AI assistant
Quantum Battery Metals Corp. Management Reports 2025
46780_rns_2025-09-29_64296802-6ba9-4d00-b33a-643d64e729de.pdf
Management Reports
Open in viewerOpens in your device viewer
QUANTUM
BATTERY METALS CORP
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE SIX MONTHS ENDED JULY 31, 2025
2
QUANTUM BATTERY METALS CORP.
Management Discussion and Analysis
For the six months ended July 31, 2025
The Management Discussion and Analysis (“MD&A”), prepared September 29, 2025 should be read in conjunction with the unaudited condensed consolidated interim financial statements for the six months ended July 31, 2025 and the notes thereto of Quantum Battery Metals Corp. (“Quantum” or the “Company”) which were prepared in accordance with International Financial Reporting Standards (“IFRS”). Unless otherwise noted, all currency amounts are in Canadian dollars.
This management discussion and analysis may contain forward-looking statements in respect of various matters including upcoming events and include without limitation, statements regarding discussions of the Company’s business strategy, future plans, projections, objectives, estimates and forecasts and statements as to management's expectations with respect to, among other things, the development of the Company’s project. These forward-looking statements involve numerous risks and uncertainties and actual results may vary. Important factors that may cause actual results to vary include without limitation, certain transactions, certain approvals, changes in commodity prices, risks inherent in exploration results, timing and success, inaccurate geological and metallurgical assumptions (including with respect to the size, grade and recoverability of mineral reserves and mineral resources), delays in the receipt of government approvals, and changes in general economic conditions or conditions in the financial markets. In making the forward-looking statements in this MD&A, the Company has applied several material assumptions, including without limitation, the assumption that any additional financing needed will be available on reasonable terms.
Additional factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements include, among other factors: (1) the state of the global economy and economic and political events, including the deterioration of the global capital markets, affecting supply and demand and economic and political events affecting supply and demand; and (2) securing and the nature of regulatory permits and approvals and the costs of complying with environmental, health and safety laws and regulations.
The Company cannot assure you that any of these assumptions will prove to be correct.
The words “expect,” “anticipate,” “estimate,” “may,” “will,” “should,” “intend,” “believe,” “target,” “budget,” “plan,” “projection” and similar expressions are intended to identify forward-looking statements. Information concerning mineral reserve and mineral resource estimates also may be considered forward-looking statements, as such information constitutes a prediction of what mineralization might be found to be present during operations or if and when an undeveloped project is actually developed.
These factors should be considered carefully, and readers should not place undue reliance on the Company’s forward-looking statements. The Company believes that the expectations reflected in the forward-looking statements, including future-oriented financial information, contained in this MD&A and any documents incorporated by reference are reasonable, but no assurance can be given that these expectations will prove to be correct. In addition, although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, including future-oriented financial information, there may be other factors that cause actions, events, or results not to be as anticipated, estimated, or intended. The Company undertakes no obligation to disclose publicly any future revisions to forward-looking statements, including future-oriented financial information, to reflect events or circumstances after the date of this MD&A or to reflect the occurrence of unanticipated events, except as expressly required by law.
Additionally, the forward-looking statements, including future-oriented financial information, contained herein are presented solely for the purpose of conveying our reasonable belief of the direction of the Company and may not be appropriate for other purposes.
The results or events predicted in these forward-looking statements may differ materially from the actual results or events. The Company disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
DESCRIPTION OF BUSINESS
The Company was incorporated on August 6, 2010 under the British Columbia Business Corporations Act. On November 7, 2017, the Company changed its name to Quantum Cobalt Corp. from Bravura Ventures Corp. to better reflect its direction and cobalt resource properties and begun trading under the stock symbol “QBOT”. On March 23, 2021, the Company changed its name to Quantum Battery Metals Corp. to better reflect its direction and its cobalt and lithium resource properties and begun trading under the stock symbol “QBAT”. The Company is domiciled in Canada and is a reporting issuer with its common shares publicly traded on the Canadian Securities Exchange (“CSE”). The Company is currently in the process of identifying new business projects to pursue and develop further. The address of its head office is 400-837 West Hastings Street, Vancouver, British Columbia, Canada, V6C 3N6.
On April 23, 2021, the Company completed the acquisition of 1296991 B.C. Ltd. (“1296991”). 1296991 holds an option over the surface access rights, mineral rights, mineral exploration data and permits to 32 mining claims comprising the Rose West lithium project. On April 13, 2022, the option agreement was terminated by the Company.
On October 7, 2022, the Company completed the acquisition of 1371817 B.C. Ltd. comprising the Lac Mistumis lithium project.
On May 2, 2023, the Company completed the acquisition of its first copper project, Hook's Harbour Copper Property through the acquisition of 1000333018 Ontario Corp. which has a 100% interest in and to 26 mineral claims, together with the surface rights, mineral rights, personal property and permits comprising the Hook's Harbour Copper Property.
On April 12, 2024, the Company closed a share exchange agreement acquiring the Copper Coffer Property. The share exchange agreement detailed the acquisition of the property through acquiring 1470191 B.C. Ltd. (“1470191”), which has a 100% option interest in and to 24 mineral claims, together with the surface rights, mineral rights, personal property, and permits associated therewith, located on the Copper Coffer Property.
On September 24, 2024, the Company consolidated its issued and outstanding common shares on the basis of one post-consolidated common share for every 8 pre-consolidated shares.
MINERAL PROPERTIES
| Rabbit Cobalt Property | Kahuna Cobalt Property | Nipissing Lorrain Property | Albanel Lithium Property | Kelso Lithium Property | Lac Mistumis Lithium Property | Hook's Harbour Copper Property | Copper Coffer Property | Total | |
|---|---|---|---|---|---|---|---|---|---|
| $ | $ | $ | $ | $ | $ | $ | $ | $ | |
| Balance, January 31, 2024 | 91,627 | 128,380 | 67,288 | 489,374 | 402,194 | 1,835,521 | 4,518,671 | - | 7,533,055 |
| Property acquisition | 8,000 | - | - | - | 1,058 | 117 | 500 | 1,750,000 | 1,759,675 |
| Advance royalty | - | 25,000 | - | - | - | - | - | - | 25,000 |
| Balance, January 31, 2025 | 99,627 | 153,380 | 67,288 | 489,374 | 403,252 | 1,835,638 | 4,519,171 | 1,750,000 | 9,317,730 |
| Property acquisition | 8,000 | 4,966 | - | - | - | 9,384 | - | - | 22,350 |
| Exploration expenditure | 16,373 | - | - | - | - | 13,418 | - | - | 29,791 |
| Balance, July 31, 2025 | 124,000 | 158,346 | 67,288 | 489,374 | 403,252 | 1,858,440 | 4,519,171 | 1,750,000 | 9,369,871 |
4
Albanel Lithium Property, Quebec
On October 3, 2019, the Company entered into a binding acquisition agreement with 1225768 B.C. Ltd. to acquire 100% interest in, and to, certain mineral properties, together with surface right, mineral rights, personal property and permits associated therewith, located in the Albanel property. The Albanel property is a lithium prospect with an approximate area of 2,751 hectares in a mining-friendly jurisdiction of Quebec. Pursuant to the acquisition agreement, the Company issued a total of 125,000 common shares in the capital of the Company with a fair value of $350,000.
During the year ended January 31, 2022, the Company began the exploration work program for its lithium properties. The Company incurred exploration expenditures of $75,639 during the year ended January 31, 2022, $53,250 during the year ended January 31, 2023, and $667 during the year ended January 31, 2024. Furthermore, the Company renewed claims for $8,840 in year ended January 31, 2024.
Kelso Lithium Property, Quebec
On October 3, 2019, the Company entered into a binding acquisition agreement with 1225768 B.C. Ltd. to acquire 100% interest in, and to, certain mineral properties, together with surface right, mineral rights, personal property and permits associated therewith, located in the Kelso property. The Kelso property is a lithium prospect with an approximate area of 1,005 hectares in a mining-friendly jurisdiction of Quebec. Pursuant to the acquisition agreement, the Company issued a total of 125,000 common shares in the capital of the Company with a fair value of $350,000.
During the year ended January 31, 2022, the Company began the exploration work program for its lithium properties. The Company incurred exploration expenditures of $27,638 during the year ended January 31, 2022, $20,303 during the year ended January 31, 2023, and $666 during the year ended January 31, 2024. Furthermore, the Company renewed claims for $1,058 (2024 - $3,230) in year ended January 31, 2025.
Lac Mistumis Lithium Property, Quebec
On October 7, 2022, the Company closed the share exchange agreement with 1371817 B.C. Ltd. ("1371817") and the shareholders of 1371817. Through the acquisition of 1371817, the company would acquire 100% of the approximately 2,750-hectare Lac Mistumis Lithium Property, located in the territory of Eeyou Istchee, James Bay, Northern Quebec, Canada.
Pursuant to the share exchange agreement, the Company issued 555,556 common shares to the vendors in exchange for 100% of the outstanding shares of 1371817. The property is subject to a 3% net smelter returns royalty to the original vendor.
The Company has accounted for the purchase of 1371817 as an asset acquisition as it did not meet the definition of a business under IFRS 3, "Business Combination". The following table summarizes the total consideration, the fair value of the identifiable assets acquired and liabilities assumed as of the date of the acquisition:
| Fair value of common shares issued (555,556 at $3.28) | $ | 1,822,222 |
|---|---|---|
| Total consideration | $ | 1,822,222 |
| Assets acquired: | ||
| Exploration and evaluation asset | $ | 1,822,222 |
The Company incurred exploration expenditures of $12,633 during the year ended January 31, 2023, $666 during the year ended January 31, 2024, and $13,418 during the six months ended July 31, 2025. The Company renewed claims for $117 during the year ended January 31, 2025, and $9,384 during the six months ended July 31, 2025.
Exploration Work Program for Lithium Properties
On May 7, 2021, the Company planned a summer work program targeting the Kelso and Albanel lithium properties, located in James Bay, Quebec, Canada, known for high-quality, low-impurity spodumene. The Company organized and undergone a preliminary satellite survey and is currently awaiting final results of the survey.
On May 26, 2021, the Company completed a satellite survey over its Alba and Kelso lithium properties. The satellite survey has identified several anomalous areas which will be further investigated over the course of subsequent fieldwork.
On June 11, 2021, the Company began to mobilize a ground crew for its lithium projects – Albanel and Kelso properties, as a priority for the 2021 mining program. The work being done will include rock sampling and the Company intends to use the survey results as a deciding factor on which parts of the three properties to start with. However, all two properties are located within Quebec, in which, cost and time for travel will be reduced due to the close proximity to each other. The proposed program budget will be adjusted as new results come in from initial geological work.
On June 24, 2021, the Company received positive results from its satellite survey which identified two outcropping pegmatites. These areas will be the main focus of the Company's Phase I exploration program on the Kelso and Albanel properties located in Quebec. The Kelso property consists of 19 contiguous claims totalling roughly 1,005.38 hectares and the Albanel property consists of 52 contiguous claims totalling approximately 2,751.15 hectares. The entire lithium property covers an area of approximately 3,756.53 hectares.
Highlights:
- Regional infrastructure supporting low-cost exploration;
- Easy access to power lines that cut through the property;
- Quad access from nearby network of well-maintained "heavy haul" roads;
- Highly active area of exploration with major contractors and suppliers nearby lowering exploration cost.
On July 27, 2021, the Company completed the first phase of its sampling program at the Albanel project. The grab samples indicate that the property has preliminarily visual anomalies which may extend its mineralization zone. The grab samples are currently in the process of being submitted for assay.
Based on the location of some of these anomalies, the Company has been recently active in the area with an on-site crew looking to strategically expand the footprint of the land package. The area in which the grab samples were taken have shown to have good access to the camp, supplies, and roads and infrastructure. The Company is exploring the idea of expansion near the project and exploring the idea of adding zones to make them contiguous tenements.
On August 16, 2021, the Company completed its sampling program of the Albanel and Kelso lithium projects. In the second and final phase of the prospecting sampling program, the team, deployed in Quebec with assistance from a helicopter crew, was able to obtain 96 grab samples throughout the three lithium projects (including Rose West when active at the time). The helicopter program lasted over several days and navigated to areas throughout the property. The additional grab samples by eyesight showed several anomalies, which were submitted to a laboratory for assay. The results for the previous samples taken from Albanel property in the first phase of the prospecting program are expected soon. The Company is excited to see the potential of its properties through the samples and intends to use the samples to plan its next exploration program.
On July 26, 2022, the Company finalized in 2022 geologist-reviewed lithium exploration program and has set the date for the ground crew to be deployed within the first week of August. The plans consist of:
prospecting the geological territory; advanced mapping for future development and marking; soil sampling; and rock channel sampling.
On August 15, 2022, the Company completed its first phase of the 2022 geologist-reviewed lithium exploration program in the Alba and Kelso properties. The Company indicated that the ground crew was able to retrieve 24 samples over the two properties to be assessed in the labs and is awaiting the final results of the samples. The ground crew followed along the satellite survey conducted in 2021 to the pinpointed high-exposure areas that showed the greatest potential. The satellite survey helped facilitate a swift and intensive navigation through the 3,756-hectare claims.
Currently, the Company has three lithium projects within the James Bay area.
During the six months ended July 31, 2025, the Company carried out a minimal exploration works and incurred exploration expenditures on Lac Mistumis property.
Rabbit Cobalt Property, Ontario
On August 16, 2017, the Company closed its acquisition of 10336602 Canada Inc. ("10336602") pursuant to a share exchange agreement, dated July 28, 2017, among the Company, 10336602 and the shareholders of the target. 10336602 holds the Rabbit Cobalt Property, comprising of approximately 1,000-hectares located 14 kilometers southeast of Temagami and 55 kilometers south of Cobalt, near the eastern border of Ontario. The property comprises of 66 claim units.
Pursuant to the share exchange agreement, the Company made a cash payment of $350,000 and issued a total of 50,000 common shares in the capital of the Company, to the shareholders of 10336602 in exchange for 100,000 Class A common shares in the capital of 10336602. A finder's fee in the amount of $35,000 was paid in connection with the acquisition.
During the year ended January 31, 2020, substantive expenditure on further exploration for and evaluation of the Rabbit Cobalt Property was not being planned. As a result, a write-off of $2,436,067 was recorded to the consolidated statement of loss and comprehensive loss during the year ended January 31, 2020.
During the year ended January 31, 2022, the Company began the comprehensive work program for its cobalt properties. The Company incurred exploration expenditures of $40,584 during the year ended January 31, 2022, $50,376 during the year ended January 31, 2023, $667 during the year ended January 31, 2024, and $16,373 during the six months ended July 31, 2025. Furthermore, the Company renewed claims for $8,000 in each of the year ended January 31, 2025 and the six months ended July 31, 2025.
Exploration programs were carried out in both 2021 and 2022. Based on the results, the geological team has concluded that no further exploration work is recommended at this time. Nevertheless, the Company intends to retain the property and will continue to assess its strategic value in light of future market or geological developments.
Kahuna Cobalt Property, Ontario
On October 5, 2017, the Company closed and signed the definitive agreement with Caprock Ventures Corp. dated August 10, 2017 to acquire 100% of the approximately 1,200-hectare Kahuna cobalt-silver property, located 37 kilometers south of Cobalt, Ontario. Pursuant to the share exchange agreement, the Company paid a cash payment of $300,000 and issued a total of 125,000 common shares in the capital of the Company. A finder's fee in the amount of $31,500 was paid in connection with the acquisition. The properties are subject to a 0.5% net smelter return royalty on cobalt-gold production, which includes advance royalty payments of $25,000 annually on December 31, beginning in 2020. The Company has the option at any time to purchase 0.5% of the royalty on payment of $500,000. The original vendors of the
property will retain a 1% NSR on the properties. The Company will have the right to purchase the 1% for $1,000,000.
During the year ended January 31, 2020, substantive expenditure on further exploration for and evaluation of the Kahuna Cobalt Property has not yet been planned, and has been evaluated pending the Company obtaining further funding. As a result, a write-off of $1,022,567 was recorded to the consolidated statement of loss and comprehensive loss during the year ended January 31, 2020.
During the year ended January 31, 2023, the Company incurred exploration expenditures of $2,713 and accounted $100,000 as royalty due. During the year ended January 31, 2024, the Company incurred exploration expenditures of $667 and accounted $25,000 as royalty due. During the year ended January 31, 2025, the Company accounted $25,000 as royalty due. Furthermore, the Company renewed claims for $4,966 during the six months ended July 31, 2025.
Nipissing Lorrain Property, Ontario
On November 29, 2017, the Company closed the acquisition of 1142674 B.C. Ltd. ("1142674") pursuant to a share exchange agreement, among the Company, 1142674 and the shareholders of 1142674. 1142674 holds the Nipissing Lorrain cobalt project which is located 26 kilometers southeast of Cobalt, Ontario. The property consists of 38 claim units for approximately 464 hectares.
Pursuant to the share exchange agreement, the Company was required to pay an aggregate amount of $1,000,000 over a six-month period from date of close of the share exchange agreement, with an initial cash payment of $500,000 (paid on closing) and $250,000 subsequently every three months.
During the year ended January 31, 2020, substantive expenditure on further exploration for and evaluation of the Nipissing Lorrain Property was not being planned. In addition, the Company had not made all of the required payments under its November 29, 2017 share exchange agreement. As a result, a write-off of $9,700,000 was recorded to the consolidated statement of loss and comprehensive loss during the year ended January 31, 2020.
During the year ended January 31, 2022, the subsequent payments amounting to $500,000 were recorded as liability on the consolidated statement of financial position. As at January 31, 2023, the Company has paid off this debt. A total of 62,500 common shares in the capital of the Company were also issued on closing to the shareholders of 1142674 in exchange for one Class A common share in the capital of 1142674.
During the year ended January 31, 2022, the Company began the comprehensive work program for its cobalt properties. The Company incurred exploration expenditures of $19,901 during the year ended January 31, 2022, $46,720 during the year ended January 31, 2023, and $667 during the year ended January 31, 2024.
Exploration Work Program for Cobalt Properties
On July 15, 2021, the Company began planning comprehensive work program for cobalt properties. The Company processed its exploration program with the inclusion of the Company's Nipissing cobalt property and Rabbit Lake cobalt property this year. The properties are located near the prolific district of Cobalt, Ontario, known for its high grades, ethical supply and historic mining.
This year, the Company contract further exploration work which was a follow-up on the previous work results. The Company considered to commence a drilling program on targeting preidentified historical targets that were high grade and historically mined.
On September 30, 2021, the Company deployed its ground team to the Nipissing and Rabbit Lake
7
properties in Ontario and completed the first phase of its in-depth cobalt exploration program. The first phase of the program consisted of mineral/rock prospecting and sampling for both properties. The samples were prioritized, as the Company expected to use these results to plan a drilling operation within the upcoming year. The first phase also continued mapping out additional anomalies further to the already existing locations from the Company's exploration program in 2017. Previously in 2017, the Company initiated an exploration program in which samples were collected, submitted and analyzed, in which the average grade of the samples taken from the pile was over 2.33 per cent cobalt (Co), with a peak value of 8.33 per cent Co. The Company is now looking into the properties more as they are encouraged to continue from the 2017 program results. Following the 2021 exploration phase, the results have been immediately sent to assay for processing and are pending at this moment.
On January 25, 2022, the Company contracted a geological expert to analyze and help develop a thorough exploration program with various options for resource development. The geologist worked with the Company and its team to review and advise for the 2022 cobalt program by using historical and previous exploration programs of the Company.
On March 17, 2022, the Company finalized its 2022 cobalt exploration program and will deploy ground crew in upcoming weeks. The Company has had historical success in proving cobalt in the areas and has decided to increase its expenditures in the area.
On January 19, 2024, the Company began planning for its exploration program at its Rabbit Lake property in Ontario. Objectives to review for planning includes: complete compliance of Rabbit Lake property work commitments; continue initial grab and soil sampling programs on the property further showing cobalt; possible induced polarization (IP) survey over a large part of the Rabbit Lake property. The survey is designed to reveal targets that can be tested for high grades and potential possible drill campaign(s); and initiating a drilling campaign based on findings.
On August 1, 2024, the Company announced strategic 2024 exploration program for Kahuna property. The program highlights: comprehensive soil sampling; geophysical surveys; infill trenching; environmental commitment; comments from leadership; and mineralization and history.
During the six months ended July 31, 2025, the Company carried out a minimal exploration works and incurred exploration expenditures on Rabbit Lake property, however no further exploration is currently planned for the cobalt projects as stated by the geologist team.
Hook's Harbour Copper Property, Newfoundland and Labrador
On May 2, 2023, the Company closed the acquisition of 1000333018 Ontario Corp. ("1000333018") pursuant to a share exchange agreement, among the Company, 1000333018 and the shareholders of 1000333018. 1000333018 has a 100% interest in and to 26 mineral claims, together with the surface rights, mineral rights, personal property and permits associated with the Hook's Harbour Copper Property. The property has an approximate area of 650 hectares in jurisdiction of Newfoundland, Canada.
Pursuant to the share exchange agreement, the Company issued 735,294 common shares and warrants to the shareholders of 1000333018 in exchange for 100% of the outstanding shares in 1000333018. The property is subject to a 3% net smelter returns royalty to the original vendor.
The Company has accounted for the purchase of 1000333018 as an asset acquisition as it did not meet the definition of a business under IFRS 3, "Business Combination". The following table summarizes the total consideration, the fair value of the identifiable assets acquired and liabilities assumed as of the date of the acquisition:
8
The Company incurred an additional $6,420 of fees related to the transaction, which was capitalized as acquisition costs during the year ended January 31, 2024. The Company incurred exploration expenditures of $21,104 during the year ended January 31, 2024. The Company renewed claims for $500 during the year ended January 31, 2025.
Exploration activities were delayed due to the unexpected closure of the Company's prior geological consultant, Longford Exploration, which ceased operations in June 2023. Transitioning to a new geological team required additional time for familiarization with the property. As a result, the planned exploration program originally scheduled for September 2023 was not executed.
Copper Coffer Property, Newfoundland
On April 12, 2024, the Company closed a share exchange agreement acquiring the Copper Coffer Property. The share exchange agreement detailed the acquisition of the property through acquiring 1470191 B.C. Ltd ("1470191"), which has a $100\%$ option interest in and to 24 mineral claims, together with the surface rights, mineral rights, personal property, and permits associated there with located on the Copper Coffer Property.
Pursuant to the agreement, on April 12, 2024, the Company issued 1,250,000 common shares to the shareholders of 1470191 in exchange for $100\%$ of the outstanding shares in 1470191. The property is subject to a $2\%$ net smelter returns royalty to the original vendor.
The Company has accounted for the purchase of 1470191 as an asset acquisition as it did not meet the definition of a business under IFRS 3, "Business Combination". The following table summarizes the total consideration, the fair value of the identifiable assets acquired and liabilities assumed as of the date of the acquisition:
| Fair value of common shares issued (1,250,000 shares at $1.40) | $ 1,750,000 |
|---|---|
| Total consideration | $ 1,750,000 |
| Assets acquired: | |
| Exploration and evaluation asset | $ 1,750,000 |
Exploration Work Program for Copper Property
On August 29, 2023, the Company finalized its exploration program for the Hook's Harbour property, a highly prospective copper property located in Newfoundland, Canada. The Company indicated that the exploration program is set to be completed mid-September of 2023, and will consist of remote sensing leveraging satellite technology to unearth significant mineral potential at the site and to identify future targets and anomalies on the property.
During the year ended January 31, 2025, Hook's Harbour program was concluded with limited exploration works carried out.
10
Exploration Plans and Activities
Project Delays:
The Company's planned exploration programs were delayed due to the unexpected closure of its prior geologist consultant, Longford Exploration. The Company found that Longford ceases to be operational in June 2023. Transitioning to a new geologist team required time for familiarization with the properties. Exploration plans for Hook's Harbour Copper Property, initially set for September 2023, were not executed.
The Company would also like to further disclose the license issuance date, expiry date and required annual work required for each of its properties.
| Property | Issuance Date | Expiry Date | Work required annually |
|---|---|---|---|
| Copper Coffer | 2021-10-17 | 2026-10-17 | $6,000.00 |
| Alba and Kelso | 2016-06-22 | 2026-06-21 | $75,150.00 |
| Hook's Harbour | 2021-10-17 | 2026-10-17 | $6,500.00 |
| Kahuna | 2018-04-10 | 2026-04-10 | $22,600.00 |
| Lac Mistumis | 2021-07-22 | 2026-07-21 | $7,785.00 |
| Nipissing Lorrain | 2018-04-10 | 2026-06-28 | $7,800.00 |
| Rabbit | 2018-04-10 | 2026-04-09 | $26,400.00 |
PROPOSED ACQUISITION
On September 9, 2024, the Company signed a non-binding letter of intent with 1500643 B.C. Ltd. ("1500643"). 1500643 has a 100% option interest in and to 21 mineral claims, together with the surface rights, mineral rights, personal property and permits associated therewith located on the Calico Jack Property. The Calico Jack Property is a mineral exploration site covering approximately 525 hectares in Newfoundland, Canada.
On October 1, 2024, the Company entered into a share exchange agreement, pursuant to which it will issue 6,000,000 shares at a price of $0.31 per share, resulting in a total consideration of $1,860,000. The transaction will result in a 48% dilution to existing shareholders.
The transaction will be conducted as an arm's-length agreement, and no finder's fee will be paid in connection with the acquisition. As of September 29, 2025, the transaction was not yet completed.
SELECTED ANNUAL FINANCIAL RESULTS
The following selected financial data with respect to the Company's financial condition and results of operations have been derived from the audited consolidated financial statements of the Company for the years ended January 31, 2025, 2024, and 2023. The selected financial data should be read in conjunction with those consolidated financial statements and the notes thereto. In $000's except per share amounts:
| 2025 | 2024 | 2023 | |
|---|---|---|---|
| $ | $ | $ | |
| Total revenue | Nil | Nil | Nil |
| Net loss | (1,112) | (1,050) | (509) |
| Basic and diluted loss per share | (0.17) | (0.24) | (0.16) |
| Total assets | 9,547 | 7,732 | 3,044 |
| Accounts payable and accrued liabilities | 1,083 | 1,091 | 1,140 |
| Loans payable | 741 | 695 | 440 |
| Tax liability provision | 808 | Nil | Nil |
| Cash dividends declared per share for each class of share | Nil | Nil | Nil |
RESULT OF OPERATIONS
Three months ended January 31, 2025 compared with the three months ended January 31, 2024
During the three months ended January 31, 2025, the Company reported a net loss and comprehensive loss of $916,431 compared to $187,356 during the three months ended January 31, 2024, representing an increase in net loss of $729,075.
The increase in net loss was mainly attributable to the increase in provision for tax penalty to $829,712 from $Nil during the same period of the previous year. Consulting fees decreased to $Nil from $103,152 during the same period in the previous year due to no fees incurred or charged by consultants during the current period. Flow-through shares penalties decreased to $Nil from $7,776 during the same period of the previous year due to no qualified expenditures were incurred during the current period. Interest on loans payable increased to $11,555 from $11,234 during the same period of the previous year mainly due to the higher accruals of interest on loans during the current period. Investor relations increased to $275 from $Nil during the same period of the previous year due to investor communications incurred during the current period. Management fees increased to $26,395 from $22,500 during the same period of the previous year due to higher fees incurred during the current period. Office and miscellaneous expenses increased to $25,969 from $9,312 during the same period of the previous year due to the increase of business activities during the current period. Professional fees decreased to $29,958 from $35,323 during the same period of the previous year due to lower professional fees incurred during the current period. Transfer agent and filing fees increased to $13,128 from $8,185 during the same period of the previous year due to increased activity and regulatory periodic filing fees incurred during the current period. Foreign exchange gain increased to $2,845 during the current period from $802 during the same period of the previous year. Write-off of accounts payable increased to $17,716 during the current period from $5,140 during the same period of the previous year.
The Company's deferred income tax recovery decreased to $Nil during the current period from $4,184 during the same period of the previous year.
12
Year ended January 31, 2025 compared with the year ended January 31, 2024
During the year ended January 31, 2025, the Company reported a net loss and comprehensive loss of $1,112,053 compared to $1,049,531 during the year ended January 31, 2024, representing an increase in net loss of $62,522.
The increase in net loss was mainly attributable to the increase in provision for tax penalty to $829,712 from $Nil during the current year. Advertising and promotion decreased to $540 from $397,655 during the previous year due to lower advertising and promotion fees were incurred during the current year. Consulting fees decreased to $Nil from $389,332 during the previous year due to no fees were incurred or charged by consultants during the current year. Flow-through shares penalties decreased to $Nil from $7,776 during the previous year due to no qualified expenditures were incurred during the current year. Interest on loans payable increased to $45,970 from $33,675 during the previous year mainly due to the higher accruals of interest on loans during the current year. Investor relations increased to $6,455 from $5,575 during the previous year due to higher investor communications incurred during the current year. Management fees decreased to $99,895 from $105,905 during the previous year due to the changes in the management resulting for lower fees incurred during the current year. Office and miscellaneous expenses increased to $58,580 from $28,286 during the previous year due to increased business activities during the current year. Professional fees decreased to $52,851 from $65,488 during the previous year due to lower professional fees incurred during the current year. Transfer agent and filing fees increased to $35,414 from $20,099 during the previous year due to increased activity and regulatory periodic filing fees incurred during the current year. Write-off of accounts payable increased to $17,716 during the current year from $5,140 during the previous year. Foreign exchange loss decreased to $352 during the current year from $6,040 during the previous year. Interest income decreased to $Nil during the current year from $976 during the previous year.
The Company’s deferred income tax recovery decreased to $Nil during the current year from $4,184 during the previous year.
Three months ended July 31, 2025 compared with the three months ended July 31, 2024
During the three months ended July 31, 2025, the Company reported a net loss and comprehensive loss of $52,537 compared to $53,124 during the three months ended July 31, 2024, representing a decrease in net loss of $587.
The decrease in net loss was attributable to the decrease in management fees to $23,250 from $25,500 during the same period of the previous year due to lower fees incurred during the current period. Office and miscellaneous decreased to $7,786 from $9,756 during the same period of the previous year due to lower business activities incurred during the current period. Interest on loans payable decreased to $9,689 from $11,555 during the same period of the previous year primarily due to loan repayments made during the current period which resulted in lower interest accruals. The decreases in expenses are offset by the increase in professional fees to $4,007 from a recovery of $1,848 during the same period of the previous year due to higher fees incurred during the current period. Transfer agent and filing fees increased to $7,140 from $6,783 during the same period of the previous year due to increased activity and regulatory periodic filing fees incurred during the current period. Foreign exchange loss decreased to $665 during the current period from $1,378 during the same period of the previous year.
Six months ended July 31, 2025 compared with the six months ended July 31, 2024
During the six months ended July 31, 2025, the Company reported a net loss and comprehensive loss of $102,529 compared to $127,902 during the six months ended July 31, 2024, representing a decrease in net loss of $25,373.
The decrease in net loss was attributable to the decrease in professional fees to $4,007 from $13,209 during the same period of the previous year due to lower fees incurred during the current period. Office and miscellaneous decreased to $16,089 from $23,834 during the same period of the previous year due to lower business activities incurred during the current period. Investor relations decreased to $Nil from $6,180 during the same period of the previous year due to no fees incurred during the current period. Interest on loans payable decreased to $19,578 from $22,859 during the same period of the previous year, primarily due to loan repayments made during the period which resulted in lower interest accruals. Management fees decreased to $46,000 from $48,000 during the same period of the previous year due to lower fees incurred during the current period. Transfer agent and filing fees decreased to $10,415 from $11,562 during the same period of the previous year due to decreased activity and regulatory periodic filing fees incurred during the current period. Foreign exchange loss increased to $6,440 during the current period from $2,258 during the same period of the previous year.
SUMMARY OF QUARTERLY RESULTS
($000’s except earnings per share)
| July 31, 2025 | April 30, 2025 | January 31, 2025 | October 31, 2024 | |
|---|---|---|---|---|
| $ | $ | $ | $ | |
| Revenue | Nil | Nil | Nil | Nil |
| Net Loss | (53) | (50) | (916) | (68) |
| Basic and Diluted Loss per share | (0.01) | (0.01) | (0.13) | (0.01) |
| July 31, 2024 | April 30, 2024 | January 31, 2024 | October 31, 2023 | |
| $ | $ | $ | $ | |
| Revenue | Nil | Nil | Nil | Nil |
| Net Loss | (53) | (75) | (187) | (252) |
| Basic and Diluted Loss per share | (0.01) | (0.01) | (0.04) | (0.06) |
During the second quarter of 2026, the Company had a net loss and comprehensive loss of $52,537 compared to $53,124 in the second quarter of 2025. The significant change is due to the following decreases to $23,250 from $25,500 management fees, $7,789 from $9,756 office and miscellaneous, and $9,689 from $11,555 interest on loans payable, offset by expense of $4,077 from a recovery of $1,848 in professional fees during the current period.
During the first quarter of 2026, the Company had a net loss and comprehensive loss of $49,992 compared to $74,778 in the first quarter of 2025. The significant change is due to $Nil from $6,180 investor relations, $8,303 from $14,078 office and miscellaneous, and $Nil from $15,057 professional fees during the current period.
During the fourth quarter of 2025, the Company had a net loss and comprehensive loss of $916,431 compared to $187,356 in the fourth quarter of 2024. The significant change is due to $829,712 of provision for tax penalty incurred during the current period.
During the third quarter of 2025, the Company had a net loss and comprehensive loss of $67,720 compared to $252,186 in the third quarter of 2024. The significant change is due to $540 from $136,032 advertising and promotion and $Nil from $47,619 consulting fees during the current period.
14
LIQUIDITY AND CAPITAL RESOURCES
As at July 31, 2025, the Company had current assets of $27,759 (January 31, 2025 - $229,171) and current liabilities of $2,413,090 (January 31, 2025 - $2,634,832). The Company expects to address this liquidity shortfall through one or more equity financings, one currently completed and closed subsequent to the six months ended July 31, 2025, as well as potential proceeds from the monetization or advancement of its mineral assets. Related parties have also agreed to defer repayment of certain liabilities.
As at July 31, 2025, the Company had a cash balance of $21,562 and working capital deficiency of $2,385,331 compared to $210,865 and $2,405,661, respectively, as at January 31, 2025.
During the six months ended July 31, 2025, net cash used in operating activities was $145,847 (2024 - $108,066) comprising a loss of $102,529 (2024 - $127,902), accrued interest on loans payable of $19,578 (2024 - $22,859), an increase in tax recoverable and other receivable of $3,620 (2024 - $2,897), a decrease in prepaid expenses of $15,729 (2024 - $10,323), and a decrease in accounts payable and accrued liabilities of $75,005 (2024 - $10,449).
Cash used in investing activities for the six months ended July 31, 2025 was $52,141 (2024 - $9,440), which were attributed to mineral property exploration acquisition and mineral property exploration expenditures. Cash used in investing activity for the six months ended July 31, 2024 was attributed to mineral property exploration expenditures.
Cash provided by financing activities for the six months ended July 31, 2025 was $8,685 (2024 - $Nil), which were attributed to proceeds from share subscriptions, offset by repayment of loans.
During the three months ended July 31, 2025, net cash used in operating activities was $78,946 (2024 - $53,178) comprising a loss of $52,537 (2024 - $53,124), accrued interest on loans payable of $9,689 (2024 - $11,555), an increase in tax recoverable and other receivable of $1,892 (2024 - $1,452), a decrease in prepaid expenses of $7,590 (2024 - $11,362), and a decrease in accounts payable and accrued liabilities of $41,796 (2024 - $21,519).
There were no cash used in investing activities for the three months ended July 31, 2025 and 2024.
Cash provided by financing activities for the three months ended July 31, 2025 was $100,000 (2024 - $Nil), which were attributed to proceeds from share subscriptions, offset by repayment of loans.
COMPARISON OF THE USE OF PROCEEDS FROM PRIOR FINANCINGS
The following table summarizes the discussion on how the Company used the proceeds of its financings completed and received during the fiscal 2026, 2025, and 2024:
| Financings | Initial Use of Proceeds | Cash Spent for the Mineral Properties | Explanation of Variances |
|---|---|---|---|
| Fiscal 2026: | |||
| Sep 2025 Private Placement (Subscriptions received in advance in July 2025) | |||
| Proceeds of $175,000 | Proceeds will be used for general working capital. | N/A | No budget allocation for the mineral properties has been set for this financing as such variances cannot be calculated. The current funds will be spent on bills that are due, but prioritizing any mineral property expenses including claims renewals, exploration activities or other fees related to mineral property coordination. |
| Fiscal 2025: |
15
| Nov 2024 Private Placement Proceeds of $300,000 | Proceeds will be used for general working capital. | $58,092 | No budget allocation for the mineral properties has been set for this financing as such variances cannot be calculated with the actual cash spent on the properties. The rest of the funds were spent on bills that were due. |
|---|---|---|---|
| Fiscal 2024: 2024 Debt Financings Loan Proceeds of $221,000 | No specified use | $51,000 | No budget allocation for the mineral properties has been set for this financing as such variances cannot be calculated with the actual cash spent on the properties. The rest of the funds were spent on bills that were due, including significant advertising cost paid to Carsten amounting to $137,536. |
| Nov 2023 Warrants Exercise Proceeds of $294,118 | No specified use | $30,400 | No budget allocation for the mineral properties has been set for this financing as such variances cannot be calculated with the actual cash spent on the properties. The rest of the funds were spent on bills that were due, including fees paid to consultants in order to acquire Copper Coffer. |
| Jun 2023 Private Placement Proceeds of $500,000 | Proceeds will be used for general working capital and the mineral properties. | $52,698 | The Company has not set an exact amount of budget to be used between the exploration expenditures and working capital. As such, variances cannot be calculated with the actual cash spent on the mineral properties. The rest of the funds were spent on bills that were due, including fees paid to consultants in order to acquire Hook's Harbour and significant advertising cost paid to Carsten amounting to $264,900. |
The Company completed several other property acquisitions, including Hook's Harbour, Lac Mistumis, Rose West, and Copper Coffer during the past three years. Some of the funds from the prior financings have been spent in order to acquire these properties.
The Company has arranged its payments and work filings to keep the mineral properties in good standing.
OFF-BALANCE SHEET ARRANGEMENTS
The Company has not entered into any off-balance sheet arrangements.
TRANSACTIONS WITH RELATED PARTIES
All transactions with related parties have occurred in the normal course of operations. Key management is comprised of directors and executive officers. The following compensation was paid to key management or companies controlled by key management during the six months ended July 31, 2025 and 2024:
| 2025 | 2024 | ||
|---|---|---|---|
| Management fees | $ | 46,000 | $48,000 |
During the six months ended July 31, 2025, the Company paid or accrued management fees of $5,500 (2024 - $3,000) to Quinn Field-Dyte, interim CEO, CFO, and director of the Company, $37,500 (2024 - $36,000) to Essos Corporate Services Inc., a company owned by Von Torres, a director of the Company, $3,000 (2024 - $3,000) to Dave Jenkins, a director of the Company, and $Nil (2024 - $6,000) to Marc Momeni, former CEO and director of the Company.
As at July 31, 2025, the Company has included in accounts payable and accrued liabilities $4,000 (January 31, 2025 - $Nil) to Quinn-Field Dyte for fees from April to July 2025, $88,851 (January 31, 2025 - $61,931) to Essos Corporate Services Inc., a company owned by Von Torres for fees from May 2019 to July 2025, $24,456 (January 31, 2025 - $Nil) to Von Torres and $3,725 (January 31, 2025 - $2,150) to Dave Jenkins for his fees from March 2021 to July 2025, for a total of $121,122 (January 31, 2025 - $64,081).
As at July 31, 2025, the Company has included in accounts payable and accrued liabilities of $3,645 (January 31, 2025 - $3,645) to Marc Momeni, former CEO of the Company for his fees from September 2024 to December 2024, $151,200 (January 31, 2025 - $229,950) to Kenneth Tollstam, former CFO of the Company for his fees from January 2018 to December 2018, $Nil (January 31, 2025 - $15,446) to Anthony Jackson, former CFO of the Company for his fees from May 2016 to January 2017, $105,000 (January 31, 2025 - $105,000) to Bridgemark Financial Corp., a company owned by Anthony Jackson for fees from September 2017 to January 2019 and April 2023 to February 2024, $157,500 (January 31, 2025 - $157,500) to Regis Oak, a company owned by Anthony Jackson for fees from February 2019 to March 2023, and $4,267 (January 31, 2025 - $4,267) to Jackson & Company Professional Corp., a company owned by Anthony Jackson for expenses from June 2014 to July 2020, for a total of $421,612 (January 31, 2025 - $515,808).
As at July 31, 2025, the Company has included in loans payable an amount of $20,000 (January 31, 2025 - $20,000) and accrued interest of $3,099 (January 31, 2025 - $2,801) due to Essos Corporate Services Inc., a company owned by Von Torres.
CRITICAL ACCOUNTING POLICIES
Financial Instruments
Fair Values
The Company’s financial instruments consist of cash, accounts payable and loans payable. The following table summarizes the carrying values of the Company’s financial instruments as at July 31, 2025 and January 31, 2025:
| July 31, 2025 | January 31, 2025 | |
|---|---|---|
| Cash (i) | $ 21,562 | $ 210,865 |
| Accounts payable and loans payable (i) | $ 1,601,716 | $ 1,823,458 |
(i) Amortized cost
The Company classifies its fair value measurements in accordance with the three-level fair value hierarchy as follows:
- Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities;
- Level 2 – Inputs other than quoted prices that are observable for the asset or liability either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
- Level 3 – Inputs that are not based on observable market data.
The fair values of cash, accounts payable and loans payable approximate their carrying values because of their current nature.
Credit Risk
Credit risk is the risk of loss associated with the counterparty’s inability to fulfill its payment obligations. Financial instruments that potentially subject the Company to concentrations of credit risks consist principally of cash. To minimize the credit risk the Company places these instruments with a high-quality financial institution. The Company believes it has no significant credit risk.
Liquidity Risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company manages liquidity risk through the management of its capital structure and financial leverage as outlined above. The Company monitors its ability to meet its short-term exploration and administrative expenditures by raising additional funds through share issuance when required. The Company’s accounts payable and loans payable have contractual maturities of 30 days or are due on demand and are subject to normal trade terms. The Company does not have investments in any asset backed deposits. The Company is exposed to liquidity risk.
Foreign Exchange Risk
Foreign currency risk is the risk that the fair values of future cash flows of a financial instrument will fluctuate because they are denominated in currencies that differ from the respective functional currency. The Company does not have significant foreign exchange risk as majority of its transactions are in Canadian dollars.
Interest Rate Risk
Interest rate risk is the risk that the fair value of a fixed interest rate financial instrument will fluctuate inversely because of changes in market interest rate. The Company is not exposed to significant interest rate risk.
SHARE CAPITAL
Issued
The Company has 7,210,374 common shares issued and outstanding as at July 31, 2025 and as at September 29, 2025.
Share Purchase Options
The Company has no stock options outstanding as at July 31, 2025 and as at September 29, 2025.
Warrants
The Company has no share purchase warrants outstanding as at July 31, 2025 and as at September 29, 2025.
Escrow Shares
The Company has no shares held in escrow as at July 31, 2025 and as at September 29, 2025.
Listing on Canadian Stock Exchange
The Company began trading on the CSE on November 7, 2017 under the symbol “QBOT”. Effective February 10, 2015, the common shares of the Company were delisted from the TSX Venture Exchange (“TSXV”). On March 23, 2021, the Company changed its name to Quantum Battery Metals Corp. and began trading under the symbol of “QBAT”.
Private placements
On November 14, 2024, the Company closed its previously announced non-brokered private placement comprising 681,818 shares at a price of $0.44 per share for gross proceeds of $300,000. The proceeds of the private placement will be used for general working capital.
17
In 2023, to recognize shares issued without compensation from a former CFO and to a third party, the Company transferred $54,300 subscription not received accounted in common shares to reserves. During the year ended January 31, 2025, the Company reversed $31,500 from a former CFO and classified the amount as settlement to a portion of outstanding amounts owing to that former CFO. This amount has been recognized as an increase in equity reserves.
During the six months ended July 31, 2025, the Company received $175,000 in advance for units issued subsequent to July 31, 2025 pursuant to the closing of a private placement. As at July 31, 2025, the Company had $176,500 (January 31, 2025 - $1,500) of share subscription received in advance.
Shares issued for 1470191 acquisition
On April 12, 2024, the Company issued 1,250,000 common shares at $1.40 per share for a fair value of $1,750,000 pursuant to the acquisition of Copper Coffer Property.
Flow-through shares issued in fiscal 2018
During fiscal 2018, the Company renounced $471,500 of Canadian exploration expenditures to subscribers of the 2018 flow-through financing. As a result of the flow-through financing, the Company recognized a liability of $51,833 relating to the premiums subscribers had paid for the flow-through feature. After incurring expenditures during the year ended January 31, 2024, the Company recognized $4,184 deferred income tax recovery in reduction of the premium on flow-through shares, for a cumulative over years of $48,399. As at July 31, 2025, the remaining liability relating to the premium was $3,434 (January 31, 2025 - $3,434).
Funds raised through the issuance of flow-through shares are required to be expended on qualified Canadian mineral exploration expenditures, as defined pursuant to Canadian income tax legislation. The flow-through gross proceeds received less the qualified expenditures made to date represent the funds received from flow-through share issuances that have not been spent on qualifying expenditures. As at July 31, 2025, the amount of flow-through proceeds remaining to be spent on qualifying expenditures was $Nil (January 31, 2025 - $20,604).
As a result of not incurring the qualified expenditures and not filing the forms with Canada Revenue Agency during the year ended January 31, 2025, the Company recognized an expense of $Nil (2024 - $7,776) for late filing penalties and interest. As at July 31, 2025, accounts payable and accrued liabilities include $61,989 (January 31, 2025 - $61,989) related to interest and penalties.
The Company agreed to indemnify the flow-through shareholders for certain costs they incurred as a result of not meeting its obligation to spend the flow-through share proceeds on qualifying Canadian exploration expenditures in compliance with the applicable tax rules and pursuant to the share subscription agreement entered into. During the year ended January 31, 2023, the Company revised estimation and decrease $130,765 accounted in comprehensive loss statement for the accrued indemnity of flow-through shareholders. As at July 31, 2025, accounts payable and accrued liabilities include $115,000 (January 31, 2025 - $115,000) related to this indemnity.
18
19
CHANGES IN ACCOUNTING POLICIES
See Note 2 “Summary of Material Accounting Policies” and Note 3 “Application of new and revised international financial reporting standards” of the condensed consolidated interim financial statements for the six months ended July 31, 2025.
CONTINGENCIES
The Company raise financing by flow-through placements for which the Company renounced tax deductions to the investors. The Company engage eligible exploration expenses and management is required to fulfill its commitments within the stipulated deadline. However, there is no guarantee that the funds expended by the Company will qualify as Canadian exploration expenses, even if the Company is committed to take all necessary measures to that effect.
During the year ended January 31, 2024, the Company received reassessments from the Canada Revenue Agency (the "CRA") that deny non-capital loss deductions relevant to the calculation of income taxes for the years 2017, 2018, and 2019. The reassessments seek to disallow the deduction of approximately $6 million of these non-capital losses under the Income Tax Act (Canada) and corresponding provincial legislation for the years 2017 to 2019. The Company remains confident in the appropriateness of its tax filing position and intends to vigorously defend it. As such, the Company has not recognized any provision on the result of the reassessed taxes, penalties, and interests for $1,683,268 as at December 1, 2023 in its audited annual consolidated financial statements. The Company filed a notice of objection for the reassessment and currently estimates that the ultimate resolution of the matter may take more than three years. If the Company is unsuccessful on its objection and appeal process, then any taxes payable plus interest and any penalties would have to be remitted.
During the year ended January 31, 2025, the Company recorded provision for tax penalty of $829,712 as per the tax audit assessment issued by CRA. As at July 31, 2025, the remaining provision liability, after reduction by tax recoverable of $21,772, amounted to $807,940 (January 31, 2025 - $807,940).
As at July 31, 2025, the Company was in default of its advance minimum royalty obligation under the Kahuna Cobalt Property agreement. As at September 29, 2025, the Company is still in negotiations with the vendor regarding a settlement extension.
MANAGEMENT CHANGES
On December 20, 2024, the Company has appointed Quinn Field-Dyte as interim CEO of the Company following the resignation of Marc Momeni as CEO and Director.
The Company’s board now consists of Quinn Field-Dyte, David Greenway, David Jenkins, and Von Torres.
SUBSEQUENT EVENT
On September 19, 2025, the Company announced its intention to close its previously announced brokered private placement, which comprises 583,333 units at a price of $0.30 per unit for gross proceeds of $175,000. Each unit comprises one common share and one common share purchase warrant. Each full warrant is transferable and is exercisable into a common share of the company at a price of $0.40 per warrant for a period of 24 months from the date of distribution. The closing of the offering is subject to a number of conditions, including the receipt of all necessary corporate and regulatory approvals, including that of the Canadian Securities Exchange.