Volt Carbon Technologies Inc. — Annual Report 2021

Mar 1, 2022

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.)

Audited Consolidated Financial Statements

for the years ended October 31, 2021 and October 31, 2020

MANAGEMENT’S REPORT TO THE SHAREHOLDERS

The accompanying consolidated financial statements have been prepared by management and approved by the Board of Directors of the Company. Management is responsible for the information and representations contained in these consolidated financial statements and the accompanying Management’s Discussion and Analysis. The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS). The significant accounting policies followed by the Company are set out in Note 3 to the consolidated financial statements.

To assist management in discharging these responsibilities, the Company maintains a system of procedures and internal controls which are designed to provide reasonable assurance that its assets are safeguarded, that transactions are executed in accordance with management’s authorization, and that the financial records form a reliable base for preparation of accurate and timely financial information.

The Company’s external auditors are appointed by the shareholders. They independently perform the necessary tests of accounting records and procedures to enable them to report their opinion on whether the accompanying consolidated financial statements present fairly, in all material respects, the financial position of the Company as at October 31, 2021 and 2020, and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards.

The Board of Directors ensures that management fulfills its responsibilities for financial reporting and internal control. The Board of Directors exercises this responsibility through an Audit Committee. The Audit Committee has reviewed and discussed the consolidated financial statements, including the notes thereto, with management and the external auditors. The consolidated financial statements have been approved by the Board of Directors on the recommendation of the Audit Committee.

“ ” William Pfaffenberger __ William Pfaffenberger Chief Executive Officer

“ David Madill ”______ David Madill Chief Financial Officer

==> picture [468 x 51] intentionally omitted <==

Independent Auditors’ Report

To: The Shareholders of Volt Carbon Technologies Inc. (formerly Saint Jean Carbon Inc.)

Opinion

We have audited the consolidated financial statements of Volt Carbon Technologies Inc. (formerly Saint Jean Carbon Inc.) (the “Company”), which comprise the consolidated statements of financial position as at October 31, 2021 and 2020 and the consolidated statements of operations and comprehensive loss, changes in shareholders’ equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of the Company as at October 31, 2021 and 2020, and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards.

Basis for Opinion

We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities under those standards are further described in the Auditors' 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 2(a) to the consolidated financial statements which indicate that at October 31, 2021 the Company has incurred a loss from operations of $2,100,269, has a working capital deficit of $1,261,011, negative cash flow from operations of $1,637,095 and an accumulated deficit of $25,577,676. This condition, along with other matters as set forth in Note 2(a), indicate the existence of a material uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern. Our opinion is not qualified in respect of this matter.

Information Other than the Consolidated Financial Statements and Auditors' Report Thereon

Management is responsible for the other information. The other information comprises the information included in Management's 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 identified above 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.

We obtained Management's Discussion and Analysis prior to the date of this auditors' report. If, based on the work we have performed on this other information, we conclude that there is a material misstatement of this other information, we are required to report that fact in this auditors' report. 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 these consolidated financial statements in accordance with International Financial Reporting Standards, 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.

==> picture [468 x 51] intentionally omitted <==

Independent Auditors’ Report (continued)

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.

Auditors’ 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 auditors' 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 judgement 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 auditors’ 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 auditors’ 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 Company to express an opinion on the 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.

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.

The engagement partner on the audit resulting in this Independent Auditors' report is Roland A. Bishop, CPA, CA.

==> picture [233 x 33] intentionally omitted <==

February 28, 2022 Calgary, Alberta

Chartered Professional Accountants

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Expressed in Canadian Dollars)

ASSETS Current Cash Accounts receivable (Note 6) Prepaid expenses	As at As at October 31, October 31, 2021 2020
	141,996 $ 29,441 $ 45,994 17,790 175,902 21,067
Term deposits(Note 17) Equipment(Note 7) Mineral exploration and evaluation assets(Note 8) Right‐of‐use assets(Note 9) Intangible asset(Note 10) Other assets	363,892 68,298 41,000 41,000 437,858 375,759 854,869 839,582 1,113,483 43,845 1,373,057 ‐ 610 1,042
	4,184,769 $ 1,369,526 $
LIABILITIES Current Accounts payable and accrued liabilities (Note 11) Notes payable (Note 13) Current portion of lease liabilities (Note 9) Interest payable Other liabilities(Note 12)	957,079 $ 1,544,327 $ 444,452 139,521 73,231 21,065 65,141 1,734 85,000 147,500
Lease liabilities(Note 9)	1,624,903 1,854,147 1,040,098 23,437
SHAREHOLDERSʹ EQUITY Share capital (Note 14) Contributed surplus Deficit	2,665,001 1,877,584 24,206,052 21,190,744 2,891,392 1,805,054 (25,577,676) (23,503,856)
	1,519,768 (508,058)
	4,184,769 $ 1,369,526 $
Going concern(Note 2(a)) Contingency(Note 22)

See accompanying notes

On behalf of the Board of Directors:

ʺWilliam Pfaffenbergerʺ

CEO, Director

CFO, Director

ʺDavid Madillʺ

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(Expressed in Canadian Dollars)

Revenue	Year to date Year to date October 31, 2021 October 31, 2020
	‐ $ ‐ $
Expenses Stock‐based compensation (Note 14 and 16) Consulting fees Investor relations Professional fees Loan interest and bank charges Amortization on capital assets Office and general Research expenses Regulatory and filing fees Amortization on right‐of‐use assets (Note 9) Interest on lease liabilities (Note 9) Loss on disposal of assets Rent expenses (recovery) Flow‐through share indemnification provision (Note 12) Write‐down of mineral property interest (Gain) loss on foreign exchange Reversal of accrued liability (Note 11) Gain on settlement of accountspayable(Note 11)	1,086,338 $ ‐ $ 500,856 319,555 179,072 141,331 160,576 113,201 155,005 8,238 76,668 108,651 73,317 28,783 67,570 ‐ 58,504 100,428 49,796 54,035 12,555 3,252 9,144 ‐ 5,686 (30,963) ‐ 85,000 ‐ 3,068,081 (8,873) 2,864 (100,000) ‐ (225,945) ‐
	2,100,269 4,002,456
Loss from operations Other income (loss)	(2,100,269) (4,002,456) 26,449 (58,971)
Loss and comprehensive loss	(2,073,820) (4,061,427)
Loss per share ‐ basic and diluted(Note 14(b))	(0.020) $ (0.053) $
Weighted average number of shares outstanding ‐ basic and diluted	105,309,909 76,389,294

See accompanying notes

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERSʹ EQUITY

(Expressed in Canadian Dollars)

Balance at October 31, 2019 Impact of adoption of IFRS 16	Number of shares Share Capital Contributed Surplus Deficit Total
	75,892,532 21,011,573 1,805,054 (19,436,691) 3,379,936 ‐ ‐ ‐ (5,738) (5,738)
Balance at November 1, 2019 Private placements Share issuance costs Loss and comprehensive loss	75,892,532 21,011,573 $ 1,805,054 $ (19,442,429) $ 3,374,198 $ 7,905,000 197,625 ‐ ‐ 197,625 ‐ (18,454) ‐ ‐ (18,454) ‐ ‐ ‐ (4,061,427) (4,061,427)
Balance at October 31, 2020	83,797,532 21,190,744 $ 1,805,054 $ (23,503,856) $ (508,058) $
Balance at November 1, 2020 Issuance of shares for non‐cash items Issuance of shares for acqusition of subsidiary Private placements Shares issued due to exercise of warrants Shares issued due to exercise of stock options Stock‐based compensation Share issuance costs Loss and comprehensive loss	83,797,532 21,190,744 $ 1,805,054 $ (23,503,856) $ (508,058) 115,000 5,750 ‐ ‐ 5,750 22,000,000 1,320,000 ‐ ‐ 1,320,000 10,500,000 997,500 ‐ ‐ 997,500 8,131,250 494,062 ‐ ‐ 494,062 4,850,000 242,500 ‐ ‐ 242,500 ‐ ‐ 1,086,338 ‐ 1,086,338 ‐ (44,504) ‐ ‐ (44,504) ‐ ‐ ‐ (2,073,820) (2,073,820)
Balance at October 31, 2021	129,393,782 24,206,052 $ 2,891,392 $ (25,577,676) $ 1,519,768 $

See accompanying notes

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.)

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in Canadian Dollars)

Cash flows from (used in) operating activities Loss and comprehensive loss Items not involving cash: Amortization on capital assets Amortization on right‐of‐use assets Stock‐based compensation Gain on reversal of accrued liability Gain on settlement of accounts payable Interest on lease liabilities Impairment of mineral properties Loan bonus Loss on disposal of assets	Year ended Year ended October 31, 2021 October 31, 2020
	(2,073,820) $ (4,061,427) $ 76,668 108,651 49,796 54,035 1,086,338 ‐ (100,000) ‐ (225,945) ‐ 12,555 3,252 ‐ 3,068,081 5,750 ‐ 9,144 ‐
Changes in non‐cash working capital items: Accounts receivable Prepaid expenses Accounts payable and accrued liabilities Interest payable Other liabilities	(1,159,514) (827,408) (28,204) 9,280 (172,181) 24,908 (278,103) 444,651 63,407 866 (62,500) 147,500
	(1,637,095) (200,203)
Cash flows from (used in) investing activities Purchase of capital assets Proceeds from sale of capital assets Acquisition of intangible asset Exploration and evaluation expenditures Proceeds from(acquisition of)other assets	(148,910) ‐ 1,000 ‐ (36,257) ‐ (15,287) ‐ 432 (508)
	(199,022) (508)
Cash flows from (used in) financing activities Issuance of share capital Exercise of warrants Exercise of stock options Share issuance costs Proceeds of notes payable Repayment of note payable Decrease of lease liabilityobligation	997,500 197,625 494,062 ‐ 242,500 ‐ (44,504) (18,454) 442,931 141,521 (138,000) (40,000) (45,817) (58,263)
	1,948,672 222,429
Increase in cash Cash, beginning of year	112,555 21,718 29,441 7,723
Cash, end of year	141,996 $ 29,441 $

See accompanying notes

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

1. CORPORATE INFORMATION AND NATURE OF OPERATIONS

Volt Carbon Technologies Inc. (formerly Saint Jean Carbon Inc.) incorporated provincially in Alberta, and extra provincially in Saskatchewan, Manitoba, Quebec and British Columbia has shares listed on the TSX Venture Exchange (“TSX‐V”).

The Company is in the process of developing mineral properties and developing battery technology through its wholly‐owned subsidiary Solid Ultrabattery Inc. The Company also generates incidental revenue by processing raw materials through its mill.

To date, the Company has not earned significant revenues and is considered to be in the exploration stage of mining and development stage for developing the battery technology.

2. BASIS OF PRESENTATION AND GOING CONCERN

Statement of compliance

These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and interpretations of the International Reporting Interpretations Committee (“IFRIC”). These consolidated financial statements were approved by the Board of Directors on February 25, 2022.

a) Going concern

These consolidated financial statements have been prepared on a going‐concern basis which assumes that the Company will be able to realize assets and discharge liabilities in the normal course of business for the foreseeable future. Accordingly, it does not give effect to adjustments, if any, that would be necessary should the Company be unable to continue as a going concern and, therefore, be required to realize its assets and liquidate its liabilities in other than normal course of business and at amounts which may differ from those shown in the consolidated financial statements.

As at October 31, 2021, the Company has incurred a loss from operations of $2,100,269, has a working capital deficit of $1,261,011, negative cash flow from operations of $1,637,095 and an accumulated deficit of $25,577,676. As the Company currently has no significant revenue generating activity, it is dependent upon obtaining additional equity and debt financing to fund its research activities and continue as a going concern. During the year, the Company raised $997,500 through the issuance of shares through private placement of units, $494,062 from the exercise of share purchase warrants, $242,500 from the exercise of stock options, and proceeds of $442,931 from debt financing. Subsequent to year‐end, the Company raised additional $700,000 through the issuance of shares through private placement of units and $25,000 from the exercise of share purchase warrants.

This condition, along with other matters as set forth in the above paragraph, indicates the existence of a material uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

2. BASIS OF PRESENTATION AND GOING CONCERN (continued)

b) Measurement basis

These consolidated financial statements are prepared on the historical cost basis except for certain financial instruments, which are measured at fair value . The Company’s presentation and functional currency is Canadian dollars.

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accounting policies set out below have been applied consistently to all years presented in these consolidated financial statements.

a) Mineral exploration and evaluation assets

The Company is in the exploration stage with respect to its investment in mineral properties. Expenditures incurred before the entity has obtained the legal rights to explore a specific area are expensed.

All costs directly associated with property acquisition and exploration activities are capitalized as exploration and evaluation assets. Costs that are capitalized are limited to costs related to the acquisition and exploration activities that can be associated with finding specific mineral resources, and do not include costs related to production, administrative expenses and other general indirect costs.

Costs related to the acquisition of mining properties and exploration and evaluation expenditures are capitalized by property until the technical feasibility and commercial viability of extracting a mineral resource are demonstrable. When the technical feasibility and commercial viability of extracting a mineral resource are demonstrable, exploration and evaluation assets are reclassified as mining assets under development. Exploration and evaluation assets are assessed for impairment before reclassification, and any impairment loss is then recognized.

The Company may occasionally enter into farm‐out arrangements, whereby the Company will transfer part of a mineral interest, as consideration, for an agreement by transferee to meet certain exploration and evaluation expenditures which would have otherwise been undertaken by the Company. The Company does not record any expenditures made by the farmee on its behalf. Any cash consideration received from the agreement is credited against the costs previously capitalized to the mineral interest given up by the Company, with any excess cash accounted for as a gain on disposal.

b) Impairment of non‐financial assets

Non‐financial assets are regularly assessed for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable.

The recoverable amount is the greater of fair value less costs to sell and value in use of the asset. When the recoverable amount is less than the carrying amount, the carrying amount of the asset is reduced to its recoverable amount by recording an impairment loss.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

For the purposes of determining impairment of exploration and evaluation assets, the Company considers each property to be a cash‐generating unit. When assessing for a possible impairment the Company considers whether any of the following facts and circumstances apply to a specific property: the rights to explore the property have expired (or are about to expire), no further substantive expenditure or further exploration of the property is planned, the exploration conducted on the property has not led to the discovery of commercially viable quantities of mineral resources and the Company has decided to discontinue such activities, or sufficient data exists to indicate that development of the property is likely to proceed but the carrying amount of the property is unlikely to be recovered in full from successful development or by sale.

c) Equipment

Equipment is recorded at cost less accumulated amortization and accumulated impairment losses. Amortization is calculated at the following annual rates and basis:

	____
Leasehold improvements	Straight line ‐Lease term
Mill equipment	20% Declining balance
Furniture, fixtures and office equipment	20 – 55% Declining balance

One‐half of the above rates are used in the year of acquisition.

d) Intangible asset

Purchased intangible assets are recognized as assets in accordance with IAS 38 – Intangible Assets, where it is probable that the use of the asset will generate future economic benefits and where the cost of the asset can be determined reliably. Intangible assets acquired are initially recognized at cost of purchase and are subsequently carried at cost less accumulated amortization, if applicable, and accumulated impairment losses. The useful lives of intangible assets are assessed as either finite or indefinite. All indefinite life intangible assets are stated at cost less accumulated impairment. The initial acquisition cost is based on the fair value of consideration paid and related acquisition costs. Subsequent costs are expensed unless they meet the criteria for capitalization.

e) Leases

The Company recognizes a right‐of‐use asset (“RUA”) and a lease liability based on the present value of future lease payments when the leased asset is available for use by the Company. The lease payments include fixed payments. The lease payments are discounted using the interest rate implicit in the lease or the lessee’s incremental borrowing rate. Generally, the Company uses the lessee’s incremental borrowing rate for its present value calculations.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Lease payments are discounted over the lease term, which includes the fixed term and renewal options that the Company is reasonably certain to exercise. Lease payments are allocated between the lease liability and a finance cost, which is recognized in finance costs over the lease term in the statement of earnings. RUA are measured at cost, less any accumulated amortization and accumulated impairment losses, and adjusted for any re‐measurement of lease liabilities. Cost is calculated as the initial measurement of the lease liability plus any initial direct costs and any lease payments made at or before the commencement date. RUA’s are amortized on a straight‐line basis over the shorter of the lease term or the useful life.

f) Revenue recognition

The Company earns incidental revenue from graphite processing services, which is recognized when the services are performed.

g) Income taxes

Income tax expense represents current tax and deferred tax. The Company records current tax based on the taxable profits for the period which is calculated using tax rates that have been enacted or substantively enacted by the reporting date.

Deferred income taxes are accounted for using the liability method. The liability method requires that income taxes reflect the expected future tax consequences of temporary differences between the carrying amounts of assets and liabilities and their tax bases. Deferred income tax assets and liabilities are determined for each temporary difference based on currently enacted or substantively enacted tax rates that are expected to be in effect when the underlying items of income or expense are expected to be realized. The effect of a change in tax rates or tax legislation is recognized in the period of substantive enactment. Deferred tax assets, such as non‐capital loss carry forwards, are recognized to the extent it is probable that taxable profit will be available against which the asset can be utilized.

h) Provisions

Provisions are recorded when a present legal or constructive obligation exists as a result of past events where it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate of the amount can be made. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre‐ tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. At each financial position reporting date presented the Company has not incurred any decommissioning costs related to the exploration and evaluation of its mineral properties and accordingly no provision has been recorded for such site reclamation or abandonment.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

i) Share capital

The Company records proceeds from share issuances net of issue costs. When unit issuances include warrants the excess of proceeds over fair value of shares is credited to contributed surplus.

Shares issued for consideration other than cash are valued at the quoted price on the TSX‐V on the date the shares are issued unless the fair value of goods and services is readily determinable.

j) Share‐based payments

The Company has a stock option plan that is described in Note 14(d).

Where equity instruments are granted to employees, they are recorded at the fair value of the equity instrument granted at the grant date. The fair value is determined by the Black‐Scholes Option Pricing Model with assumptions for: weighted average risk‐free interest rates; dividend yields; weighted‐average volatility factors of the expected market price of the Company’s Common Shares; and a weighted average expected life of the options.

Where equity instruments are granted to non‐employees, they are recorded at the fair value of the goods or services received, unless they are related to the issuance of shares. Amounts related to the issuance of shares are recorded as a reduction of share capital.

Where equity instruments are used to purchase mineral properties the value of these share‐ based payments is calculated using the closing price of the shares on the date of issue as determined by the public exchange upon which they are listed as this is the most readily determinable value.

k) Basic and diluted loss per share

Basic loss per share is computed by dividing the loss for the year by the weighted average number of common shares outstanding during the year. Diluted earnings per share reflect the potential dilution that could occur if potentially dilutive securities were exercised or converted to Common Shares. The dilutive effect of options and warrants and their equivalent is computed by application of the treasury stock method and the effect of convertible securities by the “if converted” method. Fully diluted amounts are not presented when the effect of the computations is anti‐dilutive due to the losses incurred. Accordingly, there is no difference in the amounts presented for basic and diluted loss per share.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

– l) Share capital flow through shares

The Company finances a portion of its exploration activities through the issue of flow‐through shares.

The Company provides certain share subscribers with a flow‐through component for tax incentives available on qualifying Canadian exploration expenditures. The Company renounces the qualifying expenditures upon issuance of the respective flow‐through common shares and accordingly is not entitled to the related taxable income deductions for such expenditures.

The shares issued require that the Company make certain qualifying expenditures for tax purposes on or before December 31, the deduction of which flow through to the shareholders.

The Company may incur liabilities in the event that it has not incurred sufficient qualifying expenditures or has renounced expenses to investors that do not meet the definition of a qualifying expenditure for tax purposes.

The proceeds from issuing flow‐through shares are allocated between the offering of shares and the sale of tax benefits. The allocation is based on the difference (“premium”) between the quoted price of the Company’s existing shares and the amount the investor pays for the actual flow‐through shares. A liability is recognized for the premium and is reversed into the statement of loss as a deferred tax recovery when the eligible expenditures are incurred. If the flow‐through shares are not issued at a premium, a liability is not recorded.

m) Financial instruments

Recognition

Financial assets and financial liabilities are recognized on the Company’s statement of financial position when the Company becomes a party to the contractual provisions of the instrument.

Classification

Financial assets are classified as subsequently measured at amortized cost or fair value through profit or loss on the basis of both the Company’s business model for managing the financial assets and the contractual cash flow characteristics of the financial asset. The classification of subsequently measured at amortized cost is used when the objective of the business model is to hold assets and collect contractual cash flows, and the contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. The Company’s cash, accounts receivable and term deposits are classified as financial assets subsequently measured at amortized cost.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Financial liabilities are classified as subsequently measured at amortized cost, unless they meet the criteria for measurement at fair value or other prescribed measurement. The Company’s accounts payable and accrued liabilities, notes payable, interest payable and other liabilities are classified as financial liabilities subsequently measured at amortized cost.

Measurement

Financial assets and financial liabilities classified as subsequently measured at amortized cost are initially measured at fair value plus or minus transaction costs that are directly attributable to the acquisition of the financial asset or issue of the financial liability. Subsequently, the financial assets and liabilities are measured at amortized cost using the effective interest rate method.

Impairment

Financial assets classified as subsequently measured at amortized cost or fair value through other comprehensive income reflect the Company’s assessment of expected credit losses.

Expectations reflect historical credit losses, adjusted for forward looking factors. The expected credit loss provision is based on expectations for the next twelve months unless there has been a significant increase in the customer’s credit risk, resulting in the provision being based on expectations for the remaining lifetime of the asset.

4. RECENT ACCOUNTING PRONOUNCEMENTS

At the date of authorization of these consolidated financial statements, the IASB and IFRIC have issued the following new and revised standards, amendments and interpretations which are not yet effective during the year ended October 31, 2021. The following new or amended standards are effective for year‐ends starting after January 1, 2023 and have not yet been adopted by the Company.

• (a) IAS1 “Presentation of financial statements” – amendments to the classification of liabilities as current. The objectives of the amendments are to provide clarification on the classification of liabilities and state explicitly than a company classifies a liability as current when it does not have the right at the end of the reporting period to defer settlement of the liability for at least twelve months after the reporting period.

• (b) IAS8 “Accounting Policies, Changes in Accounting Estimates and Errors” – amendment. The amendment provides a definition of accounting estimates and provides clarifications to help distinguish between accounting policies and accounting estimates. Accounting estimates are defined as monetary amounts that are subject to measurement uncertainty.

The Company does not anticipate that adoption of the above standards will have significant financial reporting implications.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

5. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

The Company makes estimates and assumptions about the future that affect the reported amounts of assets and liabilities. Estimates and judgments are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions.

The effect of a change in an accounting estimate is recognized prospectively by including it in comprehensive income in the period of the change, if the change affects that period only, or in the period of the change and future periods, if the change affects both.

Information about critical judgments in applying accounting policies that have the most significant risk to cause material adjustment to the carrying amounts of assets and liabilities recognized in these consolidated financial statements within the next financial year are discussed below:

Impairment of non‐financial assets

Exploration and evaluation assets and equipment assets are assessed for impairment whenever events or changes in circumstances indicate that their carrying amounts exceed their recoverable amounts. The assessment requires estimates and assumptions such as discount rates, exchange rates, commodity prices, future capital requirements and future operating performance.

Fair value of options

The fair value of equity instruments is subject to the limitations of the Black‐Scholes option pricing model, as well as other pricing models that incorporate market data and involves uncertainty in estimates used by management in the assumptions. Because option pricing models require inputs of highly subjective assumptions, including the volatility of share prices, changes in subjective input assumptions can materially affect the fair value estimate.

Business acquisitions

Management determines whether assets acquired, and liabilities assumed constitute a business. A business consists of inputs and processes applied to those inputs to create outputs of measurable value. The Company completed the acquisition of Solid Ultrabattery Inc. on May 27, 2021 which was deemed not to be a business in accordance with IFRS 3, so the transaction has been treated as an asset acquisition.

Title to mineral property interests

Although the Company has taken steps to verify title to mineral properties in which it has an interest, these procedures do not guarantee the Company’s title. Such properties may be subject to prior agreements or transfers and title may be affected by undetected defects.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

6. ACCOUNTS RECEIVABLE

ACCOUNTS RECEIVABLE
	2021	2020
Other receivables	$ 3,427	$ ‐
GST receivable	42,567	17,790
	$ 45,994	$ 17,790

7. EQUIPMENT

			Furniture,
	Mill	Leasehold	fixtures and
Cost	equipment	improvements	office equipment	Total
At November 1, 2019	$ 629,991	$ 49,866	$ 15,184	$ 695,041
Additions	‐	‐	‐	‐
At October 31, 2020	$ 629,991	$ 49,866	$ 15,184	$ 695,041
Additions	‐	136,189	12,721	148,910
Disposals	‐	(49,866)	(9,518)	(59,384)
At October 31, 2021	$ 629,991	$ 136,189	$ 18,387	$ 784,567
			Furniture,
Accumulated	Mill	Leasehold	fixtures and
amortization	equipment	improvements	office equipment	Total
At November 1, 2019	$ 176,028	$ 28,388	$ 6,215	$ 210,631
Amortization	90,793	15,960	1,898	108,651
At October 31, 2020	$ 266,821	$ 44,348	$ 8,113	$ 319,282
Disposals	‐	(44,348)	(4,893)	(49,241)
Amortization	72,634	‐	4,034	76,668
At October 31, 2021	$ 339,455	$ ‐	$ 7,254	$ 346,709
			Furniture,
	Mill	Leasehold	fixtures and
Net book value	equipment	improvements	office equipment	Total
At October 31, 2020	$ 363,170	$ 5,518	$ 7,071	$ 375,759
At October 31, 2021	$ 290,536	$ 136,189	$ 11,133	$ 437,858

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

8. MINERAL EXPLORATION AND EVALUATION ASSETS

The Company has acquired certain mineral properties and rights. Mineral exploration and evaluation assets include property acquisition costs and deferred exploration costs.

Property acquisition costs:

		Mount	Walker					Buckingham
	Red Bird	Copeland	mine		Clot		Bell	/Kendall	Lochaber	Total
	a)	b)							c)
At November 1,
2019	$140,000	$221,186	$607,699	$187,570		$76,133		$44,123	$455,000	$1,731,711
Impairment	‐	‐	(607,699)	(187,570)		(76,133)		(44,123)	(455,000)	(1,370,525)
At October 31,
2020	$140,000	$221,186	$ ‐	$	‐	$	‐	$ ‐	$ ‐	$ 361,186
Additions	‐	‐	‐		‐		‐	‐	‐	‐
At October 31,
2021	$140,000	$221,186	$ ‐	$	‐	$	‐	$ ‐	$ ‐	$ 361,186

Deferred exploration costs:

Deferred exploration costs:
Red Bird Mount Copeland Walker mine Clot	Bell Buckingham /Kendall Lochaber Total
a) b)	c)
At November 1, 2019 $16,681 $461,715 $645,369 $315,164 Impairment ‐ ‐ (645,369) (315,164)	$635,751 $51,622 $49,651 $2,175,953 (635,751) (51,622) (49,651) (1,697,557)
At October 31, 2020 $16,681 $461,715 $ ‐ $ ‐ Additions ‐ ‐ ‐ ‐	$ ‐ $ ‐ $ ‐ $ 478,396 ‐ ‐ 15,287 15,287
At October 31, 2021 $16,681 $461,715 $ ‐ $ ‐	$ ‐ $ ‐ $ 15,287 $ 493,683
Total costs:
Red Bird Mount Copeland Walker mine Clot	Bell Buckingham /Kendall Lochaber Total
a) b)	c)
At October 31, 2020 $156,681 $682,901 $ ‐ $ ‐	$ ‐ $ ‐ $ ‐ $ 839,582
At October 31, 2021 $156,681 $682,901 $ ‐ $ ‐	$ ‐ $ ‐ $ 15,287 $ 854,869

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

8. MINERAL EXPLORATION AND EVALUATION ASSETS (continued)

a) Red Bird

The Red Bird molybdenum property consists of three mineral claims situated in the Skeena Mining Division of west central British Columbia. The Company holds a 25% undivided interest in the property.

b) Mount Copeland

The Mount Copeland molybdenum property is situated in British Columbia. The Company holds a 100% interest in the Mount Copeland property.

c) Lochaber

In May 2018, the Company acquired a 100% ownership of the historical graphite mining property known as the Lochaber claims located in South Western Quebec.

9. RIGHT‐OF‐USE ASSETS AND LEASE LIABILITIES

On July 15, 2021, the Company entered into a new lease agreement for its premises to house its research activities. A 6% discount rate was used to fair value the lease liability over its 10‐year lease term. All leases in place at October 31, 2020 were either expired or terminated.

a)	Right‐of‐use assets Cost Balance, November 1, 2019 $ 134,909 Additions duringtheyear 46,833 Balance, October 31, 2020 181,742 Additions during the year 1,142,280 Derecognition of right‐of‐use asset (181,742) Balance, October 31, 2021 $ 1,142,280 Accumulated amortization Balance, November 1, 2019 $ 83,862 Amortization 54,035
	Balance, October 31, 2020 137,897 Amortization 49,796 Derecognition of right‐of‐use asset (158,896)
	Balance, October 31, 2021 $ 28,797
	Net book value October 31, 2020 $ 43,845 October 31, 2021 $ 1,113,483

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

9. RIGHT‐OF‐USE ASSETS AND LEASE LIABILITIES (continued)

b)	Lease liabilities Balance, November 1, 2019 $ 52,680 Additions during the year 46,833 Lease finance expense 3,252 Repayments duringtheyear (58,263)
	Balance, October 31, 2020 44,502 Additions during the year 1,124,934 Lease finance expense 12,555 Repayments during the year (45,226) Derecognition of lease liabilities (23,436)
	Balance, October 31, 2021 $ 1,113,329
	Current $ 73,231 Long‐term 1,040,098
	Total discounted lease liabilities $ 1,113,329

Under the premise’s lease, the Company is committed to the following lease payments:

2022		$	138,061
2023			141,437
2024			144,914
2025			148,492
After			913,872
	$	1,486,776

10. INTANGIBLE ASSET

On May 27, 2021, Saint Jean completed a transaction which resulted in the acquisition of Solid Ultrabattery Inc. (“SUB”). In exchange for all the issued and outstanding common shares of SUB, Saint Jean issued 22,000,000 common shares at a deemed value of $0.06 per share. As part of the acquisition, the Company acquired intellectual property related to solid state battery technology for which two patent applications had been filed previously. Upon the completion of the transaction, SUB became a wholly owned subsidiary of Saint Jean.

As SUB is deemed not to be a business in accordance with IFRS 3, the transaction has been treated as an asset acquisition.

Cost of intangible asset acquired: Share consideration Legal fees Working capital deficiency assumed	$ 1,320,000 36,447 16,610
	$1,373,057

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

11. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

		2021		2020
Trade payables	$	873,179	$	992,507
Tradepayables – relatedparties		83,900		551,820
	**$ **	957,079	**$ **	1,544,327

Included in accounts payable are amounts due to related parties relating to management fees incurred as follows:

incurred as follows:
Amounts due to	Nature of relationship	2021	2020
Private corporation	Key Management personnel	$ 83,900	$ 226,000
Private corporation	Company controlled by a former	‐	241,820
	officer and director, no longer related
Unincorporated business	KeyManagementpersonnel	‐	84,000
		$ 83,900	$ 551,820

During the year the Company settled an accounts payable balance of $260,971 with payment of $35,026, resulting in a gain on settlement of accounts payable of $225,945.

During the year the Company reversed an accrued liability of $100,000 related to research‐ related expenditures in a prior year.

12. OTHER LIABILITIES

In a prior year, Canada Revenue Agency (ʺCRAʺ) commenced an audit of the Companyʹs tax filings related to flow‐through shares. In the prior year, CRA accepted, in part, the Companyʹs original filing. The Company maintains a provision of $85,000 (2020 ‐ $85,000) related to estimated expenses for the indemnification of flow through shares to investors.

In the prior year, the Company accrued for $62,500 related to a settlement with the Alberta Securities Commission. It was paid in the current year.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

13. NOTES PAYABLE

NOTES PAYABLE
	2021	2020
Unsecured promissory notes payable to a senior officer and	$ ‐	$ 13,000
director of the Company, due upon demand, bearing
interest at 10% per annum.
Unsecured promissory notes payable to a senior officer and	165,000	‐
director of the Company, due between December 1, 2021
and March 25, 2022, and bear interest at 12% per annum.
Unsecured loan payable of $145,000 USD, bears interest at	179,452	126,521
12% per annum with no fixed terms of repayment.
Unsecured promissory note payable, due November 14,	100,000	‐
2021,bearinginterest at 12%per annum.
	$ 444,452	$ 139,521

The $100,000 unsecured promissory note was extended past November 14, 2021 and was replaced with a new promissory note agreement with the same party for a total amount of $115,000 on February 14, 2022. The note is unsecured, due on February 28, 2022, and bears interest at 12% per annum.

The amount of $14,000 owing to related parties for interest payable on the above loans is included in interest payable.

Subsequent to year‐end, the Company entered into promissory note agreements with the President for a total amount of $480,000. The notes are unsecured, due between November 15, 2022 and January 14, 2023, and bear interest at 12% per annum. On January 31, 2022, $300,000 of repayment was made by the Company. Of the repayment, $165,000 was for notes outstanding as at October 31, 2021.

14. SHARE CAPITAL

a) Authorized:

The authorized share capital of the Company is:

An unlimited number of voting common shares without par value. An unlimited number of non‐voting first preferred shares. An unlimited number of non‐voting second preferred shares.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

14. SHARE CAPITAL (continued)

b) Issued and outstanding:

See the Statement of Changes in Shareholders’ Equity. The number of the shares outstanding presented in the statements of changes in shareholders’ equity refers only to voting common shares. Diluted loss per share did not include the effect of 7,580,000 options (260,000 – October 31, 2020) and 14,098,750 warrants (24,755,750 – October 31, 2020) as they are anti‐dilutive.

c) Share Issuances:

Private placements

On December 23, 2020 the Company closed on a private placement of 3,500,000 shares at a price of $0.035 per share for gross proceeds of $122,500.

On May 21, 2021, the Company closed on a private placement for 7,000,000 units at a price of $0.125 per unit for gross proceeds of $875,000. Each unit consisted of one common share and one‐half warrant. In connection with the private placement, $44,504 of share issue costs were incurred.

Subsequent to year‐end, on January 31, 2022, the Company closed on a private placement for 5,600,000 units at a price of $0.125 per unit for gross proceeds of $700,000. Each unit consisted of one common share and one‐half warrant exercisable at $0.25 per share. The warrants expire two years from the date of issuance.

Exercise of warrants

On January 18, 2021, the Company issued 1,398,750 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.05 per share for gross proceeds of $69,937.

On February 17, 2021 the Company issued 980,000 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.05 per share for gross proceeds of $49,000.

On March 18, 2021 the Company issued 400,000 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.05 per share for gross proceeds of $20,000.

On April 14, 2021 the Company issued 200,000 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.05 per share for gross proceeds of $10,000.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

14. SHARE CAPITAL (continued)

On April 16, 2021 the Company issued 1,450,000 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.075 per share for gross proceeds of $108,750 and 1,652,500 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.05 per share for gross proceeds of $82,625.

On May 5, 2021 the Company issued 200,000 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.075 per share for gross proceeds of $15,000.

On June 11, 2021, the Company issued 1,400,000 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.075 per share for gross proceeds of $105,000.

On July 9, 2021 the Company issued 100,000 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.075 per share for gross proceeds of $7,500.

On July 16, 2021 the Company issued 50,000 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.075 per share for gross proceeds of $3,750.

On September 9, 2021 the Company issued 300,000 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.075 per share for gross proceeds of $22,500.

Subsequent to year‐end, on January 12, 2022, the Company issued 500,000 common shares in the capital of the Company due to exercise of warrants at an exercise price of $0.05 per share for gross proceeds of $25,000.

Exercise of options

On May 21, 2021 the Company issued 1,600,000 common shares in the capital of the Company due to exercise of options at an exercise price of $0.05 per share for gross proceeds of $80,000.

On July 12, 2021 the Company issued 750,000 common shares in the capital of the Company due to exercise of options at an exercise price of $0.05 per share for gross proceeds of $37,500.

On August 9, 2021 the Company issued 1,000,000 common shares in the capital of the Company due to exercise of options at an exercise price of $0.05 per share for gross proceeds of $50,000.

On October 4, 2021 the Company issued 1,500,000 common shares in the capital of the Company due to exercise of options at an exercise price of $0.05 per share for gross proceeds of $75,000.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

14. SHARE CAPITAL (continued)

Other

On January 4, 2021 the Company issued a loan bonus to lenders of 115,000 common shares in the capital of the Company at a deemed price of $0.05 per share for an aggregate amount of $5,750.

As discussed in Note 10 , on May 27, 2021, Saint Jean completed a transaction which resulted in the acquisition of “SUB”. In exchange for all the issued and outstanding common shares of SUB, Saint Jean issued 22,000,000 common shares at a deemed value of $0.06 per share for a total amount of $1,320,000.

d) Stock options

The Company has established a stock‐based compensation plan pursuant to which options to purchase common shares may be granted to certain officers, directors, and contractors of the Company as well as persons providing ongoing services to the Company. Exercise price of options equals at least the market price of the Company’s stock on the date of grant. Stock options are exercisable on the day of grant and are for a two or five‐year term in accordance with TSX Venture Exchange policy.

A summary of the status of the Company’s incentive stock option plan as at October 31, 2021 and 2020 is as follows:

d 2020 is as follows:
		Weighted Average
	Number of options	Exercise Price
Balance, November 1, 2019	1,055,172	$0.20
Granted	‐	‐
Expired	(795,172)	$0.20
Exercised	‐	‐
Balance, October 31, 2020	260,000	$0.20
Granted	12,430,000	$0.09
Expired	(260,000)	$0.20
Exercised	(4,850,000)	$0.05
Balance, October 31, 2021	7,580,000	$0.12

Options Granted

On December 14, 2020, the Company issued 7,300,000 options to directors, officers and consultants of the Company with an exercise price of $0.05. The options expire on December 14, 2025.

On July 26, 2021, the Company issued 2,350,000 options to directors of the Company with an exercise price of $0.15. The options expire on July 26, 2026.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

14. SHARE CAPITAL (continued)

On August 11, 2021, the Company issued 1,280,000 options to directors of the Company with an exercise price of $0.16. The options expire on August 11, 2026.

On October 6, 2021, the Company issued 1,500,000 options to a director and a consultant of the Company with an exercise price of $0.15. The options expire on October 6, 2026.

A summary of options granted as at October 31, 2021 is as follows:

Number of Shares	Exercise	Expiry
Under Option	Price	Date
2,450,000	$0.05	December 14, 2025
2,350,000	$0.15	July 26, 2026
1,280,000	$0.16	August 11, 2026
1,500,000	$0.15	October 6, 2026
7,580,000

The Black‐Scholes option valuation model was used to estimate the fair value of the options with the following assumptions.

	Dividend		Risk free	Expected	Grant date value
	Yield	Volatility	interest rate	life	(per option)
Options granted December 14, 2020	0%	193.45%	0.99%	5 years	$0.04
Options granted July 26, 2021	0%	192.10%	0.80%	5 years	$0.17
Options granted August 11, 2021	0%	192.58%	0.89%	5 years	$0.16
Options granted October 6, 2021	0%	190.07%	1.09%	5 years	$0.15

Subsequent to year‐end, on February 15, 2022, the Company granted 1,400,000 options to a director and officer of the Company with an exercise price of $0.125. The options expire on February 15, 2027.

e) Share purchase warrants

A summary of outstanding warrants as at October 31, 2021 and 2020 is as follows:

	Number of	Weighted Average
	Warrants	Exercise Price
Balance, November 1, 2019	16,850,750	$0.14
Granted	7,905,000	$0.05
Expired	‐	‐
Exercised	‐	‐
Balance, October 31, 2020	24,755,750	$0.11
Granted	3,500,000	$0.25
Expired	(6,025,750)	$0.21
Exercised	(8,131,250)	$0.06
Balance, October 31, 2021	14,098,750	$0.13

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

14. SHARE CAPITAL (continued)

A summary of warrants granted as at October 31, 2021 is as follows:

	Exercise	Expiry
Number of Warrants	Price	Date
1,898,750	$0.05	April 18, 2022
1,637,500	$0.22	May 17, 2022
1,125,000	$0.22	May 29, 2022
285,000	$0.05	June 10, 2022
5,652,500	$0.05	October 9, 2023
3,500,000	$0.25	May 21, 2023
14,098,750

15. INCOME TAXES

The effective rate on the Company’s earnings before income tax differs from the expected amount that would arise using the combined Canadian Federal and Provincial statutory income tax rates. A reconciliation of the difference is as follows:

	Year ended	October 31,
	2021	2020
Net loss before income taxes	2,073,820	4,061,427
Statutoryincome tax rate	26.50%	26.50%
Tax recovery	549,562	1,076,278
Share issuance costs	11,794	4,890
Stock based compensation	(287,880)	‐
Adjustments to tax pools	(65,785)	(276,951)
Adjustments to right‐of‐use assets	(4,753)	434
Other	(14,214)	(759)
Unrecognized deferred tax asset	(188,724)	(803,892)
Deferred income tax recovery (expense)	‐	‐

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

15. INCOME TAXES (continued)

Deferred Tax Assets and Liabilities

Deferred income taxes represent the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The following represents the components of the net unrecognized deferred income tax asset:

	Year ended	October 31,
	2021	2020
Non‐capital losses	3,601,691	3,323,800
Mineral exploration and evaluation assets	1,567,339	1,633,125
Property and equipment	69,165	57,850
Right‐of‐use assets	(295,073)	(11,619)
Lease liabilities	295,032	11,793
Share issuance costs	21,480	39,398
Other liabilities	22,525	39,088
Unrecognized deferred tax asset	(5,282,159)	(5,093,435)
**Deferred tax asset (liability) **	‐	‐

As at October 31, 2021 the Company has non‐capital losses for Canadian income tax purposes totaling $13,595,945 carried forward for tax purposes and are available to reduce taxable income of future years. These losses expire as follows:

	Non‐Capital Year Losses	Non‐Capital Year Losses
	2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041	$ 548,829 563,645 600,405 320,201 211,839 287,654 226,298 2,212,787 2,003,660 563,909 639,744 1,348,008 1,305,854 835,859 878,548 1,048,705 $ 13,595,945

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

16. RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS
	Year ended October 31,
Management and consulting fees	2021	2020
Partnership of which the former CFO is a partner	‐	39,990
Company controlled by a director	50,000	‐
Business controlled by the former Chief Operating	10,000	10,000
Officer
Company controlled by a director and senior officer	18,000	‐
Company controlled by the former President	‐	110,000
Company controlled by a senior officer	155,000	120,000
Business controlled bythe President	‐	37,000
	233,000	316,990

Key management personnel include the board of directors, chief executive officer, chief financial officer, chief operating officer, chief commercialization officer, chief technology officer and president. Key management personnel compensation comprised of stock‐based compensation of $794,304 (2020 ‐ $nil).

17. TERM DEPOSITS

Term deposits of $36,000 have been pledged as security to the Scotia Bank for their irrevocable letter of credit in favor of the Province of British Columbia, Ministry of Energy and Mines. A term deposit of $5,000 has been pledged as security to the Scotia Bank to secure the Company credit card.

18. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

Financial assets and financial liabilities are measured on an ongoing basis at fair value or amortized cost. The disclosures in the notes to these consolidated financial statements describe how the categories of financial instruments are measured and how income and expenses, including fair value gains and losses, are recognized.

Financial instruments recognized at fair value on the statements of financial position must classify fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurement. The fair value hierarchy levels are as follows:

• Level 1: Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities.

• Level 2: Valuation techniques based on inputs that are other than Level 1 quoted prices that are observable for the asset or liability, either directly (prices) or indirectly (derived from prices).

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

18. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

• Level 3: Valuation techniques with unobservable market inputs (involves assumptions and estimates by management).

As at October 31, 2021, the classification of the financial instruments, as well as their carrying values and fair values, with comparative figures for October 31, 2020 are shown in the table below:

values and fair values, with below:	comparative fi	gures for October 3	1, 2020 are shown in the table	1, 2020 are shown in the table
	October	31, 2021	October 31, 2020
	Fair value	Carrying value	Fair value	Carrying
				value
Financial assets
Cash	141,996	141,996	29,441	29,441
Accounts receivable_(1)_	3,427	3,427	‐	‐
Financial liabilities
Accounts payable and
accrued liabilities	957,079	957,079	1,544,327	1,544,327
Notes payable	444,452	444,452	139,521	139,521
Interest payable	65,141	65,141	1,734	1,734
Other liabilities	85,000	85,000	147,500	147,500

(1) Excluding taxes receivable

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 obligations. The Company’s maximum exposure to credit risk as at October 31, 2021 under its financial instruments is summarized as follows:

	October 31, 2021	October 31, 2020
Accounts and other receivables ‐
Currently due	3,427	‐
Past due by 90 days or less, not impaired	‐	‐
Past due by greater than 90 days,not impaired	‐	‐
	3,427	‐
Cash	141,996	29,441
	145,423	29,441

All of the Company’s cash is held with major financial institutions in Canada, and management believes the exposure to credit risk with such institutions is not significant. The Company considers the risk of material loss to be significantly mitigated due to the financial strength of the major financial institutions where cash is held. As at October 31, 2021, no material provision has been recorded in respect of impaired receivables. The Company’s maximum exposure to credit risk as at October 31, 2021, is the carrying value of its financial assets.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

18. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its obligations associated with financial liabilities. The Company has a planning and budgeting process in place by which it anticipates and determines the funds required to support normal operation requirements as well as the growth and development of its mineral property interests. The Company coordinates this planning and budgeting process with its financing activities through the capital management process described in Note 19 , in normal circumstances. Due to the lack of liquidity, management has increased its focus on liquidity risk given the impact of the current economic climate on the availability of finance. Further information regarding liquidity risk is set out in Note 2 (a) .

The following table summarizes the contractual maturities of the Company’s financial liabilities at October 31, 2021:

abilities at October 31, 2021:
	Contractual	Less than
	cash flows	oneyear
Accounts payable and
accrued liabilities	$ 957,079	$ 957,079
Notes payable	444,452	444,452
Interest payable	65,141	65,141
Other liabilities	85,000	85,000
	$ 1,551,672	$ 1,551,672

Market risk

The significant market risks to which the Company is exposed include commodity price risk, interest rate risk and currency risk.

• Commodity price risk

• The Company’s ability to raise capital to fund exploration or development activities is subject to risk associated with fluctuations in the market prices of graphite, molybdenum, copper and gold and the outlook for these metals, as the Company’s ability to raise capital is affected by the commodity that the Company is exploring for on its mineral property interests. The Company does not have any hedging or other derivative contracts respecting its operations.

• Interest rate risk

• The Company has no significant exposure at October 31, 2021 to interest rate risk through its financial instruments.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

18. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

• Currency risk Currency risk relates to the risk that the fair values and future cash flows of the Companys financial instruments will fluctuate as a result of changes in foreign exchange rates. $145,000 of notes payable are denominated in USD. Exchange rate fluctuations may impact the Companys financial results.

19. MANAGEMENT OF CAPITAL

The Company’s objective in managing capital is to maintain adequate levels of funding to safeguard its ability to continue as a going concern in order to pursue the development of its mineral property interests.

The Company considers the items included in shareholders’ equity to be capital. The Company relies on equity financing in order to fund future exploration and development and makes adjustments to the Company’s capital structure based on financing needs, as well as in response to economic conditions and the risk characteristics of the underlying assets.

Management makes adjustments to its capital structure through share issuances and the acquisition or disposition of assets.

As the Company is in the exploration stage it endeavors to manage its capital structure in a manner that provides sufficient funding for operational activities through funds primarily secured through equity capital obtained in private placements. There can be no assurances that the Company will be able to continue raising capital in this manner.

The Company facilitates the management of capital though the preparation of annual expenditure budgets and cash forecasts that are updated as necessary. The Company does not have any externally imposed capital requirements.

The Company’s managed capital is as follows:

	October 31, 2021	October 31, 2020
Share capital	24,206,052	21,190,744
Contributed surplus	2,891,392	1,805,054
Deficit	(25,577,676)	(23,503,856)
	1,519,768	(508,058)

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

20. NOVEL CORONAVIRUS (“COVID‐19”)

The outbreak of the novel strain of coronavirus, specifically identified as “COVID‐19” was declared a global pandemic by the World Health Organization on March 11, 2020. Governments worldwide enacted emergency measures to combat the spread of the virus. These measures, which include public health measures requiring periodic closures of non‐ essential businesses, requesting the public to stay home as much as possible, the implementation of travel bans, self‐imposed quarantine periods and physical distancing, have caused material disruption to businesses globally resulting in an economic slowdown. Governments and central banks have reacted with significant monetary and fiscal interventions designed to stabilize economic conditions.

The duration and impact of the COVID‐19 outbreak is unknown at this time, as is the efficacy of the government and central bank interventions. It is not possible to reliably estimate the length and severity of these developments.

21. SEGMENTED INFORMATION

The Company has two operating segments. These two operating segments have been differentiated based on the type of services provided and equipment requirements. The mineral exploration and development segment focuses on the acquisition and exploration of property interests that are considered potential sites of economic mineralization. The research and development segment focuses on the scientific study and technology applications for air classifier and battery development. All transactions not related to the operating segments are considered Corporate. All of the Company’s operations are in Canada.

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

21. SEGMENTED INFORMATION (continued)

Segmented information for the year ended October 31, 2021 and as at October 31, 2021 is as follows:

	Research &
	Development	Exploration	Corporate	Total
For the year ended October 31, 2021
Revenue	$‐	$‐	$‐	$‐
Stock‐based compensation	354,424	‐	731,914	1,086,338
Consulting fees	349,777	7,200	143,879	500,856
Investor relations	‐	‐	179,072	179,072
Professional fees	‐	‐	160,576	160,576
Loan interest and bank charges	‐	‐	155,005	155,005
Amortization on capital assets	72,634	‐	4,034	76,668
Office and general	6,733	‐	66,584	73,317
Research expenses	67,570	‐	‐	67,570
Regulatory and filing fees	‐	‐	58,504	58,504
Amortization on right‐of‐use
assets	36,089	‐	13,707	49,796
Interest on lease liabilities	11,278	‐	1,277	12,555
Loss on disposal of assets	‐	9,144	‐	9,144
Rent expenses	5,686	‐	‐	5,686
Gain on foreign exchange	‐	‐	(8,873)	(8,873)
Reversal of accrued liability	(100,000)	‐	‐	(100,000)
Gain on settlement on accounts
payable	‐	(225,945)	‐	(225,945)
Other income	(26,449)	‐	‐	(26,449)
Total expenses(recovery)	777,742	(209,601)	1,505,679	2,073,820
Net income(loss)for theyear	$ (777,742)	$209,601	$ (1,505,679)	$ (2,073,820)
As at year ended October 31, 2021
Total assets	$ 3,043,739	$ 904,372	$ 236,658	$ 4,184,769
Capital expenditures	$ 136,189	$ 15,287	$ 12,721	$ 164,197

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

21. SEGMENTED INFORMATION (continued)

Segmented information for the year ended October 31, 2020 and as at October 31, 2020 is as follows:

Research & Development Exploration	Corporate Total
For the year ended October 31, 2020 Revenue $‐ $‐	$‐ $‐
Consulting fees 120,000 ‐ Investor relations ‐ ‐ Professional fees ‐ ‐ Loan interest and bank charges ‐ ‐ Amortization on capital assets 106,753 ‐ Office and general 230 ‐ Regulatory and filing fees ‐ ‐ Amortization on right‐of‐use assets 54,035 ‐ Interest on lease liabilities 3,252 ‐ Rent expense recovery (31,137) ‐ Flow‐through share indemnification provision ‐ 85,000 Write‐down of mineral property interest ‐ 3,068,081 Loss on foreign exchange ‐ ‐ Other income (loss) 58,971 ‐	199,555 319,555 141,331 141,331 113,201 113,201 8,238 8,238 1,898 108,651 28,727 28,957 100,428 100,428 ‐ 54,035 ‐ 3,252 ‐ (31,137) ‐ 85,000 ‐ 3,068,081 2,864 2,864 ‐ 58,971
Total expenses(recovery) 312,278 3,153,081	596,068 4,061,427
Net income(loss)for theyear $ (312,278) $(3,153,081)	$ (596,068) $(4,061,427)
As at year ended October 31, 2020 Total assets $ 418,376 $ 889,085 Capital expenditures $ ‐ $ ‐	$ 62,065 $ 1,369,526 $ ‐ $ ‐

VOLT CARBON TECHNOLOGIES INC. (FORMERLY SAINT JEAN CARBON INC.) Notes to the consolidated financial statements (Expressed in Canadian Dollars) October 31, 2021 and 2020

22. CONTINGENCY

The Company has been named as a defendant in a statement of claim filed on January 5, 2021 in the Province of Ontario. The plaintiff is seeking $814,820 for unpaid compensation, and $1,000,000 for wrongful termination and damages. The consolidated financial statements include a provision for unpaid compensation of $241,820. Management has filed a statement of defense and counterclaim. The counterclaim against the plaintiff and other non‐arm’s length parties seeks damages up to $3 million, plus further amounts which will be particularized prior to trial. The next step is to undertake the exchange of affidavit documents and schedule examinations for discovery. As the outcome of this lawsuit and any liability to the Company cannot be reasonably determined at this time, no additional provisions have been made in the consolidated financial statements.

23. COMPARATIVE AMOUNTS

The consolidated financial statements for the prior year have been reclassified, where applicable, to conform to the presentation used in the current year. The changes do not affect prior year earnings.