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StrategX Elements Corp. Interim / Quarterly Report 2025

May 30, 2025

48070_rns_2025-05-30_50e36e3c-459a-4d81-a1bf-1a98228dadf0.pdf

Interim / Quarterly Report

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STRATEGX ELEMENTS CORP.

Interim Condensed Financial Statements
For the three months ended March 31, 2025
(Expressed in Canadian Dollars)
(Unaudited – Prepared by Management)


MANAGEMENT'S RESPONSIBILITY FOR FINANCIAL REPORTING

The interim condensed financial statements and all information in the quarterly report are the responsibility of the Board of Directors and management. These interim condensed financial statements have been prepared by management in accordance with International Financial Reporting Standards. Management maintains the necessary systems of internal controls, policies and procedures to provide assurance that assets are safeguarded and that the financial records are reliable and form a proper basis for the preparation of financial statements.

The Board of Directors ensures that management fulfils its responsibilities for financial reporting and internal control through an Audit Committee. This committee, which reports to the Board of Directors, meets with the independent auditors and reviews the financial statements.

The interim condensed interim financial statements for the three months ended March 31, 2025 are unaudited and prepared by Management. The Company's independent auditor has not performed a review of these interim condensed financial statements in accordance with standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity's auditor.


STRATEGX ELEMENTS CORP.
INTERIM CONDENSED STATEMENTS OF FINANCIAL POSITION
(Expressed in Canadian dollars)
(Unaudited)
AS AT,

Notes March 31, 2025 December 31, 2024
ASSETS
Current
Cash $ 235,202 $ 108,756
Restricted cash 4 615,838 922,429
Receivables 112,019 226,659
Prepaid expenses 4,342 11,719
Total current assets 967,401 1,269,563
Equipment 5 291,151 311,025
Right-of-use asset 9 19,896 28,423
Long-term deposits 15,000 21,844
Exploration advance 6 40,551 43,051
Exploration and evaluation assets 6 5,553,013 5,443,878
Total assets $ 6,887,012 $ 7,117,784
LIABILITIES AND SHAREHOLDERS' EQUITY
Current
Accounts payable and accrued liabilities $ 775,534 $ 886,066
Accounts payable – fixed term 8 1,035,457 1,025,740
Due to related parties 11 350,121 365,592
Lease liability – short-term 9 21,931 30,726
Loans – short-term 7 20,754 20,751
Flow-through share premium liabilities 14 441,935 441,935
Total current liabilities 2,645,732 2,770,810
Loans – long-term 7 12,108 17,298
Asset retirement obligation 5 258,000 258,000
Total liabilities 2,915,840 3,046,108
Shareholders' equity
Share capital 10 8,359,738 8,359,738
Contributed surplus 10 477,716 477,716
Warrant reserve 10 661 661
Accumulated deficit (4,866,943) (4,766,439)
Total shareholders' equity 3,971,172 4,071,676
Total liabilities and shareholders' equity $ 6,887,012 $ 7,117,784

Nature of operations (Note 1)
Going concern (Note 2)

On behalf of the Board:

“Darren Bahrey” Director “Marcio Fonseca” Director

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


STRATEGY ELEMENTS CORP.
INTERIM CONDENSED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS
(Expressed in Canadian dollars)
(Unaudited)

Notes Three months ended March 31, 2025 Three months ended March 31, 2024
EXPENSES
Accretion of interest 8, 9 $ 38,177 $ 35,767
Accounting and auditing 16,100 15,000
Amortization of right-of-use assets 9 8,527 8,527
Corporate shareholder communication 124 17,587
Interest expenses - 5,411
Insurance 6,145 7,917
Filing and transfer agent 3,430 5,240
Management fee 11 25,500 15,000
Office, rent and miscellaneous 12,870 7,534
Salary and benefit 12,937 12,941
Travel 4,023 -
Gain on extension of fixed term accounts payable 8 (27,329) -
Loss and comprehensive loss for the period $ (100,504) $ (130,924)
Basic and diluted loss per common share $ (0.00) $ (0.00)
Weighted average number of common shares outstanding - Basic and diluted 52,592,679 34,549,822

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


STRATEGY ELEMENTS CORP.
INTERIM CONDENSED STATEMENTS OF CASH FLOWS
(Expressed in Canadian dollars)
(Unaudited)

Three months ended March 31, 2025 Three months ended March 31, 2024
CASH FLOWS USED IN OPERATING ACTIVITIES
Net loss for the period $ (100,504) $ (130,924)
Item not involving cash:
Accretion of interest 38,177 35,767
Accrued interest on loans - 382
Amortization of right-of-use assets 8,527 8,527
Gain on extension of fixe term accounts payable (27,329) -
Changes in non-cash working capital items:
Receivables 114,640 (2,041)
Accounts payable and accrued liabilities (38,776) (24,512)
Prepaid expenses 7,377 10,539
Due to related parties 8,679 16,143
Net cash from (used in) operating activities 10,791 (86,119)
CASH FLOWS USED IN INVESTING ACTIVITIES
Long-term deposits 6,844 24,256
Exploration and evaluation expenditures (182,667) (40,230)
Net cash used in investing activities (175,823) (15,974)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from warrant exercise - 130,000
Subscription received in advance - (10,000)
Restricted cash 306,591 -
Repayment of loan (5,190) -
Repayment of lease liability (9,923) (9,922)
Net cash provided by financing activities 291,478 110,078
Change in cash during the period 126,446 7,985
Cash, beginning of period 108,756 5,766
Cash, end of period $ 235,202 $ 13,751
Interest paid $ - $ -

Supplemental disclosures with respect to cash flows (Note 15)

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


STRATEGX ELEMENTS CORP.
INTERIM CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
(Expressed in Canadian dollars)
(Unaudited)

Share Capital
Number Amount Subscription received in advance Warrant reserve Contributed surplus Accumulated deficit Total
Balance, December 31, 2023 33,392,679 $ 4,907,738 $ 10,000 $ 121,180 $ 477,716 $ (5,024,948) $ 491,686
Exercise of warrants 1,300,000 130,000 (10,000) - - - 120,000
Expiry of warrants - - - (120,519) - 120,519 -
Net loss for the period - - - - - (130,924) (130,924)
Balance, March 31, 2024 34,692,679 5,037,738 - 661 477,716 (5,035,353) 480,762
Private placement 17,900,000 4,790,000 - - - - 4,790,000
Share issuance costs - (43,000) - - - - (43,000)
Flow-through share premium - (1,425,000) - - - - (1,425,000)
Net income for the period - - - - - 268,914 268,914
Balance, December 31, 2024 52,592,679 8,359,738 - 661 477,716 (4,766,439) 4,071,676
Net loss for the period - - - - - (100,504) (100,504)
Balance, March 31, 2025 52,592,679 $ 8,359,738 $ - $ 661 $ 477,716 $ (4,866,943) $ 3,971,172

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


STRATEGY ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

1. NATURE OF OPERATIONS

StrategX Elements Corp. (“StrategX” or the “Company”) was incorporated on June 28, 2018 under the laws of British Columbia, Canada. On January 10, 2022, the Company’s common shares commenced trading on the Canadian Securities Exchange (“CSE”) under the symbol “STGX”.

The Company’s principal business activity is the acquisition and exploration of mineral property interests. The Company is in the exploration stage and substantially all the Company’s efforts are devoted to financing and developing these property interests. There has been no determination whether the Company’s interests in unproven exploration and evaluation assets contain economically recoverable mineral resources.

The Company’s head office is located at 1500 – 409 Granville Street, Vancouver, British Columbia, Canada.

2. BASIS OF PRESENTATION

Statement of compliance

These unaudited interim condensed financial statements, including comparatives that are unaudited, have been prepared in accordance with IAS 34 (“IAS 34”) using accounting policies consistent with the IFRS Accounting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”).

These interim condensed financial statements have been prepared using accounting policies consistent with those used in the Company’s audited annual financial statements for the year ended December 31, 2024 except for income tax expense which is recognized and disclosed for the full financial year in the audited financial statements.

These interim condensed financial statements were authorized by the Board of Directors on May 29, 2025.

Basis of presentation

These financial statements have been prepared on a historical cost basis, except for 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.

Functional and presentation currency

The Company’s reporting and functional currency is the Canadian dollar.

Going concern

The business of mining and exploring for minerals involves a high degree of risk and there can be no assurance that current exploration programs will result in profitable mining operations. The recoverability of the carrying value of its resource properties and the Company’s continued existence is dependent upon the preservation of its interest in the underlying properties, the discovery of economically recoverable reserves, the achievement of profitable operations, or the ability of the Company to raise alternative financing, if necessary, or alternatively, upon the Company’s ability to dispose of its interests on an advantageous basis. Changes in future conditions could require material write-downs of the carrying values. Such adjustments could be material.


STRATEGX ELEMENTS CORP.
Notes to the Interim Condensed Financial Statements
For the three months ended March 31, 2025
(Expressed in Canadian dollars)
(Unaudited)

  1. BASIS OF PRESENTATION (cont'd...)

Going concern

These financial statements have been prepared in accordance with IFRS on a going concern basis, which contemplates that the Company will be able to realize its assets and discharge its liabilities in the normal course of business. Accordingly, these financial statements do not include any adjustments to the amounts and classifications of assets and liabilities that might be necessary should the Company be unable to continue as a going concern. As at March 31, 2025, the Company has an accumulated deficit of $4,866,943 (December 31, 2024 – $4,766,439) and has incurred significant losses. These material uncertainties may cast significant doubt as to the ability of the Company to meet its obligations as they come due, and accordingly, the appropriateness of the use of accounting principles applicable to a going concern. The recovery of amounts capitalized for exploration and evaluation assets at March 31, 2025 and December 31, 2024 in the statements of financial position is dependent upon the ability of the Company to arrange appropriate financing to complete the development and continued exploration of the properties. The Company plans to raise funds primarily through the issuance of shares or obtain profitable operations. The outcome of these matters cannot be predicted at this time.

  1. MATERIAL ACCOUNTING POLICY INFORMATION

These Interim Condensed Financial Statements have been prepared using accounting policies consistent with those used in the Company's audited consolidated financial statements for the year ended December 31, 2024. The Company did not adopt any new accounting standards during the period ended March 31, 2025.

The significant estimates and judgments are the same as those disclosed in the Company's annual audited financial statements for the year ended December 31, 2024.

  1. RESTRICTED CASH

On June 24, 2024, the Company closed a non-brokered private placement by issuing 15,000,000 charity flow-through common shares (the "Charity FT Shares") at $0.30 per share for gross proceeds of $4,500,000 (Note 11). The Company received $1,000,000 directly and the remaining $3,500,000 was deposited in a trust account with Fasken Martineau Dumoulin LLP (the "Escrow Agent") as per an escrow agreement entered into with the Escrow Agent and WCPD Advisers Inc. (the "Payment Certifier").

According to the escrow agreement, the proceeds shall only be used for qualified flow-through exploration expenditures. When exploration expenditures are incurred, the Company shall provide detailed documents and information to the Payment Certifier who will review and approve the expenditure. After receiving the approval from the Payment Certifier, the Escrow Agent will make payments to the suppliers directly from the trust account.

During the three months ended March 31, 2025, the Company has withdrawn $306,591 (December 31, 2024 - $2,577,571) from the trust account. As of March 31, 2025, there is $615,838 (December 31, 2024 - $922,429) held in the Escrow Agent's trust.


STRATEGX ELEMENTS CORP.
Notes to the Interim Condensed Financial Statements
For the three months ended March 31, 2025
(Expressed in Canadian dollars)
(Unaudited)

  1. EQUIPMENT
Geological equipment Camp Total
Cost
Balance, December 31, 2023 $ 35,045 $ - $ 35,045
Additions 15,038 314,000 329,038
Balance, December 31, 2024 and March 31, 2025 $ 50,083 $ 314,000 $ 364,083
Accumulated amortization
Balance, December 31, 2023 $ 20,443 $ - $ 20,443
Additions 11,682 20,933 32,615
Balance, December 31, 2024 32,125 20,933 53,058
Additions 4,174 15,700 19,874
Balance, March 31, 2025 $ 36,299 $ 36,633 $ 72,932
At March 31, 2025 $ 13,784 $ 277,367 $ 291,151
At December 31, 2024 $ 17,958 $ 293,067 $ 311,025

During the three months ended March 31, 2025, amortization of $19,874 (2024 - $2,920) was recorded in exploration and evaluation assets.

During the year ended December 31, 2024, the Company paid $56,000 to 10X Minerals Inc. to acquire a camp to assist with future exploration activities (Notes 7 and 12). The Company assessed the asset retirement costs of demolition and demobilization of the camp as $258,000.


STRATEGX ELEMENTS CORP.
Notes to the Interim Condensed Financial Statements
For the three months ended March 31, 2025
(Expressed in Canadian dollars)
(Unaudited)

  1. EXPLORATION AND EVALUATION ASSETS

| | Project 939
(Northwest Territories) | EA South
(Northwest Territories) | Project Tasijuaq
(Nunavut) | Project NagVaak
(Nunavut) | Project Mel
(Nunavut) | Total |
| --- | --- | --- | --- | --- | --- | --- |
| Balance, December 31, 2023 | $ - | $ - | $ - | $ 2,197,472 | $ - | $ 2,197,472 |
| Exploration | | | | | | |
| Amortization (Note 5) | - | - | - | 32,615 | - | 32,615 |
| Assay | - | - | - | 5,379 | - | 5,379 |
| Camp costs | - | - | - | 557,560 | - | 557,560 |
| Consulting | 49,400 | 7,800 | - | 6,300 | - | 63,500 |
| License and permitting | - | - | - | 10,315 | - | 10,315 |
| Data | - | - | - | 107,426 | - | 107,426 |
| Drilling | - | - | - | 498,240 | - | 498,240 |
| General exploration | 14,950 | - | 7,750 | 94,958 | - | 117,658 |
| Flight and helicopter | - | - | - | 1,838,063 | - | 1,838,063 |
| Project manager (Note 11) | - | - | - | 80,000 | - | 80,000 |
| Impairment | (64,350) | - | - | - | - | (64,350) |
| Balance, December 31, 2024 | $ - | $ 7,800 | $ 7,750 | $ 5,428,328 | $ - | $ 5,443,878 |
| Acquisition – staking | - | - | - | - | 32,405 | 32,405 |
| Exploration | | | | | | |
| Amortization (Note 5) | - | - | - | 19,874 | - | 19,874 |
| Consulting | - | - | - | 2,500 | - | 2,500 |
| License and permitting | - | (15,566) | - | - | - | (15,566) |
| Data | - | - | - | 10,434 | - | 10,434 |
| Drilling | - | - | - | 23,154 | - | 23,154 |
| General exploration | - | 36,334 | - | - | - | 36,334 |
| Balance, March 31, 2025 | $ - | $ 28,568 | $ 7,750 | $ 5,484,290 | $ 32,405 | $ 5,553,013 |


STRATEGY ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

6. EXPLORATION AND EVALUATION ASSETS (cont'd...)

Project 939 and EA South, Northwest Territories, Canada

On September 24, 2018, the Company entered into a Letter of Agreement (the “Agreement”) with Hunter Exploration Group. Pursuant to the terms of the Agreement, the Company will acquire 100% of interest in the Project 939 and EA South Project located in the Northwest Territory, Canada. Project 939 and EA South comprises 12 prospecting permits (93,821 hectares) and 16 mining claims (12,638 hectares). The Agreement was replaced by a Property Purchase Agreement dated January 11, 2021 and subsequently amended on October 8, 2021, December 20, 2022, and then on October 13, 2023. According to the Property Purchase Agreement and the amendments, the Company will have the following obligations:

Cash payments

$100,000 On or before July 3, 2018 (paid)
$100,000 On or before August 17, 2018 (paid)
$50,000 On or before July 1, 2019 (paid)
$50,000 On or before July 1, 2021 (paid)
$50,000 On or before July 1, 2022 (paid)
$350,000

Work Commitment

$300,000 By December 31, 2018
$700,000 By December 31, 2019
$1,000,000 By December 31, 2020
$2,000,000 By December 31, 2021
$4,000,000 (Amended to complete the total amount by December 31, 2025)

As of March 31, 2025, the Company has incurred accumulatively $1,791,092 (December 31, 2024 - $1,770,324) of exploration and evaluation assets.

Share payments

Issue 1,500,000 share units within 10 days of completing the $4,000,000 work commitment (Amended to issue the shares no later than January 10, 2026). Each share unit will be comprised of one common share of the Company and one share purchase warrant. Each warrant will be exercisable into one common share of the Company at a price of $0.50 per share for a period of five years from the date of issuance.

Annual Advanced Royalty Payment ("AARP")

Commencing July 1, 2023 (Amended to July 1, 2025), a $100,000 AARP to be paid on or before July 1 and that of each subsequent year until the commencement of commercial production.

Royalties

The Project is subject to 2% net smelter royalty and a 2% gross overriding royalty on diamonds.


STRATEGX ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

6. EXPLORATION AND EVALUATION ASSETS (cont'd...)

Project 939 and EA South, Northwest Territories, Canada (cont'd...)

Impairment

During the year ended December 31, 2024, the Company recognized an impairment of $64,350 on Project 939 due to a lack of an exploration plan.

Project Tasijuaq (previously "Project N"), Nunavut, Canada

During the year ended December 31, 2021, the Company staked 13 claims ("Project N"), 9,646 hectares located adjacent and outside of Project Mel (see note below), at the Melville Peninsula region of Nunavut, Canada. The staking cost is $30,175. In March 2022, the Company staked an additional 4 claims, 1,013 hectares, at a cost of $2,340.

Project NagVaak, Nunavut, Canada

Effective August 1, 2021, the Company entered into a Mineral Exploration Agreement with Nunavut Tunngavik Incorporated ("NTI"), pursuant to which, the Company obtained a renewable 20-year lease with an area of approximately 2,665 hectares expiring on July 31, 2041.

Annual fees

Year Annual fees ($/hectare/year) Due date
1 1 On signing (paid)
2-5 2 On 1^{st} (paid), 2^{nd} (paid)·3^{rd} (paid) and 4^{th} anniversary dates
6-10 3 On 5^{th}, 6^{th}, 7^{th}, 8^{th} and 9^{th} anniversary dates
11-15 4 On 10^{th}, 11^{th}, 12^{th}, 13^{th} and 14^{th} anniversary dates
16-20 5 On 15^{th}, 16^{th}, 17^{th}, 18^{th} and 19^{th} anniversary dates

Minimum annual exploration work requirement

Year Minimum annual work requirement ($/hectare/year)
1-2 5 (met)
3-5 10 (year 3 met)
6-10 20
11-15 30
16-20 40

STRATEGY ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

6. EXPLORATION AND EVALUATION ASSETS (cont'd...)

Project NagVaak, Nunavut, Canada (cont'd...)

Exploration advance

As of March 31, 2025, the Company advanced $37,161 (December 31, 2024 - $37,161) to a flight contractor, $Nil (December 31, 2024 - $2,500) to a consultant, and $3,390 (December 31, 2024 - $3,390) with Worker's Safety and Compensation Commission.

Project Mel, Nunavut, Canada

Pursuant to an agreement with North Arrow Minerals Inc. ("North Arrow") dated January 13, 2021, the Company acquired 100% of the non-diamond mineral rights in respect of 46 mineral claims (covering approximately 56,075 ha of land) in Nunavut, commonly referred to as the "MEL Project", subject to a 1% gross overriding royalty on non-diamond mineral production from the property, half of which royalty may be purchased at any time by the Company for $1,000,000. This royalty applies to any property owned by the Company within an area of interest extending up to 5 km from the Mel Project boundary. Pursuant to the same agreement, the Company will be granted a 2% gross overriding diamond royalty (reduced to 1% in areas where there is an existing underlying royalty) over the same property, half of which royalty may be purchased by North Arrow at any time for $2,000,000. As consideration being paid for Mel Project, both the 1% gross overriding royalty on non-diamond mineral production and the 2% gross overriding royalty are valued at $Nil.

During the year ended December 31, 2024, the Company paid $56,000 to 10X Minerals Ltd. to purchase the camp.

During the three months ended March 31, 2025, the Company incurred $32,405 to stake claims in the area.

Title to resource properties

Although the Company has taken steps to verify the title to exploration properties in which it has an interest, in accordance with industry standards for the current stage of exploration of such properties, these procedures do not guarantee the Company's title. Property title may be subject to unregistered prior agreements or transfers and title may be affected by undetected defects.

Realization of assets

The investment in and expenditures on exploration properties comprise a significant portion of the Company's assets. Realization of the Company's investment in these assets is dependent upon the establishment of legal ownership, the attainment of successful production from the properties or from the proceeds of their disposal. Resource exploration and development is highly speculative and involves inherent risks. While the rewards if an ore body is discovered can be substantial, few properties that are explored are ultimately developed into producing mines. There can be no assurance that current exploration programs will result in the discovery of economically viable quantities of ore.

The amounts shown for acquisition costs and deferred exploration expenditures represent costs incurred to date and do not necessarily reflect present or future values. These costs will be depleted over the useful lives of the properties upon commencement of commercial production or written off if the properties are abandoned or the claims are permitted to lapse.


STRATEGY ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

6. EXPLORATION AND EVALUATION ASSETS (cont'd...)

Environmental

The Company is subject to the laws and regulations relating to environmental matters in all jurisdictions in which it operates, including provisions relating to property reclamation, discharge of hazardous material and other matters. The Company may also be held liable should environmental problems be discovered that were caused by former owners and operators of its properties and properties in which it has previously had an interest. The Company conducts its mineral exploration activities in compliance with applicable environmental protection legislation. The Company is not aware of any existing environmental problems related to any of its current or former properties that may result in material liability to the Company. Environmental legislation is becoming increasingly stringent and costs and expenses of regulatory compliance are increasing. The impact of new and future environmental legislation on the Company's operations may cause additional expenses and restrictions. If the restrictions adversely affect the scope of exploration and development on the resource properties, the potential for production on the property may be diminished or negated.

7. LOANS

Canada Emergency Business Account ("CEBA") loan

On April 30, 2020, the Company received $40,000 of CEBA loan from Bank of Montreal. The loan is interest free, and $10,000 of the loan is eligible for loan forgiveness if $30,000 has been fully repaid on or before December 31, 2022. It also has no principal repayments during this period. The loan was recorded at a fair value of $23,257 using an effective rate of 10%, considering the grant, the interest-free loan and the forgivable portion. The residual value of $16,743 is recorded as other income.

In January 2022, the Company received a notice that the Government of Canada declined the Company's application of CEBA loan, and the CEBA loan has been converted into a non-revolving term loan as of January 21, 2022. Accordingly, the Company reversed $12,727 of the previously recorded government grant and restored the loan balance to its original principal amount at $40,000 as of December 31, 2021.

On October 24, 2024, the Company entered into a payment agreement with Canada Revenue Agency ("CRA"), According to the payment agreement, the Company will repay CRA the loan principal and interest totalling $41,509 by 24 installment of $1,730 per month starting November 1, 2024.

As of March 31, 2025, the Company has a loan balance of $32,862 (December 31, 2024 - $38,049), of which $12,108 (December 31, 2024 - $17,298) is classified as a long-term loan.


STRATEGX ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

8. ACCOUNTS PAYABLE – FIXED-TERM

Effective December 31, 2023, the Company entered into five forbearance agreements with its vendors. As of December 31, 2023, the Company had accounts payable totalling $1,280,678 with the five vendors. According to the forbearance agreements, the vendors agreed to extend the payment period of the accounts payable totalling $1,189,419 until December 2025.

For accounting purpose, as at December 31, 2023, the Company reclassified the $1,189,419 to long-term accounts payable and measured the present value ($883,932) using a discount rate of 16% as determined from its incremental borrowing rate. The difference of $305,487 is recorded as discount on fair value of long-term accounts payable.

On February 4, 2025, one vendor agreed to extend the repayment period of its accounts payable of $751,697 from December 31, 2025 to April 30, 2026. A gain of loan extension of $27,329 was recorded during the three months ended March 31, 2025.

A reconciliation of the Company’s fixed term accounts payable for the three months ended March 31, 2025 and the year ended December 31, 2024 is as follows:

Total
Balance, December 31, 2023 $ 883,932
Accretion of interest 141,808
Balance, December 31, 2024 1,025,740
Gain on loan extension (27,329)
Accretion of interest 37,046
Balance, March 31, 2025 $ 1,035,457
March 31, 2025
--- ---
Short-term portion of accounts payable $ 1,035,457
Long-term portion of accounts payable $ -

9. RIGHT-OF-USE (“ROU”) ASSETS AND LEASE LIABILITY

On September 5, 2023, the Company entered into an office lease agreement for a 24-month lease period starting November 1, 2023. In accordance with IFRS 16 Leases, the Company recorded right-of-use assets of $68,215 and recognized lease liabilities of $68,215 on commencement of the lease. As at September 5, 2023, the Company measured the present value of its lease liabilities using a discount rate of 15% as determined from its incremental borrowing rate.

a) Right-of-use asset

A reconciliation of the Company’s right-of-use asset for the three months ended March 31, 2025 and the year ended December 31, 2024 is as follows:

Total
Balance, December 31, 2023 $ 62,530
Amortization of ROU (34,107)
Balance, December 31, 2024 28,423
Amortization of ROU (8,5287)
Balance, March 31, 2025 $ 19,896

STRATEGX ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

9. RIGHT-OF-USE ("ROU") ASSETS AND LEASE LIABILITY (cont'd...)

b) Lease liability

A reconciliation of the Company’s lease liability for the three months ended March 31, 2025 and the year ended December 31, 2024 is as follows:

Total
Balance, December 31, 2023 $ 62,473
Accretion of interest 7,943
Lease payments (39,690)
Balance, December 31, 2024 30,726
Accretion of interest 1,128
Lease payments (9,923)
Balance, March 31, 2025 $ 21,931
March 31, 2025
--- ---
Short-term portion of lease liability $ 21,931
Long-term portion of lease liability $ -

10. SHARE CAPITAL

Authorized - unlimited number of common shares without par value

Share issuance

At March 31, 2025, the Company had 52,592,679 (December 31, 2024 – 52,592,679) common shares issued and outstanding.

There were no shares issued during the three months ended March 31, 2025.

During the year ended December 31, 2024:

1) On January 10, 2024, the Company issued 1,300,000 shares pursuant to an exercise of 1,300,000 warrants at $0.10 per warrant for gross proceeds of $130,000, $10,000 of which was received in December 2023.

2) On May 3, 2024, the Company closed a non-brokered private placement by issuing 2,900,000 common shares at $0.10 per share for gross proceeds of $290,000. The Company paid a total of $12,000 as finder's fees.

3) On June 24, 2024, the Company closed a non-brokered private placement by issuing 15,000,000 charity flow-through common shares (the "Charity FT Shares") at $0.30 per share for gross proceeds of $4,500,000, of which $1,425,000 is recorded as FT share premium liability (Note 15). The Company deposited $3,500,000 with the Escrow Agent's trust account (Note 4). The Company incurred $31,000 legal fees.


STRATEGY ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

10. SHARE CAPITAL (cont'd...)

Share escrow

In accordance with National Policy 46-201 - Escrow for Initial Public Offerings of the Canadian Securities Administrators, certain principals of the Company entered into escrow agreements with the Company and its transfer agent. Pursuant to the escrow agreements, 3,920,001 shares and 1,650,000 warrants were escrowed for a period of 36 months on December 17, 2021. During the escrowed period, the securityholders are not permitted to sell, transfer, assign, mortgage, or enter into a derivative transaction in regards with the escrowed securities. The escrowed securities were released by 10% on January 10, 2022, the date the Company's shares are listed for trading on CSE, and then 15% every six months thereafter. As of March 31, 2025, Nil (December 31, 2024 – 588,000) shares remain in escrow.

Stock options

On March 31, 2021, the Company adopted a stock option plan whereby the Board of Directors may, from time to time, grant options to directors, officers, employees and consultants. The term of the option grants is up to ten years and the vesting schedule, if any, will be determined by the Board of Directors. The maximum number of common shares reserved for issue shall not exceed 15% of the total number of common shares issued and outstanding as at the grant date.

There were no stock transaction activities during the three months ended March 31, 2025 or the year ended December 31, 2024.

Stock option transactions are summarized as follows:

Number of Options Weighted Average Exercise Price
Balance, December 31, 2023 and 2024, and March 31, 2025 2,100,000 $ 0.25
Exercisable, at March 31, 2025 2,100,000 $ 0.25
Weighted average remaining life 1.78 years

At March 31, 2025, the Company has the following outstanding stock options outstanding:

Number of Options Exercise Price Expiry Date
2,100,000 $ 0.25 January 10, 2027

STRATEGX ELEMENTS CORP.
Notes to the Interim Condensed Financial Statements
For the three months ended March 31, 2025
(Expressed in Canadian dollars)
(Unaudited)

  1. SHARE CAPITAL (cont'd...)

Warrants

On January 10, 2024, the Company issued 1,300,000 shares pursuant to the exercise of 1,300,000 warrants at $0.10 per share. The remaining 1,900,000 warrants exercisable at $0.10 per share expired without being exercised. In addition, 1,050,000 warrants exercisable at $0.15 expired without being exercised. The Company transferred $120,519, the fair value of the 2,950,000 expired warrants from warrant reserve to deficit on the expiry date.

The continuity of the Company’s warrants as of March 31, 2025 is as follows:

Number of Warrants Weighted Average Exercise Price
Balance, December 31, 2023 7,280,624 0.24
Exercised (1,300,000) 0.10
Expired (2,950,000) 0.12
Balance, December 31, 2024 and March 31, 2025 3,030,624 $ 0.41
Weighted average remaining life 0.51 year

As at March 31, 2025, the following warrants are outstanding:

Number of Warrants Exercise Price Expiry Date
1,418,024 $ 0.45 June 30, 2025
950,500 $ 0.40 October 25, 2025
330,300 $ 0.40 December 2, 2025
31,800 $ 0.40 December 30, 2025
300,000 $ 0.30 August 21, 2026

STRATEGY ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

11. RELATED PARTY TRANSACTIONS

The Company entered into the following transactions with related parties during the three months ended March 31, 2025:

a) the Company paid or accrued consulting fees $25,500 (2024 - $Nil) in management fees to a company controlled by the CEO. As of March 31, 2025, the Company had $91,162 (December 31, 2024 - $77,775) payable to the company controlled by the CEO and $Nil (December 31, 2024 - $646) payable to the CEO for reimbursement of expenses incurred on behalf of the Company.

As of March 31, 2025 the Company advanced $3,956 (December 31, 2024 - $5,000) in prepaids to the CEO for his business expenses.

b) the Company paid or accrued management fees of $Nil (2024 - $Nil) to a company controlled by the interim CFO. As of March 31, 2025, the Company had $69,865 (December 31, 2024 - $69,865) payable to the company controlled by the interim CFO.

c) the Company paid or accrued project management fees of $Nil (2024 - $Nil) in exploration and evaluation assets to a company controlled by the VP Exploration. As of March 31, 2025, the Company had $94,875 (December 31, 2024 - $119,025) payable to the company controlled by the VP Exploration.

d) the Company paid or accrued management fees of $Nil (2024 - $15,000) to a company controlled by the former CFO. As of March 31, 2025, the Company had $98,175 (December 31, 2024 - $98,175) payable to the company controlled by the former CFO.

Due to related parties do not bear interest, are unsecured and repayable on demand.

Due from related party

On August 1, 2018, the Company and the CEO entered into a Revolving Line of Credit Agreement ("LOC"). Pursuant to the Agreement, the Company will make payments towards Project Green located in the Republic of Panama, of which the CEO currently holds the mineral property application. The LOC has a maximum funding amount of US$100,000, interest free, and repayable by July 31, 2025.

On June 15, 2021, the Company, the CEO and 10X Minerals Corp. ("10X") entered into a loan Assignment and Assumption Agreement, pursuant to which 10X assumed the LOC from the CEO, and the Company consent to the assignment of the LOC from the CEO to 10X. The Company expects to have the loan settled with common shares of 10X. 10X was incorporated on March 10, 2021 under the laws of British Columbia, Canada, and is also controlled by the CEO. 10X is a junior exploration company focused on exploring diamonds and specialty minerals in Nunavut, Canada.

As of December 31, 2024, the Company assessed that the loan will not be received, and as a result, recorded an impairment of the loan of US$99,543 ($143,178) in the statement of income (loss) and comprehensive income (loss).


STRATEGY ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

12. FAIR VALUE MEASUREMENT AND RISK MANAGEMENT

IFRS 13, Fair Value Measurement, establishes a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the following levels:

Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;

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

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

The following table sets forth the Company’s financial instruments measured at fair value by level within the fair value hierarchy:

March 31, 2025 Level 1 Level 2 Level 3
Financial assets at FVTPL
Cash $ 235,202 $ - $ -
Restricted cash $ 615,838 $ - $ -

Financial risk management

The Company’s objective in risk management is to maintain its ability to continue as a going concern. It is exposed to the following risks:

Liquidity risk

Liquidity risk is the risk that the Company might not be able to meet its obligations and commitments as they come due. As at March 31, 2025, the Company had cash of $235,202 (December 31, 2024 - $108,756) and a working capital deficiency of $1,378,331 (December 31, 2024 - $1,501,247). The Company intends to continue relying on the issuance of securities to finance its future activities; however, there can be no assurance that such financing will be available on a timely basis under terms acceptable to the Company.

Credit risk

Credit risk arises from cash held with financial institutions as well as credit exposure on outstanding receivables. The Company’s cash and restricted cash is held at high-credit rating financial institutions. Receivables only consist of refundable government goods and services tax.


STRATEGY ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

12. FAIR VALUE MEASUREMENT AND RISK MANAGEMENT (cont'd...)

Market risk

Market risk is the risk of loss that may arise from changes in market factors such as interest rates, foreign exchange rates, and equity prices.

i. Interest rate risk

Interest rate risk arises from changes in market rates of interest that could adversely affect the Company. The Company’s exposure to interest rate risk is insignificant.

ii. Foreign currency risk

Foreign currency risk arises from fluctuations in foreign currencies versus the Canadian dollar that could adversely affect reported balances and transactions denominated in those currencies. The Company does not hold assets or liabilities in foreign currencies and therefore has a low risk on foreign currency.

iii. Equity price risk

Equity price risk arises from market fluctuations in equity prices that could adversely affect the Company’s operations. The Company’s current exposure to equity price risk is limited to declines in the values and volumes including those of its own shares, which could impede its ability to raise additional funds when required.

13. CAPITAL MANAGEMENT

The Company’s capital management objective is to ensure its ability to continue as a going concern to meet its operational obligations and to maintain capital access to fund its mineral exploration activities in Northwest Territory and Nunavut, Canada.

The capital that the Company manages is the total of liabilities and equity on the statements of financial position. The Company may modify the capital structure to meet its funding needs by issuing new equity shares and/or debt instruments, disposing assets or bringing in joint venture partners. To facilitate the management of its capital, the Company prepares annual budgets approved by the Board of Directors. The budget is reviewed and updated periodically to account for changes in the expenditures and economic conditions. The Company is not subject to any externally imposed capital requirements.


STRATEGY ELEMENTS CORP.

Notes to the Interim Condensed Financial Statements

For the three months ended March 31, 2025

(Expressed in Canadian dollars)

(Unaudited)

14. FLOW-THROUGH SHARE PREMIUM LIABILITIES

Flow-through share premium liabilities include the liability portion of the flow-through shares issued. The following is a continuity schedule of the liability portion of the flow-through shares issuances.

Issued on August 31, 2023 Issued on June 24, 2024 Total
Balance, December 31, 2023 $ 22,000 $ - $ 22,000
Liability incurred on flow-through shares issued - 1,425,000 1,425,000
Settlement of flow-through share liability on incurring expenses (22,000) (983,065) (1,005,065)
Balance, December 31, 2024 and March 31, 2025 $ - $ 441,935 $ 441,935

During the year ended December 31, 2023:

On August 21, 2023, the Company raised $110,000 through the issuance of 440,000 flow-through common shares at $0.25 per share. A flow-through liability $22,000 (premium of $0.05 per share) was recognized on the issuance date. The Company incurred a cumulative of $110,000 of qualified expenses as of December 31, 2024.

During the year ended December 31, 2024:

On June 24, 2024, the Company closed a non-brokered private placement by issuing 15,000,000 Charity FT Shares at $0.30 per share for gross proceeds of $4,500,000. A flow-through liability $1,425,000 (premium of $0.095 per share) was recognized on the issuance date. The Company incurred a cumulative of $3,104,415 of qualified expenses as of December 31, 2024.

15. SUPPLEMENT DISCLOSURE WITH RESPECT TO CASH FLOWS

March 31, 2025 March 31, 2024
Exploration and evaluation assets included in accounts payable and accrued liabilities $ 565,204 $ 723,200
Exploration and evaluation expenditures included in due to related parties $ 84,263 $ 89,188
Share issue costs included in accounts payable and accrued liabilities $ 62,500 $ 31,500
Amortization in exploration and evaluation assets $ 19,874 $ 2,920
Prepaids in accounts payable and accrued liabilities $ 26,500 $ 26,500
Interest paid $ - $ -
Taxes paid $ - $ -

16. SEGMENTED INFORMATION

The Company has one reportable operating segment, being the acquisition and exploration of mineral properties. At March 31, 2025 and December 31, 2024, the Company's exploration and evaluation assets are located in Canada. All expenses and cash receipts pertaining to exploration and evaluation activities are capitalized.