Sarama Resources Ltd. — Interim / Quarterly Report 2025

May 13, 2025

Sarama Resources Ltd

(An Exploration Stage Company)

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

For the three months ended March 31, 2025 (Unaudited)

(Expressed in United States Dollars)

Corporate Directory ........................................................................................................ 2 Management’s Responsibility for Financial Information ............................................... 3 Consolidated Statement of Financial Position ................................................................ 4 Consolidated Statement of Profit or Loss and Other Comprehensive Income ............... 5 Consolidated Statement of Cash Flows .......................................................................... 6 Consolidated Statement of Changes in Equity................................................................ 7 Notes to the Consolidated Financial Statements ............................................................. 8

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Sarama Resources Ltd An Exploration Stage Company Corporate Directory

DIRECTORS

Andrew Dinning (Executive Chairman) Simon Jackson (Non-executive Director) Adrian Byass (Non-executive Director) Michael Bohm (Non-executive Director)

REGISTERED OFFICE

Suite 2200, RBC Place 885 West Georgia Street Vancouver BC, Canada, V6C 3E8

AUSTRALIAN BRANCH OFFICE

Unit 8, 245 Churchill Avenue Subiaco, Western Australia 6008 P: +61 8 9363 7600 F: +61 8 9382 4308

LEGAL ADVISORS

Canada

Cassels Brock & Blackwell LLP Suite 2200, RBC Place 885 West Georgia Street Vancouver BC, Canada, V6C 3E8

Australia

Hamilton Locke Level 27, Central Park 152/158 St Georges Terrace Perth, Western Australia, Australia 6000

AUDITORS

HLB Mann Judd Level 4, 130 Stirling Street Perth, Western Australia, Australia 6000

SHARE REGISTRY

BURKINA FASO OFFICE

Canada

Sarama Mining Burkina SUARL Quartier Ouaga 2000, secteur 15 Zone B, Rue du Général Tiemoko Marc Garango, 13 B.P. 60 Ouagadougou 13, Ouagadougou, République du Burkina Faso

TSX Trust Company 100 Adelaide Street West, Suite 301 Toronto, Ontario M5H4H1 Canada

Australia

Computershare Investor Services Pty Limited Level 17, 221 St Georges Terrace Perth, Western Australia, Australia 6000

TSX.V CODE : SWA

ASX CODE : SRR

WEBSITE : www.saramaresources.com

2

MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL INFORMATION

The accompanying condensed interim consolidated financial statements and all other financial information included in this report are the responsibility of management. The condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”). Financial statements include certain amounts based on estimates and judgments. When alternative methods exist, management has chosen those it deems most appropriate in the circumstances to ensure that the condensed interim consolidated financial statements are presented fairly, in all material respects.

Management maintains appropriate systems of internal control, consistent with reasonable cost, to give reasonable assurance that its assets are safeguarded, and the financial records are properly maintained.

The Board of Directors is responsible for ensuring that management fulfils its responsibilities for financial reporting and internal control. The Audit Committee, which is comprised of three Directors, all of whom are nonmanagement and independent, meets with management to review the consolidated financial statements to satisfy itself that management is properly discharging its responsibilities to the Directors, who approve the condensed interim consolidated financial statements.

Management recognizes its responsibility for conducting the Company’s affairs in compliance with established financial reporting standards, and applicable laws and regulations, and for maintaining proper standards of conduct for its activities.

NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS

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

The accompanying unaudited condensed interim consolidated financial statements have been prepared by and are the responsibility of the Company’s management. The Company’s independent auditor has not performed a review of these financial statements in accordance with the standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity’s auditor.

(signed) “Andrew Dinning” (signed) “Lui Evangelista” Executive Chairman CFO May 13, 2025 May 13, 2025

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Sarama Resources Ltd An Exploration Stage Company Consolidated Statement of Financial Position Expressed in United States Dollars

Note ASSETS Current assets Cash and cash equivalents 3 Security deposits Other receivables Prepayments Total current assets Non-current assets Plant and equipment 4 Total non-current assets Total assets LIABILITIES Current liabilities Accounts payable and accrued liabilities 13 Provision for employee entitlements Financial liabilities Total current liabilities Non-current liabilities Provision for employee entitlements Total non-current liabilities Total liabilities EQUITY Share capital 6(b) Share-based payments reserve 6(d) Accumulated losses Total equity Total liabilities and equity	As at March 31, 2025 $ As at December 31, 2024 $ 463,420 1,148,675 21,900 21,713 47,794 30,047 16,786 24,402
	549,900 1,224,837
	9,623 13,197
	9,623 13,197
	559,523 1,238,034
	975,339 1,239,772 140,827 139,884 59,635 49,379
	1,175,801 1,429,035
	45,376 41,998
	45,376 41,998
	1,221,177 1,471,033
	61,758,976 61,513,987 5,322,513 5,322,513 (67,743,143) (67,069,499)
	(661,654) (232,999)
	559,523 1,238,034

These financial statements are authorised for issue by the Board of Directors on May 13, 2025.

They are signed on the Company’s behalf by:

(Signed) “Andrew Dinning” Andrew Dinning, Director

(Signed) “Simon Jackson” Simon Jackson, Director

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

4

Sarama Resources Ltd An Exploration Stage Company Consolidated Statement of Profit or Loss and Other Comprehensive Income Expressed in United States Dollars

Note Income Interest income Total income Expenses Accounting and audit Depreciation Directors’ fees Exploration expenditure as incurred Fair value loss / (gain) on warrants carried at fair value through profit or loss Finance charges Foreign exchange loss/(gain) Insurance Marketing and investor relations Office and general Professional fees Salaries Travel Total expenses Loss before income tax Income tax benefit Loss for the period Items that may be reclassified to the statement of loss Exchange differences on translation of foreign operations Total comprehensive loss for the period Basic and diluted loss per share 11 Weighted average number of shares Basic and diluted	Period ended March 31, 2025 Period ended March 31, 2024 9,697 3,516
	9,697 3,516
	5,006 5,172 994 1,107 20,931 24,394 419,515 131,440 10,256 (14,452) 2,724 - (811) (18,114) 9,598 7,130 5,002 841 61,405 52,776 60,826 10,173 81,068 189,610 6,827 6,847
	683,341 396,924
	673,644 393,408
	- -
	673,644 393,408 - -
	673,644 393,408
	0.2 cents 0.2 cents 355,087,844 181,422,169

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

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Sarama Resources Ltd An Exploration Stage Company Consolidated Statement of Cash Flows Expressed in United States Dollars

Note Cash flows used in operating activities Payments to suppliers and employees Payments for exploration and evaluation Interest received Net cash used in operating activities 12 Cash flows used in investing activities Purchase of plant and equipment 4 Net cash used in investing activities Cash flows from financing activities Payment of share issue costs Net cash generated by financing activities Net decrease in cash and cash equivalents Net foreign exchange differences Cash and cash equivalents at beginning of the period Cash and cash equivalents at end of the period	Period ended March 31, 2025 Period ended March 31, 2024 (268,312) (158,032) (435,762) (96,865) 9,697 3,516
	(694,377) (251,381)
	(1,393) -
	(1,393) -
	(2,184) -
	(2,184) -
	(697,954) (251,381) 12,699 (18,172) 1,148,675 492,521
	463,420 222,968

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

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Sarama Resources Ltd An Exploration Stage Company Consolidated Statement of Changes in Equity Expressed in United States Dollars

Balance at January 1, 2024 Loss attributed to shareholders of the Company Other comprehensive income Total comprehensive loss for the year Transactions with owners in their capacity as owners: Issue of shares Fair value of share issue ascribed to warrants and recorded as financial liability (6(d)(ii)) Share issuance costs (6(b)) Stock-based acquisition Stock-based compensation - options (6(d)(i)) Balance at December 31, 2024 Loss attributed to shareholders of the Company Other comprehensive income Total comprehensive loss for the period Transactions with owners in their capacity as owners: Issue of shares (6(b)) Share issuance costs (6(b)) Balance at March 31, 2025	Number of common shares Share capital (note 6) $ Share based payments reserve $ Deficit $ Total $ 181,422,169 58,959,589 5,160,207 (62,786,628) 1,333,168
	- - - (4,282,871) (4,282,871) - - - - -
	- - - (4,282,871) (4,282,871) 166,515,646 2,801,633 - - 2,801,633 - (55,525) - - (55,525) - (191,710) - - (191,710) - - 73,857 - 73,857 - - 88,449 - 88,449
	347,937,815 61,513,987 5,322,513 (67,069,499) (232,999)
	- - - (673,644) (673,644) - - - - -
	- - - (673,644) (673,644) 13,132,706 247,173 - - 247,173 - (2,184) - - (2,184)
	361,070,521 61,758,976 5,322,513 (67,743,143) (661,654)

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

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

1. NATURE OF OPERATIONS

Sarama Resources Ltd (the “ Company ”) was incorporated under the laws of the Province of British Columbia, Canada on April 8, 2010.

Statement of compliance

These condensed interim consolidated financial statements have been prepared in United States Dollars.

The board of directors of the Company have approved these condensed interim consolidated financial statements on May 13, 2025.

Business Activities

The consolidated entity, consisting of Sarama Resources Ltd. and its subsidiaries is in the exploration stage and its principal business activity is the sourcing and exploration of mineral properties. As at March 31, 2025, the Company is in the process of exploring its principal mineral properties and has not yet determined whether the properties contain gold reserves that are economically recoverable.

The condensed interim consolidated financial statements for the period ended March 31, 2025, comprise the accounts of Sarama Resources Ltd and its subsidiaries and the Company’s interest in equity accounted investments.

Basis of Presentation

These condensed interim consolidated financial statements have been prepared under the historical cost convention except for financial assets and liabilities at fair value through profit or loss and in accordance with International Financial Reporting Standards (“ IFRS ”) as issued by the International Accounting Standards Board (“ IASB ”) and Interpretations of the International Financial Reporting Interpretations Committee (“ IFRIC ”). These condensed interim consolidated financial statements have been prepared in accordance with IFRS applicable to the preparation of interim consolidated financial statements, including International Accounting Standard (“IAS”) 34, “ Interim Financial Reporting” , and have been prepared following the same accounting policies as the annual consolidated financial statements for the year ended December 31, 2024 except as described in Note 2.

The condensed interim consolidated financial statements should be read in conjunction with the annual consolidated financial statements for the year ended December 31, 2024, which have been prepared in accordance with IFRS.

Going Concern

The financial statements have been prepared on the going concern basis, which contemplates the continuity of normal business activities and the realisation of assets and discharge of liabilities in the normal course of business.

As disclosed in the financial statements for the period ended March 31, 2025, the consolidated entity recorded a net loss of $673,644 and had a net cash outflow from operating and investing activities of $695,770. As at March 31, 2025, the consolidated entity had available cash of $463,420 and a deficit of current assets over current liabilities of $625,901.

The Directors have reviewed cashflow forecasts for the upcoming period and assessed that the consolidated entity will need to complete a capital raising or obtain alternative sources of financing to support forecast future cashflows over the following period of twelve months. A process is currently being conducted to determine the likely timing and quantum of these future sources of funding.

Should this capital raising or alternative source of financing not eventuate, or not eventuate on a sufficiently timely basis, there is a material uncertainty that may cast significant doubt as to whether the consolidated entity will continue as a going concern and realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial report. Accordingly, the Directors believe that the going concern basis of

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

preparation of the financial report remains appropriate after taking into account the above successful capital raising and the Group’s forecast cash flows for the relevant period.

2. SIGNIFICANT ACCOUNTING POLICIES

• a) Standards and Interpretations applicable to March 31, 2025

In the period ended March 31, 2025, the Directors have reviewed all the new and revised Standards and Interpretations issued by the IASB that are relevant to the consolidated entity and effective for the current annual reporting period. As a result of this review, the Directors have determined that there is no material impact of the new and revised Standards and Interpretations on the consolidated entity and, therefore, no material change is necessary to the consolidated entity’s accounting policies.

b) Standards and Interpretations in issue not yet adopted

The Directors have also reviewed all the new and revised Standards and Interpretations in issue not yet adopted for the period ended March 31, 2025. As a result of this review the Directors have determined that there is no material impact of the Standards and Interpretations in issue not yet adopted on the consolidated entity and, therefore, no change is necessary to the consolidated entity’s accounting policies.

c) Basis of Consolidation

The condensed interim consolidated financial statements incorporate the assets and liabilities of the Company as at March 31, 2025, and the results of all subsidiaries for the period then ended.

Subsidiaries are all entities (including special purpose entities) over which the Company has control. The Company controls an entity when the Company is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Company. They are deconsolidated from the date that control ceases.

Intercompany transactions, balances and unrealised gains on transactions are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Company.

d) Foreign Currency Translation

• (a) Functional and Presentation Currency

Items included in the financial statements of each of the Company’s entities are measured using the currency of the primary economic environment in which the entity operates (“ the functional currency ”). The condensed interim consolidated financial statements are presented in United States dollars (“ USD ”), which is the Company’s functional and presentation currency.

(b) Transactions and Balances

Monetary assets and liabilities of the Company are translated into USD at the exchange rate in effect on the statement of financial position date while non-monetary assets and liabilities, revenues and expenses are translated using exchange rates in effect at the time of each transaction. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

All foreign exchange gains and losses are presented separately in profit or loss for the financial period.

Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair-value was determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss.

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

(c) Functional Currency

The results and financial position of foreign operations that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

• assets and liabilities for each statement of financial position presented are translated at the closing rate at the date of that balance sheet,

• income and expenses for each statement of comprehensive income (loss) are translated at average exchange rates (unless this is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case, income and expenses are translated at the dates of the transactions), and

• all resulting exchange differences are recognised in other comprehensive income.

e) Financial Instruments

Cash and cash equivalents are classified as current assets and include short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value. The Company places the majority of its cash holdings with an Australian financial institution which has a high credit rating.

Non-derivative financial assets and liabilities

The Company has the following non-derivative financial assets and liabilities:

• i. Receivables Receivables are financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are initially recognised at fair value, less any directly attributable transaction costs. Subsequent to initial recognition, receivables are measured at amortised cost using the effective interest method, less any impairment losses.

• ii. Financial assets at fair value through profit or loss (FVTPL) Financial assets that are held within a different business model other than ‘hold to collect’ or ‘hold to collect and sell’ are categorised at fair value through profit and loss. Further, irrespective of business model financial assets whose contractual cash flows are not solely payments of principal and interest are accounted for at FVTPL. Assets in this category are measured at fair value with gains or losses recognised in profit or loss. The fair values of financial assets in this category are determined by reference to active market transactions or using a valuation technique where no active market exists.

• iii. Amounts payable and other accrued liabilities Such financial liabilities are recognised initially at fair value, net of any directly attributable transaction costs. Subsequent to initial recognition, these financial liabilities are measured at amortised cost using the effective interest method if significant.

f) Exploration and Evaluation Assets

Mineral exploration and evaluation costs are expensed as incurred based upon each area of interest. Acquisition costs will normally be expensed but will be assessed on a case by case basis and if appropriate may be capitalised. These acquisition costs are only carried forward to the extent that they are expected to be recouped through the successful development or sale of the tenement. Accumulated acquisition costs in relation to an abandoned tenement are written off in full against profit or loss in the year in which the decision to abandon the tenement is made. Where a decision has been made to proceed with development in respect of a particular area of interest, all future costs are recorded as a development asset.

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

g) Stock-based Compensation

The fair value of share purchase options or warrants granted is determined by the Black-Scholes option pricing model using estimates for the volatility of the trading price of the Company’s stock, the expected lives of share purchase options awarded, the fair value of the Company’s shares and the risk-free interest rate.

For employees, the fair value of the options is measured at the date of the grant. For non-employees, the fair value of the options is measured on the earlier of the date on which the counterparty performance is complete or the date the performance commitment is reached or the date at which the equity instruments are granted if they are fully vested and non-forfeitable. The estimated fair value of awards of share purchase options is charged to expense over the vesting period, with offsetting amounts to equity. If the share purchase options are granted for past services, they are expensed immediately. If the share purchase options are forfeited prior to vesting, no amounts are charged to expense. If share purchase options are exercised, then the fair value of the options is reclassed from stock-based compensation reserve to share capital.

At each reporting date, the amount recognised as an expense is adjusted to reflect the actual number of share purchase options or warrants that are expected to vest. The corresponding entry is recognised in the stock-based compensation reserve.

h) Basic and Diluted Earnings per Share

The Company presents basic and diluted earnings per share data for its common shares, calculated by dividing the result attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the period. Diluted earnings per share does not adjust the profit attributable to common shareholders or the weighted average number of common shares outstanding when the effect is anti-dilutive.

i) Share Warrants

In accordance with IFRS, an obligation to issue shares for a price that is not fixed in the Company’s functional currency, and that does not qualify as a rights offering, must be classified as a derivative liability and measured at fair value through profit or loss in accordance with the requirements of IAS 32 Financial Instruments: Presentation. The financial liability will be accounted for at fair value through profit or loss until such time that the warrants are exercised or lapse, at which point the liability will be transferred to equity.

j) Segment Reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker is responsible for allocating resources and assessing performance of the operating segments.

k) Critical Estimates and Judgements

The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are continually evaluated and are based on management experience and other factors, including expectations about future events that are believed to be reasonable under the circumstances. However, actual outcomes can differ from these estimates. Information about significant areas of estimation uncertainty considered by management in preparing the financial statements is described below.

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

(i) Measurement of warrants and stock options

The Company determines the fair value of both warrants and options classified as liabilities at fair value through profit or loss using the Black-Scholes Model. Note 6 provides detailed information about the key assumptions used in the determination of the fair value of warrants.

3. CASH AND CASH EQUIVALENTS

. CASH AND CASH EQUIVALENTS
Cash at bank and in hand Deposits at call	March 31, 2025 $ December 31, 2024 $ 33,431 22,533 429,989 1,126,142
	463,420 1,148,675

Cash at bank earns interest at floating rates based on daily bank deposit rates. Short-term deposits are made on a rolling overnight basis and earn interest at the respective short-term deposit rates.

The Company’s exposure to interest rate risk and sensitivity analysis for financial assets and liabilities are disclosed in Note 7.

4. PLANT AND EQUIPMENT

Opening net book value Additions Depreciation Closing net book value Cost Accumulated Depreciation Closing net book value	March 31, 2025 Plant and Equipment $ Motor Vehicles $ Office Equipment $ Total $ 6,140 4,020 3,037 13,197 - - 1,393 1,393 (598) (2,408) (1,961) (4,967)
	5,542 1,612 2,469 9,623
	109,612 28,922 248,884 387,418 (104,070) (27,310) (246,415) (377,795)
	5,542 1,612 2,469 9,623

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

Opening net book value Additions Disposals at Cost Disposal – Accum depn Impairment at Cost Impairment – Accum depn Depreciation Closing net book value Cost Accumulated Depreciation Closing net book value	December 31, 2024 Plant and Equipment $ Motor Vehicles $ Office Equipment $ Total $ 13,734 13,659 6,704 34,097 - - 1,363 1,363 (115,086) (69,855) (526) (185,467) 109,877 69,855 526 180,258 (29,070) - - (29,070) 29,070 - - 29,070 (2,385) (9,639) (5,030) (17,054)
	6,140 4,020 3,037 13,197
	109,612 28,922 247,491 386,025 (103,472) (24,902) (244,454) (372,828)
	~~)~~ 6,140 4,020 3,037 13,197

5. INVESTMENT IN ASSOCIATE

The Company has determined that it has significant influence over Joint Venture BFI Inc., a joint venture focussed on the exploration and evaluation of the Karankasso Project (“the Project”) in Burkina Faso, as it holds 17.58% (December 31, 2024: 17.63%) of the voting power as well as holding 2 out of the 4 Board positions. The Company’s interest is accounted for using the equity method in the condensed interim consolidated financial statements. Summarised financial information of the joint venture, based on IFRS financial statements, and reconciliation with the carrying amount of the investment in the condensed interim consolidated financial statements are set out below. The Company has not made any additional contributions during the period ended March 31, 2025.

Summarised statement of financial position of Joint Venture BF1 Inc.:

Current assets Non-current assets Current liabilities Non-current liabilities Equity Reconciliation to carrying amount of investment Company’s share of equity Plus additional contributions Notional premium on acquisition by JV Karankasso Project Joint Venture– at cost	March 31, 2025 $ December 31, 2024 $ 188,813 189,812 - - (45,143) (103,850) (5,498,025) (5,443,813)
	(5,354,355) (5,357,851) (941,296) (944,589) 1,365,851 1,365,851
	424,555 421,262 (424,555) (421,262)
	- -

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

Reconciliation of carrying amount of investment

Opening carrying amount Share of loss after tax Closing carrying amount	March 31, 2025 December 31, 2024 $ $ 1,836,171 1,836,171 (1,836,171) (1,836,171)
	- -

As the share of equity associated losses exceeds the Company’s interest in the investee, the investment has been written down to nil.

6. SHARE CAPITAL

(a) Authorised Share Capital

At March 31, 2025, the authorised share capital comprised an unlimited number of common shares without par value.

(b) Issued Share Capital

Details Balance at January 1 Issue of shares for debt_(vii) Share issuance costs Balance March 31 (net of cost) Issue of shares under private placement (i),(ii),(iii),(v) Issue of shares for debt(iv) Issue of shares for acquisition of Cosmo(vi)_ Share issuance costs Fair value warrants issued Balance December 31 (net of cost)	2025 2025 2024 2024 Number of shares $ Number of shares $
	347,937,815 61,513,987 181,422,169 58,959,589
	13,132,706 247,173 (2,184)
	361,070,521 61,758,976 181,422,169 58,959,589
	119,166,666 2,003,913 22,348,980 299,163 25,000,000 498,557 - (191,710) - (55,525)
	347,937,815 61,513,987

(i) Private Placement April 2024

On April 17, 2024, the Company announced that it had closed Tranche 2 of its previously announced A$520,000 equity placement (“April 24 Placement”). The second and final Tranche of the April 24 Placement raised aggregate gross proceeds of A$50,000 with the Company issuing 2,500,000 CDIs at an issue price of A$0.02 per CDI to a director, Mr Andrew Dinning. Each new CDI issued will rank equally with existing CDIs on issue and each CDI will represent a beneficial interest in one common share of the Company.

(ii) Private Placement Tranche 1 - June 2024

On June 25, 2024, the Company announced that it had closed tranche 1 of its previously announced A$1m equity placement (“ Placement ”). Tranche 1 of the Placement raised aggregate gross proceeds of A$900,000 with the Company issuing 45,000,000 CDIs at an issue price of A$0.02 per CDI. Tranche 2 of the Placement will consist of the remaining 5,000,000 CDIs.

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

• (iii) Private Placement Tranche 2 - September 2024

On September 16, 2024, the Company announced that it had closed tranche 2 of its previously announced A$1m equity placement (“ Tranche 2 Placement ”). Tranche 2 Placement raised aggregate gross proceeds of A$100,000 with the Company issuing 5,000,000 CDIs at an issue price of A$0.02 per CDI.

• (iv) Shares for Debt – September 2024

• On September 18, 2024, the Company announced that it had completed the issue of shares in part settlement of deferred executive salaries and director fees (the “ Shares for Debt ”) as previously announced in a news release dated 17 July 2024. The Shares for Debt arrangement comprised the issue of 22,348,980 CDIs at a deemed issue price of A$0.02 per CDI, equivalent to A$446,980 (US$299,163).

• (v) Private Placement Tranche 1 - November 2024 On November 29, 2024, the Company announced that it had closed Tranche 1 of its private placement (the “ Placement ”) raising proceeds of A$2.0m by issuing 66,666,666 CDIs at an issue price of A$0.03 per CDI. Tranche 2 of the Placement will consist of 16,666,666 free attaching unlisted warrants (each a “Placement Warrant”) and 14,000,000 broker warrants (each a “Broker Warrant” and together with the Placement Warrants, the “Warrants”), with each Warrant exercisable at A$0.09 and expiring on 30 November 2028. The issuance of the Warrants was subject to shareholder approval which was obtained at a general meeting held on February 4, 2025. The Warrants were issued on February 10, 2025. No funds were received from Tranche 2.

• (vi) Shares for Acquisition of Cosmo Gold Project - December 2024 On December 6, 2024, the Company announced that it had completed the acquisition of a majority interest in the Cosmo Gold Project (the “Project”) in Western Australia with the Company issuing 25,000,000 CDIs at an issue price of A$0.031 per security, for consideration of A$775,000 (US$498,557). The Company also issued 7,500,000 warrants (exercisable at A$0.05/warrant for a period of 2-years after issue and converting to Sarama CDIs at a rate of 1:1).

• (vii) Shares for Debt – February 2025

On February 11, 2025, the Company announced that it had completed the issue of shares in part settlement of deferred executive salaries and director fees (the “ Shares for Debt ”) as previously announced in a news release dated November 21, 2024. The Shares for Debt arrangement comprised the issue of 13,132,706 CDIs at a deemed issue price of A$0.03 per CDI, equivalent to A$393,981 (US$247,173).

• (c) Company Stock Option Plan

The Company has a stock option plan (the “ Plan ”) that provides for the issuance of up to 10% of the issued and outstanding shares of the Company. The board of directors is authorised to set the exercise price, expiry date, and vesting provisions for each grant, subject to the policies of the TSX Venture Exchange. The plan provides for a maximum grant period of ten years. Options can be exercised at any time prior to their expiry date. Details are as follows:

Details are as follows:
Grant Date	No. Exercise Price Expiry Date
April 20, 2023 (fully vested) July 23, 2024 (fully vested)	6,809,999 A$0.16 April 20, 2026 9,900,000 A$0.03 July 23, 2027 16,709,999

No options were granted in the period ended March 31, 2025 (period ended March 31, 2024: Nil).

No options were exercised in the period ended March 31, 2025 (period ended March 31, 2024: Nil).

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

2,721,665 options expired in the period ended March 31, 2025 at a weighted average exercise price and life of C$0.35 and 3 years respectively (period ended March 31, 2024: 3,158,336 options expired at a weighted average exercise price and life of C$0.35 and 3 years respectively).

(d) Stock-Based Compensation

• (i) Options

For the period ended March 31, 2025, the expense incurred relating to stock-based compensation on the grant of options was nil (March 31, 2024: nil).

For the period ended March 31, 2025, the Company did not grant any stock options to its directors, officers, employees and consultants.

• (ii) Warrants

The Company has issued warrants as part of its capital raising and exploration programs. The details of all warrants still on issue are detailed below.

Warrant issue Broker Warrants issued April 22, 2022_(c) Broker Warrants issued(a) February 10, 2025 Acquisition Warrants issued December 5, 2024(d) Sub Total Shareholder Warrants issued April 13, 2023(e) June 14, 2023(f) June 21, 2023(g) February 10, 2025(b)_ Total	Total Warrants Issued Exercise Price (A$) Estimated fair value of warrants (A$) Estimated fair value per warrant (A$) Expiry Date
	2,500,000 $0.273 328,350 0.131 April 22, 2025 14,000,000 0.09 71,625 0.005 November 30, 2028 7,500,000 0.05 42,269 0.005 December 5, 2026
	24,000,000 442,244 0.018 6,875,000 0.15 327,460 0.048 April 13, 2026 1,312,180 0.15 30,368 0.023 June 14, 2026 1,812,820 0.15 35,236 0.019 June 21, 2026 16,666,666 0.09 85,268 0.005 November 30, 2028
	50,666,666 920,576 0.018

• (a) 14,000,000 broker warrants were issued on February 10, 2025, to brokers assisting a private placement conducted by the Company in November 2024, at an exercise price of A$0.09 each and expire on November 30, 2028. As the service to which the warrants related was completed at the time of the placement, the value of the warrants has been recorded in the current period.

• (b) 16,666,666 shareholder warrants were issued on February 10, 2025, in relation to a private placement conducted by the Company in November 2024. The warrants are exercisable at A$0.09 and expire on November 30, 2028. As the warrants were promised during the placement to shareholders, the value of the warrants has been recorded in the current period

• (c) 2,500,000 broker warrants were issued on April 22, 2022, to the Lead Manager of the ASX listing process, Euroz Hartleys Limited, at an exercise price of A$0.273 each and expire on April 22, 2025.

• (d) 7,500,000 acquisition warrants were issued to Adelong Gold Limited, as directed by Cosmo Gold Limited (“ Cosmo ”), on December 5, 2024, as part consideration of definitive agreement executed by the

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

Company and Cosmo on August 13, 2024, for the acquisition of an initial 80% interest in the Cosmo Gold project in Western Australia. The warrants were issued at an exercise price of A$0.05 expiring on December 5, 2026.

• (e) 6,875,000 shareholder warrants were issued on April 13, 2023, in relation to a private placement conducted by the Company. The warrants are exercisable at A$0.15 and expire on April 13, 2026.

• (f) 1,312,180 shareholder warrants were issued on June 14, 2023, in relation to a private placement conducted by the Company. The warrants are exercisable at A$0.15 and expire on June 14, 2026.

• (g) 1,812,820 shareholder warrants were issued on June 21, 2023, in relation to a private placement conducted by the Company. The warrants are exercisable at A$0.15 and expire on June 21, 2026.

The fair value of the acquisition warrants are recognised within the share-based payments reserve, within the equity section of the financial statements, in accordance with IFRS 2.

The fair value of shareholder warrants are recognised as a financial liability in the financial statements in accordance with IAS 32.

The fair value of the warrants recognised in the financial statements has been estimated using the Black-Scholes Option-Pricing Model at inception with the following assumptions:

Warrant issue Broker Warrants issued February 10, 2025 Shareholder Warrants issued February 10, 2025 Acquisition Warrants issued December 5, 2024 Shareholder Warrants issued June 21, 2023 Shareholder Warrants issued June 14, 2023 Shareholder Warrants issued April 13,2023 Broker Warrants issued April 22, 2022	Price of Security on issue date Risk – free interest rate Expected dividend yield Expected stock price volatility Remaining warrant life
	A$0.03 2.98% 0% 54% 44 months A$0.03 2.98% 0% 54% 44 months A$0.03 3.03% 0% 55% 20 months A$0.08 4.22% 0% 62% 15 months A$0.08 4.15% 0% 61% 15 months A$0.12 3.59% 0% 64% 13 months A$0.25 2.70% 0% 76% 1 month

7. FINANCIAL INSTRUMENTS

The Company is exposed to financial risks through the normal course of its business operations. The key risks impacting the Company’s financial instruments are considered to be foreign currency risk, interest rate risk, liquidity risk, credit risk and equity price risk. The Company’s financial instruments exposed to these risks are cash and short-term deposits, receivables, trade payables and investments in foreign operations.

The executive management team monitors the financial instrument risk to which it is exposed and assesses the impact and likelihood of those risks on an ongoing basis. Where material, these risks are reported and reviewed by the board of directors.

(i) Fair Values

The fair value of the Company’s financial instruments approximates their carrying values due to the immediate or short-term maturity of these financial instruments. The Company’s financial assets and liabilities are measured and recognised at fair value as at March 31, 2025 according to the following fair value measurement hierarchy:

• (a) quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities (level 1),

• (b) quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability (level 2), and

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

• (c) prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity) (level 3).

• (ii) Financial Instrument Risk Exposure

Foreign currency risk

The Company has international operations in West Africa, namely Burkina Faso and an administrative office in Western Australia. The multiple locations expose the Company to foreign exchange risk as detailed below:

• Canadian dollar (CAD) – Company funding and its corporate and regulatory costs.

• Australian dollar (AUD) – Company funding, exploration activities and administrative costs.

• Euro and Communauté Financiére Africaine Francs (CFA) – funding of African operations.

Management’s policy is to actively manage foreign exchange risk. Management mitigates foreign exchange risk by continuously monitoring forecasts and spot prices of foreign currency and holding foreign currency based on expected future expenditure commitments.

The carrying amounts of the Company’s financial assets and liabilities are denominated in USD, except as set out below:

Cash and cash equivalents Payables Cash and cash equivalents Payables	As at March 31, 2025 AUD $ CAD $ Euro € 688,287 18,366 16,714 980,591 224,783 4,.137
	As at December 31, 2024 AUD $ CAD $ Euro € 1,817,543 3,338 16,216 1,409,460 248,476 26,870

Sensitivity

Based on the financial instruments held as at March 31, 2025, had the US dollar weakened/strengthened by 10% against the AUD, CAD or Euro, with all other variables held constant, the Company’s losses/gains for the period would have been mainly as a result of foreign exchange gains/losses in translation of foreign denominated currencies. The following table summarises the sensitivity of the Company’s cash and cash equivalents to changes in foreign exchange rates.

The Company’s exposure to other foreign exchange movements is not material.

USD Strengthened by 10% USD Weakened by 10% USD Strengthened by 10% USD Weakened by 10%	As at March 31, 2025 AUD $ CAD $ Euro € 16,628 13,072 (1,235) (20,323) (15,977) 1,510
	As at December 31, 2024 AUD $ CAD $ Euro € (23,015) 15,505 1,006 28,129 (18,950) (1,230)

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

Credit risk

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. Financial instruments that potentially subject the Company to credit risk consist of cash and cash equivalents and accounts receivable.

The Company has reduced its credit risk by holding all of its cash and cash equivalents with an Australian financial institution, whose Moody’s Investor Service rating is Aa3, except for working capital requirements in West Africa.

Liquidity risk

Ultimate responsibility for liquidity risk rests with the Board of Directors, who oversee a liquidity risk management framework for the management of the Company’s funding and liquidity requirements.

The Company manages liquidity risk by continuously monitoring forecast and actual cash flows and ensuring there are adequate funds available to meet its operating and growth objectives. The Company relies on issuance of shares to fund exploration programs and will most likely issue additional shares in the future.

Interest rate risk

The Company is exposed to interest rate risk as entities in the Company deposit funds at both short-term fixed and floating rates of interest. Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate due to changes in market interest rates. Cash bears interest at variable rates. The fair value of cash approximates its carrying value due to the immediate or short-term maturity of this financial instrument.

Other current financial assets and liabilities are not exposed to interest rate risk because they are non-interest bearing.

8. CAPITAL MANAGEMENT

The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern and to maintain a flexible capital structure which optimizes the costs of capital at an acceptable risk.

The Company manages its capital structure and makes adjustments to it in accordance with the objectives stated above, as well as responding to changes in economic conditions and the risk characteristics of the underlying assets. There were no changes in the Company’s approach to capital management during the period ended March 31, 2025. Management reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the company, is reasonable. The Company is not subject to externally imposed capital requirements.

The properties in which the Company currently has interests are in the exploration stage, as such, the Company does not recognize revenue from its exploration properties. The Company’s historical source of capital has consisted of the issue of equity securities and warrants. In order for the Company to carry out planned exploration and development and pay for administrative costs, the Company will spend its working capital and expects to raise additional amounts externally as needed .

The Company is exposed to various funding and market risks which could curtail its access to funds.

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

9. SUBSIDIARIES

The condensed interim consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the accounting policy described in Note 2:

				Country of		Functional	Equity holding	Equity holding
Name of	entity			Incorporation	Class of shares	Currency		%
							2025	2024
Sarama	Investments Ltd			British Virgin Islands	Ordinary	USD	100	100
Sarama	Investments		(No.2)	British Virgin Islands	Ordinary	USD	100	100
Limited
Sarama	Investments Mali Limited			British Virgin Islands	Ordinary	USD	100	100
Vasto Mining Limited				British Virgin Islands	Ordinary	USD	100	100
SWA	BF No.3	Investments		British Virgin Islands	Ordinary	USD	100	100
Limited
Sarama	Mining Burkina SUARL			Burkina Faso	Ordinary	USD	100	100
SWA SARL				Burkina Faso	Ordinary	USD	100	100
Eburnean Resources		Limited –		Burkina Faso	Ordinary	USD	100	100
Burkina	SARL
Pedsam	Mining Limited (Liberia)			Liberia	Ordinary	USD	100	100

10. SEGMENT REPORTING

The Company consider the Board of Directors to be the chief decision maker.

The Company has one business segment, being the acquisition, exploration and potential development of mineral properties. The Company has operations in two geographic areas, being Australia and Burkina Faso.

Segment current assets Segment non-current assets Plant and equipment Segment total assets Segment liabilities Segment Loss Loss for the period from continuing operations	Burkina Faso Australia Corporate Total $ $ $ $ 21,858 - 528,042 549,900 6,654 - 2,969 9,623
	28,512 - 531,011 559,523
	7,932 206,738 1,006,507 1,221,177
	37,667 381,848 254,129 673,644

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

As at and for the period ended March 31, 2024
	Burkina Faso	Other	Total
	$	$	$
Segment current assets	24,668	248,556	273,244
Segment non-current assets
Plant and equipment	24,542	4,576	29,118
Investment in Associate	1,836,171	-	1,836,171
Royalty	-	23,131	23,131
	1,860,713	27,707	1,888,420
Segment total assets	1,885,401	276,264	2,161,665
Segment liabilities	20,057	1,201,847	1,221,904
Segment Loss
Loss for the period from continuing operations	131,440	261,968	393,408
1. BASIC AND DILUTED LOSS PER SHARE
	March 31, 2025		March 31, 2024
	Cents per share		Cents per share
Basic and diluted loss per share		(0.2)	(0.2)
		$	$
Net loss used in calculating basic/diluted loss per		(673,644)	(393,408)
share
Weighted average number of shares on issue during
the period used in the calculation of basic loss per
share		355,087,844	181,422,169

11. BASIC AND DILUTED LOSS PER SHARE

Diluted loss per share as at March 31, 2025 is the same as basic loss per share as it is unlikely that the warrants will be converted into common shares.

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

12. NOTES TO THE STATEMENT OF CASH FLOWS

Reconciliation of loss after tax to net cash flows from operations

econciliation of loss after tax to net cash flows from operations
Loss for the period Depreciation Fair value loss / (gain) on warrants carried at fair value through profit or loss Movements in provisions, salary benefits Net exchange differences – (gain)/loss Net cash outflows used in operating activities before change in working capital Change in working capital Net cash outflows used in operating activities	March 31, 2025 $ March 31, 2024 $ (673,644) (393,408) 4,968 4,979 10,256 (14,452) 3,083 21,124 11,010 (17,787)
	(644,327) (441,790) (50,049) 190,409
	(694,377) (251,381)

13. ACCOUNTS PAYABLE & ACCRUED LIABILITIES

Accounts payable Directors’ fees Deferred salaries Annual leave entitlements	March 31, 2025 $ December 31, 2024 $ 205,341 248,574 32,801 42,996 442,462 657,052 294,735 291,150
	975,339 1,239,772

14. CONTINGENT LIABILITY: TAX ASSESSMENT – BURKINA FASO

The Company is subjected to a tri-annual taxation audit pursuant to Burkina Faso taxation laws and regulations. The Company’s most recent audit was undertaken in the fourth quarter of 2021. As a result of this audit, the Burkina Faso taxation authorities have identified several matters as potentially attracting additional tax liabilities which have not been accounted for by the Company. The Company disputes the basis for, or quantum of, the related tax claims and has commenced the process for this to be reviewed. The review process requires filing of dispute materials with the relevant government authorities which was filed on May 6, 2022. The Company has yet to receive any further communication since the filing. Should that review process resolve in an outcome considered unsatisfactory, the Company may challenge the outcome by commencing court proceedings in Burkina Faso. The Company considers that the above process is common in Burkina Faso and the Company has been through a similar process in its previous tri-annual audits. The Board has assessed the likely outcomes of the process and concluded that the likely outcome is not considered to be material to the Company’s financial position.

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Sarama Resources Ltd An Exploration Stage Company Notes to the Consolidated Financial Statements Expressed in United States Dollars unless otherwise stated

15. ARBITRATION PROCEEDINGS – LITIGATION FUNDING

In October 2024, the Company advised that it had entered into a Litigation Funding Agreement (“LFA”) with Locke Capital II LLC, an arm’s length party that specializes in providing funding for dispute resolution (the “Funder”) to commence international arbitration proceedings in relation to its investment dispute (the “Dispute”) with the Government of Burkina Faso. (refer announcement October 24, 2024)

The LFA provides a four-year non-recourse loan facility (“Facility”) of US$4.4 million to the Company to cover all fees and expenses related to its Claim to Arbitration (the “Claim”). If there is no settlement or award (or no default by Sarama under the LFA), the Company does not have an obligation to repay the loan. In the event of the occurrence of a material adverse change under the LFA, the Funder shall be entitled to recover only those funds which were advanced but remain unspent.

The Company has engaged Boies Schiller Flexner (UK) LLP (“BSF”), a leading international law firm, to assist with legal matters pertaining to the Dispute. The costs incurred by BSF are presented to the Company for approval prior to being submitted for payment by the Funder.

16. SUBSEQUENT EVENTS

Stock Options and Equity Incentives

On April 2, 2025, the Company announced it had granted 4,550,000 options to directors of the Company as a result of the Company’s annual compensation review. Options to be granted to Directors will require Shareholder approval under ASX Listing Rule 10.14 as it is an issue to a related party. Approval will be sought at the next AGM in June 2025.

On April 11, 2025, the Company announced it had granted 8,250,000 Performance Share Units (“PSU”) and Restricted Share Units (“RSU”), and together the “Awards”, to employees and consultants of the Company as a result of the Company’s annual compensation review. The Company is also proposing to issue up to 3,300,000 incentives to Andrew Dinning (or his nominees) on the same terms as the Awards. The issue of these incentives will require Shareholder approval under ASX Listing Rule 10.14 as it is an issue to a related party. Approval will be sought at the next AGM in June 2025.

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