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Surface Metals Inc. Annual Report 2025

Jan 23, 2026

47518_rns_2026-01-23_c9350b7e-4efc-4899-92f0-59eb342e1e5a.pdf

Annual Report

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SURFACE METALS INC.

(FORMERLY ACME LITHIUM INC.)

CONSOLIDATED FINANCIAL STATEMENTS

AS AT AND FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024

(With Comparative AUDITED Figures as at SEPTEMBER 30, 2024)

(Expressed In Canadian dollars)

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INDEPENDENT AUDITOR'S REPORT

To the Shareholders of: Surface Metals Inc. (formerly ACME Lithium Inc.)

Opinion

We have audited the accompanying consolidated financial statements of Surface Metals Inc. (formerly ACME Lithium Inc.) (the "Company"), which comprise the consolidated statements of financial position as at September 30, 2025 and 2024, and the consolidated statements of loss and comprehensive loss, changes in shareholders' equity and cash flows for the years then ended, and notes to the consolidated financial statements, including material accounting policy information.

In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the Company as at September 30, 2025 and 2024, and its financial performance and its cash flows for the years then ended in accordance with IFRS Accounting Standards ("IFRS").

Basis for Opinion

We conducted our audits in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in Canada, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material Uncertainty Related to Going Concern

We draw attention to Note 1 of the consolidated financial statements, which indicates that the Company incurred a net loss of \$4,093,473 during the year ended September 30, 2025, and as of that date, the Company's total deficit was \$12,100,578. As stated in Note 1, these events or conditions, along with other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended September 30, 2025. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, prepared under the conditions mentioned above, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

In addition to the matter described in the Material Uncertainty Related to Going Concern section, we have determined the matters described below to be the key audit matters to be communicated in our auditor's report.

Assessment of Impairment of Exploration and Evaluation Assets and Assets Held for Distribution

As described in Note 8 of the consolidated financial statements, the carrying amount of the Company's exploration and evaluation assets as at September 30, 2025, was \$8,961,218, which includes an impairment charge of \$3,217,288 which was recognized during the year, and a reclassification of \$650,000 to assets held for distribution.

The assessment of the impairment exploration and evaluation assets was triggered by the assets held for distribution reclassification and has been identified as a key audit matter due to the significant judgment made by management, which in turn led to additional auditor judgment, subjectivity, and effort in performing procedures to evaluate audit evidence relating to the judgments made by management in this area that could give rise to the requirement to prepare an estimate of the recoverable amount of the exploration and evaluation assets.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the financial statements. Our audit procedures included, among others:

  • Evaluating management's assessment of impairment indicators and classification of assets held for distribution under IFRS;
  • Evaluating and assessing the intent for the exploration and evaluation assets through discussion and communication with management; and
  • Assessing the adequacy of the related disclosures in the consolidated financial statements.

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Other Information

Management is responsible for the other information. The other information comprises the Management Discussion and Analysis. Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current year ended and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partner on the audit resulting in this independent auditor's report is Melyssa Charlton.

CHARTERED PROFESSIONAL ACCOUNTANTS

Vancouver, BC January 20, 2026

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SURFACE METALS INC. (FORMERLY ACME LITHIUM INC.) CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AS AT SEPTEMBER 30, 2025 AND 2024

(Expressed in Canadian dollars)

Note September 30, 2025 September 30, 2024
ASSETS
Current assets
Cash and cash equivalents \$
266,273
\$
255,431
Amounts
receivable
4 65,092 71,460
Due from related party 7,425 -
Prepaid expenses 5 46,961 25,209
Assets
held for distribution
8 650,000 -
Total current assets 1,035,751 352,100
Non-current assets
Prepaid expenses and deposits 5 104,566 90,205
Right-of-use asset 6 81,165 118,626
Property and equipment 7 18,011 23,338
Exploration and evaluation assets 8 8,961,218 12,249,645
Total non-current assets 9,164,960 12,481,814
Total assets \$
10,200,711
\$
12,833,914
LIABILITIES AND SHAREHOLDERS'
EQUITY
Current liabilities
Accounts payable and accrued liabilities 9 \$
201,155
\$
250,252
Due to related parties 13 - 12,225
Current portion of lease liability 6 42,194 34,372
Total current liabilities 243,349 296,849
Non-current liabilities
Non-current portion of lease liability 6 61,098 103,292
Total liabilities 304,447 400,141
Shareholders' equity
Share capital 10 17,973,791 16,999,145
Reserves 11,12 3,623,598 3,295,606
Accumulated other comprehensive income 399,453 146,127
Deficit (12,100,578) (8,007,105)
Total shareholders' equity 9,896,264 12,433,773
Total liabilities and shareholders' equity \$
10,200,711
\$
12,833,914

Nature and continuance of operations (Note 1) Commitments (Note 19) Subsequent events (Note 21)

APPROVED ON BEHALF OF THE BOARD OF DIRECTORS ON JANUARY 20, 2026 BY:

"Vivian Katsuris" "Ioannis Tsitos"

Vivian Katsuris, Director Ioannis Tsitos, Director

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

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CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024 (Expressed in Canadian dollars)

For The Year Ended
Note September 30, 2025 September 30,2024
Operating expenses
Business development 18 \$
84,153
\$
57,816
Professional fees 18 327,402 433,925
General and
administrative
18 505,605 385,799
Net loss before other income (expense) (917,160) (877,540)
Other income (expense)
(Write-off) recovery of exploration and (3,217,288) 41,414
evaluation assets
Rental income 4 39,250 30,000
Interest income 1,928 3,467
Loss on sale of equipment 7 - (82,972)
Foreign exchange
loss
(203) (478)
Net loss for the year \$
(4,093,473)
\$
(886,109)
Other comprehensive loss
Foreign currency translation gain (loss) 253,326 (27,226)
Comprehensive loss for the year \$
(3,840,147)
\$
(913,335)
Weighted average number of shares –
basic and diluted
32,043,683 23,311,559
Loss per share – basic and diluted \$
(0.13)
\$
(0.04)

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

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CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024

(Expressed in Canadian dollars)

Share Capital
Number of
common shares
#
Amount
\$
Reserves
\$
Accumulated
other
comprehensive
income
\$
Deficit
\$
Total
\$
Balances, September 30, 2023 19,707,022 16,109,186 3,194,116 173,353 (7,120,996) 12,355,659
Shares issued for:
Mineral properties 333,333 60,250 - - - 60,250
Private placement 5,283,887 912,940 64,809 - - 977,749
Finders'
Warrants
- (36,681) 36,681 - - -
Share issuance costs - (46,550) - - - (46,550)
Loss and comprehensive loss for the year - - - (27,226) (886,109) (913,335)
Balances, September 30, 2024 25,324,242 16,999,145 3,295,606 146,127 (8,007,105) 12,433,773
Shares issued for:
Mineral properties 833,333 85,000 - - - 85,000
Private placement 17,435,000 958,925 - - - 958,925
Finders' warrants - (35,014) 35,014 - - -
Share issuance costs - (34,265) - - - (34,265)
Fair value of options issued - - 292,978 - - 292,978
Loss and comprehensive loss for the year - - - 253,326 (4,093,473) (3,840,147)
Balances, September 30, 2025 43,592,575 17,973,791 3,623,598 399,453 (12,100,578) 9,896,264

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

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SURFACE METALS INC. (FORMERLY ACME LITHIUM INC.) CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED SEPTEMBER 30, 2025, AND 2024

(Expressed in Canadian dollars)

September 30, 2025 September 30, 2024
OPERATING ACTIVITIES
Loss before other comprehensive income \$
(4,093,473)
\$
(886,109)
Items not involving cash:
Depreciation 42,788 74,791
(Recovery) allowance for doubtful accounts (23,313) 23,313
Interest on lease liability 22,048 27,580
Share-based compensation 292,978 -
Write-off of exploration and evaluation assets 3,217,288 -
Loss on sale of equipment - 82,972
Changes in non-cash working capital items:
Amounts
receivable
29,682 19,695
Prepaid expenses (36,114) 97,677
Accounts payable and accrued liabilities 10,328 (102,964)
Due from related parties (7,425) -
Due to related party (12,225) 12,225
Net cash used in operating activities (557,438) (650,820)
INVESTING ACTIVITIES
Proceeds from sale of equipment - 268,588
Exploration and evaluation expenditures (441,877) (520,232)
Proceeds from earn-in-option 150,000 -
Net cash used in investing activities (291,877) (251,644)
FINANCING ACTIVITIES
Proceeds from issuance of common shares 958,925 977,749
Share issuance costs (34,265) -
Lease liability payment (56,420) (55,410)
Proceeds from loan received from related party 180,000 -
Repayment of loan to related party (180,000) -
Cash finders'
fees
- (46,550)
Net cash provided by financing activities 868,240 875,789
Change in cash and cash equivalents 18,925 (26,675)
Effect of foreign exchange rate in cash (8,083) (10,432)
Cash and cash equivalents, beginning of year 255,431 292,538
Cash and cash equivalents, end of year \$
266,273
\$
255,431
Cash \$
234,942
\$
224,930
Cash equivalents \$
31,331
\$
30,501

Supplemental cash flow information (Note 17)

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SURFACE METALS INC. (FORMERLY ACME LITHIUM INC.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

AS AT AND FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024 (Expressed in Canadian dollars)

1. NATURE AND CONTINUANCE OF OPERATIONS

Surface Metals Inc. (the "Company") was incorporated under the provisions of the Business Corporations Act of British Columbia on January 31, 2017. On November 23, 2020, the Company changed its name from Hapuna Ventures Inc. to ACME Lithium Inc. and changed its principal business from technology to a mineral exploration company. On April 28, 2025, the Company changed its name from ACME Lithium Inc. to Surface Metals Inc. to include other metals in its portfolio in addition to lithium.

The Company's corporate office is located at 318 - 1199 W Pender St, Vancouver, British Columbia, Canada, V6E 2R1 and its registered and records office address is at 2900-733 Seymour Street, Vancouver, British Columbia, Canada V6B 0S6. The Company's common shares are traded on the Canadian Securities Exchange ("CSE") under the symbol "SUR" and on the OTCQB Best Market ("OTCQXB") under the symbol "SURMF".

The Company is a mineral exploration company engaged in the acquisition, exploration and evaluation of natural resource properties located in the State of Nevada, USA, and Manitoba, Canada. To date, no mineral development projects have been completed, and no commercial development or production has commenced.

As of September 30, 2025, the Company has not yet determined whether the properties are economically recoverable. The recoverability of amounts shown for exploration and evaluation properties is dependent upon the discovery of economically recoverable reserves, confirmation of the Company's interest in the underlying mineral claims, the ability of the Company to obtain the necessary financing to complete the development of and future profitable production from the properties or realizing proceeds from their disposition.

The Company is a reporting issuer in the Province of British Columbia, Alberta, and Ontario. All public filings for the Company can be found on the SEDARPLUS website www.sedarplus.ca.

During the year ended September 30, 2025, the Company consolidated the issued share capital on the basis of three (3) old common shares for one (1) new common share (the "Consolidation"). Outstanding stock options and warrants were adjusted by the Consolidation ratio. All common shares and per common share amounts in these Financial Statements have been retroactively restated to reflect the Consolidation.

Going concern

These consolidated financial statements (the "financial statements") have been prepared on a going concern basis, assuming that the Company will be able to realize its assets and discharge its liabilities in the normal course of business rather than through a process of forced liquidation. During the year ended September 30, 2025, the Company incurred a loss of \$4,093,473 (September 30, 2024 – \$886,109) and as at September 30, 2025, the Company had a deficit of \$12,100,578 (September 30, 2024 – \$8,007,105) and a working capital of \$792,402 (September 30, 2024 – \$55,251). The Company expects to incur further losses in the development of its business.

As the Company is in early-stage mineral exploration and it does not generate revenues, the continuing operations of the Company are dependent upon obtaining, in the short term, the necessary financing to meet the Company's operating commitments as they come due. There are no assurances that the Company will be able to obtain additional financial resources and/or achieve positive cash flows or profitability. These circumstances comprise a material uncertainty which may cast significant doubt about the Company's ability to continue as a going concern. There have been continuous efforts from management to maintain the Company's working capital position.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024

(Expressed in Canadian dollars)

2. BASIS OF PREPARATION

a) Statement of Compliance

The financial statements of the Company have been prepared in accordance with and using accounting policies in full compliance with IFRS Accounting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB").

These financial statements were approved and authorized for issue in accordance with a resolution from the Board of Directors on January 20, 2026.

b) Basis of Measurement

These financial statements have been prepared on a historical cost basis, except for certain financial instruments, classified as financial instruments at fair value through profit or loss which are stated at fair value. In addition, these financial statements have been prepared using the accrual basis of accounting except for cash flow information.

c) Basis of Consolidation

These financial statements include the accounts of the Company and its wholly owned subsidiaries, ACME Lithium US Inc. ("ACME US") and Surface Metals US Inc. ("Surface US"). During the year ended September 30, 2025, the Company incorporated Surface US, which was inactive in the year. The financial statements of the Company's subsidiary has been consolidated from the date that control commenced. Control is achieved when the Company has the power to govern the financial operating policies of an entity to obtain the benefits from its activities. All intercompany balances and transactions and income and expenses have been eliminated upon consolidation.

The details of the Companies subsidiaries, ownership interest and functional currencies are as follows:

Subsidiary Jurisdiction Ownership Functional Currency
2025 2024
ACME Lithium US Inc. Nevada, USA 100% 100% USD
Surface Metals US Inc. Nevada, USA 100% N/a USD

d) Presentation and Functional Currency

These financial statements are presented in Canadian dollars, which is the functional currency of the parent Company. The functional currency of ACME US and Surface US is the US dollar ("USD").

Transactions in currencies other than the functional currency are recorded at the rates of exchange prevailing on the dates of the transactions. At each financial position reporting date, monetary assets and liabilities that are denominated in foreign currencies are translated at the rates prevailing at the date of the statement of financial position. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated. Revenues and expenses are translated at the exchange rates prevailing on the dates of the transactions. Exchange gains and losses arising on translation are included in profit or loss.

For the purpose of presenting financial statements, the assets and liabilities of ACME US and Surface US are translated into Canadian dollars at the spot rate at the date of the statement of financial position. Income and expense items are translated at the average exchange rates for the period, unless exchange rates fluctuated significantly during the period, in which case exchange rates at the dates of the transactions are used. Exchange differences are recognized in other comprehensive income and reported as a currency translation adjustment in equity.

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(Expressed in Canadian dollars)

3. MATERIAL ACCOUNTING POLICY INFORMATION

The following represent material accounting policy information relevant to users and understanding of these financial statements.

Critical accounting judgments, estimates and assumptions – The preparation of the Company's financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, and contingent liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are continuously evaluated and are based on management's experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. However, actual outcomes can differ from these estimates. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

Critical Judgments

Going concern of operations – Management performs an assessment as to whether the Company will continue as a going concern (Note 1).

Title to exploration assets – Although the Company has taken steps to verify title to its exploration properties, these procedures do not guarantee the Company's title. Such properties may be subject to prior agreements or transfer and title may be affected by undetected defects.

Estimates

Finders' warrants – Finders warrants are valued using the Black-Scholes Option Pricing Model with assumptions such as volatility, risk free rate, and expected dividend. These assumptions are made based on the conditions prevalent on the date of issuance.

Impairment of exploration and evaluation assets – The application of the Company's accounting policy for exploration and evaluation expenditure requires judgment in determining whether it is likely that future economic benefits will flow to the Company, which may be based on assumptions about future events or circumstances. Estimates and assumptions made may change if new information becomes available.

Management evaluated the carrying value of its exploration and evaluation assets and recorded an impairment charge as at September 30, 2025 (Note 8).

Deferred income taxes – The determination of deferred income tax assets or liabilities requires subjective assumptions regarding future income tax rates and the likelihood of utilizing tax carry forwards. Changes in these assumptions could materially affect the recorded amounts, and therefore do not necessarily provide certainty as to their recorded values.

Useful lives of property and equipment – Management exercises professional judgement when determining the useful life and residual values of property and equipment. Management estimates these inputs based on industry standards and previous experience assessing similar capital assets.

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(Expressed in Canadian dollars)

3. MATERIAL ACCOUNTING POLICY INFORMATION (continued)

Leases – The application of IFRS 16 Leases requires the Company to make judgments and estimates that affect the measurement of right‐of‐use assets and liabilities. In determining the lease term, all facts and circumstances that create an economic incentive to exercise renewal options (or not exercise termination options) are considered. Assessing whether a contract includes a lease also requires judgment. Estimates are required to determine the incremental borrowing rate to measure liabilities where the interest rate in the lease is not readily available.

Collectability of accounts receivable – The Company assess the collectability of its accounts receivable, and measure expected credit losses on an amount equal to the losses expected 12 months from the reporting date by estimating changes in circumstances and credit risk.

Cash and cash equivalents – The Company considers deposits with banks or highly liquid short-term interestbearing securities that are readily convertible to known amounts of cash and those that have maturities of three months or less when acquired to be cash equivalents. The Company places its cash and cash equivalents with major financial institutions in Canada.

Property and equipment – On initial recognition, property and equipment are valued at cost, being the purchase price and directly attributable cost of acquisition or construction required to bring the asset to the location and condition necessary to be capable of operating in the manner intended by the Company.

Property and equipment are subsequently measured at cost less accumulated depreciation, less any accumulated impairment losses.

The Company utilizes the straight-line basis method of amortization. The amortization rates applicable to each category of property and equipment are as follows:

Machinery and equipment straight-line basis 6 years
Furniture and fixtures straight-line basis 7 years
Vehicle straight-line basis 5 years
Computer straight-line basis 5 years

Where an item of equipment comprises significant components with different useful lives, the components are accounted for as separate items of equipment. The depreciation method, useful life and residual values are assessed annually. An item of equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising from disposal of the asset, determined as the difference between the net disposal proceeds and the carrying amount of the asset, is recognized in profit or loss in the consolidated statements of loss and comprehensive loss.

Impairment of non-financial assets – At each statement of financial position date, in accordance with IAS 36 "Impairment of Assets", the Company assesses whether there is any indication that any of those assets have suffered an impairment loss. If any indication exists, the Company estimates the asset's recoverable amount.

An impairment loss is recognized when the carrying amount of an asset, or its cash generating unit ("CGU"), exceeds its recoverable amount. Impairment losses are recognized in profit and loss for the reporting period. Impairment losses recognized in respect of cash generating units are allocated first to reduce the carrying amount of any goodwill allocated to those units, and then to reduce the carrying amount of other assets in the unit on a pro-rata basis.

An impairment loss for an individual asset or CGU shall be reversed if there has been a change in estimates used to determine the recoverable amount since the last impairment loss was recognized and is only reversed to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

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(Expressed in Canadian dollars)

3. MATERIAL ACCOUNTING POLICY INFORMATION (continued)

The recoverable amount is the greater of an assets or CGU fair value less costs to sell, and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and risks specific to the asset. For an asset that does not generate largely independent cash inflows, the Company estimates the recoverable amount of the cash generating unit to which the asset belongs.

Exploration and evaluation assets – Once the legal right to explore a property has been acquired, all expenditures related to acquisition, exploration, and evaluation of the properties ("E&E assets") (including option payments and annual fees to maintain the property in good standing) are capitalized and deferred by property until the project to which they relate is sold, abandoned, impaired, or placed into production. Costs not directly attributable to exploration and evaluation activities are expensed in the period in which they occur. Upon commencement of commercial production, the related accumulated costs are amortized against projected income using the units of production method over estimated recoverable reserves.

Management assesses carrying values of properties for which events and circumstances may indicate possible impairment on an annual basis. Impairment of a property is generally considered to have occurred if (1) the period for which the entity has the right to explore the area has expired or is not expected to be renewed; (2) substantive expenditures on further exploration is neither budgeted nor planned; (3) exploration has not led to discovery of commercially viable quantities; or (4) the carrying amount is unlikely to be recovered in full from successful development or sale. When a project is deemed to no longer have commercially viable prospects to the Company, exploration, and evaluation expenditures in respect of that project are deemed to be impaired. As a result, those exploration and evaluation expenditure costs, more than estimated recoveries, are written down to profit or loss.

Any option payments received by the Company from third parties, or any proceeds received by the Company from the sale of royalties on its properties from third parties are credited to the capitalized cost of the E&E assets. If payments received exceed the capitalized cost of the E&E assets, the excess is recognized as income in the period received.

Restoration and environmental obligations – The Company recognizes liabilities for statutory, contractual, constructive, or legal obligations associated with the retirement of long-term assets, when those obligations result from the acquisition, construction, development, or normal operation of the assets. The net present value of future restoration cost estimates arising from the decommissioning of plant and other site preparation work is capitalized to the related asset along with a corresponding increase in the restoration provision in the period incurred. Discount rates using a pre-tax rate that reflect the time value of money are used to calculate the net present value. The costs to prevent and control environmental impacts at specific properties are capitalized in accordance with the Company's accounting policy for exploration and evaluation assets.

As at September 30, 2025 and 2024, the Company did not have any decommissioning liabilities.

Share capital – The Company has adopted a residual value method with respect to the measurement of shares and warrants issued as private placement units. The residual value method first allocates the value to the more easily measurable component based on fair value and then the residual value, if any, to the less measurable component. Professional, consulting, regulatory and other costs directly attributable to financing transactions are recorded as deferred share issuance costs until the financing transactions are completed, if the completion of the transaction is considered likely; otherwise, they are expensed as incurred. Share issuance costs are charged to share capital when the related shares are issued. Deferred share issuance costs related to financing transactions that are not completed are charged to expenses.

Finders' warrants – Warrants issued to agents and brokers in connection with a financing are recorded at fair value using the Black-Scholes Option Pricing Model and charged to share issue costs associated with the offering with an offsetting credit to reserves in shareholders' equity.

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(Expressed in Canadian dollars)

3. MATERIAL ACCOUNTING POLICY INFORMATION (continued)

Flow-through shares – Resource expenditure deductions for income tax purposes related to exploration activities funded by flow-through share arrangements are renounced to investors under Canadian income tax legislation. On issuance, the Company separates the flow-through share into i) a flow-through share premium, equal to the difference between the current market price of the Company's common shares and the issue price of the flowthrough share and ii) share capital. Upon eligible exploration expenditures being incurred, the Company recognizes a deferred tax liability for tax reduction renounced to the shareholders. The premium is recognized as other income and the related deferred tax is recognized as a tax provision.

Proceeds received from the issuance of flow-through shares must be expended on Canadian resource property exploration within a period of two years. Failure to expend such funds after the end of the first year as required under the Canadian income tax legislation will result in a Part XII.6 tax to the Company on flow-through proceeds renounced under the "Look-back" Rule. When applicable, this tax is accrued as flowthrough share tax expense until paid.

Income taxes – Income tax expense comprises current and deferred tax. Income tax is recognized in profit or loss except to the extent that it relates to items recognized directly in equity. Current tax expense is the expected tax payable on taxable income for the year, using tax rates enacted or substantively enacted at period end, adjusted for amendments to tax payable with regards to previous years.

The Company provides for income taxes using the liability method of tax allocation. Under this method, deferred income tax assets and liabilities are determined based on temporary differences between the accounting and tax bases of existing assets and liabilities and are measured using enacted or substantially enacted tax rates expected to apply when these differences reverse. Deferred income tax assets are recognized to the extent that management has determined it is probable to be realized.

Share-based payments – The Company records all share-based payments at their fair value. Share-based payments to employees are measured at the fair value of the instruments issued and amortized over the vesting periods. Sharebased payments to non-employees are measured at the fair value of goods or services received or the fair value of the equity instruments issued if it is determined the fair value of the goods or services cannot be reliably measured and are recorded at the date the goods or services are received. The corresponding amount is charged to reserves. The Company uses the Black-Scholes option pricing model to estimate the fair value of share-based payments.

The share-based payments costs are charged to operations over the stock option vesting period. Agents' options and warrants issued in connection with common share placements are recorded at their fair value on the date of issue as share issuance costs. At each financial position reporting date, the amount recognized as an expense is adjusted to reflect the actual number of stock options expected to vest. On the exercise of stock options and agents' options and warrants, share capital is credited for consideration received and for fair value amounts previously credited to reserves.

Loss per share – The Company uses the treasury stock method in computing loss per share. Under this method, basic loss per share is computed by dividing loss available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted loss per share is calculated by adjusting the weighted average number of common shares outstanding using the treasury stock method, to reflect the potential dilution of securities that could result from the exercise of in-the- money stock options and warrants. Diluted loss per share excludes all dilutive potential equity instruments if their effect is anti-dilutive.

Assets held for distribution - Assets held for distribution are assets that are available for immediate distribution in its present condition subject only to terms that are usual and customary for distribution of such assets, its distribution is highly probable, and the distribution is expected to complete within one year.

{14}------------------------------------------------

(Expressed in Canadian dollars)

3. MATERIAL ACCOUNTING POLICY INFORMATION (continued)

Financial instruments – The Company determines the classification of its financial instruments at initial recognition. The classification and measurement of financial assets after initial recognition at fair value depends on the business model for managing the financial asset and the contractual terms of the cash flows. Financial assets that are held within a business model whose objective is to collect the contractual cash flows, and that have contractual cash flows that are solely payments of principal and interest on the principal outstanding, are generally measured at amortized cost at each subsequent reporting period. All other financial assets are measured at their fair values at each subsequent reporting period, with any changes recorded through profit or loss or through other comprehensive income (which designation is made as an irrevocable election at the time of recognition).

After initial recognition at fair value, financial instruments are classified and measured at either:

  • i. Amortized cost;
  • ii. FVTPL, if the Company has made an irrevocable election at the time of recognition, or when required (for items such as instruments held for trading or derivatives); or
  • iii. FVTOCI, when the change in fair value is attributable to changes in the Company's credit risk.

The Company reclassifies financial assets when and only when its business model for managing those assets changes. Financial liabilities are not reclassified. Transaction costs that are directly attributable to the acquisition or issuance of a financial asset or financial liability classified as subsequently measured at amortized cost are included in the fair value of the instrument on initial recognition. Transaction costs for financial assets and financial liabilities classified at fair value through profit or loss are expensed in profit or loss.

The Company's cash and cash equivalents are carried at FVPTL and its amounts receivable, due from related party, accounts payable and accrued liabilities, due to related parties and lease liability are recorded at amortized cost.

Impairment

The Company assesses all information available, including on a forward-looking basis the expected credit losses associated with any financial assets carried at amortized cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk. At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If, at the reporting date, the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to the twelve month expected credit losses. To assess whether there is a significant increase in credit risk, the Company compares the risk of a default occurring on the asset as at the reporting date with the risk of default as at the date of initial recognition based on all information available, and reasonable and supportable forward-looking information.

Assets carried at amortized cost. If there is objective evidence that an impairment loss on assets carried at amortized cost has been incurred, the amount of the loss is measured as the difference between the asset's carrying amount and the present value of estimated future cash flows discounted at the financial asset's original effective interest rate.

The carrying amount of the asset is then reduced by the amount of the impairment. The amount of the loss is recognized in profit or loss.

If, in a subsequent period, the amount of the impairment loss decreases, and the decrease can be related objectively to an event occurring after the impairment was recognized, the previously recognized impairment loss is reversed to the extent that the carrying value of the asset does not exceed what the amortized cost would have been had the impairment not been recognized. Any subsequent reversal of an impairment loss is recognized in profit or loss.

{15}------------------------------------------------

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024

(Expressed in Canadian dollars)

3. MATERIAL ACCOUNTING POLICY INFORMATION (continued)

Financial instruments (continued)

Derecognition of financial assets

The Company derecognizes financial assets only when the contractual rights to cash flow from the financial assets expire, or when it transfers the financial assets and substantially all the associated risks and rewards of ownership to another entity. Gains and losses on derecognition are generally recognized in the statements of loss and comprehensive loss.

Financial liability

The Company classifies a liability as current when they do not have an unconditional right to defer settlement for at least 12 months after the reporting date. Otherwise, it is classified as non-current if the Company has the right to defer settlement for at least 12 months after the reporting date.

Further, when a liability includes counterparty conversion option that involves a transfer of the Company's own equity instruments, the conversion option is recognized as either equity or a liability separately from the host liability under IAS 32 Financial Instruments: Presentation.

Derecognition of financial liabilities

The Company derecognizes a financial liability when the financial liability is discharged, cancelled or expired. Generally, the difference between the carrying amount of the financial liability derecognized and the consideration paid and payable, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

Offsetting financial assets and liabilities

Financial assets and liabilities are offset, and the net amount is presented in the statement of financial position only when the Company has a legally enforceable right to offset the recognized amounts and intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously.

Related party transactions – Parties are related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject to common control. Related parties may be individuals or corporate entities. A transaction is a related party transaction when there is a transfer of resources or obligations between related parties.

Leases – At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset over a period in exchange for consideration. The Company assesses whether the contract involves the use of an identified asset, whether it has the right to obtain substantially all the economic benefits from the use of the asset during the term of the contract and it has the right to direct the use of the asset.

The right-of-use asset is subsequently depreciated from the commencement date to the earlier of the end of the lease term, or the end of the useful life of the asset. The right-of-use asset may be reduced due to impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

A lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date discounted by the interest rate implicit in the lease or if that rate cannot be readily determined the incremental borrowing rate. The lease liability is subsequently measured at amortized cost using the effective

{16}------------------------------------------------

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024

(Expressed in Canadian dollars)

3. MATERIAL ACCOUNTING POLICY INFORMATION (continued)

Financial instruments (continued)

interest method. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments, and amounts expected to be payable at the end of the lease term.

The Company has recognized the right-of-use assets and lease liability for long-term leases that have a lease term of 5 years (Note 6). The lease payments associated with these leases are charged against the lease liability and right-of-use assets is amortized on straight line basis over the period of lease term.

Adoption of new accounting pronouncement

Amendments to IAS 1, Presentation of Financial Statements: Classification of Liabilities as Current or Non-Current

In January 2020 and October 2022, the IASB issued amendments to clarify the requirements for classifying liabilities current or non-current. The amendments specify that the conditions that exist at the end of a reporting period are those that will be used to determine if a right to defer settlement of a liability exists. The amendments also clarify the situations that are considered a settlement of a liability. The amendments are effective January 1, 2024, with early adoption permitted, and the amendments are to be applied retrospectively. The adoption of the amendment during the year ended September 30, 2025, did not have a significant impact on the Company's consolidated financial statements.

New accounting standards and interpretations issued but not yet adopted

IFRS 18 Presentation and Disclosure in Financial Statements

In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements. This standard aims to improve the consistency and clarity of financial statement presentation and disclosures by providing updated guidance on the structure and content of financial statements. Key changes include enhanced requirements for the presentation of financial performance, financial position, and cash flows, as well as additional disclosures to improve transparency and comparability. IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027. The Company is assessing the impact that the adoption of IFRS 18 will have on its consolidated financial statements.

4. AMOUNTS RECEIVABLE

The amounts receivable for the years ended September 30, 2025 and 2024, consist of the following:

September 30, 2025 September 30, 2024
GST receivable
Rent receivable
Account receivable
\$ 11,017
54,075
-
\$
6,897
6,438
58,125
\$ 65,092 \$
71,460

On April 1, 2023, the Company started renting out a portion of its office space to an arm's length party on a monthto-month basis, for a monthly fee of \$3,412 (inclusive of GST) (September 30, 2024 – \$2,625) that resulted in a receivable of \$54,075 as at September 30, 2025 (September 30, 2024 – \$6,438). Subsequent to year end, the Company received 900,000 common shares to settle \$45,000 in the rent receivable (Note 21).

Other receivable amounts of \$Nil (September 30, 2024 – \$58,125) relates to the sale of a drill included in property equipment (Note 7). During the year ended September 30, 2025, the Company recognized a recovery of expected credit losses of \$23,313 (September 30, 2024 – expected credit loss of \$23,313) through the statement of loss.

{17}------------------------------------------------

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024

(Expressed in Canadian dollars)

5. PREPAID EXPENSES AND DEPOSITS

The Company's prepaid expenses and deposits for the years ended September 30, 2025 and 2024, are composed of the following:

September 30, 2025 September 30, 2024
Current Prepaid and Deposits:
Advertising and promotions \$
20,696
\$
15,286
Legal - 612
General office and admin expenses 5,780 3,376
Transfer agent and filing fees 20,485 5,935
\$
46,961
\$
25,209
September 30, 2025 September 30, 2024
Non-Current Prepaid and Deposits:
Other \$
19,750
\$
7,070
Reclamation Bond* 84,816 83,135
\$
104,566
\$
90,205

*A reclamation bond was paid for the Company's Nevada properties. The bond can be refunded upon the faithful performance of the conditions and stipulations as set forth in the bond, the plan of operations and the regulations of the State of Nevada.

6. RIGHT-OF-USE ASSET AND LEASE LIABILITY

The Company has entered into a lease agreement for its office space for a 5-year term, expiring on November 30, 2027.

The lease liability is initially measured at the present value of the lease payments to be made over the lease term, using the effective interest method for the present value determination. As the incremental borrowing rate in the lease is 18%, the Company applied the same to calculate the present value of its lease payments.

Many leases include one or more options to renew. The Company assumes renewals in the determination of the lease term if the renewals are deemed to be reasonably assured at lease commencement date. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants.

{18}------------------------------------------------

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024

(Expressed in Canadian dollars)

6. RIGHT-OF-USE ASSET AND LEASE LIABILITY (continued)

The continuity of the right-of-use asset ("ROU asset") and lease liability for the year ended September 30, 2025 and September 30, 2024, is as follows:

Right-of-use asset:
Value of right-of-use asset as of September 30, 2023 \$
156,086
Depreciation (37,460)
Value of right-of-use asset as of September 30, 2024 118,626
Depreciation (37,461)
Value of right-of-use asset as of September 30, 2025 \$
81,165
Lease liability:
Lease liability recognized as of September 30, 2023 \$
165,494
Lease payments (55,410)
Interest
expense
27,580
Lease liability recognized as of September 30, 2024 137,664
Lease payments (56,420)
Interest
expense
22,048
Lease liability recognized as of September 30, 2025 \$
103,292
Current portion \$
42,194
Long-term portion 61,098
\$
103,292

Following table reflects the undiscounted lease obligations payable during the four years subsequent to the year ended September 30, 2025:

2026 2027 2028 Total
Office lease \$ 57,430 \$ 58,441 \$ 9,768 \$ 125,639

As of September 30, 2025, the Company had a right-of-use asset of \$81,165 (September 30, 2024 – \$118,626) and a lease liability of \$103,292 (September 30, 2024 – \$137,664) recorded on the statement of financial position. During the year ended September 30, 2025, the cash outflow for leases was \$56,420 (September 30, 2024 – \$55,410).

In connection with the lease, the Company has an outstanding rent deposit of \$15,530 (September 30, 2024 – \$15,530), which is included in prepaids (Note 5). During the year ended September 30, 2025, the Company expensed \$40,364 (September 30, 2024 – \$40,434) in variable common area maintenance costs.

{19}------------------------------------------------

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024

(Expressed in Canadian dollars)

7. PROPERTY AND EQUIPMENT

Machinery
and equipment
\$
Furniture and
fixtures
\$
Computers
\$
Vehicle
\$
Total
\$
Cost:
Balance, September 30, 2023 482,963 31,331 4,264 58,410 576,968
Impairment (482,963) - - (58,410) (541,373)
Balance, September 30, 2025
and 2024
- 31,331 4,264 - 35,595
Accumulated depreciation:
Balance, September 30, 2023 62,201 6,075 853 20,610 89,739
Depreciation 32,002 4,476 853 - 37,331
Disposal* (94,203) - - (20,610) (114,813)
Balance, September 30, 2024 - 10,551 1,706 - 12,257
Depreciation - 4,476 851 - 5,327
Balance, September 30, 2025 - 15,027 2,557 - 17,584
Net book value:
September 30, 2024 - 20,780 2,558 - 23,338
September 30, 2025 - 16,304 1,707 - 18,011

*During the year ended September 30, 2024, the Company disposed of certain equipment used at the Shatford Lake Property. The exploration efforts at Shatford Lake are no longer being pursued by the Company. The Company recognized a loss on sale of equipment amounting to \$82,972 in the statement of loss and comprehensive loss.

During the year ended September 30, 2024, the Company sold its truck for an amount equal to its book value on the date of sale, due to the discontinuance of the exploration efforts in its Shatford Lake Property, Manitoba, Canada.

{20}------------------------------------------------

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024

(Expressed in Canadian dollars)

8. EXPLORATION AND EVALUATION ASSETS

The Company's exploration and evaluation expenditures for the year ended September 30, 2025, are as follows:

Clayton
Valley,
Nevada
\$
Fish Lake
Valley,
Nevada
\$
Euclid Lake
Property,
Manitoba
\$
Shatford Lake
Property,
Manitoba
\$
Birse Lake,
Manitoba
\$
Cimarron
Property,
Nevada
\$
Total
\$
Acquisition costs
Balance, September 30, 2024 1,995,725 313,066 36,000 84,000 20,000 - 2,448,791
Additions –
cash
69,653 - - - - 178,041 247,694
Additions –
common shares
70,000 - - - - 15,000 85,000
Foreign currency translation 62,052 10,007 - - - - 72,059
Balance, September 30, 2025 2,197,430 323,073 36,000 84,000 20,000 193,041 2,853,544
Exploration and evaluation costs
Balance, September 30, 2024
Recovery on mineral property
5,639,230
-
378,787
(94,451)
398,513
(24,324)
3,554,495
(85,135)
74,280
(40,541)
-
-
10,045,305
(244,451)
Adjusted Balance, September 30, 2024
Geological surveys 5,639,230
35,143
284,336
12,743
374,189
-
3,469,360
-
33,739
-
-
18,798
9,800,854
66,684
Claim maintenance fees 33,680 24,407 - - - 9,988 68,075
Foreign currency translation 180,260 9,089 - - - - 189,349
Balance, September 30, 2025 5,888,313 330,575 374,189 3,469,360 33,739 28,786 10,124,962
Recovery on mineral property - - (15,316) (132,678) (2,006) - (150,000)
Reclassification of assets held for - - (66,369) (574,936) (8,695) - (650,000)
distribution
Write-off of mineral properties - - (328,504) (2,845,746) (43,038) - (3,217,288)
Total, September 30, 2025 8,085,743 653,648 - - - 221,827 8,961,218

{21}------------------------------------------------

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT AND FOR THE YEARS ENDED SEPTEMBER 30, 2025 AND 2024

(Expressed in Canadian dollars)

8. EXPLORATION AND EVALUATION ASSETS (continued)

The Company's exploration and evaluation expenditures for the year ended September 30, 2024, are as follows:

Clayton Valley,
Nevada
\$
Fish Lake
Valley,
Nevada
\$
Euclid Lake
Property,
Manitoba
\$
Shatford Lake
Property,
Manitoba
\$
Birse Lake,
Manitoba
\$
Total
\$
Acquisition costs
Balance, September 30, 2023 1,857,328 242,978 36,000 84,000 20,000 \$
2,240,306
Additions –
cash
Additions -
common shares
82,182
60,250
71,038
-
-
-
-
-
-
-
153,220
60,250
Foreign currency translation (4,035) (950) - - - (4,985)
Balance, September 30, 2024 1,995,725 313,066 36,000 84,000 20,000 2,448,791
Exploration and evaluation costs
Balance, September 30, 2023 5,299,781 388,946 392,888 3,489,640 74,280 9,645,535
Sale of GOR Royalty - (27,040) - - - (27,040)
Adjusted Balance, September 30, 2023 5,299,781 361,906 392,888 3,489,640 74,280 9,618,495
Consulting 71,079 - 5,625 - - 76,704
Drilling - - - 46,604 - 46,604
Geological surveys 279,431 5,854 - 10,735 - 296,020
Testing and assaying - 11,775 - 16 - 11,791
Travel - - - 7,500 - 7,500
Foreign currency translation (11,061) (748) - - - (11,809)
Balance, September 30, 2024 5,639,230 378,787 398,513 3,554,495 74,280 10,045,305
Recovery on mineral property - (94,451) (24,324) (85,135) (40,541) (244,451)
Total, September 30, 2024 7,634,955 597,402 410,189 3,553,360 53,739 12,249,645

{22}------------------------------------------------

(Expressed in Canadian dollars)

8. EXPLORATION AND EVALUATION ASSETS (continued)

Clayton Valley, Nevada

On May 12, 2021, the Company entered into an assignment agreement with an arm's length party to acquire a 100% interest in 64 placer mining claims, comprising the CC, CCP and SX placer lithium claims (the "Project Claims"), located in Clayton Valley, Esmeralda County, Nevada. Under the terms of the agreement, the Company needs to undertake the following to exercise its option: pay cash payments of USD \$278,500 (USD \$278,500 paid (\$387,978)), issue 1,750,000 common shares (1,750,000 aggregate issued), and incur a total of USD \$2,750,000 in exploration and development expenditures (incurred USD \$4,227,116 as at September 30, 2025). The property is subject to a 3% gross overriding royalty (the "royalty"). The Company has the right to buy back one-half of the royalty for USD \$1,500,000 for a period of 3 years following the commencement of commercial production.

The following are the terms of the agreement:

Cash
Payments
Common
Shares
Exploration
expenditures
\$ (in USD) # \$ (in USD)
On the Approval Date March 2, 2021
(paid and issued)
78,500 250,000 -
On or before March 2, 2022
(paid, issued
and incurred)
50,000 250,000 250,000
On or before March 2, 2023
(paid, issued
and incurred)
50,000 250,000 500,000
On or before March 2, 2024
(paid, issued
and incurred)
50,000 333,333 1,000,000
On or before March 2, 2025
(paid, issued and incurred)
50,000 666,667 1,000,000
Total 278,500 1,750,000 2,750,000

In connection with the option agreement entered with the arm's length party, the Company is required pay an advance royalty payment of USD \$200,000 on the 5th anniversary of the effective date of the agreement (March 2, 2026), and continuing each annual anniversary date thereafter, until the property is in production. The cash advances will be credited against future royalty payments due.

On July 1, 2022, the Company assigned 100% rights, title, interest in Clayton Valley Property, Nevada and FLV Property, Nevada to its wholly owned subsidiary ACME Lithium US Inc. (ACME US") for a gross consideration of \$1.

FLV Property (Fish Lake Valley, Nevada)

On November 9, 2020, the Company entered into a mineral property purchase and sale agreement (the "FLV agreement") with an arm's length party, whereby the Company acquired 81 lode mining claims located in Esmeralda County, Nevada, USA. Under the terms of the FLV agreement, the right, title, and interest in the FLV claims was purchased by paying consideration of \$50,000 (paid) and by issuing 33,333 common shares (issued with a fair value of \$3,000).

On October 9, 2021, the Company staked 63 new claims (FLV-2) by paying \$34,982 (USD \$28,047).

On March 15, 2023, the Company staked 63 new claims (FLV-3) by paying \$38,820 (USD \$28,713).

{23}------------------------------------------------

(Expressed in Canadian dollars)

8. EXPLORATION AND EVALUATION ASSETS (continued)

FLV Property (Fish Lake Valley, Nevada) (continued)

On February 6, 2023, ACME US entered into a Letter of Intent (the "LOI Agreement") with an arm's length party whereby they could acquire up to 100% of the FLV mining claims. The Company received \$27,040 (USD \$20,000) as part of the LOI Agreement. On March 20, 2023, the Company received a termination notice from the arm's length party with regards to the LOI Agreement.

On March 9, 2023, ACME US granted a gross overriding royalty of 0.5% on all products mined, produced or otherwise recovered from the FLV property to a third party in accordance with a Master Teaming Agreement entered into during the prior year.

On January 12, 2024, ACME US entered into a property option agreement (the "Option Agreement") with an arm's length third party (the "Optionee"), whereby, it has granted the sole and exclusive option to the Optionee to acquire all of the rights, title and interest in and to the FLV Property.

Under the Option Agreement, the Optionee was required to meet certain cash, share and expenditure requirements over a two-to-three-year period. As at September 30, 2024, ACME US had received an aggregate of \$94,451 (USD \$70,000) towards the Option Agreement, which was recorded as a recovery on the mineral property (2023 – \$27,040). on December 13, 2024, the Option Agreement was terminated by the Optionee.

As at September 30, 2025, the FLV claim group has a carrying value of \$653,647 (September 30, 2024 – \$597,402) which includes \$330,574 (September 30, 2024 – \$284,336) in exploration expenditures.

Cimarron Property, Nevada

On April 9, 2025, the Company entered into a mineral property purchase and sale agreement (the Cimarron agreement") with an arm's length party, whereby the Company has agreed to acquire a 90% interest in the 31 unpatented lode mining claims comprising of Cimarron project located in the San Antonio Mountains of Nye County, Nevada, USA.

The Company's commitments in relation to the Cimarron agreement are summarized below:

Cash
Payment
Common
Shares
\$ (in USD) #
On or before April 15, 2025 (paid) 89,000 -
On closing date of the agreement (April 9, 2025) (paid and
issued)
35,000 166,667
Within six months of closing date (October 9, 2025)
(Note 21)
25,000 166,667
Total 149,000 333,334

As at September 30, 2025, the Cimarron claims has a carrying value of \$221,827 (September 30, 2024 – \$Nil).

Shatford, Cat-Euclid Lake, and Birse Lake Properties

On September 9, 2021, the Company entered into a staking agreement to acquire mineral rights in Euclid and Shatford Lake areas of Southeast Manitoba. The Euclid group has six claim blocks and Shatford group has 21 claim blocks. These claims are royalty-free and not subject to any agreement. For the year ended September 30, 2022, initial staking, claim fees and geological surveys were incurred for two properties in Manitoba – the Euclid Lake and Shatford Lake properties.

{24}------------------------------------------------

(Expressed in Canadian dollars)

8. EXPLORATION AND EVALUATION ASSETS (continued)

Shatford, Cat-Euclid Lake, and Birse Lake Properties (continued)

During the year ended September 30, 2022, the Company entered a term sheet with an arm's length party for the purchase of royalties in the Cat-Euclid and Shatford Lake property. The Company received \$833,526 (USD \$650,000) in cash for the purchase of a 2% gross overriding revenue royalty. The proceeds from this transaction were recorded as a reduction to the exploration and evaluation assets. As the proceeds exceeded the capitalized cost of the exploration and evaluation assets of \$149,174 as of April 5, 2022, the excess proceeds of \$684,352 was recognized as a gain on sale of royalty in the statement of loss and comprehensive loss.

On September 6, 2022, the Company staked 10 claims located east of Shatford lake. These claims are royaltyfree and not subject to any agreement.

As at September 30, 2025, the Cat Euclid, Shatford and Birse Lake projects have a carrying value of \$3,867,288 (September 30, 2024 – \$4,017,288).

On January 29, 2024, the Company entered a property option agreement ("Shatford Option Agreement") with an arm's length third party pursuant to which the Company will grant the third party the option to earn up to 90% undivided interest in its Manitoba lithium pegmatite project areas, located in southeastern Manitoba, Canada. Under the terms of the agreement, the third party needs to undertake the following to exercise this option: pay remaining cash payments of \$500,000 and incur a total of \$1,800,000 in exploration and development expenditures over a two-year period in accordance with the following schedule:

Date of Completion Cash Payments Min. Exploration
and Development
Expenditures
Earn in
\$ \$ %
Initial payment
(received)
20,000 - -
Upon execution
(received)
130,000 - -
First year (January 29, 2025) (received,
incurred) 150,000 600,000 51
Second year (January 29, 2026)
(received subsequent to year end (Note
21)) 500,000 1,200,000 90
Total 800,000 1,800,000 90

Subsequent to year end, the third party earned the 90% interest. In addition, it elected to pay an additional \$150,000 to buy-out the final 10% interest in the property. The fair value of the consideration received of \$650,000 subsequent to year end, is less than the carrying value of the property of \$3,867,288, as a result, an impairment charge of \$3,217,289 was recorded through the consolidated statement of loss and comprehensive loss.

9. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

For the year ended September 30, 2025 and 2024, the Company's accounts payable consist of the following:

September 30, 2025 September 30, 2024
Exploration and evaluation \$
128,085
\$
187,510
Accounting fees 39,050 35,500
Corporate development 21,000 21,000
Transfer agent and filing fees 3,367 1,431
Other expense 9,653 4,811
\$
201,155
\$
250,252

{25}------------------------------------------------

(Expressed in Canadian dollars)

10. SHARE CAPITAL

Authorized

The Company has authorized share capital of an unlimited number of common shares and preferred shares without par value. Common and/or preferred shares are entitled to receive dividends when they are declared by the Board of Directors.

Issued and Outstanding Common Shares

As of September 30, 2025, the Company has a total issued and outstanding common shares: 43,592,575 (September 30, 2024 – 25,324,242).

During the year ended September 30, 2025, the Company had the following capital transactions:

On May 16, 2025, the Company closed a non-brokered private placement financing (the "Offering") and received gross proceeds of \$958,925 by issuing 17,435,000 units at \$0.055 per unit. Each unit compromised of one common share and one-half of one transferable common share purchase warrants exercisable at a price of \$0.07 for 3 years from the closing date of the Offering. The company has paid \$34,265 as finder fee and issued 623,000 finder warrants valued at \$35,014 exercisable on the same terms as the warrants forming part of the units.

On April 10, 2025, 166,666 shares with a fair value of \$0.09 amounting to \$15,000 were issued as per the mineral property purchase agreement of Cimarron property (Note 8).

On March 3, 2025, 666,667 common shares with a fair value of \$0.105 amounting to \$70,000 were issued as per the mineral property acquisition agreement of Clayton Valley, Nevada (Note 8).

During the year ended September 30, 2024, the Company had the following capital transactions:

On May 8, 2024, 83,333 common shares with a fair value of \$0.138 were issued as per the mineral property acquisition agreement of Clayton Valley, Nevada (Note 8).

On March 5, 2024, 250,000 common shares with a fair value of \$0.195 were issued as per the mineral property acquisition agreement of Clayton Valley, Nevada (Note 8).

On February 29, 2024, the Company closed a non-brokered private placement for aggregate gross proceeds of \$700,000 through the issuance of 4,666,667 units at \$0.15 per unit. Each unit comprised of one common share and one share purchase warrant. Each whole share purchase warrant is exercisable into one common share at a price of \$0.30 per share for three years following the date of issuance. The Company paid a total of \$37,450 in cash finders' fees and issued a total of 249,667 finders' warrants valued at \$33,606.

Each whole finders' warrant is exercisable into one common share at price of \$0.30 per share for three years following the date of granting.

On October 31, 2023, the Company closed a non-brokered private placement for aggregate gross proceeds of up to \$277,749 through the issuance of 617,220 units ("Units") at \$0.45 per unit. Each Unit comprised of one common share and one-half of one share purchase warrant. Each whole share purchase warrant exercisable into one common share at a price of \$0.90 per share for two years following the date of issuance. A residual value of \$64,809 was assigned to the share purchase warrant. The Company paid a total of \$9,100 in cash finders' fee and issued a total of 20,222 finder's warrants valued at \$3,075. Each whole finders' warrant is exercisable into one common share at a price of \$0.45 per share for two years following date of grant.

{26}------------------------------------------------

(Expressed in Canadian dollars)

11. STOCK OPTIONS

The Company has a stock option plan for directors, officers, employees, and consultants. The aggregate number of shares issuable pursuant to options granted under the plan is limited to 10% of the Company's issued and outstanding common shares at the time the options are granted. The number of shares reserved for issuance to any individual director, officer or consultant shall not exceed 5% of the issued and outstanding common shares. The number of incentive stock options granted to any one consultant, or a person employed to provide investor relations activities in any 12-month period must not exceed 2% of the total issued shares of the Company. The exercise price of each option is determined by the Board.

On May 27, 2025, the Company granted an aggregate of 2,250,000 incentive stock options to directors and officers as per the Company's Stock Option Plan, with an exercise price of \$0.15 per share for a period of five years from the date of grant. 2,250,000 options were fully vested on grant date. The estimated fair value of the options was \$292,978. The Company expensed the entire amount as share-based compensation during the period ended June 30, 2025. The options were fairly valued using Black-Scholes Option Pricing Model with the following assumptions: average risk-free rate - 2.85%; expected life –5 years; expected volatility – 131.44%; forfeiture rate – Nil and expected dividends – Nil.

During the year ended September 30, 2024, the Company did not grant any stock options.

A summary of the movements of the stock options is presented below:

Period ended September 30, 2025 September 30, 2024
Number of
options
Weighted
average
exercise price
Number of
options
average
exercise price
Weighted
Outstanding,
beginning
1,183,334 \$ 3.30 1,183,334 \$ 3.30
Granted 2,250,000 0.15 - -
Expired (75,000) 3.90 - -
Outstanding, end 3,358,334 1.18 1,183,334 3.30
Exercisable 3,358,334 \$ 1.18 1,183,334 \$ 3.30

The following table summarizes information regarding stock options outstanding as of September 30, 2025:

Date issued Number of options outstanding Exercise price Expiration date
July 9, 2021 441,667 \$
2.40
July 9, 2026
April 14, 2022 666,667 3.84 April 14, 2027
May
27, 2025
2,250,000 0.15 May 27, 2030
Total options outstanding 3,358,334 \$
1.18
Total options exercisable 3,358,334 \$
1.18

The weighted average remaining life of the options is 3.53 years (2024 – 2.13 years).

{27}------------------------------------------------

(Expressed in Canadian dollars)

12. WARRANTS

A summary of changes in the Company's share purchase warrants outstanding for the years ended September 30, 2025 and 2024 is as follows:

September 30, 2025 September 30, 2024
Weighted Weighted
Number of average exercise Number of average exercise
warrants price warrants price
Outstanding, beginning 7,045,061 \$ 0.90 2,752,282 \$ 3.12
Granted 9,340,500 0.07 5,245,165 0.33
Expired (1,799,895) 2.56 (952,386) 4.20
Outstanding, end of period 14,585,666 \$ 0.17 7,045,061 \$ 0.90

Finders' warrants

On May 16, 2025, the Company granted 623,000 warrants to finders with an exercise price of \$0.07 per share for three years following date of grant. The estimated fair value of the warrants was \$35,014, recorded during the year ended September 30, 2025, in connection with the issuance of these warrants. The warrants were fairly valued using Black-Scholes Option Pricing Model with the following assumptions: average risk-free rate – 2.55%; expected life – 3 years; expected volatility – 146.34%; forfeiture rate – Nil and expected dividends – Nil.

On February 29, 2024, the Company granted 249,667 warrants to finders with an exercise price of \$0.30 per share for three years following date of grant. The estimated fair value of the warrants was \$33,606, recorded during the year ended September 30, 2024, in connection with the issuance of these warrants. The warrants were fairly valued using Black-Scholes Option Pricing Model with the following assumptions: average risk-free rate – 2.69%; expected life – 3 years; expected volatility – 104.97%; forfeiture rate – Nil and expected dividends – Nil.

On October 31, 2023, the Company granted 20,222 warrants to finders with an exercise price of \$0.45 per share for two years following date of grant. The estimated fair value of the warrants was \$3,075, recorded during the year ended September 30, 2024, in connection with the issuance of these warrants. The warrants were fairly valued using Black-Scholes Option Pricing Model with the following assumptions: average risk-free rate – 3.31%; expected life – 2 years; expected volatility – 93.54%; forfeiture rate – Nil and expected dividends – Nil.

The following table summarizes information regarding the warrants outstanding as of September 30, 2025:

Date issued Number of warrants Exercise price Expiry date
October 31, 2023 308,610 0.90 October 31, 2025
October 31, 2023 20,222 0.45 October 31, 2025
February 29, 2024 4,916,334 0.30 February 28, 2027
May 16, 2025 9,340,500 0.07 May 16, 2028
14,585,666

During the year ended September 30, 2025, a total of 571,076 and 1,228,819 warrants with exercise price of \$1.40 and \$1.80 respectively expired unexercised.

During the year ended September 30, 2024, a total of 952,387 warrants with exercise price between \$3.24 to \$5.40 expired unexercised.

The weighted average exercise price of warrants as of September 30, 2025, is \$0.17, and the weighted average remaining life of the warrants is 2.16 years (September 30, 2024 – \$0.90 and 1.91 years, respectively).

{28}------------------------------------------------

(Expressed in Canadian dollars)

13. RELATED PARTY TRANSACTIONS

The Company has identified its directors and certain senior officers as its key personnel and the compensation costs for key personnel and companies related to them were recorded at their exchange amounts as agreed upon by transacting parties.

As at September 30, 2025, the Company has \$Nil (September 30, 2024 – \$12,225) due to the CEO and Director related to management fees and director fees and as at September 30, 2025, the Company has \$7,250 (September 30, 2024 - \$Nil) receivable from the CEO and Directors related to the management fees and director fees.

During the years ended September 30, 2025 and 2024, the Company entered the following transactions with related parties:

September 30, 2025 September
30, 2024
Management fees \$ 220,000 \$
279,000
Directors'
fees
20,000 26,667
Share-based payments 292,978 -
Accounting fees 39,992 68,854
Total \$ 572,970 \$
374,521

(a) Management fees were paid or accrued to the following:

September 30, 2025 September
30, 2024
Company controlled by the CEO \$ 150,000 \$
189,000
Company controlled by the CFO 70,000 90,000
Total \$ 220,000 \$
279,000
  • (b) Accounting fees of \$39,992 were paid to a company controlled by the Company's CFO and Corporate Secretary (September 30, 2024 – \$68,854).
  • (c) Director fees were paid or accrued to the following:
September 30, 2025 September
30, 2024
Director \$ 10,000 \$
11,667
Company controlled by a Director 10,000 15,000
Total \$ 20,000 \$
26,667

During the year ended September 30, 2025, the Company granted 2,250,000 (2024 – Nil) stock options to the directors and officers.

September 30, 2025 September
30, 2024
Options
Granted
Expense for
the period
(Vested)
Options
Granted
Expenses for
the period
(Vested)
CEO 1,250,000 \$
162,765
- \$
-
CFO 250,000 32,553 - -
Directors 750,000 97,660 - -
Total 2,250,000 \$
292,978
- \$
-

On April 3, 2025, the Company entered an interest free loan agreement with the CEO, whereby the Company received \$180,000 for the payment related to the acquisition of Cimarron property. The loan is repayable on earliest of the company closing a private placement of at least \$500,000 or nine months following the date of the loan agreement. The Company has repaid the loan in full on May 22, 2025.

{29}------------------------------------------------

(Expressed in Canadian dollars)

14. CAPITAL MANAGEMENT

The Company's capital currently consists of common shares of \$17,973,791. The Company's objective when managing capital is to safeguard the entity's ability to continue as a going concern, meet financial obligations, have sufficient capital to achieve and maintain profitable operations and to provide returns for shareholders and benefits for other stakeholders. As at September 30, 2025, the Company had a working capital surplus of \$792,402 (September 30, 2024 – \$55,251). Management expects to raise additional capital from the capital markets or from private placements of securities. There has been no change to the management of capital during the year ended September 30, 2025.

15. SEGMENT INFORMATION

The Company operates in one business segment, the exploration of mineral properties. The Company conducts its operations in Canada and the USA. Geographic information is as follows:

1,165,922 9,034,789 10,200,711
4,082,347 11,126 4,093,473
September
30, 2024
Canada (\$) USA (\$) Total (\$)
Total assets 4,531,535 8,302,379 12,833,914
Loss
for the year
876,913 9,196 886,109

16. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

The Company is exposed through its operations to the following financial risks:

  • Market Risk
  • Credit Risk
  • Liquidity Risk

In common with all other businesses, the Company is exposed to risks that arise from its use of financial instruments. This note describes the Company's objectives, policies, and processes for managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these financial statements.

General Objectives, Policies, and Processes

The Board of Directors has overall responsibility for the determination of the Company's risk management objectives and policies and, while retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes that ensure the effective implementation of the objectives and policies to the Company's finance function.

The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Company's competitiveness and flexibility. Further details regarding these policies are set out below.

{30}------------------------------------------------

(Expressed in Canadian dollars)

16. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

Fair value of financial instruments

Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are:

  • Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
  • Level 2 Quoted prices in markets that are not active, or inputs that are not observable, either directly or indirectly, for substantially the full term of the asset or liability.
  • Level 3 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).

The Company's cash and cash equivalents are recorded as a level 1 financial asset. The fair value of the Company's financial instruments carried at amortized cost approximates their carrying value due to their short term to maturity. The fair value of cash is based on level 1 inputs of the fair value hierarchy.

Risk Management

Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices are comprised of four types of risk: foreign currency risk, interest rate risk, commodity price risk and equity price risk.

Foreign Currency Risk

Foreign currency risk is the risk that a variation in exchange rates between the Canadian dollar and United States dollar or other foreign currencies will affect the Company's operations and financial results. The Company is exposed to currency risk to the extent that monetary assets and liabilities held by the Company are not denominated in Canadian dollars. The Company has not entered any foreign currency contracts to mitigate this risk.

The Company is exposed to currency risk through the following monetary assets and liabilities denominated in foreign currencies:

September 30, 2025 September 30, 2024
Cash and cash equivalents USD\$ 2,162 40,276
Prepaid expense and deposit USD\$ 28,069 18,633
Reclamation bond USD\$ 63,126 63,144
Accounts payable and accrued liabilities USD\$ (62,461) (117,779)

Based on the above net exposures and if all other variables remain constant, a 10% change in the value of the foreign currency against the Canadian dollar would result in an increase or decrease of \$4,000 (September 30, 2024 – \$6,000) in loss and comprehensive loss.

{31}------------------------------------------------

(Expressed in Canadian dollars)

16. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. Financial instruments which are potentially subject to credit risk for the Company consist of cash and cash equivalents. Most of the Company's cash and cash equivalents are maintained with a federally regulated financial institution with reputable credit and may be redeemed upon demand. The Company considers this risk to be minimal as of September 30, 2025.

Liquidity Risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company's policy is to ensure that it will always have sufficient cash to allow it to meet its liabilities when they become due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company's reputation. The key to success in managing liquidity is the degree of certainty in the cash flow projections. If future cash flows are uncertain, the liquidity risk increases.

The Company's objective is to ensure that it has sufficient cash on demand to meet expected operational expenses. To achieve this objective, the Company will prepare annual capital expenditure budgets which will be regularly monitored and updated as necessary. The Company monitors its risk of shortage of funds by monitoring the maturity dates of existing trade and other accounts payable.

As of September 30, 2025, the Company's liabilities that have contractual maturities are as follows:

Total 2026 2027 2028
Accounts payable and accrued liabilities \$201,156 \$201,156 \$
-
\$
-
Lease liability 103,292 42,194 51,545 9,553

17. SUPPLEMENTAL CASH FLOW INFORMATION

The Company incurred the following non-cash financing and operating transactions during the year ended September 30, 2025 and 2024.

September 30, 2025 September 30, 2024
\$ \$
Shares issued for exploration and evaluations 85,000 60,250
assets
Exploration and evaluation assets outstanding in 128,085 187,510
accounts payable and accrued liabilities
Reallocation of the fair value of warrants - 64,809
Fair value of finders' warrants 35,014 36,681
Transfer from exploration and evaluation assets to 650,000 -
assets held for distribution

There were no cash payments for income taxes during the years ended September 30, 2025 and 2024. During the year ended September 30, 2025, the Company received \$1,929 (2023 – \$3,467) in interest income.

{32}------------------------------------------------

(Expressed in Canadian dollars)

18. BREAKDOWN OF OPERATING EXPENSES

Notes Year ended
September 30, September 30,
2025 2024
Business development \$ \$
Conference and seminars 14,339 5,845
Corporate development 2,939 9,175
Investor relations 5,000 28,096
Website and marketing 61,875 14,700
Total 84,153 57,816
General and administrative
Allowance for doubtful accounts (23,313) 23,313
Depreciation 6,7 42,788 74,791
Insurance 13,310 10,817
Interest expense 6 27,616 27,580
Property investigation 8 1,659 44,483
Regulatory and filing fees 67,355 67,076
Rent 40,364 40,434
Office and general 43,074 75,356
Share based compensation 292,978 -
Travel (226) 21,949
Total 505,605 385,799
Professional fees
Accounting and audit fees 13 80,719 116,523
Director fees 13 20,000 26,667
Legal fees 6,683 11,735
Management fees 13 220,000 279,000
Total 327,402 433,925

19. COMMITMENTS

The Company has certain commitments related to key management compensation for \$19,166 (September 30, 2024 – \$24,166) per month with no specific expiry of terms (Note 13).

The Company has certain commitments in connection with its mineral properties (Note 8).

The Company is bound by management agreement with the CEO according to which, in the event of termination of the agreement, the Company will be liable for the remaining balance of fees and a lump sum equal to seven months on his standing management fees including GST, totaling \$84,000 (2024 – \$113,400).

On December 1, 2022, the Company entered into a 5-year lease agreement for its office premises with annual fees of \$54,567 beginning in December 2022, with a 1.8% increase each year during the 5-year term (Note 6).

{33}------------------------------------------------

(Expressed in Canadian dollars)

20. DEFERRED INCOME TAXES

A reconciliation of income taxes at statutory rates with the reported taxes is as follows:

September 30, 2025 September 30, 2024
Loss for the year \$ (4,093,473) \$ (913,335)
Expected income tax recovery (27%) (1,105,000) (247,000)
Share issuance costs (22,000) (22,000)
Change in statutory, foreign tax, foreign exchange rates and other 4,000 26,000
Permanent differences 79,000 14,000
Adjustment to prior years provision versus statutory tax returns - (5,000)
Change in unrecognized deductible temporary differences 1,044,000 234,000
Income tax recovery \$ - \$ -

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

September 30, 2025 September 30, 2024
Deferred tax assets:
Non-capital losses available for future periods \$
1,508,000
\$ 1,298,000
Exploration and evaluation assets 358,000 (495,000)
Property and equipment 115,000 113,000
Share issuance costs 35,000 56,000
2,016,000 972,000
Unrecognized deferred tax assets (2,016,000) (972,000)
Net deferred tax assets \$
-
\$ -

Deferred tax assets are recognized to the extent that it is probable that taxable income will be available against which the deductible temporary differences and the carry-forward of unused tax credits and unused tax losses can be utilized.

The significant components of the Company's temporary differences, unused tax credits and unused tax losses that have not been included on the consolidated statement of financial position are as follows:

September 30, 2025 September 30, 2024
Temporary differences: \$ \$
Non-capital loss available for future periods 5,597,000 4,819,000
Exploration and evaluation assets 1,311,000 (1,834,000)
Property and equipment 425,000 419,000
Share issuance costs 129,000 206,000

Based upon the level of historical taxable income and projections for future taxable income over the years in which the potential deferred tax assets are deductible, management has not recognized any deferred income tax assets.

{34}------------------------------------------------

(Expressed in Canadian dollars)

20. DEFERRED INCOME TAXES (continued)

Subject to certain restrictions, the Company has non-capital losses of \$5,597,000 available to reduce future Canadian and US taxable income. The non-capital losses expire as follows:

Year
2042 to 2045 \$ 5,548,000 Canada
No expiry \$
49,000
USA

21. SUBSEQUENT EVENTS

Subsequent to the year ended September 30, 2025, the Company:

  • (i) closed a first tranche of its non-brokered private placement financing and received gross proceeds of \$320,000 by issuing 1,600,000 units at \$0.20 per unit. Each unit compromised of one common share and one-half transferable common share purchase warrants exercisable at a price of \$0.40 for 2 years from the closing date of the Offering. The company has paid \$10,500 as finder fee and issued 52,500 finder warrants exercisable on the same terms as the warrants forming part of the units.
  • (ii) granted 250,000 options with an exercise price of \$0.255 to a consultant for 2 years
  • (iii) accepted voluntarily surrender request of 499,999 options issued on April 14, 2022 at \$3.84 (post consolidation).
  • (iv) entered into a consulting agreement to provide public relations services with a value of USD\$185,000 over a 6 month contract.
  • (v) issued 166,666 shares with a fair value of \$0.24 amounting to \$40,000 were issued as per the mineral property purchase agreement of Cimarron property and paid USD \$25,000 in cash.
  • (vi) a total of 328,832 warrants with exercise price between \$0.45 and \$0.90 expired unexercised.
  • (vii) received 900,000 common shares in Colossus Resources Corp.th a fair value of \$72,000 to settle \$45,000 in accounts receivable (Note 4).
  • (viii) Received \$650,000 for the purchase of the Birse Lake, Shatford Lake and Euclid Lake properties in Manitoba (Note 8).

The above subsequent events are non-adjusting events and therefore do not affect the amounts recognized in the financial statements.