross proceeds of $184,680. A premium of $0.04 per unit was received for the flowthrough shares resulting in an initial liability of $30,780.

The flow-through liability is amortized to Other Income in the Statement of Loss and Comprehensive Loss, based on the percentage of the eligible expenditures incurred during the period. As at June 30, 2021, the Company has an obligation to spend $468,050 in flow-through proceeds by December 31, 2021 and $3,262,377 by December 31, 2022, by which time the outstanding flow-through share premium liability of $602,152 will be settled when these flow-through expenditures are made.

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

15. MANAGEMENT OF CAPITAL

The Company’s objectives when managing capital are to safeguard its ability to pursue its objectives. The Company measures its capital as its shareholders’ equity. The Company’s primary source of capital is the issuance of equity.

The Company manages and adjusts its capital structure whenever changes in economic conditions occur. To maintain or adjust the capital structure, the Company may seek additional funding.

The Company may require additional funding to meet its administrative overhead expenses in the long term. The Company believes it will be able to raise capital as required but recognizes there will be risks involved that may be beyond its control.

The Company expects its current capital resources will be sufficient to carry out its exploration plans and operations through at least the next twelve months. There are no external restrictions on the Company’s capital.

16. MANAGEMENT OF FINANCIAL RISK

The Company is exposed to credit risk, liquidity risk and interest rate risk from its financial instruments which include cash and cash equivalents, amounts receivable, accounts payable and accrued liabilities. The Company is not exposed to significant market or other price risks.

Credit risk

Credit risk is the risk of an unexpected loss if a customer or third party to a financial instrument fails to meet its contractual obligations. The Company’s cash and short-term investments are on deposit at a major financial institution. Amounts receivable consist primarily of goods and services tax refunds due from the Government of Canada and are neither past due nor impaired. As such, the Company considers its exposure to credit risk to be minimal.

Liquidity risk

Liquidity risk is the risk that the Company will be unable to meet its financial obligations as they come due. The Company is exposed to liquidity risk through its accounts payable, accrued liabilities and amounts due to related parties, which are all due on demand. The Company uses cash forecasts to ensure as far as possible that there is sufficient cash on hand to meet short-term business requirements. Cash is invested in highly liquid investments which are available to discharge obligations when they come due.

Interest rate risk

Interest rate risk is the risk that changes in interest rates will affect the fair value or future cash flows of the Company's financial instruments. The Company is exposed from time to time to interest rate risk as a result of holding fixed rate temporary investments of varying maturities. The Company reduces the risk that it will realize a loss as a result of a decline in the fair value of these investments by limiting these investments to highly liquid securities with short-term maturities.

As at June 30, 2021, the Company estimates that a 1% change in prevailing interest rates would change the fair value of future cash flows from the Company’s financial instruments by approximately $8,150 (December 31, 2020 - $11,000).

ETHOS GOLD CORP. Notes to the Condensed interim consolidated financial statements For the Six Months ended June 30, 2021 and 2020 (Expressed in Canadian Dollars) – Unaudited

17. SUBSEQUENT EVENTS

Subsequent to six months ended June 30, 2021, the following events took place:

• Ethos issued 1,025,070 shares upon the exercise of warrants for gross proceeds of $279,559.

• Ethos issued 50,000 shares upon the exercise of options for gross proceeds of $11,000.

• On August 3, 2021, the Company granted an aggregate of 500,000 stock options to a consultant of the Company, exercisable at $0.42 per share for a period of five years.

• On August 6, 2021, the Company issued 400,000 common shares relating to the acquisition of Fairbanks mineral property with a fair value of $172,000.

• On August 6, 2021, the Company closed a non-brokered private placement of units raising gross proceeds of $2,265,804. The Private Placement consisted of 7,080,638 units priced at $0.32 per unit (each, a "Unit"). Each Unit consists of one common share, and one half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant is exercisable into one common share of the Company at an exercise price of $0.45 for a period of two years. The Company intends to use the gross proceeds from the Private Placement for exploration activities on the Toogood Project, on New World Island, Newfoundland, and general working capital. The Private Placement is subject to the final acceptance of the TSX Venture Exchange and all securities issued or issuable under the Private Placement are subject to a 4-month hold period expiring on December 7, 2021. In connection with the Private Placement, the Company paid finder's fees of 250,000 Units under the same terms of the Private Placement in accordance with the policies of the TSX Venture Exchange.

• On August 16, 2021, the Company issued 450,000 common shares relating to the acquisition of Perk Rocky mineral property with a fair value of $225,000.