Sprock-it Acquisitions Limited — Interim / Quarterly Report 2025

Mar 17, 2025

6787097.7

Sprock-it Acquisitions Ltd.

Condensed interim financial statements

For the three months ended January 31, 2025

(Canadian dollars)

Notice to Reader:

The accompanying unaudited condensed interim financial statements of Sprock-it Acquisitions Ltd. have been prepared by and are the responsibility of management. The unaudited condensed interim financial statements have not been reviewed by the Company's auditors.

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Sprock-it Acquisitions Ltd.

Condensed Interim Statements of Financial Position

(Canadian dollars)

(Unaudited)

As at	Notes	January 31, 2025	October 31, 2024
Assets
Current assets
Cash	3	$ 34,102	$ 102,500
Deferred financing costs	6	22,500	22,500
Total assets		56,602	125,000
Liabilities and Equity
Current liabilities
Accounts payable and accrued liabilities		14,363	23,500
Total liabilities		14,363	23,500
Equity
Share capital	4	125,000	125,000
Deficit		(82,761)	(23,500)
Total equity		42,239	101,500
Total liabilities and equity		$ 56,602	$ 125,000

Nature of operations 1

Subsequent events 6

See accompanying notes to the Condensed Interim Financial Statements.

Approved on behalf of the Board of Directors

"Randall J. Green" (signed)

Randall J. Green, Director

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Sprock-it Acquisitions Ltd.

Condensed Interim Statements of Loss and Comprehensive Loss

(Canadian dollars)

(Unaudited)

Three months ended	Notes	January 31, 2025
Expenses
Professional fees		$ 58,050
General and administrative		1,096
Interest and bank charges		115
		59,261
Net loss and comprehensive loss		$ (59,261)
Net loss per share
Basic and diluted	4	$ (0.02)
Weighted average number of shares outstanding		2,486,813

See accompanying notes to the Condensed Interim Financial Statements.

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Sprock-it Acquisitions Ltd.

Condensed Interim Statement of Cash Flows

(Canadian dollars)

(Unaudited)

Three months ended	Notes	January 31, 2025
Operating activities
Net loss and comprehensive loss		$ (59,261)
Changes in non-cash working capital:
Accounts payable and accrued liabilities		(9,137)
Cash used in operating activities		(68,398)
Change in cash		(68,398)
Cash, beginning of period		102,500
Cash, end of period		$ 34,102

See accompanying notes to the Condensed Interim Financial Statements.

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Sprock-it Acquisitions Ltd.

Condensed Interim Statement of Changes in Equity

(Canadian dollars)

(Unaudited)

As at and for the three months ended	January 31, 2025
Share capital
Balance, beginning of period	$ 125,000
Balance, end of period	125,000
Deficit
Balance, beginning of period	(23,500)
Net loss and comprehensive loss	(59,261)
Balance, end of period	(82,761)
Total equity, beginning of period	$ 101,500
Total equity, end of period	$ 42,239

See accompanying notes to the Condensed Interim Financial Statements.

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Sprock-it Acquisitions Ltd.
Notes to the Condensed Interim Financial Statements
For the three months ended January 31, 2025
(Canadian dollars)
(Unaudited)

1. NATURE OF OPERATIONS

Sprock-it Acquisitions Ltd. (the "Company") was incorporated under the Business Corporations Act (Alberta) on July 29, 2024. The Company intends to seek a listing as a Capital Pool Company, as defined in the policies of the TSX Venture Exchange ("TSXV"). The Company's principal business activity is to identify and evaluate assets or businesses with a view to potentially completing a Qualifying Transaction (as defined in the TSXV). The Company's registered place of business is located at Suite 800, 333 – 7th Street SW, Calgary, AB, T2P 2Z1.

These Condensed Interim Financial Statements for the three months ended January 31, 2025 were approved and authorized for issuance by the Board of Directors on March 13, 2025.

1. BASIS OF PRESENTATION

These Condensed Interim Financial Statements have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board. They have been prepared on a historical cost basis. These Condensed Interim Financial Statements are condensed as they do not include all information required by IFRS for annual financial statements and, therefore, should be read in conjunction with the Company's Financial Statements for the period ended October 31, 2024. These statements follow the same accounting policies, judgments, and estimates as the Financial Statements for the year ended October 31, 2024.

1. CASH

The proceeds raised from the issuance of share capital may only be used to identify and evaluate assets or businesses for future investment, with the exception that up to $3,000 per month may be used to cover prescribed costs of issuing common shares or administrative and general expenses of the Company. These restrictions may apply until completion of a Qualifying Transaction by the Company as defined under the policies of the TSXV.

1. SHARE CAPITAL

(a) Authorized

An unlimited number of common shares
An unlimited number of preferred shares, issuable in series

(b) Issued and outstanding

Share capital	January 31, 2025
	Shares	Amount
Balance, beginning of period	2,100,000	$ 125,000
Issuance of common shares for consideration previously received	400,000	-
Balance, end of period	2,500,000	$ 125,000

Loss per share

Basic per share amounts are calculated using the weighted average number of shares outstanding during the period ended January 31, 2025. The calculation of diluted loss per share equals basic loss per share.

1. CAPITAL MANAGEMENT

The Company's capital consists of share capital. The Company's objective for managing capital is to maintain sufficient capital to identify, evaluate and complete an acquisition or other transaction as disclosed in Note 1. The Company sets the amount

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Sprock-it Acquisitions Ltd.
Notes to the Condensed Interim Financial Statements
For the three months ended January 31, 2025
(Canadian dollars)
(Unaudited)

of capital in relation to risk and manages the capital structure and makes adjustments to it in light of changes to economic conditions and the risk characteristics of the underlying assets.

The Company’s objectives when managing capital are:
I. To maintain a flexible capital structure, which optimizes the cost of capital at acceptable risk; and,
II. To maintain investor, creditor, and market confidence in order to sustain the future development of the business.

The Company expects its current capital resources will be sufficient to carry its operations. The Company is not subject to any externally or internally imposed capital requirements at period-end.

1. SUBSEQUENT EVENTS

The Company intends to file a prospectus with the securities regulatory authorities in the provinces of Alberta, British Columbia and Ontario, and pursuant to an Agency Agreement (the “Agency Agreement”) to be entered into between the Company and iA Private Wealth Inc. (the “Agent”) to offer a minimum of 10,000,000 Common Shares up to a maximum of 15,000,000 Common Shares at $0.10 (the “Offering”) per share to the public for total gross proceeds of between $1,000,000 in the event of a minimum offering and $1,500,000 in the event of a maximum offering. The Agent will be granted options to purchase up to 10% of the total common shares sold under the offering at a price of $0.10 per share and expiring 60 months from the closing dates. The Company also intends to grant share options to directors and officers to purchase 1,250,000 Common Shares in the event of a minimum offering and 1,750,000 in the event of a maximum offering immediately after the closing of the Offering under the Company’s share option plan at a price of $0.10 per share and an expiry date of ten years from the date of grant.

In connection with the Offering, the Company will pay the Agent a commission equal to 10% of the gross proceeds, a corporate finance fee of $12,500 (plus HST) and reasonable expenses. Including the professional and agency fees to be incurred, additional professional, listing and filing fees to complete the Offering are estimated to be approximately $92,500, excluding the Agent’s commission, but including the deferred financing costs of $22,500.

The Company has adopted an incentive stock option plan in accordance with the policies of the TSXV (the "Stock Option Plan") which provides that the Board of the Company may from time to time, in its discretion, grant to directors, officers, employees and consultants of the Company non-transferable options to purchase common shares, provided that the number of common shares reserved for issuance under the Stock Option Plan shall not exceed ten percent (10%) of the issued and outstanding common shares. The Stock Option Plan provides that options shall be exercisable for the duration set out in the individual option agreements, which in no event shall exceed ten (10) years from the date such options are granted. In addition, the number of common shares reserved for issuance to any one person shall not exceed five percent (5%) of the issued and outstanding common shares and the number of common shares reserved for issuance to any one consultant will not exceed two percent (2%) of the issued and outstanding common shares. The Board determines the price per common share and the number of common shares which may be allocated to each director, officer, employee and consultant and all other terms and conditions of the option, subject to the rules of TSXV.

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