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RAMM Pharma Corp. Interim / Quarterly Report 2025

Jun 27, 2025

47859_rns_2025-06-27_2298ae4b-d174-476d-aa5b-9a4493020dab.pdf

Interim / Quarterly Report

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RAMM

PHARMA

RAMM PHARMA CORP.

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED APRIL 30, 2025, AND 2024

(UNAUDITED - EXPRESSED IN CANADIAN DOLLARS)


MANAGEMENT'S RESPONSIBILITY STATEMENT

The management of RAMM Pharma Corp. (the "Company") is responsible for preparing the unaudited condensed interim consolidated financial statements, the notes to the unaudited condensed interim consolidated financial statements and other financial information contained in these unaudited condensed interim consolidated financial statements (the "condensed interim consolidated financial statements").

Management prepares the condensed interim consolidated financial statements in accordance with International Financial Reporting Standards ("IFRS"). The condensed interim consolidated financial statements are considered by management to present fairly the Company's financial position and results of operations.

The management, in fulfilling its responsibilities, has developed and maintains a system of internal accounting controls designed to provide reasonable assurance that management assets are safeguarded from loss or unauthorized use, and that the records are reliable for preparing the condensed interim consolidated financial statements.

Jackie P. Burnett, Chief Executive Officer
June 27, 2025


NOTICE OF NO AUDITOR REVIEW OF THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

Under National Instrument 51-102 "Continuous Disclosure Obligations", if an auditor has not performed a review of the interim financial statements, the financial statements must be accompanied by a notice indicating that they have not been reviewed by an auditor.

The accompanying unaudited condensed interim consolidated financial statements of the Company have been prepared 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 standards established by CPA (Chartered Professional Accountants) Canada for a review of interim financial statements by an entity's auditor.

June 27, 2025


RAMM PHARMA CORP.

Table of Contents

  • Condensed Interim Consolidated Statements of Financial Position 1
  • Condensed Interim Consolidated Statements of Loss and Comprehensive Loss 2
  • Condensed Interim Consolidated Statements of Changes in Equity 3
  • Condensed Interim Consolidated Statements of Cash Flows 4
  • Notes to the Condensed Interim Consolidated Financial Statements 5 - 24

RAMM PHARMA CORP.
Condensed Interim Consolidated Statements of Financial Position
(Unaudited - Expressed in Canadian Dollars)

As at Note April 30, 2025 October 31, 2024
$ $
Assets
Current assets
Cash and cash equivalents 5 745,336 814,040
Trade and other receivables 6 1,692,337 1,996,353
Inventories 7 1,948,280 2,541,152
Current tax assets 3,583 6,983
Total current assets 4,389,536 5,358,528
Non-current assets
Property, plant and equipment 8 11,088,916 11,028,730
Intangible assets 9 31,385 187,937
Right-of-use assets 10 42,379 173,658
Total non-current assets 11,162,680 11,390,325
Total assets 15,552,216 16,748,853
Equity and liabilities
Liabilities
Current liabilities
Trade and other payables 11 2,774,459 2,917,668
Lease liabilities 10 43,276 103,483
Current tax liabilities 8,022
Total current liabilities 2,817,735 3,029,173
Non-current liabilities
Lease liabilities 10 84,826
Total non-current liabilities 84,826
Total liabilities 2,817,735 3,113,999
Equity
Share capital 15 60,986,905 60,986,905
Equity contribution 4,353,772 4,353,772
Options reserve 297,520 393,212
Contributed surplus 6,963,719 6,868,027
Accumulated other comprehensive income 7,272,908 6,943,478
Accumulated deficit (67,140,343) (65,910,540)
Total equity 12,734,481 13,634,854
Total equity and liabilities 15,552,216 16,748,853

See accompanying notes to the condensed interim consolidated financial statements.

Commitments and contingencies – Note 17 Subsequent events – Note 19 Going concern – Note 1

Approved and authorized by the Board of Directors:

"Jackie P. Burnett" "Eric Klein"

Jackie P. Burnett Eric Klein


RAMM PHARMA CORP.

Condensed Interim Consolidated Statements of Loss and Comprehensive Loss

(Unaudited - Expressed in Canadian Dollars)

Note For the three months ended For the six months ended
April 30, 2025 April 30, 2024 April 30, 2025 April 30, 2024
$ $ $ $
Revenue 13 861,614 1,157,391 1,871,754 2,112,645
Cost of sales 14 (711,174) (777,854) (1,497,806) (1,485,879)
Gross profit 150,440 379,537 373,948 626,766
Selling, general and administrative expenses, excluding share-based compensation (994,147) (2,163,574) (2,438,773) (3,886,262)
Total selling, general and administrative expenses 14 (994,147) (2,163,574) (2,438,773) (3,886,262)
Net loss from operating activities (843,707) (1,784,037) (2,064,825) (3,259,496)
Interest income 2,449 24,068 4,547 58,009
Other income 286,502 372,460
Finance expense (2,914) (8,708) (7,746) (18,331)
Gain on disposal of property, plant and equipment 501,510 501,510
Impairment of receivable from related party (757,108)
Foreign currency translation loss (57,346) 34,718 (31,201) (48,708)
730,201 50,078 839,570 (766,138)
Loss before income tax (113,506) (1,733,959) (1,225,255) (4,025,634)
Income tax expense 16 93,834 4,548
Net loss for the period (207,340) (1,733,959) (1,229,803) (4,025,634)
Exchange differences on translation 511,607 344,096 329,430 914,280
Net comprehensive gain (loss) for the period 304,267 (1,389,863) (900,373) (3,111,354)
Net loss per share for the period
Basic and diluted 15.2 (0.0017) (0.0145) (0.0103) (0.0337)
Weighted average number of shares outstanding
Basic and diluted 15.2 119,389,317 119,389,317 119,389,317 119,389,317

See accompanying notes to the condensed interim consolidated financial statements.


RAMM PHARMA CORP.

Condensed Interim Consolidated Statements of Changes in Equity

(Unaudited - Expressed in Canadian Dollars)

Common shares Share capital Equity contribution Option reserve Contributed surplus Accumulated other comprehensive income Accumulated deficit Total
# $ $ $ $ $ $ $
As of November 1, 2023 119,389,317 60,986,905 4,353,772 4,045,025 3,046,580 6,479,425 (49,446,823) 29,464,884
Re-allocated on expiry or forfeiture of options (10,628) 10,628
Exchange differences on translation 914,280 914,280
Net loss for the period (4,025,634) (4,025,634)
As of April 30, 2024 119,389,317 60,986,905 4,353,772 4,034,397 3,057,208 7,393,705 (53,472,457) 26,353,530
As of November 1, 2024 119,389,317 60,986,905 4,353,772 393,212 6,868,027 6,943,478 (65,910,540) 13,634,854
Re-allocated on expiry or forfeiture of options (95,692) 95,692
Exchange differences on translation 329,430 329,430
Net loss for the period (1,229,803) (1,229,803)
As of April 30, 2025 119,389,317 60,986,905 4,353,772 297,520 6,963,719 7,272,908 (67,140,343) 12,734,481

See accompanying notes to the condensed interim consolidated financial statements.


RAMM PHARMA CORP.

Condensed Interim Consolidated Statements of Cash Flows

(Unaudited - Expressed in Canadian Dollars)

For the six months ended
April 30, 2025 April 30, 2024
$ $
Net loss for the period (1,229,803) (4,025,634)
Adjustments for Items not affecting cash:
Unrealized effect of foreign currency (230,571) 207,136
Recovery of impairment of trade receivables 1,414 (23,918)
Depreciation and amortization expense 464,238 621,126
Income tax expense 4,548
Interest expense on lease liabilities 7,339 16,179
Interest income (58,009)
Gain on disposal of property, plant and equipment (501,510)
Allowance for obsolete inventory 14,188
Impairment of investment 757,108
(1,470,157) (2,506,012)
Net changes in non-cash working capital balances:
Decrease (increase) in inventories 578,684 544,337
(Increase) Decrease in trade and other receivables 302,604 27,512
Decrease (Increase) in current tax assets 3,400 3,187
Increase (Decrease) in trade and other payables (143,209) (298,021)
Decrease in current tax liabilities (8,022) (6,911)
Net changes in non-cash working capital balances 733,457 270,104
Net cash flow used in operating activities (736,700) (2,235,908)
Cash flows provided by investing activities
Purchase of property, plant and equipment (13,078)
Interest received 33,834
Change in related party loans (19,316)
Proceeds from disposal of property, plant and equipment 790,833
Net cash flows provided by investing activities 790,833 1,440
Cash flows used in financing activities
Payment of lease liabilities (principal portion) (111,407) (114,264)
Interest expense on leases (16,179)
Net cash flows used in financing activities (111,407) (130,443)
Net decrease in cash and cash equivalents before effect of exchange rate changes (57,274) (2,364,911)
Effect of exchange rate changes on cash and cash equivalents (11,430) (4,925)
Net decrease in cash and cash equivalents (68,704) (2,369,836)
Cash and cash equivalents at beginning of the period 814,040 5,116,827
Cash and cash equivalents at end of the period 745,336 2,746,991

See accompanying notes to the condensed interim consolidated financial statements.


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

1. NATURE OF OPERATIONS

RAMM Pharma Corp. (the "Company" or "RAMM") was incorporated under the laws of Canada by articles of incorporation dated July 21, 1987, as amended August 12, 1987 as MTC Growth Fund-I Inc. The registered office address of the Company is 82 Richmond St. E, Toronto, ON, M5C 1P1.

These condensed interim consolidated financial statements comprise the Company and its subsidiaries (together referred to as the "Group") (See Note 2.4). The Group is primarily engaged in pharmaceutical and medical product business, including cannabinoid pharmacology and product formulation for cannabis-based pharmaceuticals and other cannabis-based products.

The common shares of the Company are listed on the Canadian Securities Exchange (CSE) under the ticker symbol "RAMM".

Going concern

These consolidated financial statements have been prepared on a going concern basis which presumes that the Group will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of its operations. Accordingly, these condensed interim consolidated financial statements do not reflect adjustments that would be necessary if the going concern assumption were not appropriate. Should the Group be unable to generate sufficient cash flow from financing and operating activities, the carrying value of the Group's assets could be subject to material adjustments and other adjustments may be necessary to these financial statements should such events impair the Group's ability to continue as a going concern.

For the six months period ended April 30, 2025, the Group incurred a net loss of $1,229,803 (2024 - $4,025,634) and as at April 30, 2025, the Group has an accumulated deficit of $67,140,343 (October 31, 2024: $65,910,540). In addition, the Group incurred operating cash-outflow for the period ending April 30, 2025, of $735,597 (2024: $2,235,908). The Group's ability to continue as a going concern is dependent upon its ability to obtain sufficient additional funding and to generate sufficient revenues and positive cash flows from its operating activities to meet its obligations and fund its planned investments and operations. These conditions indicate the existence of a material uncertainty that may cast significant doubt about the Group's ability to continue as a going concern.

The Group's cash position has decreased significantly compared to the previous year. While the Group still had cash on hand as at April 30, 2025, management is to explore financing options if necessary to support ongoing operations and liquidity needs. However, there is uncertainty as to how long these funds will last. The application of the going concern assumption is dependent upon the Group's ability to generate future profitable operations and obtain the necessary financing to do so.

2. BASIS OF PRESENTATION

2.1. Statement of compliance

These condensed interim consolidated financial statements (the "Interim Financial Statements") have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB").

These Interim Financial Statements were approved for issuance by the Company's Board of Directors on June 27, 2025.

2.2. Basis of measurement

These Interim Financial Statements have been prepared on the going concern basis, under historical cost convention except for certain financial instruments and options and warrants reserves, which are measured at fair value.


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

Historical cost is generally based on the fair value of the consideration given in exchange for the goods purchased and services provided.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Please refer to Note 18.2 for fair value considerations.

2.3. Basis of preparation

The Interim Financial Statements were prepared in accordance with International Accounting Standard ("IAS") 34, Interim Financial Reporting ("IAS 34") as issued by the IASB.

Except as discussed in Note 3, the same accounting policies and methods of computation were followed in the preparation of the Interim Financial Statements as were followed in the preparation of the audited annual consolidated financial statements as at and for the years ended October 31, 2024 and 2023 (the "Annual Financial Statements"), prepared in accordance with IFRS as issued by the IASB.

The notes presented in the Interim Financial Statements include, in general, only significant changes and transactions occurring since October 31, 2024. As such, certain disclosures included in the Interim Financial Statements have been condensed or omitted. Accordingly, the Interim Financial Statements should be read in conjunction with the Annual Financial Statements.

The Interim Financial Statements have been prepared on the basis of accounting principles applicable to a going concern, which assumes the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of business.

2.4. Principles of consolidation

The Interim Financial Statements represent the accounts of the Company and its subsidiaries. Subsidiaries are entities controlled by the Group. The Group 'controls' an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the Interim Financial Statements from the date on which control commences until the date on which control ceases.

The wholly owned subsidiaries of RAMM are as follows:

Name Description
Medic Plast S.A. (“Medic Plast”) (Uruguay) Incorporated pursuant to Law 16.060 under the Business Companies Act (Uruguay) on October 26, 1988, Medic Plast is a pharmaceutical and medical product business. Medic Plast developed medically registered and approved plant derived cannabinoid pharmaceutical products. Its registered office, pharmaceutical laboratory and main warehouse facility address is Belloni 3027, Montevideo, Uruguay.
Yurelan S.A. (“Yurelan”) (Uruguay) Incorporated pursuant to Law 16.060 under the Business Companies Act (Uruguay) on May 3, 2018, Yurelan is a Uruguayan company established for the purpose of growing and cultivating hemp and cannabis for medicinal purposes at its cultivation facility. Yurelan owns agricultural land and greenhouses in the Province of Salto, Uruguay. As of April 30, 2025, due to oversupply in the market Yurelan has not carried any operations related to hemp or cannabis growing and cultivation. The Company has put the agricultural facility up for sale.
RAMM Pharma Holdings Corp. (Canada) RAMM Pharma Holdings Corp. was formed on March 1, 2019 pursuant to the Ontario Business Corporations Act to effect the listing of the Company's shares on the CSE.

RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

Glediser S.A. ("Glediser") (Uruguay)
Incorporated pursuant to Law 16.060 under the Business Companies Act (Uruguay), Glediser is a Uruguayan company established for the purpose of formulating and producing animal nutrition and veterinary products which contain hemp and cannabis for medicinal purposes. Sale of its products have not met economic targets and due to inactivity over a long period of time, the Company has decided to discontinue commercial activities.

Canapar Corp ("Canapar"). (Canada)
Canapar is a federally incorporated Canadian company and Italian producer and processor of CBD oil and isolates from industrial hemp. Canapar holds a 100% interest in Canapar Srl a Socio Italy ("Canapar Srl"). Due to unsuccessful reconversion attempts of the Italian facility, Management has put the Company and/or its industrial facility located in Italy up for sale.

Hempoland S.p.a Z.o.o ("Hempoland) Poland
Hempoland is organized and existing under the laws of Poland and is a licensed producer, contract manufacturer and distributor of hemp products, including CannibiGold-branded products and other white and private label products. Management is assessing options for the continuation of Hempoland's operations.

Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated upon consolidation and preparation of these Condensed Interim Consolidated Financial Statements. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment.

2.5. Functional and presentation currency

These condensed interim consolidated financial statements are presented in Canadian dollars, which is RAMM Pharma Corp.'s functional currency. References to $ are to Canadian dollars, unless otherwise stated.

As of April 30, 2025 and October 31, 2024, the functional currency was determined to be the Uruguayan Peso ("UYU") for the Group's subsidiaries, Medic Plast and Glediser, the US Dollar ("USD") for the Group's subsidiary Yurelan, Polish Zloty ("PLN") for the Group's subsidiary Hempoland and the Canadian Dollar for the Group's subsidiaries, RAMM Pharma Holdings Corp ("RPHC") and Canapar Corp. and Euro ("EUR") for Canapar's subsidiary Canapar Srl and its respective subsidiaries.

The assets and liabilities of foreign operations are translated into Canadian dollars at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into Canadian dollars at the average exchange rates during the period. Foreign currency differences are recognized in other comprehensive income ("OCI") and accumulated in the exchange differences on translation account.

Exchange rates used are as follows:

Period end rates Average rates for the three months ended Average rates for the six months ended
April 30, 2025 October 31, 2024 April 30, 2025 April 30, 2024 April 30, 2025 April 30, 2024
$ $ $ $ $ $
1 Uruguayan Peso 0.0329 0.0334 0.0334 0.0351 0.0331 0.0347
1 US Dollar 1.3812 1.3916 1.4210 1.3571 1.4209 1.3522
1 European Euro 1.5687 1.5122 1.5386 1.4652 1.5137 1.4678
1 Polish Zloty 0.3679 0.3474 0.3652 0.3396 0.3562 0.3382

RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

3. MATERIAL ACCOUNTING POLICIES

The material accounting policies used in preparing these unaudited condensed interim consolidated financial statements are unchanged from those disclosed in the Company's audited annual consolidated financial statements for the year ended October 31, 2024, except for the below:

Lease Liability in a Sale and Leaseback

In September 2022, the IASB issued amendments to IFRS 16 – Leases (“IFRS 16”) relating to sale leaseback transactions for seller-lessees. The amendment adds a requirement that measuring lease payments or revised lease payments shall not result in the recognition of a gain or loss that relates to the right-of-use asset retained by the seller-lessee. The amendments are effective for annual reporting periods beginning on or after January 1, 2024. The adoption of these amendments does not have any material impact on the Group's consolidated financial statements.

Non-current Liabilities with Covenants

In October 2022, the IASB issued amendments to IAS 1 – Presentation of Financial Statements, which specifies that covenants whose compliance is assessed after the reporting date do not affect the classification of debt as current or non-current at the reporting date. Instead, the amendments require disclosure of information about these covenants in the notes to the financial statements. The amendments are effective for annual reporting periods beginning on or after January 1, 2024. The adoption of these amendments does not have any material impact on the Group's consolidated financial statements.

Standards, Amendments and Interpretations Issued but not yet Adopted

The following new standards, amendments and interpretations have been issued but are not effective for the fiscal year ended October 31, 2025, and, accordingly, have not been applied in preparing these condensed interim consolidated financial statements.

IAS 21 Amendments – Lack of Exchangeability

In August 2023, the IASB issued amendments to IAS 21 – The Effects of Changes in Foreign Exchange Rates in relation to Lack of Exchangeability. The amendments require entities to apply a consistent approach in assessing whether a currency can be exchanged into another currency, and in determining the exchange rate to use and the disclosures to provide when it cannot. These amendments are effective for annual reporting periods beginning on or after January 1, 2025, with early adoption permitted. The Company is assessing the potential impact of these amendments.

Classification and Measurement of Financial Instruments

In May 2024, the IASB issued amendments to IFRS 9 – Financial Instruments and IFRS 7 – Financial Instruments: Disclosures. The amendments relate to settling financial liabilities using an electronic payment system and assessing contractual cash flow characteristics of financial assets, including those with Environmental, Social, and Governance (ESG)-linked features. The IASB also amended disclosure requirements relating to investments in equity instruments designated at FVOCI and added disclosure requirements for financial instruments with contingent features. The amendments are effective for annual periods beginning on or after January 1, 2026, with early adoption permitted. The Company is assessing the impacts to the consolidated financial statements.

Presentation and Disclosure in Financial Statements

In April 2024, the IASB issued the new standard IFRS 18 – Presentation and Disclosure in Financial Statements that will replace IAS 1 – Presentation of Financial Statements. The new standard introduces newly defined subtotals on the income statement, requirements for aggregation and disaggregation of information, and disclosure of Management Performance Measures (MPMs) in the financial statements. The new standard is effective for annual reporting periods beginning on or after January 1, 2027, with early adoption permitted. The Company is assessing the impacts to the consolidated financial statements.


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

Subsidiaries without Public Accountability: Disclosures

In May 2024, the IASB issued IFRS 19 – Subsidiaries without Public Accountability: Disclosures. The new standard allows eligible subsidiaries to apply IFRS Accounting Standards with reduced disclosure requirements. The new standard is effective for annual reporting periods beginning on or after January 1, 2027, with early adoption permitted. The Company assessed the impact of the amendments and determined there to be no material impact on the consolidated financial statements. The Company is assessing the impact to its subsidiaries.

Annual Improvements

In July 2024, the IASB issued IFRS Accounting Standards Annual Improvements – Volume 11, which clarifies wording, correcting minor consequences, oversights, or conflicts among requirements in the Standards. The amendments affect IFRS 1 - First-time Adoption of International Financial Reporting Standards, IFRS 7 - Financial

Instruments: Disclosures, IFRS 9 - Financial Instruments, IFRS 10 - Consolidated Financial Statements, and IAS 7 - Statement of Cash Flows. These amendments will be effective for annual periods beginning on or after January 1, 2026, with early adoption permitted. The Company is assessing the impacts to the consolidated financial statements.

Contracts Referencing Nature- dependent Electricity

In December 2024, the IASB issued amendments to IFRS 9 and IFRS 7 - Contracts Referencing Nature dependent

Electricity. The amendments apply only to nature-dependent electricity contracts, which are those that generate variable levels based on uncontrollable factors such as weather conditions. These amendments will be effective for annual periods beginning on or after January 1, 2026, with early adoption permitted. The Company is assessing the impacts to the consolidated financial statements.

The accounting policies have been applied consistently by the Company's subsidiaries.

  1. USE OF JUDGMENTS AND ESTIMATES

In preparing these condensed interim consolidated financial statements, management has made judgments and estimates that affect the application of accounting policies and the reported amounts of assets and liabilities, income, and expense. Actual results may differ from these estimates.

The significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those described in the Annual Financial Statements.

Information about assumptions made in measuring fair values is included in Note 18.2.


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

5. CASH AND CASH EQUIVALENTS

April 30, 2025 October 31, 2024
$ $
Cash in hand 576 1,367
Cash at banks 744,760 812,673
Cash and cash equivalents 745,336 814,040

6. TRADE AND OTHER RECEIVABLES

April 30, 2025 October 31, 2024
$ $
Trade account receivables 887,789 875,235
Allowance for impairment of trade receivables (90,561) (90,450)
Advances to suppliers 79,643 101,663
Other receivables 394,918 391,406
Government remittances recoverable 403,563 460,173
Prepaid expenses 16,985 258,326
Total trade and other receivables 1,692,337 1,996,353

The movement in the reserve for allowance for impairment of trade receivables during the period was as follows:

April 30, 2025 October 31, 2024
$ $
Opening balances 90,450 148,660
Expense (recovery) of loss allowance 1,414 (64,494)
Effect of movements in exchange rates (1,303) 6,284
Allowance reserve for impairment of trade receivables 90,561 90,450

7. INVENTORIES

April 30, 2025 October 31, 2024
$ $
Finished goods and resale inventories 1,223,171 1,159,698
Raw materials 3,018,363 3,621,148
In-transit inventories 90,819 163,732
Reserve for excess and obsolete inventory (2,384,073) (2,403,426)
Total inventories 1,948,280 2,541,152

See Note 14 for the amount of inventories expensed in "Cost of Sales".


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

The movement in the reserve for excess and obsolete inventory during the period was as follows:

April 30, 2025 October 31, 2024
$ $
Opening balances 2,403,426 2,361,656
Net remeasurement of loss allowance 14,188 14,188
Effect of movements in exchange rates (33,541) 27,582
Reserve for excess and obsolete inventory 2,384,073 2,403,426

8. PROPERTY, PLANT AND EQUIPMENT

The following tables outline the changes in the Group's property, plant and equipment for the period ended April 30, 2025:

Land and buildings Agricultural land and greenhouses Plant and equipment Vehicles Fixtures and fittings Assets under construction (Plant) Total
$ $ $ $ $ $ $
Cost
Balance at 1 November 2023 3,037,450 1,542,226 5,131,929 451,924 475,718 12,047,740 22,686,987
Additions 7,798 14,633 25,000 47,431
Impairment (769,878) (714,042) 23,259 (10,066) (6,089,200) (7,559,927)
Effect of movements in exchange rates (126,530) 5,004 264,698 1,755 (55) 365,349 510,221
Balance at October 31, 2024 2,148,840 1,547,230 4,697,218 501,938 465,597 6,323,889 15,684,712
Additions
Disposals (342,354) (342,354)
Impairment
Effect of movements in exchange rates 58,091 (10,755) (107,509) (133,705) (8,251) 480,051 277,922
Balance at April 30, 2025 1,864,577 1,536,475 4,589,709 368,233 457,346 6,803,940 15,620,280
Accumulated depreciation
Balance at 1 November 2019 (193,790) (1,411,425) (126,939) (181,103) (1,913,257)
Disposal 40,157 40,157
Depreciation (11,491) (166,295) (15,438) (10,010) (8,568) (211,802)
Effect of movements in exchange rates 28,729 (43,887) 197,869 15,472 24,258 222,441
Balance at October 31, 2020 (176,552) (210,182) (1,228,994) (81,320) (165,413) (1,862,461)
Balance at 1 November 2023 (389,331) (737,963) (2,375,005) (232,717) (298,040) (4,033,056)
Depreciation (56,198) (123,660) (373,510) (76,972) (30,237) (660,577)
Effect of movements in exchange rates 3,938 (4,729) 33,859 (471) 5,054 37,651
Balance at October 31, 2024 (441,591) (866,352) (2,714,656) (310,160) (323,223) (4,655,982)
Depreciation (16,651) (808) (145,269) (32,724) (14,299) (209,751)
Disposals 54,389 54,389
Effect of movements in exchange rates (5,201) 5,689 146,684 116,938 15,870 279,980
Balance at April 30, 2025 (409,054) (861,471) (2,713,241) (225,946) (321,652) (4,531,364)
Net book value
As at October 31, 2024 1,707,249 680,878 1,982,562 191,778 142,374 6,323,889 11,028,730
Balance at April 30, 2025 1,455,523 675,004 1,876,468 142,287 135,694 6,803,940 11,088,916

RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

9. INTANGIBLE ASSETS

The following tables outline the changes in the Group's intangible assets for the period ended April 30, 2025:

Software Animal nutrition formulas and authorizations Total
$ $ $
Cost
Balance at 1 November 2023 1,552,941 1,552,941
Additions 7,319 7,319
Effect of movements in exchange rates (192) (192)
Balance at October 31, 2024 7,127 1,552,941 1,560,068
Additions
Effect of movements in exchange rates (982) (982)
Balance at April 30, 2025 6,145 1,552,941 1,559,086
Accumulated amortization
Balance at 1 November 2023 (1,060,543) (1,060,543)
Amortization (1,000) (310,588) (311,588)
Balance at October 31, 2024 (1,000) (1,371,131) (1,372,131)
Amortization (1,173) (155,294) (156,467)
Effect of movements in exchange rates 897 897
Balance at April 30, 2025 (1,276) (1,526,425) (1,527,701)
Net book value
As at October 31, 2024 6,127 181,810 187,937
As at April 30, 2025 4,869 26,516 31,385

RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

10. LEASES

The following tables outline the changes in the Group's leases for the period ended April 30, 2025:

Right-of-use assets (land and buildings) Lease 1 Lease 2 Lease 3 Lease 4 Total
$ $ $ $
As of November 1, 2023 393,854 393,854
Depreciation charge for the year (234,358) (234,358)
Effect of movements in exchange rates 14,162 14,162
As of October 31, 2024 173,658 173,658
As of November 1, 2024 173,658 173,658
Remeasurement 60,044 60,044
Depreciation charge for the year (98,020) (98,020)
Closing Contract (102,803) (102,803)
Effect of movements in exchange rates 9,500 9,500
As of April 30, 2025 42,379 42,379
Lease liabilities Lease 1 Lease 2 Lease 3 Lease 4 Total
$ $ $
As of November 1, 2023 405,140 405,140
Additions
Interest expense 27,387 27,387
Lease payments (258,226) (258,226)
Decrease (1,543) (1,543)
Effect of movements in exchange rates 15,706 15,706
As of October 31, 2024 188,464 188,464
As of November 1, 2024 188,464 188,464
Additions 62,554 62,554
Interest expense 7,339 7,339
Lease payments (111,407) (111,407)
Decrease (114,624) (114,624)
Effect of movements in exchange rates 10,950 10,950
As of April 30, 2025 43,276 43,276
Current 43,276
Non- current
43,276

RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

11. TRADE AND OTHER PAYABLES

April 30, 2025 October 31, 2024
$ $
Trade accounts payable 680,512 644,375
Salaries and employees benefit payable 203,014 358,145
Other payables 436,357 460,572
Government remittances payable 1,454,576 1,454,576
Total current trade and other payables 2,774,459 2,917,668

12. RELATED PARTY TRANSACTIONS AND BALANCES

Related parties are defined as management, directors, and principal shareholders of the Group and/or members of their immediate family and/or other companies and/or entities in which a principal shareholder, director or senior officer is a principal owner or senior executive.

12.1. Key management personnel

Key management personnel are those persons having the authority and responsibility for planning, directing, and controlling activities of the entity, directly or indirectly. The key management personnel of the Company are the members of the Company's executive management team and Board, who control approximately 25% of the Shares of the Company on a fully diluted basis as of April 30, 2025.

Compensation provided to key management personnel is as follows:

For the three months ended For the six months ended
April 30, 2025 April 30, 2024 April 30, 2025 April 30, 2024
$ $ $ $
Management fees 121,904 219,550 242,006 370,334
Salaries 41,211 78,041 89,134 94,615
Director fees 15,000 15,000 30,000 30,000
178,115 312,591 361,140 494,949

At April 30, 2025 and October 31, 2024, due to key management personnel amounted to $12,954 and $61,866, respectively, included in "trade and other payables".

14


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

12.2. Other transactions

a) On November 2, 2020, the Company entered into a secured loan arrangement with Mr. Jack Burnett (CEO, Director and a shareholder of the Company who controls approximately 17% of the shares of the Company on a fully diluted basis as of October 31, 2024) pursuant to which the Company has loaned to Mr. Burnett US$1,100,000, equivalent to $1,464,980, (the "First Burnett Loan"). The First Burnett Loan accrues interest at the rate of 2.75% per annum, with a maturity date on November 2, 2024 that can be extended by one year at the option of Mr. Burnett. On July 23, 2024, the loan term was extended by one year, resulting in a new maturity date of November 2, 2025. The First Burnett Loan is secured by a pledge of securities, consisting of 3,000,000 RAMM common shares owned by Mr. Burnett. The terms of the agreement were negotiated between the Company and Mr. Burnett. The Company classified the First Burnett Loan as a financial asset at amortized cost, recognizing an initial fair value of $1,464,980. Shortly after the listing of Ramm's shares on the CSE in November 2019, the pandemic involving COVID-19 and the restrictions imposed by Health Organizations worldwide affected Ramm's business operations. As a consequence, Mr. Burnett was obliged to remain in Uruguay. The duration of the restrictions and related lockdown imposed was unknown. The General Manager of Medic Plast accepted the option provided by Government to not attend the workplace leaving a workforce of appx. 60 employees without on-site supervision. In this regard, Mr. Burnett assumed the responsibility of daily management of the Company. The board of directors (the "Board") of RAMM approved the making of a loan to Mr. Burnett to assist Mr. Burnett in his imposed stay in Uruguay.

For the three and six months period ended April 30, 2025, interest income recognized in relation to the First Burnett Loan under the effective interest method amounted to $nil (2024: $10,483 and $21,050).

For the year ended October 31, 2024, the Company accepted an impairment of $1,656,110 on the above loan due to insufficient collateral.

On April 30, 2025, the First Burnett Loan amounted to $nil (October 31, 2024: $nil) and is included in "Receivables from related parties".

b) On March 17, 2021, the Company entered into a secured loan arrangement with Mr. Burnett pursuant to which the Company loaned to Mr. Burnett $460,000 (the "Second Burnett Loan"). The Second Burnett Loan accrues interest at the rate of 5% per annum, with a maturity date of November 2, 2025. The Second Burnett Loan is secured by a pledge of securities, consisting of 2,000,000 RAMM common shares owned by Mr. Burnett. The terms of the agreement were negotiated between the Company and Mr. Burnett. In March 2021, Mr. Burnett agreed to acquire 2 million Ramm shares from Armando Blenkleider (the founder of Medic Plast), in order to facilitate the repayment of Mr. Blankleider's debt to Ramm and to maintain an orderly market preventing the selling of his shares. The Board approved the making of the loan.

For the three and six months period ended April 30, 2025, interest income recognized in relation to the Second Burnett Loan under the effective interest rate method amounted to $nil (April 30, 2024: $6,361 and $12,785).

For the year ended October 31, 2024, the Company accepted an impairment of $522,432 on the above loan due to insufficient collateral.

On April 30, 2025, the Second Burnett Loan amounted to $nil (October 31, 2024: $nil) and is included in "Receivables from related parties".

15


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

13. REVENUE

The Group generates revenue primarily from the sale of medical devices and consumables, sale of pharmaceutical products and sale of cosmetics. Other sources of revenue include immaterial amounts related medical devices sterilization services.

Medical devices and consumables
Pharmaceutical formulations
Cosmetics products
Services
Other revenue
Total revenue

For the three months ended For the six months ended
April 30, 2025 April 30, 2024 April 30, 2025 April 30, 2024
$ $ $
535,973 543,110 1,142,862 1,236,548
257,503 368,096 544,380 540,135
1,658 3,500
66,480 100,024 181,012 189,801
146,161 146,161
861,614 1,157,391 1,871,754 2,112,645

14. EXPENSES BY NATURE

For the three months ended April 30,

Raw materials, consumables and cost of resale inventories
Salaries and employees' benefits
Management fees (refer to note 12.1)
Directors fees
Professional fees
(Recovery of) impairment of trade receivables
Other taxes
Repair and maintenance
Utilities
Advertising and promotion
Insurance
Bank charges
Freights
Contracted services
Registrations and habilitations
Depreciation and amortization
Office supplies
Lease expense
Other expenses
Total

2025 2024
Cost of Sales SGA Total Cost of Sales SGA Total
$ $ $ $ $ $
562,256 562,256 605,989 605,989
52,034 205,722 257,756 105,829 603,084 708,913
121,904 121,904 219,550 219,550
15,000 15,000 15,000 15,000
377,409 377,409 1,670 755,595 757,265
(3,975) (3,975) (18,735) (18,735)
5,202 2,203 7,405 6,296 2,668 8,964
7,991 3,514 11,505 10,393 2,175 12,568
11,996 53,836 65,832 13,738 30,141 43,879
10,238 10,238 17,748 17,748
25,221 25,221 26,176 26,176
3,823 3,823 4,099 4,099
815 3,556 4,371 4,724 4,724
9,331 115,548 124,879 6,513 17,578 24,091
2,977 2,977 3,930 3,930
10,582 212,322 222,904 10,999 299,205 310,204
8,661 1,115 9,776 717 727 1,444
5,456 5,456 5,763 5,763
39,329 (158,745) (119,416) 11,780 178,076 189,856
711,174 994,147 1,705,321 777,854 2,163,574 2,941,428

Ramm Pharma Corp.
Notes to the Condensed Interim Consolidated Financial Statements
For the three and six months ended April 30, 2025, and 2024
(Unaudited - Expressed in Canadian Dollars)

For the six months ended April 30, 2025 2024
Cost of Sales SGA Total Cost of Sales SGA Total
$ $ $ $ $ $
Raw materials, consumables and cost of resale inventories 1,224,593 1,224,593 1,056,875 1,056,875
Salaries and employees' benefits 106,234 460,165 566,399 249,617 1,045,141 1,294,758
Management fees (refer to note 12.1) 242,006 242,006 510,853 510,853
Directors fees 30,000 30,000 30,000 30,000
Professional fees 2,095 625,299 627,394 3,613 1,204,341 1,207,954
(Recovery of) impairment of trade receivables 1,414 1,414 (23,918) (23,918)
Other taxes 7,099 5,505 12,604 12,598 5,152 17,750
Repair and maintenance 20,144 5,928 26,072 39,446 5,142 44,588
Utilities 22,570 116,376 138,946 26,471 66,175 92,646
Advertising and promotion 12,787 12,787 33,057 33,057
Insurance 51,099 51,099 55,143 55,143
Bank charges 6,431 6,431 7,299 7,299
Freights 815 7,276 8,091 2,769 9,506 12,275
Contracted services 14,265 223,767 238,032 25,405 38,268 63,673
Registrations and habilitations 13,929 13,929 8,690 69 8,759
Depreciation and amortization 20,965 443,273 464,238 21,579 599,547 621,126
Office supplies 12,489 4,738 17,227 7,396 5,349 12,745
Lease expense 10,810 10,810 11,303 11,303
Other expenses 52,608 191,899 244,507 31,420 283,835 315,255
Total 1,497,806 2,438,773 3,936,579 1,485,879 3,886,262 5,372,141
  1. EQUITY

15.1. Share capital

The Company is authorized to issue an unlimited number of common shares. As of April 30, 2025, there were 119,389,317 common shares issued and outstanding.

15.2. Loss per share

The calculation of basic Loss per share has been based on the loss attributable to common shareholders and weighted-average number of common shares outstanding.

The calculation of diluted loss per share has been based on the loss attributable to common shareholders and weighted-average number of common shares outstanding after adjustment for the effects of all dilutive potential common shares. At April 30, 2025, all 6,100,000 options (April 30, 2024: 3,542,187) were excluded from the diluted weighted-average number of common shares calculation because their effect would have been anti-dilutive.

Weighted-average number of common shares (basic and diluted)

For the three months ended For the six months ended
April 30, 2025 April 30, 2024 April 30, 2025 April 30, 2024
# # # #
Shares outstanding at the beginning of the period 119,389,317 119,389,317 119,389,317 119,389,317
Effect of shares repurchased during the period
Weighted-average number of common shares at the end of the period 119,389,317 119,389,317 119,389,317 119,389,317

RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

15.3. Stock Options

In October 2019, the Company adopted a stock option plan under which it is authorized to grant options to officers, directors, employees, or eligible contractors of the Group (all together "eligible grantees") enabling them to acquire common shares of the Company. The maximum number of common shares reserved for issuance of stock options that may be granted under the plan is 10% of the issued and outstanding common shares (on a non-diluted basis) of the Company. The options granted can be exercised and vest as determined by the Board of Directors. The exercise price of each option may not be less than the market price of the common shares on the date of grant.

In determining the amount of share-based compensation, the Company uses the Black-Scholes option pricing model to establish the fair value of options granted during the year, based on various assumptions and estimates. Expected life is estimated based upon the effects of non-transferability, exercise restrictions (including the probability of meeting market conditions attached to the options), and behavioral considerations. The risk-free rate is estimated based upon zero coupon Government of Canada bond yields with a term approximately equal to the expected life of the options. Volatility is estimated based upon the historical price volatility of comparable companies.

The following tables summarize information about options outstanding as of April 30, 2025 and April 30, 2024:

Options Outstanding Options Exercisable
April 30, 2025 Weighted-average exercise price Number of Options Outstanding Weighted Average Remaining Contractual Life Weighted Average Fair Value per Share (1) Weighted-average exercise price Number of Options Exercisable Weighted Average Fair Value per Share (1)
$ # # (years) $ # $ $
Officers and Directors 0.110 4,000,000 2.10 0.066 0.110 4,000,000 0.066
Consultants 0.050 2,000,000 2.29 0.016 0.050 2,000,000 0.016
Employees 0.050 100,000 2.29 0.016 0.050 100,000 0.016
0.089 6,100,000 2.16 0.049 0.089 6,100,000 0.049
Options Outstanding Options Exercisable
--- --- --- --- --- --- --- ---
April 30, 2024 Weighted-average exercise price Number of Options Outstanding Weighted Average Remaining Contractual Life Weighted Average Fair Value per Share (1) Weighted-average exercise price Number of Options Exercisable Weighted Average Fair Value per Share (1)
$ # # (years) $ # $ $
Officers and Directors 0.240 3,510,590 0.60 1.143 0.240 3,510,590 1.143
Consultants 0.923 31,597 0.84 0.673 0.923 31,597 0.673
0.246 3,542,187 0.60 1.139 0.246 3,542,187 1.139

(1) Note: Weighted average fair value per share is based on the estimated fair value of each option at the time of grant for options that are not remeasured each period.

During the year ended October 31, 2024, the Company granted 5,700,000 stock options to an employee, consultant, directors and officers. Each option is exercisable into one common share at an exercise price of $0.05 until August 2027 and vesting is immediate from the date of issue. The fair value of options has been estimated using the Black-Scholes pricing model with the following assumptions: (i) expected dividend yield of 0%; (ii) expected volatility of 166%; (iii) risk-free interest rate of 2.98%; (iv) share price of $0.02; (v) forfeiture rate of nil; and (vi) expected life of three years. The total fair value of the options at the grant date was $88,873.


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

The following table is a summary of the changes in the Company's outstanding options for the period ended April 30, 2025:

# of Options Weighted-average exercise price
Balance as of November 1, 2024 6,242,187 0.108
Expired (142,187) 0.923
Balance as of April 30, 2025 6,100,000 0.089

15.4. Transfer on subsidiary liquidation

During the year ended October 31, 2024, Marishanti Srl was liquidated which was the wholly owned subsidiary of Canapar. Accumulated exchange difference amounting to $38,428 has been transferred from accumulated other comprehensive income to accumulated deficit.

16. INCOME TAX

Income tax expense (recovery) is recognized at an amount determined by multiplying the profit (loss) before tax for the interim reporting period by management's estimate of the weighted-average annual income tax rate expected for the full financial year, adjusted for the tax effect of certain items recognized in full in the interim period, if any. As such, the effective tax rate in the condensed interim consolidated financial statements may differ from management's estimate of the effective tax rate for the annual consolidated financial statements.

The Company's combined Canadian federal and provincial statutory income tax rate is 26.5% for the three and six months ended April 30, 2025 (period ended April 30, 2024 – 26.5%). The rate is expected to apply for the full year and is applied to the pre-tax income of the three-month periods.

Current income tax asset included in the condensed interim consolidated statements of financial position comprises Medicplast' income tax advances and income tax recovery certificates.

Current income tax liability included in the condensed interim consolidated statements of financial position comprises Medicplast' income tax advances payable.

During the three and six months ended April 30, 2025 and 2024, the Company has not recognized deferred tax assets or liabilities.

17. COMMITMENTS AND CONTINGENCIES

From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business.

On September 5, 2024, a former Officer of the Company, Guillermo Delmonte, initiated litigation proceedings against the group regarding a labor related issue. The claim disputes the consulting service agreement that the Company had with Delmonte, to a labor related employment agreement. The claim was filed in Uruguay and is in the amount of USD 1,788,723. The Company is defending the action, dismissing the above amount claimed, recognizing an amount due to Delmonte of USD 4,203. The Company's defense to the action was submitted by its counsel on September 26th, 2024.

As of October 31, 2024, there was a pending lawsuit by a party in connection with certain damages and other relief claimed from the Company. At October 31, 2023, the Company had accrued $300,000 against that claim.


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

On December 11, 2024 the court dismissed the plaintiffs claim but awarded the plaintiff $14,971. The provision recorded during the year ended October 31, 2022 was reversed during the year ended October 31, 2024 under professional fees included in Selling, general and administrative expenses.

As of April 30, 2025, there are no other proceedings in which any of the Group's directors, officers or affiliates is an adverse party or has a material interest adverse to the Company's interest.

18. FINANCIAL INSTRUMENTS

18.1. Financial risk management

The Group is exposed to credit, liquidity, and market risks (including foreign exchange risks, interest rates risks and price risks). The Group's management oversees the management of these risks.

18.1 (a) Credit Risk

The Company is moderately exposed to credit risk from its cash and cash equivalents, receivables from related parties and trade and other receivables. The risk exposure is limited to their carrying amounts reflected on the condensed interim consolidated statements of financial position. The risk for cash and cash equivalents is mitigated by holding these instruments with highly rated financial institutions. Trade and other receivables primarily consist of trade accounts receivable with State-owned Hospitals, Private Hospitals, Pharmacies, and other customers. The Company provides credit to customers in the normal course of business and the Management continually evaluates and monitors credit to customers to mitigate its credit risk.

The Group uses an allowance matrix to measure the ECLs of trade receivables from individual customers, which comprise a very large number of small balances.

Loss rates are calculated using a 'roll rate' method based on the probability of a receivable progressing through successive stages of delinquency to write-off. Roll rates are calculated separately for exposures in different segments based on the following common credit risk characteristics – geographic region, age of customer relationship and type of product purchased.

The following table provides information about the exposure to credit risk and ECLs for trade receivables from customers as of April 30, 2025 and October 31, 2024:

April 30, 2025 October 31, 2024
Weighted-average loss rate Gross Carrying amount Loss allowance Weighted-average loss rate Gross Carrying amount Loss allowance
$ $ $ $
Current (not past due) 0.1% 643,781 763 0.1% 669,043 778
1-30 days past due 0.4% 72,870 267 0.4% 74,412 273
31-60 days past due 0.8% 19,708 154 0.8% 33,941 265
61-90 days past due 1.6% 24,273 395 1.6% 3,867 63
More than 90 days past due 70.0% 127,157 88,982 94.8% 93,972 89,071
10.2% 887,789 90,561 10.3% 875,235 90,450

RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

The movement in the allowance for impairment in respect of trade receivables during the period was as follows:

April 30, 2025 October 31, 2024
$ $
Opening balances 90,450 148,660
Expense (recovery) of loss allowance 1,414 (64,494)
Effect of movements in exchange rates (1,303) 6,284
Allowance reserve for impairment of trade receivables 90,561 90,450

18.1 (b) Liquidity Risk

The Group's cash is currently invested in business accounts with high-credit quality financial institutions which are available on demand by the Group. The following are the remaining contractual maturities of financial instruments at the reporting date. The amounts are gross and undiscounted, and include contractual interest payments:

April 30, 2025 Under 1 year Between 1-2 years Between 2-3 years Between 3-4 years Over 5 years
$ $ $ $ $
Financial assets
Cash and cash equivalents 745,336
Trade and other receivables (i) 1,192,146
Receivables from related parties
1,937,482
Financial liabilities
Trade and other payables 1,319,883
Lease liabilities 43,276
1,363,159
Under 1 year Between 1-2 years Between 2-3 years Between 3-4 years Over 5 years
Contractual obligations $ $ $ $ $
Trade and other payables 1,319,883
Lease liabilities 43,276
1,363,159

(i) Does not include VAT Credits, prepayments and advances to suppliers.


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

October 31, 2024

Under 1 year Between 1-2 years Between 2-3 years Between 3-4 years Over 5 years
Financial assets $ $ $ $ $
Cash and cash equivalents 814,040
Trade and other receivables (i) 1,176,191
Receivables from related parties
1,990,231
Financial liabilities
Trade and other payables 1,463,092
Lease liabilities 103,483 84,826
1,566,575 84,826

(i) Does not include VAT Credits, prepayments and advances to suppliers.

Under 1 year Between 1-2 years Between 2-3 years Between 3-4 years Over 5 years
Contractual obligations $ $ $ $ $
Trade and other payables 1,463,092
Lease liabilities 103,483 84,826
1,566,575 84,826

18.1 (c) Foreign Currency Risk

The Group is exposed to transactional foreign currency risk to the extent that there is a mismatch between the currencies in which sales, purchases, receivables, and payables are denominated and the respective functional currencies of Group companies. The functional currencies of Group companies are primarily the Uruguayan Peso (UYU) and the US Dollar (USD). Currently, the Group does not use derivative instruments to reduce its exposure to foreign currency risk.

A 10% change in the value of the USD, UYU or the Euro (EUR) would have affected the measurement of financial instruments denominated in a foreign currency and affected equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.

Effect in thousands of Canadian dollars Profit or loss Equity
Strengthening $ Weakening $ Strengthening $ Weakening $
April 30, 2025
EUR (10% movement) 24 (24)
UYU (10% movement) 4 (4) (889) 889
USD (10% movement) 70 (70) (104) 104
PLN (10% movement) 182 (182)
October 31, 2024
EUR (10% movement) 48 (48)
UYU (10% movement) 8 (11) (908) 908
USD (10% movement) 43 (43) 63 (63)
PLN (10% movement) 138 (138)

18.1 (d) Other market risks

The Company is exposed to interest rate and price risks on certain financial instruments but has determined that the risk is not significant.


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

18.2. Fair Values

Financial instruments recorded at fair value on the condensed interim consolidated statements of financial position are classified using a fair value hierarchy that reflects the observability of significant inputs used in making the measurements. The fair value hierarchy has the following levels:

  • Level 1 inputs are quoted prices in active markets for identical assets or liabilities at the measurement date.
  • Level 2 inputs are observable inputs other than quoted prices included within Level 1, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical assets or liabilities in markets that are not active, or other inputs that are observable directly or indirectly.
  • Level 3 inputs are unobservable inputs for the asset or liability that reflect the reporting entity's own assumptions and are not based on observable market data.

The fair value hierarchy requires the use of observable market inputs whenever such inputs exist. A financial instrument is classified to the lowest level of the hierarchy for which a significant input has been considered in measuring fair value.

The carrying amount of cash and cash equivalents, trade and other receivables, interest receivable, trade and other payable and provisions approximate their respective fair values due to their short-term nature. The carrying amounts of the receivables from related parties approximate their respective fair values due to consistency of current market rates and credit risk.

The following table provides information about how the fair values as of April 30, 2025, of the Company's other financial instruments are determined:

Financial assets Carrying values / Fair values
April 30, 2025 October 31, 2024
$ $
Cash FVTPL Level 1 745,336 814,040
Trade and other receivables (i) Amortized cost 1,192,146 1,176,191
1,937,482 1,990,231
Financial liabilities Carrying values / Fair values
April 30, 2025 October 31, 2024
$ $
Trade and other payables Amortized cost 1,319,883 1,463,092
Lease obligations Amortized cost 43,276 188,309
1,363,159 1,651,401

(i) Does not include VAT Credits, prepayments and advances to suppliers.

The Group has determined that there have been no transfers between levels in the hierarchy by re-assessing categorization at the reporting dates.

The Company has performed a sensitivity analysis over key inputs to Level 3 investments and has determined that there is no potential corresponding impact on total comprehensive income.


RAMM PHARMA CORP.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and six months ended April 30, 2025, and 2024

(Unaudited - Expressed in Canadian Dollars)

19. Subsequent Events

The Group has evaluated subsequent events from April 30, 2025, through the date these condensed interim consolidated financial statements were issued and has determined the following subsequent events to report:

On May 30, 2025, the Company's Chief Executive Officer, Jack Burnett, acquired 4,667,000 common shares of the Company pursuant to a Stock Transfer Agreement with a private vendor for total consideration of CAD $46,667. Following this acquisition, the CEO's ownership increased from approximately 18.47% to 22.38% of the Company's outstanding common shares. The transaction was completed for investment purposes and was carried out in reliance on the "private agreement exemption" under National Instrument 62-104 – Take-Over Bids and Issuer Bids.

The United States and Canadian governments levied new tariffs on imported goods. This has resulted in considerable economic uncertainty and market volatility. The company continues to monitor ongoing trade negotiations and assess the direct and indirect impacts on the Company's future financial results, if any, which are currently uncertain. The company is also assessing additional cost-saving measures to offset potential tariff-related expenses.

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