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Stinger Resources Inc. Interim / Quarterly Report 2025

Nov 29, 2025

48042_rns_2025-11-28_0c528055-3538-4af5-ab54-4e6310aff34f.pdf

Interim / Quarterly Report

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Stinger Resources Inc.
Interim Consolidated Financial Statements
September 30, 2025
(unaudited – prepared by management)
(Expressed in Canadian dollars)


NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS

Under National Instrument 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 interim financial statements of Stinger Resources Inc. (the "Company") have been prepared by and are the responsibility of the Company's management.

The Company's independent auditor has not performed a review of these financial statements in accordance with standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity's auditor.


Stinger Resources Inc.

Interim Consolidated Statements of Financial Position

As at
(unaudited – prepared by management)
(expressed in Canadian dollars)

September 30, 2025 $ December 31, 2024 $
Assets
Current assets
Cash and cash equivalents 413,033 629,650
Prepaid expenses and deposits (note 4) 17,143 13,875
Receivables (note 5) 86,228 70,331
Note receivable (note 6) - 200,000
Deposits held 3,500 -
Marketable securities (note 7) 103,695 127,780
623,599 1,041,636
Prepaid expense (note 4) 1,100,000 1,100,000
Property and equipment (note 8) 106,175 362,613
Exploration and evaluation assets (notes 9 and 14) 3,825,602 3,818,270
5,655,376 6,322,519
Liabilities
Current liabilities
Accounts payable and accrued liabilities (note 10) 10,669 30,391
10,669 30,391
Shareholders’ Equity
Share capital (note 11) 13,599,079 13,599,079
Reserves (note 11) 217,609 217,609
Deficit (8,171,981) (7,524,560)
5,644,707 6,292,128
5,655,376 6,322,519
Going concern (note 1)
Commitments (note 14)

See accompanying notes to these consolidated financial statements.

Approved by the Board of Directors

"Darren R. Blaney" Director "Robert N. Edwards" Director


Stinger Resources Inc.

Consolidated Statements of Loss and Comprehensive Loss
For the three- and nine-months ended September 30

(unaudited – prepared by management)
(expressed in Canadian dollars)

Three months ended September 30 Nine months ended September 30
2025
$ 2024
$ 2025
$ 2024
$
Expenses
Advertising and promotion 14,025 16,418 43,325 47,530
Business development and property investigation 27,497 24,119 85,068 75,377
Corporate communications 445 195 3,693 3,565
Depreciation on equipment (note 7) 10,127 16,819 32,832 50,365
Filing and transfer agent fees 6,679 1,786 39,733 36,635
Management fees (note 11) 313,622 111,395 540,867 334,184
Impairment of exploration and evaluation assets - 193,378 - 193,378
Office and administration 42,218 29,050 112,957 108,890
Professional fees 4,700 - 13,455 5,599
Stock-based compensation - - - 26,500
(419,313) (393,160) (871,930) (882,023)
Other
Gain (loss) on sale of investments 127,645 490,175 111,715 112,040
Gain (loss) on disposal of depreciable assets - - 112,794 -
Net loss and total comprehensive loss (291,668) 97,015 (647,421) (769,983)
Basic and diluted loss per common share 0.01 0.01 0.01 0.02
Basic and diluted weighted average number of common shares outstanding 49,647,743 49,647,743 49,647,743 49,647,743

See accompanying notes to these consolidated financial statements.


Stinger Resources Inc.

Interim Consolidated Statements of Changes in Equity

For the three- and nine-month periods ended September 30

(unaudited – prepared by management)

(expressed in Canadian dollars)

Share capital Reserve
Number of shares Amount $ Share-based payment reserve $ Deficit $ Equity $
Balance as at January 1, 2025 49,647,743 13,599,079 217,609 (7,524,560) 6,292,128
Shares issued:
Net and comprehensive loss - - - (647,421) (647,421)
Balance as at September 30, 2025 49,647,743 13,599,079 217,609 (8,171,981) 5,644,707
Balance as at January 1, 2024 49,647,743 13,599,079 191,109 (6,051,791) 7,738,397
Shares issued:
Valuation of options granted (note 11) 26,500 26,500
Net and comprehensive loss - - - (769,983) (769,983)
Balance as at September 30, 2024 49,647,743 13,599,079 217,609 (6,821,774) 6,994,914

See accompanying notes to these consolidated financial statements.


Stinger Resources Inc.

Consolidated Statements of Cash Flows

For the nine-month periods ended September 30,

(unaudited – prepared by management)
(expressed in Canadian dollars)

| | 2025
$ | 2024
$ |
| --- | --- | --- |
| Operating activities | | |
| Net loss | (647,421) | (769,983) |
| Items not affecting cash | | |
| Depreciation on property and equipment | 32,832 | 50,365 |
| Gain on investment value | (111,715) | (112,040) |
| Gain on sale of depreciable assets | (112,794) | - |
| Impairment of exploration and evaluation assets | - | 193,378 |
| Stock-based compensation | - | 26,500 |
| | (839,098) | (611,780) |
| Changes in non-cash working capital | | |
| Prepaid expenses and deposits | (6,768) | (7,816) |
| Receivables | (15,897) | 18,112 |
| Accounts payable and accrued liabilities | (19,722) | (12,466) |
| Cash used in operating activities | (881,485) | (613,950) |
| Financing activities | | |
| Proceeds from issuance of capital stock | - | - |
| Proceed from sale of marketable securities | 135,800 | - |
| Payment of short-term loan receivable | 200,000 | (200,000) |
| Cash provided by financing activities | 335,800 | (200,000) |
| Investing activities | | |
| Mining exploration tax credit received | - | - |
| Expenditures of exploration and evaluation assets | (7,333) | (17,398) |
| Proceeds on sale of property and equipment | 336,401 | - |
| Expenditures on property and equipment | - | (1,204) |
| Cash used in investing activities | 329,068 | (18,602) |
| (Decrease) increase in cash | (216,617) | (832,552) |
| Cash – beginning | 629,650 | 898,519 |
| Cash – ending | 413,033 | 65,967 |

See accompanying notes to these consolidated financial statements.


Stinger Resources Inc.

Notes to Interim Consolidated Financial Statements

As at September 30, 2025

(unaudited – prepared by management)

(expressed in Canadian dollars)

1 Nature of operations and going concern

Stinger Resources Inc. (the “Company”) was incorporated under the British Columbia Business Corporations Act on September 22, 2020. The Company is engaged in the exploration and development of mineral properties in Canada and has not yet determined whether its properties contain ore reserves that are economically recoverable.

The head office and principal address of the Company is 92 – 2nd Avenue W, Cardston, AB, Canada, ToK 0K0. The Company’s registered address and records office is 410 West Georgia Street, 5th Floor, Vancouver, British Columbia, Canada, V6B 1Z3.

As of November 8th, 2025, the Company’s shares are now listed on the Canadian Securities Exchange (“CSE”) under the ticker symbol “STNG”.

Going concern

These consolidated financial statements have been prepared using International Financial Reporting Standards (“IFRS”) as they apply to a going concern, which contemplates the realization of assets and settlement of liabilities in the normal course of operations. The Company is in the exploration stage and has not generated revenue from operations. The Company generated a net loss of $647,421 during the nine months ended September 30, 2025 (2024 – $866,970), generated negative cash flows from operating activities of $881,485 (2024 – $471,646) and, as of that date the Company’s deficit was $8,171,981 (2024 – $6,918,761) and had current assets in excess of current liabilities of $612,930 (2024 – $1,011,245). As the Company is in the exploration stage, the recoverability of the costs incurred to date on exploration properties is dependent upon the existence of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete the exploration and development of its properties and upon future profitable production or proceeds from the disposition of the properties and deferred exploration expenditures. These factors indicate the existence of material uncertainties that may cast significant doubt about the Company’s ability to continue as a going concern, and accordingly, the appropriateness of the use of accounting principles applicable to a going concern.

In recognition of these circumstances, as funding is required, management will pursue various financial alternatives to fund the Company’s exploration and development programs, including private placements, property or investment dispositions and settling payables for shares, so it can continue as a going concern. There is no assurance that these initiatives will be successful at that time.

These consolidated financial statements do not reflect the adjustments to the carrying values and classifications of assets and liabilities, or to the reported expenses that would be necessary if the Company were unable to realize its assets and settle its liabilities as a going concern in the normal course of operations. Such adjustments could be material.


Stinger Resources Inc.

Notes to Interim Consolidated Financial Statements

As at September 30, 2025

(unaudited – prepared by management)

(expressed in Canadian dollars)

2 Basis of preparation

These consolidated financial statements have been prepared in accordance with the IFRS as issued by the International Accounting Standards Board (“IASB”) and interpretations issued by the International Financial Reporting Interpretations Committee (“IFRIC”).

These interim unaudited condensed financial statements do not include all of the information required for full annual financial statements and are intended to provide users with an update in relation to events and transactions that are significant to an understanding of the changes in financial position and performance of the Company since the end of the last annual reporting period. It is therefore recommended that this unaudited condensed interim financial report be read in conjunction with the annual financial statements of the Company for the year ended December 31, 2024. The effects of the adoption of new and amended IFRS pronouncements have been disclosed below in these condensed interim financial statements.

The accounting policies and methods of application applied by the Company in these condensed interim financial statements are the same as those applied in the Company’s most recent annual financial statements for the year ended December 31, 2024.

These consolidated financial statements were approved for issuance by the Company’s board of directors (“Board”) on November 26, 2025.

These consolidated financial statements have been prepared on a historical cost basis except as disclosed in the material accounting policies in note 3. They are presented in Canadian dollars which is the Company’s functional currency.

3 Material accounting policy information

The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial statements, except as disclosed under Standards, Amendments and Interpretations.

New standards and interpretations adopted

IFRS 18 Presentation and Disclosure in Financial Statements

In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements (“IFRS 18”) which replaces IAS 1 Presentation of Financial Statements. This standard aims to improve how companies communicate in their financial statements, with a focus on information about financial performance in the statement of profit or loss, in particular additional defined subtotals, disclosures about management-defined performance measures and new principles for aggregation and disaggregation of information. IFRS 18 is accompanied by limited amendments to the requirements in IAS 7 Statement of Cash Flows. IFRS 18 is effective from January 1, 2027. Companies are permitted to apply IFRS 18 before that date. The Company is currently assessing the impact the new standard will have on its financial statements.


Stinger Resources Inc.

Notes to Interim Consolidated Financial Statements

As at September 30, 2025

(unaudited – prepared by management)

(expressed in Canadian dollars)

There are no accounting standards or amendments to existing accounting standards that have been issued but have future effective dates are either not applicable or are not expected to have a significant impact on the Company's consolidated financial statements.

4 Prepaid expense and deposits

The prepaid expenses for the Company are comprised of the following:

| | 2025
$ | 2024
$ |
| --- | --- | --- |
| Insurance prepaid | 16,957 | 13,875 |
| Vendor prepayments | 186 | - |
| | 17,143 | 13,875 |
| Exploration prepaid (note 12) | 1,100,000 | 1,100,000 |

5 Receivables

The receivables of the Company are comprised of the following:

| | 2025
$ | 2024
$ |
| --- | --- | --- |
| Goods and service tax receivable | 86,228 | 70,331 |
| Other receivable – reimbursable credit card charges | - | - |
| | 86,228 | 70,331 |

6 Note receivable

On January 3, 2024, the Company entered into a loan agreement with American Creek Resources Ltd. in the amount of $200,000. The loan is non-interest bearing, due on demand and payable one year from the date of the date of the loan agreement signed. On April 14, 2025, the Company signed a loan amending agreement and extended repayment to May 1, 2026 (Note 14). The loan was repaid on May 8, 2025.

7 Marketable securities

On February 25, 2021, the Company received 1,400,499 common shares of Tudor Gold Corp (“Tudor Shares”) with a fair value of $4,453,587 pursuant to a Plan of Arrangement. The Company also received 351,509 shares of Goldstorm Metals Corp. (“Goldstorm Shares”) as part of a spin-out plan of arrangement by Tudor Gold.

During the year ended December 31, 2024, the Company sold 1,257,000 Tudor Shares for proceeds of $1,066,766 resulting in a realized loss of $114,816.


Stinger Resources Inc.

Notes to Interim Consolidated Financial Statements

As at September 30, 2025

(unaudited – prepared by management)

(expressed in Canadian dollars)

At September 30, 2025, the remaining 143,499 Tudor Shares were sold for proceeds of $135,800. During the same period, Goldstorm Shares increased in price to $0.295 (2024 - $0.09) per share to a total fair value of $103,695 (2024 - $490,175). Total unrealized loss recorded during the nine-month period totalled $111,715 (2024 - $112,040).

8 Property and equipment

Computer equipment $ Exploration equipment $ Furniture and fixtures $ Vehicles $ Land and Buildings $ Total $
Cost – December 31, 2023 23,976 255,862 16,621 259,620 284,500 840,579
Disposal - 1,204 2,774 - - 3,978
Cost – December 31, 2024 23,976 257,066 19,395 259,620 284,500 844,557
Disposal - - (284,500)
Cost – September 30, 2025 23,976 257,066 19,395 259,620 - 560,057
Accumulated depreciation – December 31, 2023 15,143 150,395 14,427 186,737 48,122 414,824
Additions 2,650 31,911 375 21,865 10,319 67,120
Accumulated depreciation – December 31, 2024 17,793 182,306 14,802 208,602 58,441 481,944
Additions 1,391 16,821 688 11,479 2,451 32,830
Disposals - - - - (60,892) (60,892)
Accumulated depreciation – September 30, 2025 19,184 199,127 15,490 220,081 - 453,882
Net carrying amounts – December 31, 2024 6,183 74,760 4,593 51,018 226,059 362,613
September 30, 2025 4,792 57,939 3,905 39,539 - 106,175

Stinger Resources Inc.

Notes to Interim Consolidated Financial Statements

As at September 30, 2025

(unaudited – prepared by management)

(expressed in Canadian dollars)

9 Exploration and evaluation assets

As at September 30, 2025, the Company's exploration and evaluation assets are located in British Columbia, Canada. Expenditures incurred on exploration and evaluation assets are as follows:

Gold Hill, B.C., Canada $ Dunwell, B.C., Canada $ Ample Goldmax, B.C., Canada $ Other Properties, B.C. Canada $ Total $
Acquisition costs – December 31, 2024 336,100 803,475 227,500 125,000 1,492,075
Additions - 10,000 - - 10,000
Acquisition costs – September 30, 2025 336,100 813,475 227,500 125,000 1,502,075
Exploration costs – December 31, 2024 467,927 1,708,126 124,508 25,634 2,326,195
Additions - - - - -
Mineral exploration tax credit - offset - (547) (933) (1,188) (2,668)
Exploration costs – September 30, 2025 467,927 1,707,579 123,575 24,446 2,323,527
Total September 30, 2025 804,027 2,521,054 351,075 252,446 3,825,602

As at December 31, 2024, the Company's exploration and evaluation assets are located in British Columbia, Canada. Expenditures incurred on exploration and evaluation assets are as follows:

Gold Hill, B.C., Canada $ Dunwell, B.C., Canada $ Ample Goldmax, B.C., Canada $ Other Properties, B.C. Canada $ Total $
Acquisition costs – December 31, 2023 336,100 803,475 227,500 288,000 1,655,075
Impairment - - - (163,000) (163,000)
Acquisition costs – December 31, 2024 336,100 803,475 227,500 125,000 1,492,075
Exploration costs – December 31, 2023 467,927 1,708,126 100,274 56,012 2,332,339
Additions - - 24,234 - 24,234
Impairment - - - (30,378) (30,378)
Exploration costs – December 31, 2024 467,927 1,708,126 124,508 25,634 2,326,195
Total December 31, 2024 804,027 2,511,601 352,008 150,634 3,818,270

Stinger Resources Inc.

Notes to Interim Consolidated Financial Statements

As at September 30, 2025

(unaudited – prepared by management)

(expressed in Canadian dollars)

Gold Hill Property, British Columbia, Canada

The Gold Hill property is located near Fort Steele, British Columbia. The Company owns 100% interest in the property.

Dunwell Property, British Columbia, Canada

The Dunwell property is located near Stewart, British Columbia. The Company owns 100% interest in the property.

The Company acquired 2 additional claims representing 271.5 hectares, contiguous to the original claims, for $10,000.

The Company incurred exploration costs on the property during the period of $Nil (2024 – $Nil) and received mining exploration tax credits in the amount of $547 (2024 – $Nil).

Ample Goldmax Property, British Columbia, Canada

The Ample Goldmax property located near Lillooet, British Columbia and is subject to an option agreement to earn 100% interest (note 14). The Ample Goldmax claims are subject to a 25% net profit royalty associated with any bulk sample as defined in the agreement. The Company paid a cash payment under the option agreement of $10,000 in 2022 and incurred exploration costs on the property during the period of $Nil (2024 - $24,234).

Other Properties, British Columbia, Canada

The Silverside property is located near Clearwater, British Columbia. The Glitter King property is located on Pitt Island, British Columbia. These properties are under separate option agreements (note 14) to acquire 100% interest subject to a 3% Net Smelter Royalty (“NSR”) royalty interest that can be purchased for $500,000 for each 1% interest purchased.

The Company recorded an impairment charge on the Glitter King property during 2024 in the amount of $193,378. The property was impaired as exploration has now been limited on the property due to a new conservancy restriction by the Government of British Columbia on the claims.

The Company incurred combined exploration costs on the properties during the current period of $Nil (2024 - $Nil).


Stinger Resources Inc.

Notes to Interim Consolidated Financial Statements

As at September 30, 2025

(unaudited – prepared by management)

(expressed in Canadian dollars)

10 Accounts payable and accrued liabilities

Accounts payable and accrued liabilities for the Company are comprised of the following:

| | 2025
$ | 2024
$ |
| --- | --- | --- |
| Trade payables | 10,669 | 11,391 |
| Accrued liabilities | - | 20,000 |
| | 10,669 | 30,391 |

11 Share capital and reserves

Share capital

a) Authorized

Unlimited number of common shares; and

Unlimited number of preferred shares.

b) Issued and outstanding

During the period ended September 30, 2025 and year ended December 31, 2024, the Company did not issue any shares.

c) Stock options

The Company has an incentive stock option plan that conforms to the requirements of the TSX Venture Exchange. Options to purchase common shares have been granted to directors, officers, employees and consultants of the Company at exercise prices determined by the market value of the common shares on the date of the grant.

Granted during the period ended September 30, 2025

No options were granted during the period ended September 30, 2025.

There were 402,002 options expired unexercised on March 9, 2025 and 54,354 options expired on April 23, 2025.

Granted during the year ended December 31, 2024

On February 27, 2024, the Company granted 800,000 stock options to directors and consultants of the Company. The exercise price of each stock option is $0.05 per share and the expiry date is February 26, 2034. The options vested immediately. The Company recognized stock-based compensation of $26,500 (Note 12). The total grant date fair value of the options was measured using the Black-Scholes Option Pricing


Stinger Resources Inc.

Notes to Interim Consolidated Financial Statements

As at September 30, 2025

(unaudited – prepared by management)

(expressed in Canadian dollars)

Model based on the following assumptions: share price of $0.05, exercise price of $0.10, risk-free rate of 3.48%, expected volatility of 167%, and expected life of 10 years.

Stock options transactions and the number of stock options outstanding are summarized as follows:

Number of options Weighted average exercise price $
Balance – December 31, 2023 4,159,493 0.08
Options granted 800,000 0.05
Balance – December 31, 2024 4,959,493 0.07
Options expired (466,356) 0.05
Balance – September 30, 2025 4,493,137 0.07
Number of options exercisable 4,493,137 0.07

The following incentives stock options were outstanding and exercisable as at September 30, 2025:

Expiry Date Exercise Price $ Number Outstanding
March 2, 2026 0.05 849,300
May 19, 2026 0.05 324,998
November 2, 2026 0.05 215,156
May 29, 2027 0.05 124,564
July 18, 2027 0.05 135,888
February 5, 2028 0.05 67,944
January 18, 2029 0.05 260,452
August 20, 2029 0.05 328,396
September 5, 2029 0.05 317,072
May 24, 2030 0.05 101,915
August 27, 2030 0.05 260,452
March 18, 2031 0.20 707,000
February 26, 2034 0.05 800,000
4,493,137
Weighted average remaining contractual life (years) 3.82

Stinger Resources Inc.

Notes to Interim Consolidated Financial Statements

As at September 30, 2025

(unaudited – prepared by management)

(expressed in Canadian dollars)

d) Warrants

There are no warrants to purchase common shares outstanding as at September 30, 2025 and December 31, 2024.

Share based payment reserve

The share-based payment reserve includes stock-based compensation expense related to fair value of stock options granted and also the fair value of warrants issued for services.

12 Related party transactions

The Company has identified its directors and certain senior officers as its key management personnel.

During the nine-month period ended September 30, 2025, the Company incurred the following related party transactions:

a) Incurred management fees in the amount of $294,781 (2024 - $190,962) to companies controlled by the Company's Chief Executive Officer.

b) Incurred management fees in the amount of $246,086 (2024 - $143,222) to companies controlled by the Company's Chief Financial Officer.

As at September 30, 2025, the Company had a prepayment amount of $1,100,000 to a company with a common director for future drilling services (2024 - $1,100,000).

13 Segmented information

The Company operates in one reportable operating segment, being the exploration and development of exploration and evaluation assets in Canada.

14 Commitments

Mineral Property Acquisitions

The Company acquired the Ample Goldmax property, the Glitter King property and the Silverside property subject to option agreements pursuant to the Plan of Arrangement and assumed the obligations under those agreements. The agreements were in default however amended terms were agreed to in 2022 and are currently as follows:


Stinger Resources Inc.

Notes to Interim Consolidated Financial Statements

As at September 30, 2025

(unaudited – prepared by management)

(expressed in Canadian dollars)

Ample Goldmax Property

Year 1 - $10,000 cash payment prior to August 5, 2022 and conduct enough exploration work to keep the property claims in good standing until at least August 1, 2023 (completed).

Year 2 - Conduct enough exploration work to keep the property claims in good standing until at least August 1, 2024 (completed).

Year 3 - $30,000 cash payment on or before August 1, 2024 (in default).

The optionor will also retain a 25% bulk sample royalty on any net profits the Company receives from the extraction of a bulk sample as well as a 3% NSR Royalty which can be bought out anytime for $500,000 for each 1% purchased.

Glitter King Property

Year 1 - $5,000 cash payment prior to August 5, 2022 and conduct enough exploration work to keep the property claims in good standing until at least August 1, 2023 (completed).

Year 2 - Conduct enough exploration work to keep the property claims in good standing until at least August 1, 2024 (in default).

Year 3 - $30,000 cash payment on or before August 1, 2024.

The optionor will also retain a 25% bulk sample royalty on any net profits the Company receives from the extraction of a bulk sample as well as a 3% NSR Royalty which can be bought out anytime for $500,000 for each 1% purchased.

The Company recorded an impairment charge on the Glitter King property during 2024 in the amount of $193,378. The property was impaired as exploration has now been limited on the property due to a new conservancy restriction by the Government of British Columbia on the claims.

Silverside Property

Year 1 - $5,000 cash payment prior to August 5, 2022 and conduct enough exploration work to keep the property claims in good standing until at least August 1, 2023 (completed).

Year 2 - Conduct enough exploration work to keep the property claims in good standing until at least August 1, 2024 (in default).

Year 3 - $30,000 cash payment on or before August 1, 2024 (in default).

The optionor will also retain a 25% bulk sample royalty on any net profits the Company receives from the extraction of a bulk sample as well as a 3% NSR Royalty which can be bought out anytime for $500,000 for each 1% purchased.


Stinger Resources Inc.
Notes to Interim Consolidated Financial Statements
As at September 30, 2025
(unaudited – prepared by management)
(expressed in Canadian dollars)

The optionor forgave the final Year 3 payment of $30,000 on the property. The Company now owns 100% interest in the claims subject to the NSR Royalties outlined above.