Rockhaven Resources Ltd. — Audit Report / Information 2025

Apr 7, 2026

Rockhaven Resources Ltd.
Financial Statements
December 31, 2025

(Expressed in Canadian Dollars)

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bakertilly

Baker Tilly WM LLP
900 – 400 Burrard Street
Vancouver, British Columbia
Canada V6C 3B7
T: +1 604.684.6212
F: +1 604.688.3497
vancouver@bakertilly.ca
www.bakertilly.ca

INDEPENDENT AUDITOR'S REPORT

To the Shareholders of Rockhaven Resources Ltd.:

Opinion

We have audited the financial statements of Rockhaven Resources Ltd. (the "Company"), which comprise the statements of financial position as at December 31, 2025 and 2024, and the statements of loss and comprehensive loss, statements of changes in shareholders' equity and statements of cash flows for the years then ended, and notes to the financial statements, including material accounting policy information.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2025 and 2024, and its financial performance and its cash flows for the years then ended in accordance with IFRS Accounting 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 Responsibilities for the Audit of the 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 these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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, 2025. 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.

We have determined the matter described below to be the key audit matter to be communicated in our auditor's report.

Baker Tilly WM LLP is a member of Baker Tilly Canada Cooperative, which is a member of the global network of Baker Tilly International Limited. All members of Baker Tilly Canada Cooperative and Baker Tilly International Limited are separate and independent legal entities.

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Key audit matter	How our audit addressed the key audit matter
Assessment of the existence of impairment indicators for mineral property interests
Refer to note 6	Our approach to addressing the matter involved the following procedures, among others:
As at December 31, 2025, the carrying amount of the Company’s mineral property interests was $48,761,341.

At each reporting period, management assesses mineral property interests to determine whether there are any indicators of impairment. If any such indicators exist, the asset’s recoverable amount is estimated. An impairment loss is recognized if the carrying amount of an asset exceeds its estimated recoverable amount.

Management assesses mineral property interests for impairment based on, at minimum, the presence of any of the following indicators:

(i) the period for which the Company has the right to explore in the specific area has expired during the year or will expire in the near future, and is not expected to be renewed;

(ii) substantive expenditure on further exploration for, and evaluation of, mineral resources in the specific area is neither budgeted nor planned;

(iii) the Company has decided to discontinue exploration for and evaluation of mineral resources in the specific area; and/or

(iv) for areas of likely development, available data indicates that the carrying amount exceeds the recoverable amount.

No impairment indicators were identified by management as at December 31, 2025.

We considered this a key audit matter due to the significance of the mineral property interests and the judgments made by management in their assessment of impairment indicators related to the mineral property interests. These factors have resulted in a high degree of subjectivity in performing audit procedures, related to the judgment applied by management. | Evaluating the judgments made by management in determining the impairment indicators, which included the following:

• Obtained, for a sample of claims by reference to government registries, evidence to support (i) the right to explore the area and (ii) claim expiration dates.
• Read the board of directors’ minutes and resolutions and observed evidence supporting the continued and planned exploration expenditures, which included evaluating results of the Company’s work programs.
• Assessed whether available data indicates the potential for commercially viable mineral resources.
• Based on evidence obtained in other areas of the audit, considered whether other facts and circumstances suggest that the carrying amount may exceed the recoverable amount. |

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Other Information

Management is responsible for the other information. The other information comprises the information included in the Management's Discussion and Analysis filed with the relevant Canadian securities commissions.

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

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 and remain alert for indications that the other information 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 in this auditor's report. 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 the financial statements in accordance with IFRS Accounting Standards, and for such internal control as management determines is necessary to enable the 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 Company'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 Company 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 Responsibilities 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.

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• 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 Company to 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 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 Aycha Aziz.

Baker Tilly WM LLP

CHARTERED PROFESSIONAL ACCOUNTANTS

Vancouver, B.C.

April 7, 2026

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Rockhaven Resources Ltd.
Statements of Financial Position
(Expressed in Canadian Dollars)

As at December 31, 2025 and December 31, 2024

	Note	December 31, 2025 $	December 31, 2024 $
Assets
Current assets
Cash and cash equivalents	3	623,699	761,100
Receivables and prepayments	4	37,121	492,365
Marketable securities	5	60,867	30,433
		721,687	1,283,898
Non-current assets
Prepaid exploration expenditures		7,565	19,492
Mineral property interests	6	48,761,341	48,476,486
		48,768,906	48,495,978
Total assets		49,490,593	49,779,876
Liabilities and shareholders' equity
Current liabilities
Accounts payable and accrued liabilities		47,015	36,134
Accounts payable to related parties	9	22,786	51,432
		69,801	87,566
Non-current liabilities
Deferred tax liability	10	3,536,987	3,607,243
Total liabilities		3,606,788	3,694,809
Shareholders' equity
Share capital	7	58,558,036	58,558,036
Reserves	7	1,015,739	956,277
Deficit		(13,689,970)	(13,429,246)
Total shareholders' equity		45,883,805	46,085,067
Total liabilities and shareholders' equity		49,490,593	49,779,876
Nature of operations and going concern	1
Commitment	13

Approved on behalf of the Board of Directors on April 7, 2026:

"Bradley Shisler" Director "Glenn R. Yeadon" Director

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

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Rockhaven Resources Ltd.
Statements of Changes in Shareholders' Equity
(Expressed in Canadian Dollars)

For the years ended December 31, 2025 and December 31, 2024

	Number of shares #	Share capital $	Reserves $	Deficit $	Total shareholders' equity $
January 1, 2024	276,136,470	57,559,403	966,735	(13,211,715)	45,314,423
Re-allocated on expiry of finders' warrants	-	11,590	(11,590)	-	-
Private placement shares issued	16,666,667	1,000,000	-	-	1,000,000
Share issue costs, net	-	(12,957)	-	-	(12,957)
Share-based payments	-	-	1,132	-	1,132
Loss and comprehensive loss for the year	-	-	-	(217,531)	(217,531)
December 31, 2024	292,803,137	58,558,036	956,277	(13,429,246)	46,085,067
January 1, 2025	292,803,137	58,558,036	956,277	(13,429,246)	46,085,067
Re-allocated on expiry of options	-	-	(293,061)	293,061	-
Re-allocated on expiry of warrants	-	-	(51,306)	51,306	-
Share-based payments	-	-	403,829	-	403,829
Loss and comprehensive loss for the year	-	-	-	(605,091)	(605,091)
December 31, 2025	292,803,137	58,558,036	1,015,739	(13,689,970)	45,883,805

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

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Rockhaven Resources Ltd.
Statements of Loss and Comprehensive loss
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

	Note	December 31, 2025 $	December 31, 2024 $
Expenses
General and administrative		11,821	8,357
Insurance		21,255	22,896
Investor relations and shareholder information		19,220	27,379
Management, administrative and corporate development salaries	9	103,182	97,530
Office rent	9	30,000	30,000
Professional fees	9	122,214	108,897
Share-based payments	7,9	403,829	1,132
Transfer agent and filing fees		19,410	22,046
Loss from operating expenses		(730,931)	(318,237)
Interest income		25,150	24,457
Unrealized gain (loss) on marketable securities	5	30,434	(2,767)
Loss for the year before income taxes		(675,347)	(296,547)
Deferred tax recovery	10	70,256	79,016
Loss and comprehensive loss for the year		(605,091)	(217,531)
Loss per share
Weighted average number of common shares outstanding
- Basic #	8	292,803,137	276,637,381
- Diluted #	8	292,803,137	276,637,381
Basic loss per share $	8	(0.00)	(0.00)
Diluted loss per share $	8	(0.00)	(0.00)

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

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Rockhaven Resources Ltd.
Statements of Cash Flows
(Expressed in Canadian Dollars)

For the years ended December 31, 2025 and December 31, 2024

	Note	December 31, 2025 $	December 31, 2024 $
Operating activities
Loss for the year		(605,091)	(217,531)
Adjustments for:
Share-based payments		403,829	1,132
Unrealized gain (loss) on marketable securities		(30,434)	2,767
Interest income		(25,150)	(24,457)
Deferred tax recovery		(70,256)	(79,016)
Net change in non-cash working capital items	11	(26,079)	34,644
		(353,181)	(282,461)
Financing activities
Collection of subscriptions receivable		469,000	-
Issue of shares for cash	7	-	531,000
Share issue costs		(9,000)	(8,750)
		460,000	522,250
Investing activities
Interest received		25,150	24,457
Mineral property acquisition costs	6	(11,306)	(1,446)
Deferred exploration and evaluation expenditures		(258,064)	(506,367)
		(244,220)	(483,356)
Change in cash and cash equivalents		(137,401)	(243,567)
Cash and cash equivalents, beginning of year		761,100	1,004,667
Cash and cash equivalents, end of year		623,699	761,100

Supplemental cash flow information
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The accompanying notes are an integral part of these financial statements.

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

1. Nature of operations and going concern

Rockhaven Resources Ltd. (the "Company" or "Rockhaven") was incorporated under the laws of the Province of Alberta, Canada and has been continued as a Company under the laws of the Province of British Columbia, Canada. The Company's head office and principal place of business is located at 510 - 1100 Melville Street, Vancouver, BC, V6E 4A6. Its records office is located at 1710 - 1177 West Hastings Street, Vancouver, British Columbia, Canada, V6E 2L3. Its main business activity is the exploration and evaluation of its mineral property interests (Klaza project) located in Canada. Its common shares trade on the TSX Venture Exchange ("TSX-V").

As at December 31, 2025, Strategic Metals Ltd. ("Strategic") had a 28.0% interest in the Company (December 31, 2024 – 28.0%). The Company and Strategic have certain common directors, and the large share position of Strategic in the Company combined with the interests held by associated parties, gives it control of the Company.

The Company's principal business activity is the acquisition, exploration, and evaluation of mineral properties. The Company has been exploring its mineral property interests and has not yet determined whether they contain mineral reserves that are economically recoverable. The Company's continuing operations and the underlying value and recoverability of the amounts shown for mineral property interests are entirely dependent upon the existence of economically recoverable mineral reserves, the ability of the Company to obtain the necessary financing to complete the exploration and development of the mineral property interests, obtaining the necessary permits to mine, and on future profitable production or proceeds from the disposition or option of the mineral property interests. The carrying amounts of mineral properties are based on costs incurred to date, and do not necessarily represent present or future values.

1. Material accounting policies

(a) Basis of presentation

These annual financial statements (the "financial statements") have been prepared in accordance with IFRS Accounting Standards ("IFRS"), as issued by the International Accounting Standards Board ("IASB") and interpretations of the IFRS Interpretations Committee ("IFRIC").

These financial statements have been prepared on a historical cost basis, except for certain financial instruments measured at fair value. In addition, these financial statements have been prepared using the accrual basis of accounting, except for cash flow information.

All amounts on the financial statements are presented in Canadian dollars which is the functional currency of the Company.

(b) Financial instruments

The Company classifies its financial instruments in the following categories: as fair value through profit or loss ("FVTPL"), as financial assets at amortized cost, or as fair value through other comprehensive income ("FVTOCI"). The classification depends on the purpose for which the financial assets or liabilities were acquired or incurred. Management determines the classification of financial assets and liabilities at initial recognition. The Company accounts for non-derivative financial assets and liabilities as follows:

Recognition

The Company recognizes financial assets and financial liabilities on the date the Company becomes a party to the contractual provisions of the instruments. At initial recognition, the Company measures a financial instrument at its fair value with adjustments for, in the case of a financial instrument not at FVTPL, transaction costs that are directly attributable to the acquisition or assumption of the financial instrument. Transaction costs of financial instruments carried at FVTPL are expensed in profit or loss. Financial assets are derecognized either when the Company has transferred substantially all the risks and rewards of ownership of the financial asset, or when cash flows expire. A write-off of a financial asset (or a portion thereof) constitutes a derecognition event. Write-off occurs when the Company has no reasonable expectations of recovering the contractual cash flows on a financial asset. A financial liability is derecognized when the contractual obligation under the liability is discharged, cancelled or expires or its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

1. Material accounting policies (continued)

(b) Financial instruments (continued)

Classification

The Company classifies its financial assets and financial liabilities using the following measurement categories: (a) Those to be measured subsequently at fair value (either through other comprehensive income (loss) or through profit or loss); and (b) those to be measured at amortized cost.

The classification of financial assets depends on the business model for managing the financial assets and the contractual terms of the instrument. Financial liabilities are classified as those to be measured at amortized cost unless they are designated as those to be measured subsequently at FVTPL (an irrevocable election at the time of recognition).

The Company reclassifies financial assets when and only when its business model for managing those assets changes. Financial liabilities are not reclassified.

The Company's marketable securities are classified as FVTPL. Marketable securities held in companies with an active market are classified as current assets at fair value.

Cash and cash equivalents, and marketable securities are classified as FVTPL and subsequently measured and accounted for at fair value. The Company may at times hold cash equivalents including highly liquid investments such as cashable investment certificates, which are redeemable on demand, and which are subject to an insignificant risk of change in value.

Derivative financial assets: Warrants are classified as derivative financial assets and are recorded at FVTPL. Warrants without an active market that are received as attachments to common share units are initially recorded at nominal amounts. At the time of purchase the total unit cost is allocated in full to each common share. Subsequent value is determined at measurement date using a valuation technique, such as the Black-Scholes option pricing model, or when the valuation technique input variables are not reliable, using the intrinsic value, which is equal to the higher of the market value of the underlying security, less the exercise price of the warrant, or zero. The Company did not own any warrants as at December 31, 2025 and December 31, 2024.

Financial liabilities: The Company's financial liabilities include accounts payable and accrued liabilities, and accounts payable to related parties. Such financial liabilities are recognized initially at fair value less any directly attributable transaction costs. Subsequent to initial recognition these financial liabilities are measured at amortized cost using the effective interest method. The effective interest rate is the rate that discounts estimated future cash flows over the expected life of the financial instrument, or where appropriate, a shorter period. Interest expense is recognized in profit or loss.

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

1. Material accounting policies (continued)

(c) Mineral property interests

The acquisition costs of mineral property interests and any subsequent exploration and evaluation costs are capitalized until the properties to which they relate are placed into production, sold, allowed to lapse or abandoned. Exploration and evaluation costs incurred prior to obtaining ownership, or the right to explore a property, are expensed as incurred as property examination costs. Properties that have close proximity and have the possibility of being developed as a single mine are grouped as projects and are considered separate cash generating units ("CGU") for the purpose of determining future mineral reserves and impairments.

The acquisition costs include the cash consideration paid and the fair market value of any shares issued for mineral property interests being acquired or optioned pursuant to the terms of relevant agreements.

Proceeds received from a partial sale or option of a mineral property interest are credited against the carrying value of the property. When the proceeds exceed the carrying costs the excess is recorded in profit or loss in the period the excess is received. When all the interest in a property is sold, subject only to any retained royalty interests which may exist, the accumulated property costs are written-off, with any gain or loss included in profit or loss in the period the transaction takes place. No initial value is assigned to any retained royalty interest. The royalty interest is subsequently assessed for value by reference to developments on the underlying mineral property.

Management reviews its mineral property interests at each reporting period for signs of impairment and annually after each exploration season taking into consideration current year exploration results, or the expectations for the disposition or option of the property. If a property is abandoned or inactive for a prolonged period, or considered to have no future economic potential, the acquisition and exploration and evaluation costs are written-off to profit or loss.

Once an economically viable resource has been determined for an area and the decision to proceed with development has been approved, mineral property interests attributable to that area are first tested for impairment and then reclassified to property and equipment. Subsequent recovery of the resulting carrying value depends on successful development or sale of the undeveloped project. Should a project be put into production, the costs of acquisition, exploration and evaluation will be amortized over the life of the project based on estimated economic reserves. If the carrying value of a project exceeds its estimated net realizable value or value in use, an impairment provision is recorded.

(d) Impairment

(i) Financial assets

The Company assesses all information available, including on a forward-looking basis, the expected credit losses associated with its assets carried at amortized cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk. To assess whether there is a significant increase in credit risk, the Company compares the risk of a default occurring on the asset as the reporting date, with the risk of default as at the date of initial recognition, based on all information available, and reasonable and supportive forward-looking information.

(ii) Non-financial assets

Non-financial assets are reviewed quarterly by management for indicators that carrying value is impaired and may not be recoverable. When indicators of impairment are present the recoverable amount of an asset is evaluated at the CGU level, which is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. The recoverable amount of a CGU is the greater of the CGU's fair value less costs of disposal and its value in use. An impairment loss is recognized in profit or loss to the extent that the carrying amount exceeds the recoverable amount. The Company's mineral property interest impairment policy is more specifically discussed in note 2(c) above.

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

1. Material accounting policies (continued)

(e) Share capital

Common shares are classified as shareholders' equity ("equity"). Transaction costs directly attributable to the issue of common shares are recognized as a deduction from equity, net of any tax effects. Common shares issued for consideration other than cash, are measured based on their fair value at the date the shares are issued.

When share capital recognized as equity is repurchased, the amount of the consideration paid, which includes directly attributable costs, net of any tax effects, is recognized as a deduction from equity. Share capital is reduced by the average per-common-share carrying amount, with the difference between this amount and the consideration paid, added to or deducted from reserves.

The Company applies a residual value method with respect to the measurement of shares and warrants issued as private placement units. The residual value method first allocates value to the more reliably measurable component based on fair value and then the residual value, if any, to the less reliably measurable component. The Company considers the fair value of common shares issued in a private placement to be the more reliably measurable component and the common shares are valued at their fair value, as determined by the closing quoted bid price on the issue date. The balance, if any, is allocated to the attached warrants, except where there is a related flow-through share premium (note 2(g)). Any value attributed to the warrants is recorded as reserves. When a warrant is cancelled or expires, the initial recorded value is reversed from reserves and credited to share capital or deficit, depending on the accounting on issuance. Finders' warrants may be issued as a private placement share issue cost and are valued using the Black-Scholes option pricing model.

(f) Share-based payment transactions

The Company has a stock option plan that provides for the granting of options to Officers, Directors, and consultants to acquire shares of the Company. The fair value of the options is measured on grant date and is recognized as an expense with a corresponding increase in reserves as the options vest.

Options granted to employees and others providing similar services are measured on grant date at the fair value of the instruments issued. Fair value is determined using the Black-Scholes option pricing model, considering the terms and conditions upon which the options were granted. The amount recognized as an expense is adjusted to reflect the actual number of stock options that are expected to vest. Each tranche in an award with graded vesting is considered a separate grant with a different vesting date and fair value and measured accordingly.

Options granted to non-employees are measured at the fair value of the goods or services received, unless that fair value cannot be estimated reliably, in which case the fair value of the equity instruments issued is used. The value of the goods or services is recorded at the date the Company obtains the goods or the counterparty renders the service.

Over the vesting period, share-based payments are recorded as an expense and as reserves. When options are exercised, the consideration received is recorded as share capital and the related share-based payments originally recorded as reserves are transferred to share capital. When an option is cancelled, or expires, the initial recorded value is reclassified from reserves and credited to deficit.

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

1. Material accounting policies (continued)

(g) Flow-through share private placements

As an incentive to complete private placements the Company may issue common shares, which by agreement are designated as flow-through shares. Such agreements require the Company to spend the funds from these placements on qualified exploration expenditures and renounce the expenditures and income tax benefits to the flow-through shareholders, resulting in no exploration deductions to the Company.

The shares may be issued at a premium to the trading value of the Company's common shares at the date the private placement is announced. On issue, share capital is increased only by the non-flow-through share quoted price. Any premium is recorded as a flow-through premium liability.

The flow-through premium liability is recognized in income as the required exploration expenditures are completed.

(h) Environmental rehabilitation

An obligation to incur restoration, rehabilitation and environmental costs arises when environmental disturbance is caused by the exploration, development or ongoing production of a mineral property interest. The estimated costs arising from the decommissioning of plant and other site preparation work, discounted to their net present value, are determined, and capitalized at the start of each project to the carrying amount of the asset, as soon as the obligation to incur such costs arises. Discount rates, using a pre-tax rate that reflects the time value of money, are used to calculate the net present value. These costs are charged against profit or loss over the economic life of the related asset, through amortization using the unit-of-production or the straight-line method. The related liability is adjusted at each reporting date for accretion, for changes to the current market-based discount rate, and for changes to the amount or timing of the underlying cash flows needed to settle the obligation. Costs for restoration of subsequent site damage which is created on an ongoing basis during production are provided for at their net present values and charged against profit or loss as extraction progresses.

The Company has no significant restoration, rehabilitation, or environmental costs related to its mineral property interests.

(i) Income taxes

Income tax expense is comprised of current and deferred taxes. Current income tax and deferred tax are recognized in profit or loss, except to the extent that they relate to items recognized directly in equity.

Current income tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current income tax liabilities and assets, and they relate to income taxes levied by the same tax authority for the same taxable entity. A deferred tax asset is recognized for unused tax losses, tax credits and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which they 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 income tax benefit will be realized.

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

1. Material accounting policies (continued)

(j) Earnings (loss) per share

The Company presents basic and diluted earnings (loss) per share ("EPS") data for its common shares. Basic EPS is calculated by dividing the profit or loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the year, adjusted for own shares held. Diluted EPS is determined by dividing the profit attributable to common shareholders by the weighted average number of common shares outstanding, adjusted for own shares held, and for the effects of all potential dilutive common shares related to outstanding stock options and warrants issued by the Company for the years presented, except if their inclusion proves to be anti-dilutive. Diluted loss per share is equivalent to basic loss per share, as the potential dilutive instruments would be anti-dilutive.

(k) Use of estimates and critical judgments

The preparation of financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income and expenses during the year. Actual results could differ from those estimates and judgments. Those areas requiring the use of management estimates and judgments include:

Estimates

(i) The determination of the fair value of stock options using pricing models requires the input of highly subjective assumptions, including expected price volatility and forfeiture rates. Changes in assumptions could materially affect the fair value estimate and the resulting amounts recognized for share-based payments.

Judgments

(i) The carrying amount of mineral property interests is the aggregate of the historical costs incurred less any impairments recognized and is not representative of a valuation or any other measurement. It is reasonably possible, based on existing knowledge, that a change in future conditions could require a material change in the recognized amount. Management is required, at each reporting date, to review its mineral property interests for signs of impairment. This is a highly subjective process taking into consideration exploration results, metal prices, economics, financing prospects, and sale or option prospects. Management makes these judgments based on information available, but there is no certainty that a property is or is not impaired. Although the Company has taken steps to verify title to mineral properties in which it has an interest, these procedures do not guarantee the Company's title. Such properties may be subject to prior agreements or transfers and title may be affected by undetected defects.

(ii) The determination of deferred tax assets or liabilities requires subjective assumptions regarding future income tax rates and the likelihood of utilizing tax carry-forwards. Changes in these assumptions could materially affect the recorded amounts within the next fiscal year.

14

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

1. Material accounting policies (continued)

(k) Use of estimates and critical judgements (continued)

Judgments (continued)

(iii) These financial statements are prepared on the basis that the Company will continue as a going concern, which assumes that the Company will be able to continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities and commitments in the normal course of operations. As an exploration stage company, the Company does not have traditional sources of revenue, and historically has relied on property option or sale proceeds and share capital financing to cover its operating expenses. As at December 31, 2025, the Company had working capital of $651,886 (December 31, 2024 – $1,196,332) and shareholders' equity of $45,883,805 (December 31, 2024 - $46,085,067). Management has assessed that this working capital is sufficient for the Company to continue as a going concern beyond one year. If the going concern assumption were not appropriate for these financial statements, it could be necessary to remeasure the Company's assets and liabilities on a liquidation basis, and such remeasurements could be material.

(l) Recently adopted accounting standards

The Company adopted the following amendment to IFRS Accounting Standards that are mandatorily effective for the Company's accounting period beginning on January 1, 2025. Their adoption has not had a material impact on disclosures or amounts reported in these financial statements.

Amendments to IAS 21, The Effects of Changes in Foreign Exchange Rates

In August 2023, the IASB issued Lack of Exchangeability (Amendments to IAS 21). The amendments contain guidance to assess when a currency is exchangeable and to determine a spot exchange rate when exchangeability is lacking. The amendments also include disclosure requirements when an entity estimates a spot exchange rate because a currency is not exchangeable.

(m) Recently issued but not yet effective accounting standards

The Company has not yet adopted certain new standards, amendments and interpretations to existing standards as outlined below, which have been published but are only effective for the Company's accounting period beginning on January 1, 2026, or later periods. The Company is currently assessing the impact of these amendments on its financial statements.

Amendments to IFRS 9, Financial Instruments, and IFRS 7, Financial Instruments: Disclosures

In May 2024, the IASB issued Amendments to the Classification and Measurement of Financial Instruments. The amendments clarify that a financial liability is derecognized on the settlement date and introduce an accounting policy choice to derecognize a financial liability settled using an electronic payment system before the settlement date. Other clarifications include guidance on the classification of financial assets with ESG-linked features, non-recourse loans and contractually linked instruments. The amendments are effective for the Company's annual period beginning on January 1, 2026.

The Company has determined that the impact of these amendments will have an immaterial effect on the Company's financial statements.

IFRS 18, Presentation and Disclosure in Financial Statements

In April 2024, the IASB issued IFRS 18, Presentation and Disclosure in Financial Statements ("IFRS 18"). This standard aims to improve the consistency and clarity of financial statement presentation and disclosures by providing updated guidance on the structure and content of financial statements. Key changes include enhanced requirements for the presentation of financial performance, financial position, and cash flows, as well as additional disclosures to improve transparency and comparability. In addition, IFRS 18 requires entities to classify income and expenses into five categories, three of which are new – i.e. operating, investing, and financing – and the income tax and discontinued operation categories. The new standard sets out detailed requirements for classifying income and expenses into each category.

These amendments are effective for the Company's accounting period beginning on January 1, 2027. The Company is currently assessing the impact that the adoption of IFRS 18 will have on its financial statements.

15

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

3. Cash and cash equivalents

Cash and cash equivalents consists of the following:

	December 31, 2025	December 31, 2024
	$	$
Bank balances	12,715	99,291
Cashable investment certificates	610,984	661,809
	623,699	761,100

4. Receivables and prepayments

Receivables and prepayments consist of the following:

	December 31, 2025	December 31, 2024
	$	$
Goods and services tax recoverable	6,637	3,589
Prepaid expenses	30,484	19,776
Subscriptions receivable	-	469,000
	37,121	492,365

5. Marketable securities

Marketable securities consist of common shares as follows:

	Cost $	Fair value $	Gain (Loss) $
January 1, 2024	2,132,934	33,200
Unrealized loss for the year	-	(2,767)	(2,767)
December 31, 2024	2,132,934	30,433	(2,767)
January 1, 2025	2,132,934	30,433
Unrealized gain for the year	-	30,434	30,434
December 31, 2025	2,132,934	60,867	30,434

The fair value of marketable securities is based on the bid price of the shares listed on the TSX-V at each year end.

16

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

6. Mineral property interests

The Company's mineral property interests consist of its wholly-owned Klaza project located in the Yukon Territory, Canada. Mineral property interests have been classified as intangible assets.

Changes in the project carrying amounts for the years ended December 31, 2025 and December 31, 2024, are summarized as follows:

| | January 1, 2025
$ | Acquisition and assessments
$ | Exploration and evaluation
$ | December 31, 2025
$ |
| --- | --- | --- | --- | --- |
| Klaza | 48,476,486 | 11,306 | 273,549 | 48,761,341 |
| | January 1, 2024
$ | Acquisition and assessments
$ | Exploration and evaluation
$ | December 31, 2024
$ |
| Klaza | 47,997,312 | 1,446 | 477,728 | 48,476,486 |

Exploration and evaluation expenditures on the Klaza project consisted of the following:

Years ended December 31,	2025	2024
	$	$
Assays and metallurgy	19,975	50,753
Field	62,096	5,861
Labour (note 9)	95,830	135,455
Resource and environmental studies	72,417	282,180
Surveys and consulting	13,385	3,479
Travel and accommodation	9,846	-
	273,549	477,728

Klaza project

The Klaza project includes a 100% interest in the Klaza group of mineral claims which were acquired between 2009 and 2017 through staking, cash payments, and the issuance of common shares. Certain of the claims are subject to a 1.5% Net Smelter Return ("NSR") royalty, and others are subject to a 1% NSR on precious metals and a 0.5% NSR on non-precious metals. There are various claims that are not subject to any underlying royalties.

7. Share capital

The authorized share capital of the Company consists of unlimited common shares without par value and unlimited preferred shares without par value. All issued shares are fully paid.

Transactions for the issue of share capital during the year ended December 31, 2025:

• There were no transactions for the issue of share capital during the year ended December 31, 2025.

Transactions for the issue of share capital during the year ended December 31, 2024:

• On December 20, 2024, the Company completed a private placement comprising the issuance of 16,666,667 units at a price of $0.06 per unit for gross proceeds of $1,000,000 (of which $469,000 was included in receivables as at December 31, 2024, and collected during the year ended December 31, 2025). Each unit consisted of one common share and one share purchase warrant, with each warrant exercisable at a price of $0.10 until December 20, 2027. Legal and filing fees amounted to $17,750. The share issue costs were recorded as a reduction of share capital, net of deferred tax benefits of $4,793.

---

Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

7. Share capital (continued)

Equity Awards

On August 11, 2025, the Company adopted an Omnibus Equity Incentive Plan (the “Equity Plan”) which supersedes a former incentive stock option plan. The Equity Plan provides for the grant of stock options, restricted share units (“RSUs”), deferred share units (“DSUs”), performance share units (“PSUs”) and other share-based awards subject to TSX-V approval. Under the Equity Plan, the maximum number of equity-based awards issued cannot exceed 10% of the Company’s currently issued and outstanding common shares. Additionally, RSUs are required to be settled by December 31 in the third year following the year of grant (“Expiry date”), whereas DSUs are settled once the award recipient retires or departs.

The total share-based payment expense for the year ended December 31, 2025, was $403,829 (2024 - $1,132) which represents the vesting of stock options and RSUs (see below) during the year.

Stock options

In accordance with the Equity Plan, options granted under the Plan will have a maximum term of ten years. The exercise price of options granted under the Plan will not be less than the market price of the common shares (defined as the last closing market price of the Company’s common shares immediately preceding the issuance of a news release announcing the granting of the options, or the date of grant in respect of options granted to consultants), or such other price as may be agreed to by the Company and accepted by the TSX-V. Vesting terms are determined by the Board of Directors on the date of grant.

A summary of the Company’s stock options as at December 31, 2025 and December 31, 2024, and changes during the years then ended is as follows:

	Year ended December 31, 2025		Year ended December 31, 2024
	Options #	Weighted average exercise price $	Options #	Weighted average exercise price $
Options outstanding, beginning of year	18,255,000	0.13	18,255,000	0.13
Granted	8,925,000	0.07	-	-
Expired	(4,525,000)	0.15	-	-
Options outstanding, end of year	22,655,000	0.10	18,255,000	0.13

As at December 31, 2025, the Company has stock options outstanding and exercisable as follows:

Options outstanding #	Options exercisable #	Exercise price $	Expiry date	Weighted average remaining life (years)
4,400,000	4,400,000	0.15	August 18, 2026	0.63
500,000	500,000	0.15	March 24, 2027	1.23
8,080,000	8,080,000	0.10	October 20, 2027	1.80
750,000	750,000	0.10	February 13, 2028	2.12
8,425,000	4,212,500	0.07	June 3, 2030	4.42
500,000	-	0.14	October 16, 2030	4.79
22,655,000	17,942,500	0.10		2.61

During the year ended December 31, 2025, 8,925,000 stock options were granted to Officers, Directors, related company employees, and consultants with a weighted average exercisable price of approximately $0.07 each expiring on either June 3, 2030 and October 16, 2030. The fair value was calculated using the following weighted average assumptions: expected life of options – five years, stock price volatility – 96.01%, no dividend yield, and a risk-free interest rate – 2.85%. The fair value is particularly impacted by the Company’s stock price volatility determined using historical stock price data from the previous five years. Using the above assumptions, the fair value of options granted was approximately $0.05 per option, for a total of $483,965.

During the year ended December 31, 2025, 4,525,000 options expired unexercised. As a result, the original share-based payments expense $293,061 was reversed from reserves and credited to deficit.

18

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

7. Share capital (continued)

Warrants

As an incentive to complete private placements, the Company may issue units which include common shares and common share purchase warrants.

A summary of the Company's warrants as at December 31, 2025 and December 31, 2024, and changes during the years then ended is as follows:

	Year ended December 31, 2025		Year ended December 31, 2024
	Warrants #	Weighted average exercise price $	Warrants #	Weighted average exercise price $
Warrants outstanding, beginning of year	17,166,667	0.10	27,184,487	0.20
Private placement warrants issued	-	-	16,666,667	0.10
Expired	(500,000)	0.17	(26,684,487)	0.20
Warrants outstanding, end of year	16,666,667	0.10	17,166,667	0.10

As at December 31, 2025, the Company had warrants outstanding and exercisable as follows:

Warrants outstanding	Warrants exercisable	Exercise price	Expiry date
#	#	$
16,666,667	16,666,667	0.10	December 20, 2027

Restricted Share Units (RSUs)

A summary of the Company's RSUs as at December 31, 2025 and December 31, 2024, and changes during the years then ended is as follows:

	Year ended December 31, 2025	Year ended December 31, 2024
	RSUs #	RSUs #
RSUs outstanding, beginning of year	-	-
Granted	1,000,000	-
RSUs outstanding, end of year	1,000,000	-

During the year ended December 31, 2025, 1,000,000 RSUs were granted to an Officer of the Company at a fair value of $0.14 each (total fair value of $140,000). The RSUs vest in three annual instalments through to October 16, 2028 and expire on December 31, 2028.

19

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Rockhaven Resources Ltd.

Notes to the Financial Statements

(Expressed in Canadian Dollars)

For the years ended December 31, 2025 and December 31, 2024

7. Share capital (continued)

Restricted Share Units (RSUs)

As at December 31, 2025, the Company had RSUs outstanding and exercisable as follows:

RSUs outstanding #	RSUs exercisable #	Fair value per RSU $	Expiry date
1,000,000	-	0.14	December 31, 2028
1,000,000	-	0.14

Reserves

Reserves include the accumulated fair value of stock options recognized as share-based payments, the fair value of finders' warrants issued on private placements, the fair value of other compensatory warrants issued, and the residual value of warrants attached to private placement units, if any. Reserves is increased by the fair value of these and other equity awards issuable under the Plan on vesting and/or issuance and is reduced by corresponding amounts when equity awards or warrants expire, are exercised, or cancelled.

	Options $	Warrants $	RSU $	Total $
January 1, 2024	903,839	62,896	-	966,735
Finders' warrants expired	-	(11,590)	-	(11,590)
Options vesting	1,132	-	-	1,132
December 31, 2024	904,971	51,306	-	956,277
January 1, 2025	904,971	51,306	-	956,277
Options expired	(293,061)	-	-	(293,061)
Warrants expired	-	(51,306)	-	(51,306)
Options vesting	386,018	-	-	386,018
RSUs vesting	-	-	17,811	17,811
December 31, 2025	997,928	-	17,811	1,015,739

8. Loss per share

The calculation of basic and diluted loss per share for the year ended December 31, 2025, was based on the loss attributable to common shareholders of $605,091 (2024 – $217,531) and a weighted average number of common shares outstanding of 292,803,137 (2024 – 276,637,381).

All stock options and warrants were excluded from the diluted weighted average number of common shares calculation, as their effect would have been anti-dilutive.

9. Related party payables and transactions

The Company's related parties include key management personnel and their management entities. Key management personnel are those persons having authority and responsibility for planning, directing, and controlling the activities of the entity, directly or indirectly, including any director (whether executive or otherwise) of that entity. There were no loans to key management personnel or their management entities during the years ended December 31, 2025 and December 31, 2024.

Matthew Turner, the Company's President and CEO, receives a monthly salary and incentive stock options. No other key management personnel receive salaries, non-cash benefits (other than incentive stock options), or other remuneration directly from the Company, other than noted below, and there are no employment contracts with them that cannot be terminated without penalty on thirty days' notice. Key management personnel participate in the Company's stock option plan.

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Rockhaven Resources Ltd.

Notes to the Financial Statements

(Expressed in Canadian Dollars)

For the years ended December 31, 2025 and December 31, 2024

9. Related party payables and transactions (continued)

During the year ended December 31, 2025, 6,500,000 stock options were granted to Officers and Directors having a fair value on grant of $334,964, of which $281,198 was recognized as share-based payment expense during the year then ended. The stock options granted are exercisable at $0.07 each until June 3, 2030, and vest over a one year period through to June 3, 2026 (note 7).

During the year ended December 31, 2025, 1,000,000 RSUs were granted to an Officer having a fair value on grant of $140,000, of which $17,811 was recognized as share-based payment expense during the year then ended. The RSUs vest in three annual instalments through to October 16, 2028 (note 7).

During the year ended December 31, 2024, no stock options were granted to a key management personnel or Directors. Additionally, $1,132 in share-based payments was recognized during the year then ended in connection to the vesting of stock options issued to related parties during the previous year.

The Company transacted with the following related parties:

(a) Archer, Cathro & Associates (1981) Limited ("Archer Cathro") is a geological consulting firm that is a related party through its ability to confer significant influence over financial processes and operating decisions with the provision of key management personnel services. Charges are for property location, acquisition, exploration, management, and office rent and administration.

(b) Glenn Yeadon is a Director and the Company's Secretary. He controls Glenn R. Yeadon Personal Law Corporation ("Yeadon Law Corp.") which provides the Company with legal services.

(c) Dan Martino is the Company's CFO. He is a principal of Donaldson Brohman Martin CPA, Inc. ("DBM CPA"), a firm in which he has significant influence. DBM CPA provides the Company with accounting and tax services.

(d) Matthew Turner is the Company's President and CEO, and a Company Director. He provides the Company with management, administrative, corporate development, and technical services.

(e) Brad Thrall is the Company's Managing Director (Company Officer) effective June 4, 2025.

The transactions and outstanding balances with key management personnel and their management entities were as follows:

	Transactions year ended December 31, 2025 $	Transactions year ended December 31, 2024 $	Balances outstanding December 31, 2025 $	Balances outstanding December 31, 2024 $
Archer Cathro
- geological services	23,278	62,908	-	697
- rent and administration	36,939	32,492	518	5,973
	60,217	95,400	518	6,670
Yeadon Law Corp.	43,000	45,000	11,268	33,762
DBM CPA	36,500	36,700	11,000	11,000
(1) Matthew Turner	160,000	160,000	-	-
	299,717	337,100	22,786	51,432

(1) Includes geological services (within exploration (note 6)) of $81,401 for the year ended December 31, 2025 (2024 - $78,408).

All related party balances are unsecured and are due within thirty days without interest. The related party transactions do not include expense reimbursements or sales tax amounts that are included in the year end related party payable balances.

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

9. Related party payables and transactions (continued)

The transactions with the key management personnel are included in expenses as follows:

(a) Management, administration and corporate development salaries
- Includes the portion of Matthew Turner's salary related to management, administrative and corporate development services. The remainder of Matthew Turner's salary is allocated to exploration and evaluation expenditures within mineral property interests for his project technical services.

(b) Office rent
- Includes office rent charged to the Company by Archer Cathro.

(c) Professional fees
- Includes legal services charged to the Company by Yeadon Law Corp.
- Includes accounting and tax services charged to the Company by DBM CPA.

10. Income taxes

Income tax recovery varies from the amount that would be computed from applying the combined federal and provincial income tax rate to loss before income taxes as follows:

	December 31, 2025 $	December 31, 2024 $
Loss for the year before income taxes	675,347	296,457
Statutory Canadian corporate tax rate	27.00%	27.00%
Anticipated tax recovery	182,344	80,068
Change in tax resulting from:
Unrecognized items for tax purposes	(112,088)	(1,052)
Net deferred tax recovery	70,256	79,016

The significant components of the Company's net deferred tax liability are as follows:

	December 31, 2025 $	December 31, 2024 $
Mineral property interests	(6,427,810)	(6,424,756)
Unclaimed investment tax credits	538,775	538,775
Non-capital loss carry forwards	2,341,125	2,257,550
Share issue and other costs	10,923	21,188
Net deferred tax liability	(3,536,987)	(3,607,243)

As at December 31, 2025, the Company has non-capital loss carry forwards of approximately $8,671,000 (December 31, 2024 - $8,361,000) which expire as follows: $109,000 in 2026, $97,000 in 2027, $391,000 in 2028, $332,000 in 2029, $373,000 in 2030, and $7,369,000 thereafter.

As at December 31, 2025, the Company has unused capital losses of approximately $2,274,000 (December 31, 2024 - $2,274,000) which have no expiry dates and can only be used to reduce future income from capital gains. The Company has not recognized a deferred tax benefit on these losses or on accumulated unrealized losses, as it is unlikely that capital gains will be realized to utilize the losses.

As at December 31, 2025, the Company has unclaimed resource and other deductions in the amount of approximately $24,955,000 (December 31, 2024 - $24,681,000), which may be deducted against future taxable income.

As at December 31, 2025, the Company has share issue and other capital costs totaling approximately $41,000 (December 31, 2024 - $79,000), which have not been claimed for income tax purposes.

22

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

10. Income taxes (continued)

As at December 31, 2025, the Company has unused investment tax credits totaling approximately $738,000 (December 31, 2024 - $738,000), which have not been claimed for income tax purposes. The tax credits expire as follows: $364,000 in 2031, $319,000 in 2032, $51,000 in 2033, and $4,000 in 2034.

Income tax attributes are subject to review and potential adjustments by tax authorities.

11. Supplemental cash flow information

Changes in non-cash working capital during the years ended December 31, 2025 and December 31, 2024, were comprised of the following:

	December 31, 2025 $	December 31, 2024 $
Receivables and prepayments	(13,756)	14,800
Accounts payable and accrued liabilities	6,626	4,674
Accounts payable to related parties	(18,949)	15,170
Net change	(26,079)	34,644

The Company incurred non-cash financing and investing activities during the years ended December 31, 2025 and December 31, 2024, as follows:

	December 31, 2025 $	December 31, 2024 $
Non-cash financing activities:
Private placement proceeds included in subscriptions receivable	-	469,000
Share issue costs included in accounts payable and related party payables	-	9,000
Non-cash investing activities:
Exploration expenditures included in accounts payable and related party payables	5,305	1,747

During the years ended December 31, 2025 and December 31, 2024, no amounts were paid for interest or income taxes.

12. Financial risk management

Capital management

The Company is a junior exploration company and considers items included in shareholders' equity as capital. The Company manages its capital structure and adjusts it in light of changes in economic conditions and the risk characteristics of underlying assets. In order to maintain or adjust its capital structure, the Company may issue new shares. The Company is not subject to any externally imposed capital requirements and does not presently utilize any quantitative measures to monitor its capital. There were no changes to the Company's approach to capital management during the year ended December 31, 2025. As at December 31, 2025, the Company's capital structure is comprised of shareholders' equity of $45,883,805 (December 31, 2024 - $46,085,067).

The Company currently has no source of revenue. In order to fund future exploration programs and pay for administrative costs, the Company will spend its existing working capital and raise additional funds as needed.

Financial instruments - fair value

The Company's financial instruments consist of cash and cash equivalents, marketable securities, accounts payable and accrued liabilities, and accounts payable to related parties.

The carrying value of accounts payable and accrued liabilities, and accounts payable to related parties approximates their fair value because of the short-term nature of these instruments.

23

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

12. Financial risk management (continued)

Financial instruments - fair value (continued)

Financial instruments measured at fair value on the statements of financial position are summarized into the following fair value hierarchy levels:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).

Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

	Level 1 $	Level 2 $	Level 3 $	Total $
December 31, 2025
Cash and cash equivalents	623,699	-	-	623,699
Marketable securities	60,867	-	-	60,867
	684,566	-	-	684,566
December 31, 2024
Cash and cash equivalents	761,100	-	-	761,100
Marketable securities	30,433	-	-	30,433
	791,533	-	-	791,533

Financial instruments - risk

The Company's financial instruments are exposed to certain financial risks, including credit risk, liquidity risk, and market risk.

a) Credit risk

Credit risk is the risk that one party to a financial instrument will cause a financial loss for the other party by failing to discharge an obligation. The Company is exposed to credit risk by holding cash and cash equivalents. All of the Company's cash and cash equivalents are held in a Canadian financial institution, and management believes the exposure to credit risk with respect to such institutions is not significant. The Company's maximum exposure to credit risk is equal to the carrying value of these instruments and it is exposed to risk as all of its cash and cash equivalents are concentrated with a single financial institution. The Company's exposure to and management of credit risk has not changed materially from the prior year.

b) Liquidity risk

Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. The Company's financial liabilities are all due within the next twelve months. The Company mitigates this risk by careful management of its working capital to ensure its expenditures will not exceed available resources. The Company's exposure to and management of liquidity risk has not changed materially from that of the prior year.

c) Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: currency risk, interest rate risk and other price risk. The Company is not exposed to material currency risk, as it does not have assets or liabilities expressed in a foreign currency. The Company's exposure to and management of market risk has not changed materially from that of the prior year.

24

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Rockhaven Resources Ltd.
Notes to the Financial Statements
(Expressed in Canadian Dollars)
For the years ended December 31, 2025 and December 31, 2024

12. Financial risk management (continued)

Financial instruments – risk (continued)

d) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is exposed to interest rate risk because of fluctuating interest rates on cash and cash equivalents. Fluctuations in market rates do not have a significant impact on the Company's operations. For the year ended December 31, 2025, every 1% fluctuation in interest rates up or down would have impacted loss for the year by approximately $7,000 (2024 – $9,000) before income taxes.

e) Other price risk

Other price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices (other than those arising from interest rate risk or currency risk). The Company is exposed to other price risk because of the fluctuating values and trading volumes of its publicly traded marketable securities. The Company has no control over these fluctuations and does not hedge its investments. Based on December 31, 2025 value of marketable securities every 10% increase or decrease in the share prices of the Company's marketable securities would have impacted loss for the year by approximately $6,000 (2024 - $3,000) before income taxes.

13. Commitment

Exploration Benefits Agreement:

The Company has an Exploration Benefits Agreement with the Little Salmon Carmacks First Nation ("LSCFN"), which establishes a framework between the parties for the ongoing exploration of the Company's Klaza project. Under the Agreement the Company is required to pay LSCFN an annual fee equal to 2% of specified on-site exploration activities on the Klaza project during each calendar year, payable by March 31 of the following year. The fee accruals each year are included in exploration and evaluation expenditures, with an offset to accrued liabilities. As at December 31, 2025, $1,410 (December 31, 2024 - $621) was accrued.

During the year ended December 31, 2025, the Company paid its annual fee relating to the 2024 year of $621 (2024 - $395 was paid relating to the 2023 year). Additionally, 500,000 share purchase warrants exercisable at $0.17 each which were issued to LSCFN in 2020, expired unexercised on August 5, 2025 (note 7).

14. Segmented information

The Company operates in one reportable operating segment being the acquisition, exploration, and evaluation of mineral properties in Canada. All of the Company's non-current assets are located in Canada.

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