Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Reeflex Solutions Audit Report / Information 2024

Mar 4, 2025

48104_rns_2025-03-04_4f892029-3378-42b3-a6d5-8f1356b51676.pdf

Audit Report / Information

Open in viewer

Opens in your device viewer

Bigstack Opportunities I Inc.

Financial Statements

For the years ended December 31, 2024 and 2023

(Audited and expressed in Canadian Dollars)


CLEARHOUSE LLP
CHARTERED PROFESSIONAL ACCOUNTANTS

INDEPENDENT AUDITOR'S REPORT

To the Shareholders of
Bigstack Opportunities I Inc.

Report on the Audit of the Financial Statements

Opinion

We have audited the accompanying financial statements of Bigstack Opportunities I Inc. (the Company), which comprise the statements of financial position as at December 31, 2024 and 2023, and the statements of comprehensive loss, statements of changes in equity and statements of cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2024 and 2023, and its financial performance and its cash flows for the years then ended, in accordance with International Financial Reporting Standards.

Basis for Opinion

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

Material Uncertainty Relating to Going Concern

We draw your attention to Note 1 in the financial statements, which indicates the Company incurred a comprehensive loss of $12,769 during the year ended December 31, 2024. As stated in Note 1, these events or conditions, along with other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2024. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Except for the matter described in the Emphasis of Matter – Material Uncertainty Related to Going Concern section, we have determined that there are no other key audit matters to communicate in our auditor's report.

Information Other than the Financial Statements and Auditor's Report Thereon

Management is responsible for the other information. The other information comprises the annual management's discussion and analysis, but does not include the financial statements and our auditor's report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

2560 MATHESON BLVD E., SUITE 527, MISSISSAUGA, ON L4W 4Y9 | (647) 969-7382 | [email protected] | CLEARHOUSE.CA


CLEARHOUSE LLP
CHARTERED PROFESSIONAL ACCOUNTANTS

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

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

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

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

Auditor's Responsibility for the Audit of the Financial Statements

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

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

  • Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Entity to

2560 MATHESON BLVD E., SUITE 527, MISSISSAUGA, ON L4W 4Y9 | (647) 969-7382 | [email protected] | CLEARHOUSE.CA


CLEARHOUSE LLP
CHARTERED PROFESSIONAL ACCOUNTANTS

cease to continue as a going concern.

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because of the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partner on the audit resulting in this independent auditor's report is Pat Kenney.

Clearhouse LLP

Chartered Professional Accountants
Licensed Public Accountants

Mississauga, Ontario
March 3, 2025

2560 MATHESON BLVD E., SUITE 527, MISSISSAUGA, ON L4W 4Y9 | (647) 969-7382 | [email protected] | CLEARHOUSE.CA


3

Bigstack Opportunities I Inc.

Statements of Financial Position

(Expressed In Canadian Dollars)

As at December 31, 2024 As at December 31, 2023
Assets
Current Assets
Cash $ 8,802 $ 18,407
Short term investment 484,470 487,256
Deposits and prepaids 41,000 800
Total Assets $ 534,272 $ 506,463
Liabilities
Current Liabilities
Advances payable and accrued liabilities (note 9) $ 52,668 $ 12,090
Total Liabilities $ 52,668 $ 12,090
Shareholders' Equity
Share capital (note 3) 594,925 594,925
Reserves (note 6 and 7) 92,167 92,167
Deficit (205,488) (192,719)
481,604 494,373
$ 534,272 $ 506,463

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

Nature of operations and going concern (note 1)

Approved by the Board
"Dennis Peterson"
"Eric Szustak"
Director (Signed)
Director (Signed)


4

Bigstack Opportunities I Inc.

Statements of Operations and Comprehensive Loss

(Expressed In Canadian Dollars)

Year ended December 31, 2024 Year ended December 31, 2023
Interest Income $ 17,767 $ 12,256
Expenses
Professional fees (note 5) 12,991 12,354
Rent (note 5) - 4,520
Office and general 17,545 11,550
Net loss and comprehensive loss for the year $ 12,769 $ 16,168
Net loss per share – basic and diluted $ (0.00) $ (0.00)
Weighted average shares outstanding- basic and diluted 9,260,001 9,260,001

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


5

Bigstack Opportunities I Inc.

Statements of Cash Flows

(Expressed In Canadian Dollars)

Year ended December 31, 2024 Year ended December 31, 2023
OPERATING ACTIVITIES
Net loss for the period $ (12,769) $ (16,168)
Net change in non-cash working capital
Deposits and prepaids (40,200) -
Accounts payable and accrued liabilities 40,578 (1,698)
Net cash provided/(used) in operating activities (12,391) (17,866)
CASH FLOWS FROM INVESTING ACTIVITIES
(Purchase)/sale of short term Guaranteed Investment Certificate 2,786 (487,256)
Net cash provided/(used) in investing activities 2,786 (487,256)
Net change in cash (9,605) (505,122)
Cash and cash equivalent, beginning of year 18,407 523,529
Cash and cash equivalent, end of year $ 8,802 $ 18,407

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


Bigstack Opportunities I Inc.

Statements of Changes in Shareholders' Equity
(Expressed In Canadian Dollars)

Share Capital Reserves Deficit Total
Number of shares Amount Warrant Reserve Option Reserve
Balance at January 1, 2023 9,260,001 $ 594,925 $ 37,000 $ 55,167 $(192,719) $ 510,541
Net loss - - - - (16,168) (16,168)
Balance at December 31, 2023 9,260,001 $ 594,925 $ 37,000 $ 55,167 $(192,719) $ 494,373
Share Capital Reserves Deficit Total
--- --- --- --- --- --- ---
Number of shares Amount Warrant Reserve Option Reserve
Balance at January 1, 2024 9,260,001 $ 594,925 $ 37,000 $ 55,167 $(192,719) $ 494,373
Net loss - - - - (12,769) (12,769)
Balance at December 31, 2024 9,260,001 $ 594,925 $ 37,000 $ 55,167 $(205,488) $ 481,604

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


Bigstack Opportunities I Inc.

Notes to Financial Statements

(Expressed in Canadian Dollars)

For the years ended December 31, 2024 and 2023

1. NATURE OF OPERATIONS AND GOING CONCERN

Bigstack Opportunities I Inc. (the "Corporation" or "Bigstack") was incorporated under the Business Corporations Act (Ontario). The principal business of the Company is to complete an initial public offering ("IPO") as a Capital Pool Company (as that term is defined in the policies of the TSX Venture (the "Exchange")) ("CPC") and to identify and evaluate assets or businesses with a view to completing a Qualifying Transaction (as that term is defined in the policies of the Exchange) ("QT"). The Company has not commenced commercial operations and has no assets other than cash. Given the nature of the activities, no separate segmented information is reported. The Corporation's continuing operations as intended are dependent upon its ability to complete an IPO as a CPC and then identify, evaluate and negotiate an acquisition of a business, or an interest therein. Such an acquisition will be subject to the approval of the regulatory authorities concerned and, in the case of a non-arm's length transaction, of the majority of the minority shareholders.

The head office and the registered head office of the Corporation are located at 110 Yonge Street, Suite 1601, Toronto, Ontario M5C 1T4.

The Corporation completed its IPO on July 16, 2021 and the common shares of the Corporation commenced trading on the TSX Venture Exchange on July 23, 2021 under the symbol STAK.P.

There is no assurance that the Corporation will identify a QT within the time limitations permissible under the policies of the Exchange, at which time the Exchange may suspend or delist the Corporation's shares from trading. The proceeds raised from the issuance of share capital may only be used to identify and evaluate assets or businesses for future investment, with the exception that up to $3,000 per month may be expensed for general and administrative costs during the QT process. These restrictions apply until completion of a QT by the Corporation as defined under the policies of the Exchange.

The Company had no commercial operations and incurred a net loss and comprehensive loss of $12,769 for the year ended December 31, 2024 and as at December 31, 2024, the Company's accumulated deficit was $205,488. These circumstances indicate material uncertainties exist that may cast significant doubt about the Company's ability to continue as a going concern and accordingly, the ultimate use of accounting principles applicable to a going concern.

These financial statements have been prepared on a going concern basis which assumes that the Company will continue operations for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business. Realization values may be substantially different from carrying values as shown and the financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. These adjustments could be material.

The Company's continuing operations as intended are dependent upon its ability to identify, evaluate and negotiate an acquisition of a business, or an interest therein. Such an acquisition will be subject to the approval of the regulatory authorities concerned.


Bigstack Opportunities I Inc.
Notes to Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2024 and 2023

2. BASIS OF PRESENTATION AND MATERIAL ACCOUNTING POLICIES

Statement of Compliance

The significant accounting policies applied in the Corporation's financial statements are based on International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and interpretations of the IFRS Interpretations Committee ("IFRIC") effective as of December 31, 2024.

The financial statements for the year ended December 31, 2024 were authorized for issue by the Board of Directors on March 3, 2025.

Basis of Measurement

These financial statements have been prepared on a historical cost basis except for financial instruments classified as financial instruments at fair value through profit or loss.

These financial statements are presented in Canadian dollars, which is also the Corporation's functional currency.

Financial Instruments

IFRS 9 includes requirements for recognition and measurement, impairment, derecognition, and general hedge accounting. Financial assets within the scope of IFRS 9 are classified in the following measurement categories: amortized cost, fair value through profit or loss ("FVTPL"), or fair value through other comprehensive income ("FVOCI"). Financial liabilities are classified in the following measurement categories: fair value through profit or loss, or amortized cost.

Financial assets

The Corporation's sole financial asset is Cash and Short Term Investments. These financial assets are measured at fair value and amortized costs subsequent to initial recognition are recorded in profit or loss for the period in which they occur. Investments with maturity date of less than 3 months are classified as cash and cash equivalent.

Amortized Cost

Financial assets classified as amortized cost are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are carried at amortized cost less any provision for impairment. Individually significant receivables are considered for impairment when they are past due or when other objective evidence is received that a specific counterparty will default.

Cash and Cash Equivalents

Cash and cash equivalents consist of cash on hand, demand deposits, and short-term investments with original maturities of three months or less. These investments have been assessed to meet the amortized cost criteria under IFRS 9 and are measured using the effective interest rate method. Interest income on these investments is recognized in the statement of profit or loss under "Interest Income", as they are not considered part of the Company's principal revenue-generating activities.

The Company does not offset cash and cash equivalents with bank overdrafts unless they form an integral part of cash management.


Bigstack Opportunities I Inc.
Notes to Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2024 and 2023

2. BASIS OF PRESENTATION AND MATERIAL ACCOUNTING POLICIES (Cont'd)

Financial Instruments (continued)

Fair value through profit or loss

Financial assets classified as FVTPL are measured at fair value with changes in fair value recognized in net profit or loss.

Classification

The Corporation determines the classification of its financial assets at initial recognition. All financial assets are recognized initially at fair value plus or minus, in the case of financial assets not classified as FVTPL, directly attributable transaction costs.

Impairment of financial assets

Financial assets not measured at FVTPL are assessed at each reporting date to determine whether there is any objective evidence that it is impaired. A financial asset is considered to be impaired if objective evidence indicates that one or more events that occurred after the initial recognition of the financial assets, have had a negative effect on the fair value or estimated future cash flows of an asset. Evidence of impairment could include: significant financial difficulty of the issuer or counterparty; default or delinquency in interest or principal payments; or the likelihood that the borrower will enter bankruptcy or financial reorganization. An impairment loss in respect of a financial asset measured at amortized cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the original effective interest rate.

All impairment losses are recognized in profit or loss. An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was recognized.

Financial liabilities

Financial liabilities comprise accounts payable and accrued liabilities and are classified at amortized cost. Under this classification, all cash flows from these instruments are discounted, where material, to their present value. Over time, this present value is accreted to the future value of remaining cash flows, and this accretion is recorded as interest expense.

The Corporation settles its accounts payable and accrued liabilities on a short-term basis and, therefore, the discounting and accretion of these financial liabilities are immaterial for the periods reported.

Amortized Cost

Financial liabilities measured at amortized cost, include borrowings, are initially measured at fair value, net of transaction costs. Financial liabilities measured at amortized cost are subsequent measured at amortized cost using the effective interest method, with interest recognized on an effective yield basis.

The effective interest method is a method of calculating the amortized cost of a financial liability and of allocating interest costs over relevant periods. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability or to the net carrying amount on initial recognition.


Bigstack Opportunities I Inc.
Notes to Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2024 and 2023

2. BASIS OF PRESENTATION AND MATERIAL ACCOUNTING POLICIES (Cont'd)

Derecognition of Financial Liabilities

The Corporation de-recognizes financial liabilities when the obligations are discharged, cancelled, or expire.

Financing costs

Costs incurred to obtain equity financing are deducted from the value assigned to shares issued. When costs are incurred prior to the closing of a financing arrangement, these amounts are presented as a deferred asset until the financing has closed. When an expected financing arrangement does not occur, any deferred costs are recorded as an expense.

Share-based compensation

The Corporation offers a share option plan for its directors, officers, employees and selected consultants. The stock option plan allows the Corporation's employees and consultants to acquire shares of the Corporation. The fair value of options granted is recognized as a share-based payment expense with a corresponding increase in equity. An individual is classified as an employee when the individual is an employee for legal or tax purposes or provides services similar to those performed by an employee.

The fair value is measured at the grant date and each tranche is recognized on a graded-vesting basis over the period during which the options vest. The fair value of the options granted is measured using the Black-Scholes option pricing model taking into account the terms and conditions upon which the options were granted. At each period end, the amount recognized as an expense is adjusted to reflect the actual number of share options that are expected to vest.

When stock options are exercised, the cash proceeds along with the amount previously recorded as equity reserves are recorded as share capital. When the right to receive options is forfeited before the options have vested, any expense previously recorded is reversed.

The fair value of warrants granted is measured using the Black-Scholes option-pricing model, taking into account the terms and conditions upon which the warrants were granted.

Income taxes

Income tax expense comprises current and deferred tax. Income tax expense is recognized in profit or loss except to the extent that it relates to items recognized directly in equity or other comprehensive income.

Current tax is recognized and measured at the amount expected to be recovered from or payable to the taxation authorities based on the income tax rates enacted or substantively enacted at the end of the reporting period and includes any adjustment to taxes payable in respect of previous year.

Deferred tax is recognized on any temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the consumption of taxable earnings. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realized and the liability is settled. The effect of a change in the enacted or substantively enacted tax rates is recognized in net loss and comprehensive loss or in equity depending on the item to which the adjustment relates.

10


Bigstack Opportunities I Inc.
Notes to Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2024 and 2023

2. BASIS OF PRESENTATION AND MATERIAL ACCOUNTING POLICIES (Cont'd)

Deferred taxes (continued)

A deferred tax asset is recognized to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized.

Loss earnings per share

Basic loss earnings per share is calculated by dividing net loss by the weighted average number of common shares outstanding during the period which excludes shares held in escrow.

Diluted loss per share is determined by adjusting the earnings or loss attributable to common shareholders and the weighted average number of common shares outstanding for the effects of dilutive instruments, which includes stock options, as if their dilutive effect was at the beginning of the period. The calculation of the diluted number of common shares assumes that proceeds received from the exercise of "in-the-money" stock options and common share purchase warrants are used to purchase common shares of the Corporation at their average market price for the period.

In periods that the Corporation reports a net loss, stock options are excluded from the calculation of diluted loss per share as their inclusion would be anti-dilutive.

Significant Accounting Judgements and Estimates

The preparation of financial statements in accordance with IFRS requires management to make estimates and assumptions that affect the measurements of assets, liabilities, revenues, expenses and certain disclosures reported in these financial statements. Significant estimates made by management include the following:

Going concern

The assessment of the Company's ability to continue as a going concern involves judgment regarding future funding available for its working capital requirements.

Accounting standards and interpretations issued but not effective

The Company has reviewed the accounting standards or amendments to existing accounting standards that have been issued but have future effective dates and determined that these are either not applicable or are not expected to have significant impact on the Company's financial statements.


Bigstack Opportunities I Inc.
Notes to Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2024 and 2023

3. SHARE CAPITAL

(a) Authorized - Unlimited common shares, with no par value
(b) Issued – 9,260,001 common shares

# $
Balance, December 31, 2022, December 31, 2023 and December 31, 2024 9,260,001 594,925

Escrowed Shares

Subject to an Escrow Agreement pursuant to the requirements of the Exchange, 4,260,000 common shares issued on December 10, 2020 and May 10, 2021 will be held in escrow. Under the terms of the Escrow Agreement, these shares will be released as to 25% thereof on the completion of the Corporation's QT, as defined in the policies of the Exchange, and as to 25% thereof on each of the 6th, 12th, 18th months following the initial release. As of December 31, 2024, a QT has not been completed.

All common shares acquired on exercise of stock options granted to directors and officers prior to the completion of a QT, must also be deposited in escrow until the final exchange bulletin is issued.

All common shares of the Corporation acquired in the secondary market prior to the completion of a QT by a Control Person, as defined in the policies of the Exchange, are required to be deposited in escrow. Subject to certain permitted exemptions, all securities of the Corporation held by principals of the resulting issuer will also be subject to escrow.

4. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

Capital Management

The Corporation's objective when managing capital is to maintain its ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders.

The Corporation includes equity, comprised of issued common shares and reserves, in the definition of capital.

The Corporation's primary objective with respect to its capital management is to ensure that it has sufficient cash resources to fund the identification and evaluation of potential acquisitions.

To secure the additional capital necessary to pursue these plans, the Corporation may attempt to raise additional funds through the issuance of equity or by securing strategic partners.

Risk Disclosures and Fair Values

The Corporation's financial instruments carried at amortized cost, consisting of cash and short-term investment, and accounts payable and accrued liabilities approximate fair value due to the relatively short-term maturity of the instruments. It is management's opinion that the Corporation is exposed to moderate interest risk given that the company's interest income will drop significantly when interest rate drops. The corporation is not exposed to currency or credit risks arising from these financial instruments.


Bigstack Opportunities I Inc.
Notes to Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2024 and 2023

5. RELATED PARTY TRANSACTIONS AND BALANCES

Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has

determined that key management personnel consist of executive and non-executive members of the Company's Board of Directors and corporate officers.

During the year ended December 31, 2024 and 2023, the Corporation incurred rent and legal fees to a law firm whose partner is a director of the Corporation. An amount of $Nill (2023 - $4,520) as rent, while an amount of $40,200 (2023 - $Nil) was incurred in relation to legal fees and is recorded in deposits and prepaids. An amount is included in accounts payable and accrued liabilities of $40,200 (2023 - $Nil) owing to this law firm.

There were no other transactions with related parties and no remuneration was paid to key management personnel during the year ended December 31, 2024 and December 31, 2023.

6. STOCK OPTIONS

The Corporation has established a stock option plan for its directors, officers and technical consultants under which the Corporation may grant options from time to time to acquire a maximum of 10% of the issued and outstanding common shares. The exercise price of each option granted under the plan shall be determined by the Board of Directors.

Options may be granted for a maximum term of ten years from the date of the grant, are non-transferable and expire within 90 days of termination of employment or holding office as director or officer of the Corporation and, in the case of death, expire within one year thereafter.

Upon death, the options may be exercised by legal representation or designated beneficiaries of the holder of the option. Any shares issued upon exercise of the options prior to the Corporation entering into a QT will be subject to escrow restrictions. Unless otherwise stated, the options fully vest when granted.

Number of Stock Options Weighted Average Exercise Price
Options outstanding, December 31, 2024 and December 31, 2023 and 2022 902,000 $ 0.08
Options exercisable, December 31, 2024 and December 31, 2023 and 2022 902,000 $ 0.08

The following are the options outstanding as at December 31, 2024:

Security Type Number of Options Issued Weighted Average Exercise Price Remaining Contractual Life (Years) Expiry Date
Options 313,000 $ 0.05 1.14 February 22, 2026
Options 589,000 $ 0.10 1.54 July 16, 2026
Total 902,000 $ 0.08

Bigstack Opportunities I Inc.

Notes to Financial Statements

(Expressed in Canadian Dollars)

For the years ended December 31, 2024 and 2023

7. WARRANTS

The following table reflects the continuity of warrants for the periods presented:

Number of Warrants Weighted Average Exercise Price
Balance, December 31, 2024, December 31, 2023 and December 31, 2022 500,000 $ 0.10

The following table reflects the actual warrants issued and outstanding as of December 31, 2024:

Security Type Number of Warrants Outstanding Exercise Price Remaining Contractual Life (Years) Expiry Date
Warrant 500,000 $ 0.10 1.54 July 16, 2026
Total 500,000 $ 0.10 1.54

8. INCOME TAXES

A reconciliation of combined federal and provincial corporate income taxes at statutory rates of 26.5% (2023 – 26.5%) to the effective income tax expense is as follows:

For the year ended December 31, 2024 2023
Net loss before income taxes $ 12,769 $ 16,168
Expected income tax benefit based on statutory rates 3,384 4,285
Increase (decrease) to the income tax benefit resulting from:
Change in deferred tax asset not recognized 3,339 4,285
Permanent differences and others 45 -
Income tax (recovery) expense - -
Deferred Income Taxes 2024 2023
Non-capital losses carried forward $ 56,895 $ 49,260
20(1)(e)pool 4,297 8,594
Deferred tax asset (liability) 61,192 57,854
Less: deferred tax asset not recognized (61,192) (57,854)
Deferred Tax Asset (Liability) - -

Deferred tax assets have not been recognized because it is not probable that future taxable profit will be available against which the Company can utilize the benefits therefrom.


Bigstack Opportunities I Inc.
Notes to Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2024 and 2023

9. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

The following is an aged analysis of the accounts payable and accrued liabilities:

December 31, 2024
Less than 1 month $ 40,200
1 to 6 months 12,468
Total accounts payable and accrued liabilities $ 52,668

10. OTHER EVENTS

Bigstack entered into a non-binding letter of intent dated November 3, 2024 with Reeflex Coil Solutions Inc.("Reeflex), pursuant to which Bigstack and Reeflex intend to complete a business combination, which will constitute a reverse takeover of Bigstack. In connection with the business combination, Reeflex intends to acquire all of the issued and outstanding securities of Coil Solutions Inc.("Coil")

Overview of Reeflex

Reeflex is a privately held corporation incorporated under the Business Corporations Act (Alberta) on June 14, 2024. Reeflex currently has no business operations or assets other than cash. Reeflex prioritizes developing partnerships between management and capital with the intention to create compelling value creation opportunities in the resource industry.

Overview of Coil

Coil is a privately held corporation incorporated under the Business Corporations Act (Alberta). Coil is an industry leader and innovator in coil tubing solutions and downhole tools, including stimulation technology, and offers custom solutions to meet the diverse needs of its clients in both local and international markets.

The Transaction

There are no relationships between any non-arm's-length party of Bigstack, Reeflex and Coil or its assets and the transaction will be an arm's-length transaction.

Pursuant to the terms and conditions of the letter of intent, Bigstack and Reeflex intend to negotiate and enter into a definitive agreement that is expected to supersede the letter of intent. Trading in the Bigstack shares has been halted and is not expected to resume until the transaction is completed or until the exchange receives the requisite documentation to resume trading.

15