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Walker River Resources Corp. Audit Report / Information 2025

Mar 30, 2026

46981_rns_2026-03-30_fea8e7ce-1738-4f7e-b6eb-0084baddec22.pdf

Audit Report / Information

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Walker River Resources

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED

NOVEMBER 30, 2025 AND 2024

(Expressed in Canadian Dollars)


dmcl LLP

dmcl.ca

Independent Auditor's Report

To the Shareholders of Walker River Resources Corp.

Opinion

We have audited the consolidated financial statements of Walker River Resources Corp. (the "Company"), which comprise the consolidated statements of financial position as at November 30, 2025 and 2024, and the consolidated statements of loss and comprehensive loss, changes in equity and cash flows for the years then ended, and notes to the consolidated financial statements, including material accounting policy information (collectively referred to as the "financial statements").

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at November 30, 2025 and 2024, and its financial performance and its cash flows for the years then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board.

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 Auditor's Responsibilities for the Audit of the 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 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 to the financial statements, which indicates that as at November 30, 2025, the Company has negative cash flow from operations and recurring operating losses and as at that date, has an accumulated deficit of $13,112,632. These events or conditions, along with other matters as set forth in Note 2, 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 financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.


Except for the matter described in the Material Uncertainty Related to Going Concern section, we have determined that there are no other key audit matters to communicate in our report.

Other Information

Management is responsible for the other information. The other information comprises the information included in Management's Discussion and Analysis.

Our opinion on the 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 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 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 auditor's report. 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 Financial Statements

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

In preparing the 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 Financial Statements

Our objectives are to obtain reasonable assurance about whether the 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 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 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 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 financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period 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 Rakesh Patel.

DMCL LLP

CHARTERED PROFESSIONAL ACCOUNTANTS

Vancouver, BC

March 30, 2026


WALKER RIVER RESOURCES CORP.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(EXRESSED IN CANADIAN DOLLARS)

AS AT Notes November 30, 2025 November 30, 2024
ASSETS
Current
Cash $ 1,205,743 $ 366,962
Receivables 65,468 35,509
Prepaid expenses - 5,828
1,271,211 408,299
Non-current assets
Reclamation bond 7 32,250 32,321
Equipment 6 15,545 22,208
Exploration and evaluation assets 7,11,12 8,904,517 9,013,676
Total assets $ 10,223,523 $ 9,476,504
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current
Accounts payable and accrued liabilities 8 $ 502,156 $ 587,854
Due to related parties 11 48,712 52,847
Total liabilities 550,868 640,701
EQUITY
Share capital 9 19,684,920 17,912,169
Reserves 9 3,100,367 2,735,992
Deficit (13,112,632) (11,812,358)
Total equity 9,672,655 8,835,803
Total liabilities and shareholders’ equity $ 10,223,523 $ 9,476,504

Going concern (Note 2)
Subsequent events (Note 9)

Authorized for issuance on behalf of the board on March 30, 2026:

“Michel David” Director
“Eric Falardeau” Director

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

Page | 1


WALKER RIVER RESOURCES CORP.
CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS
(EXRESSED IN CANADIAN DOLLARS)

| | | For the year ended
November 30, | |
| --- | --- | --- | --- |
| | Note | 2025 | 2024 |
| Operating expenses: | | | |
| Administration | | $ 71,120 | $ 73,772 |
| Advertising and promotion | 11 | 13,194 | 158,455 |
| Audit and accounting | | 44,876 | 53,352 |
| Consulting | 11 | 481,369 | 347,000 |
| Management fees | 11 | 167,000 | 208,500 |
| Office and miscellaneous | | 46,505 | 35,345 |
| Rent | | 12,993 | 30,147 |
| Share-based compensation | 9,11 | 390,217 | - |
| Transfer agent and filing fees | | 21,472 | 11,945 |
| Travel | | 47,483 | 69,798 |
| | | (1,296,229) | (988,314) |
| Other items | | | |
| Interest expense | 12 | (4,045) | - |
| Gain on sale of net smelter returns royalty | 7 | - | 113,506 |
| Gain on write-off of payables | 8 | - | 171,917 |
| | | (4,045) | 285,423 |
| Net loss and comprehensive loss | | $ (1,300,274) | $ (702,891) |
| Loss per share – basic and diluted | | $ (0.03) | $ (0.02) |
| Weighted average number of common shares outstanding – basic and diluted | | 50,771,132 | 46,605,694 |

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


WALKER RIVER RESOURCES CORP.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(EXRESSED IN CANADIAN DOLLARS)

Number of shares Amount Subscriptions received Reserves Deficit Total
Balance, November 30, 2023 40,251,862 $ 16,590,774 $ 323,100 $ 2,657,892 $ (11,109,467) $ 8,462,299
Units issued for cash 8,266,500 1,316,150 (323,100) 78,100 - 1,071,150
Share issuance costs - (14,755) - - - (14,755)
Shares issued on exercise of warrants 100,000 20,000 - - - 20,000
Comprehensive loss - - - - (702,891) (702,891)
Balance, November 30, 2024 48,618,362 17,912,169 - 2,735,992 (11,812,358) 8,835,803
Units issued for cash 7,462,500 1,554,000 - - - 1,554,000
Share issuance costs - (13,824) - - - (13,824)
Shares issued on exercise of warrants 1,033,667 232,575 - (25,842) - 206,733
Share-based compensation - - - 390,217 - 390,217
Comprehensive loss - - - - (1,300,274) (1,300,274)
Balance, November 30, 2025 57,114,529 $ 19,684,920 $ - $ 3,100,367 $ (13,112,632) $ 9,672,655

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

Page | 3


WALKER RIVER RESOURCES CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(EXRESSED IN CANADIAN DOLLARS)

| | For the years ended
November 30, | |
| --- | --- | --- |
| | 2025 | 2024 |
| OPERATING ACTIVITIES | | |
| Net loss | $ (1,300,274) | $ (702,891) |
| Items not affecting cash: | | |
| Foreign exchange adjustment | 2,675 | (2,466) |
| Gain on sale of net smelter returns royalty | - | (113,506) |
| Gain on write-off of payables | - | (171,917) |
| Interest expense | 4,080 | - |
| Share-based compensation | 390,217 | - |
| Changes in non-cash working capital balances: | | |
| Receivables | (29,959) | (10,929) |
| Prepaid expenses | 5,828 | 2,023 |
| Accounts payable and accrued liabilities | 171,834 | 99,517 |
| Due to related parties | (1,135) | 26,979 |
| Cash used in operating activities | (756,734) | (873,190) |
| INVESTING ACTIVITIES | | |
| Exploration and evaluation assets | (438,794) | (887,025) |
| Proceeds from sale of net smelter returns royalty | - | 614,640 |
| Refund of reclamation bond | - | 23,371 |
| Cash used in investing activities | (438,794) | (249,014) |
| FINANCING ACTIVITIES | | |
| Issuance of units | 1,554,000 | 940,650 |
| Share issuance costs | (13,824) | (14,755) |
| Warrants exercised for shares | 206,733 | 20,000 |
| Cash received under promissory note | 287,400 | - |
| Cash provided by financing activities | 2,034,309 | 945,895 |
| CHANGE IN CASH | 838,781 | (176,309) |
| CASH, BEGINNING | 366,962 | 543,271 |
| CASH, ENDING | $ 1,205,743 | $ 366,962 |
| SUPPLEMENTAL CASH FLOW INFORMATION
AND NON-CASH TRANSACTION | | |
| Units issued on conversion of debt | $ - | $ 130,500 |
| Exploration and evaluation assets included in accounts payable | $ 203 | $ 242,871 |
| Exploration and evaluation assets included in accounts payable to related parties | $ 13,000 | $ 16,000 |
| Depreciation capitalized | $ 6,663 | $ 9,517 |
| Promissory note paid in lieu of exploration and evaluation assets | $ 293,787 | $ - |

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

Page | 4


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

1. NATURE OF OPERATIONS

Walker River Resources Corp. (the “Company”) was incorporated pursuant to the Business Corporations Act (British Columbia) on December 16, 2010. The principal business of the Company is the identification, evaluation, acquisition and exploration of mineral properties. The Company’s shares are listed on the TSX Venture Exchange (the “Exchange”) under the symbol WRR.

The address of the Company’s registered records office and its principal place of business is 555 – 1130 West Pender Street, Vancouver, British Columbia, V6E 4A4, Canada.

2. BASIS OF PREPARATION AND GOING CONCERN

a) Statement of compliance

These consolidated financial statements are prepared in accordance with accounting policies consistent with IFRS® Accounting Standards issued by the International Accounting Standards Board (“IASB”).

b) Going concern

These consolidated financial statements were prepared on a going concern basis, which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. For the year ended November 30, 2025, the Company has negative cash flow from operations and recurring operating losses and as at that date, has an accumulated deficit of $13,112,632. The continuing operations of the Company are dependent upon its ability to obtain sufficient financing and the success of its exploration activities. This indicates the existence of a material uncertainty that may cast significant doubt about the Company's ability to continue as a going concern. Management intends to finance operating costs with loans from directors and companies controlled by directors and/or issuance of common shares. If the Company is unable to continue as a going concern, the net realizable value of its assets may be materially less than the amounts on its statement of financial position.

c) Functional currency

The functional and presentation currency of the Company and its subsidiary is the Canadian dollar.

d) Principles of consolidation

These consolidated financial statements include the accounts of the Company and its wholly owned subsidiary Walker River Resources LLC, incorporated in the state of Nevada.

Control exists when the Company has the power, directly or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. All inter-company accounts have been eliminated.

Page | 5


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

e) Measurement basis

These consolidated financial statements have been prepared on a historical cost basis except for certain financial instruments which are measured at fair value. In addition, these consolidated financial statements have been prepared using the accrual basis of accounting, except for cash flow information.

  1. MATERIAL ACCOUNTING POLICY INFORMATION

a) Equipment

Equipment is recorded at cost less accumulated depreciation and accumulated impairment losses. The cost of an item of equipment consists of the purchase price, any costs directly attributable to bringing the asset into operation and an initial estimate of any rehabilitation obligation. Depreciation of the equipment and vehicles is calculated using the declining balance method at a rate of 30% per year.

Equipment is derecognized upon disposal, when held for sale or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on disposal of the asset, determined as the difference between the net disposal proceeds and the carrying amount of the asset, is recognized in the statement of comprehensive loss.

Equipment used in exploration activities on the Company’s mineral properties is being capitalized to exploration and evaluation assets.

b) Exploration and evaluation assets

Expenditures incurred before the entity has obtained the legal rights to explore a specific area are expensed. Expenditures related to the development of mineral resources are not recognized as exploration and evaluation assets. Expenditures related to development are accounted for as an asset only when technical feasibility and commercial viability of a specific area are demonstrable and when recognition criteria of International Accounting Standard (“IAS”) 16 Property, Plant and Equipment or IAS 38 Intangible Assets are met.

All costs related to investments in mineral property interests are capitalized on a property-by-property basis. Such costs include mineral property acquisition costs and exploration and development expenditures associated with finding specific mineral resources, net of any recoveries. Costs related to production and administrative expenses and other general indirect costs are expensed. Government tax credits received are recorded as a reduction to the cumulative costs incurred and capitalized on the related property.

Upon reaching commercial production, these capitalized costs will be amortized to the residual values, if any, using either the straight-line method over the shorter of the estimated useful life of the asset or the life of mine (“LOM”) or the units-of-production method over the estimated recoverable ounces.

Management at least annually assesses carrying values of properties for which events and circumstances may indicate possible impairment. Impairment indicators relevant for exploration and evaluation properties include:


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

  • the rights to explore the area of interest have expired during the period or are near to expiry with no expectation of renewal;
  • substantive expenditures on further exploration and evaluation are not planned or budgeted;
  • exploration work is discontinued in an area for which commercially viable quantities have not been discovered; and
  • there are unfavorable changes in the property economics or indications in an area with development likely to proceed that the carrying amount is unlikely to be recovered in full by development or sale.

In the event that estimated discounted cash flows expected from its use or eventual disposition is determined by management to be insufficient to recover the carrying value of the property, the carrying value is written down to the estimated recoverable amount.

The recoverability of exploration and evaluation assets and exploration and development costs is dependent on the existence of economically recoverable reserves, the ability to obtain the necessary financing to complete the development of the reserves, the ability to acquire the necessary permits and approvals, and the profitability of future operations. The Company has not yet determined if any of its future exploration and evaluation properties contain economically recoverable reserves. Amounts capitalized to exploration and evaluation properties as exploration and development costs do not necessarily reflect present or future values.

From time to time, the Company may acquire or dispose of a mineral property interest pursuant to the terms of an option agreement. As the options are exercisable entirely at the discretion of the optionee, the amounts payable or receivable are not recorded. Option payments are recorded as property costs or recoveries when the payments are made or received.

The Company may occasionally enter into farm-out arrangements, whereby the Company will transfer part of a mineral property interest, as consideration, for an agreement by transferee to meet certain exploration and evaluation expenditures that 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 property interest given up by the Company, with any excess cash accounted for as a gain on disposal.

Once an economically able reserve has been determined for an area and the decision to proceed with development has been approved, exploration and evaluation assets attributable to that area are first tested for impairment and then reclassified to construction in progress within property, plant and equipment.

c) Impairment

Financial assets

Financial assets are assessed at each reporting date to determine whether there is objective evidence that they are impaired. A financial asset is impaired if objective evidence indicates that a loss event has occurred after the initial recognition of the asset, and that the loss event had a negative effect on the estimated future cash flows of that asset that can be estimated reliably.

An impairment loss in respect of a financial asset measured at amortized cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows

Page | 7


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

discounted at the asset’s original effective interest rate. Losses are recognized in profit or loss and reflected in an allowance account against the asset impaired. When a subsequent event causes the amount of impairment loss to decrease, the decrease in impairment loss is reversed through profit or loss.

Non-financial assets

Exploration and evaluation assets are regularly reviewed for impairment or whenever events or changes in circumstances indicate that the carrying amount of reserve properties may exceed its recoverable amount. When an impairment review is undertaken, the recoverable amount is assessed by reference to the higher of the value in use and fair value less costs to sell. Fair value is determined as the amount that would be obtained from the sale of the asset in an arm’s length transaction between knowledgeable and willing parties. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discounted rate that reflects current market assessments of the time value of money and the risks specific to the asset. If the carrying amount of an asset exceeds the recoverable amount an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. When an impairment subsequently reverses, the carrying amount of the asset is increased to the revised estimate and its recoverable amount, but to an amount that does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset in prior years. A reversal of an impairment loss is recognized immediately in profit or loss.

d) Provisions/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 Company’s estimates of restoration costs could change as a result of changes in regulatory requirements, discount rates and assumptions regarding the amount and timing of the future expenditures. These changes are recorded directly to the related asset with a corresponding entry to the restoration provision. The Company’s estimates are reviewed annually for changes in regulatory requirements, discount rates, effects of inflation and changes in estimates. Changes in the net present value, excluding changes in the Company’s estimates of restoration costs, are charged to the statement of comprehensive loss for the period.

The net present value of restoration costs arising from subsequent site damage that is incurred on an ongoing basis during production are charged to the statement of comprehensive loss in the period incurred. The costs of restoration projects that were included in the provision are recorded against the provision as incurred. 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.

Page | 8


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

As at November 30, 2025, the Company has not incurred any decommissioning costs related to the exploration and evaluation of its mineral properties.

e) Joint Arrangement/Earn-in Agreement

The Company accounts for joint arrangements in accordance with IFRS® 11 Joint Arrangements. A joint arrangement is a contractual arrangement whereby two or more parties have joint control, which exists only when decisions about the relevant activities require the unanimous consent of the parties sharing control. The Company assesses the classification of joint arrangements based on the rights and obligations arising from the contractual arrangement, taking into account the legal form of the arrangement, contractual terms, and other relevant facts and circumstances.

Earn-in arrangements and joint operations

The Company is a party to an earn-in agreement related to an exploration-stage mineral property, whereby a counterparty may earn an interest in the property by making specified exploration expenditures and other payments. During the earn-in phase, the arrangement is conducted through a contractual arrangement only, with no separate legal entity formed.

Accordingly, the Company recognizes in its financial statements:

  • its interest in the exploration and evaluation assets subject to the earn-in arrangement;
  • its share of any liabilities incurred in connection with the earn-in agreement;
  • exploration and evaluation expenditures incurred in accordance with the Company’s accounting policy for exploration and evaluation assets; and
  • any reimbursements or funding received from the earn-in partner as a reduction of exploration expenditures, where applicable.

Exploration expenditures funded primarily by the earn-in partner, including amounts incurred to satisfy minimum earn-in commitments, do not give rise to additional assets or liabilities of the Company beyond its retained interest in the property.

Sole-funded expenditures and dilution mechanics

Under the terms of the earn-in agreement, the earn-in partner is required to incur the majority of exploration expenditures to earn its interest in the property. The Company does not record the earn-in partner’s sole-funded expenditures as its own exploration expenditures. Any dilution or vesting of interests resulting from the earn-in terms is accounted for when the relevant earn-in conditions are satisfied.

As at November 30, 2025, the earn-in was in progress, and no jointly controlled entity had been formed.

f) Share-based compensation

The Company has an equity-settled share-based compensation plan. Equity-settled share-based payments to employees and others providing similar services are measured at the fair value of the

Page | 9


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

equity instruments at the grant date. The fair value is measured at grant date, using the Black-Scholes Option Pricing Model, and each tranche is recognized on a graded-vesting basis over the period in which options vest. At the end of each reporting period, the Company revises its estimate of the number of equity instruments expected to vest. The impact of the revision of the original estimates, if any, is recognized in profit or loss such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to reserves.

Equity-settled share-based payment transactions with parties other than employees are measured at the fair value of the goods or services received, except where that fair value cannot be estimated reliably, in which case they are measured at the fair value of the equity instruments granted, measured at the date the entity obtains the goods or the counterparty renders the service.

g) Loss per share

The Company presents basic and diluted loss per share data for its common shares, calculated by dividing the loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the period. Diluted loss per share does not adjust the loss attributable to common shareholders or the weighted average number of common shares outstanding when the effect is anti-dilutive.

h) Income taxes

Income tax expense comprises current and deferred tax. Income tax is recognized in the statement of loss and comprehensive loss, except to the extent that it relates to items recognized directly in equity, in which case it is recognized in equity.

Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the financial position date, and includes any adjustments to tax payable or receivable in respect of previous years.

Deferred income taxes are recorded using the liability method whereby deferred tax is recognized in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax is not recognized for temporary differences which arise on the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting, nor taxable profit or loss.

A deferred tax asset is recognized for unused tax losses, tax credits and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized.

Page | 10


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

i) Valuation of equity units issued in private placements

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 value to the more easily measurable component based on fair value and then the residual value, if any, to the less easily measurable component. The fair value of common shares issued in private placements was determined to be the more easily measurable component and are valued at their fair value, as determined by the closing quoted bid price on the announcement date. The balance, if any, is allocated to the attached warrants. Any fair value attributed to warrants is recorded to reserves.

j) Financial instruments

(i) Classification

The Company classifies its financial instruments in the following categories: at fair value through profit and loss ("FVTPL"), at fair value through other comprehensive income (loss) ("FVTOCI") or at amortized cost. The Company determines the classification of financial assets at initial recognition. The classification of debt instruments is driven by the Company's business model for managing the financial assets and their contractual cash flow characteristics. Equity instruments that are held for trading are classified as FVTPL. For other equity instruments, on the day of acquisition, the Company can make an irrevocable election (on an instrument-by-instrument basis) to designate them as at FVTOCI. Financial liabilities are measured at amortized cost, unless they are required to be measured at FVTPL (such as instruments held for trading or derivatives) or if the Company has opted to measure them at FVTPL.

The following table shows the classification of the Company's financial instruments:

Financial assets/liabilities Classification
Cash FVTPL
Reclamation bond Amortized cost
Accounts payable Amortized cost
Due to related parties Amortized cost

(ii) Measurement

Financial assets and liabilities at amortized cost

Financial assets and liabilities at amortized cost are initially recognized at fair value plus or minus transaction costs, respectively, and subsequently carried at amortized cost less any impairment.

Financial assets and liabilities at FVTPL

Financial assets and liabilities carried at FVTPL are initially recorded at fair value and transaction costs are expensed in the statements of loss and comprehensive loss. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTPL are included in the statement of comprehensive loss in the period in which they arise.

Page | 11


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

(iii) Derecognition

Financial assets

The Company derecognizes financial assets only when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all of the associated risks and rewards of ownership to another entity.

Financial liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged, or cancelled, or expire. The Company also derecognizes a financial liability when the terms of the liability are modified such that the terms and/or cash flows of the modified instrument are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

Gains and losses on derecognition are generally recognized in profit or loss.

k) New standards and interpretations not yet adopted

Certain new and amended accounting standards and interpretations have been published that are not mandatory for the November 30, 2025, reporting period and have not been early adopted by the Company.

IFRS 18, Presentation and Disclosures in Financial Statements ("IFRS 18")

This is a new standard on presentation and disclosure in financial statements which replaces IAS 1, with a focus on updates to the statement of profit or loss. IFRS 18 introduces new requirements to:

  • present specified categories and defined subtotals in the statement of profit or loss;
  • provide disclosures on management-defined performance measures (MPMs) in the notes to the financial statements; and
  • improve aggregation and disaggregation.

An entity is required to apply IFRS 18 for annual reporting periods on or after January 1, 2027, with earlier adoption permitted. IFRS 18 requires retrospective application with specific transition provisions. The Company is assessing the impact of this amendment.

Other new standards and interpretations with future effective dates are either not applicable or not expected to have a significant impact on the Company's financial statements.

  1. SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGMENTS

The preparation of these consolidated financial statements requires management to make judgments and estimates and form assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from these

Page | 12


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in future periods affected.

Critical accounting estimates

Significant assumptions about the future and other sources of estimation uncertainty that management has made at the end of the reporting period, that could result in a material adjustment to the carrying amounts of assets and liabilities, in the event that actual results differ from assumptions made, relate to, but are not limited to, the following:

i. the carrying value and the recoverability of the exploration and evaluation assets included in the consolidated statements of financial position;
ii. the provision for the income tax expense which is included in profit or loss and the measurement of deferred income tax liabilities included in the consolidated statements of financial position; and
iii. the inputs used in accounting for share-based payments in profit or loss.

Critical accounting judgments

i. the determination of categories of financial assets and financial liabilities identified as financial instruments, which involves judgments or assessments made by management;
ii. the determination of whether it is likely that future economic benefits associated with the exploration and evaluation expenditures capitalized will flow to the Company, which may be based on assumptions about future events or circumstances; and
iii. the determination of whether it is likely that future taxable profits will be available to utilize against any deferred tax assets.

5. FINANCIAL INSTRUMENTS AND FINANCIAL RISK

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

Level 1- quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2- inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
Level 3- inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Fair value of financial instruments

The Company's financial instruments include cash, reclamation bond, accounts payable, and amounts due to related parties. The carrying value of these instruments approximates their fair values due to the relatively short periods of maturity of these instruments.

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WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

Financial risk management objectives and policies

The risks associated with the Company’s financial instruments and the policies on how to mitigate these risks are set out below. Management manages and monitors these exposures to ensure appropriate measures are implemented in a timely and effective manner.

(i) Currency risk

The Company's expenses are primarily denominated in Canadian dollars; however, certain exploration and evaluation expenditures are incurred in US dollars. The Company's corporate office remains based in Canada, which reduces the direct exposure to exchange rate volatility. As of November 30, 2025, the Company owed $202 (US$145) to its US-based vendors, comprising approximately 0.04% of its monetary liabilities; at the same time, the Company had a total of $6,014 (US$4,302) in US dollars on deposit with major banks in both the US and Canada. Given significant fluctuations in exchange rates and broader economic uncertainty, the Company faces a high degree of foreign exchange risk. As a result, the Company continues to closely monitor its foreign currency exposure and assess potential impacts on its financial position.

Sensitivity Analysis on Foreign Exchange Risk

The impact of exchange rate fluctuations on the Company's liabilities and deposits is summarized below:

Change (%) Exchange Rate Liabilities (CAD) Cash on Deposit (CAD) Net Exposure (CAD)
-10% 1.2581 $182 $5,413 $5,231
+10% 1.5377 $222 $6,616 $6,394

(ii) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. At November 30, 2025, the Company’s exposure to interest rate risk was considered minimal.

(iii) Credit risk

Credit risk is the risk of an unexpected loss if a customer or third party to a financial instrument fails to meet its contractual obligations. As at November 30, 2025, the Company did not have any loans or advances receivable that were outstanding. The Company is also exposed to credit risk on its cash. To minimize the credit risk on cash, the Company places the instrument with major financial institutions.

(iv) Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. In the management of liquidity risk, the Company maintains a balance between continuity of funding and flexibility through the use of borrowings. Management closely monitors the liquidity position and expects to have adequate sources of funding to finance the Company’s projects and operations.

Page | 14


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

The Company’s financial liabilities at November 30, 2025, mature as follows:

<1 year 1-5 Years Total
Accounts payable and accrued liabilities $ 502,156 $ – $ 502,156
Due to related parties $ 48,712 $ – $ 48,712

(v) Commodity Price Risk

The Company’s ability to raise capital to fund exploration activities is subject to risks associated with fluctuations in the market price of mineral resources. The Company closely monitors commodity prices to determine the appropriate course of action to be taken.

  1. EQUIPMENT
Vehicle Equipment Total
Cost
Balance at November 30, 2024 and 2025 $ 100,472 $ 48,147 $ 148,619
Accumulated Depreciation Vehicle Equipment Total
Balance at November 30, 2023 $ 77,619 $ 39,275 $ 116,894
Depreciation 6,855 2,662 9,517
Balance at November 30, 2024 84,474 41,937 126,411
Depreciation 4,799 1,864 6,663
Balance at November 30, 2025 $ 89,273 $ 43,801 $ 133,074
Net Carrying Amounts Vehicle Equipment Total
Balance at November 30, 2024 $ 15,998 $ 6,210 $ 22,208
Balance at November 30, 2025 $ 11,199 $ 4,346 $ 15,545
  1. EXPLORATION AND EVALUATION ASSETS

Lapon Gold Project, Nevada

The Company owns 100% of the Lapon Gold Project, which comprises 147 claims, and includes the Lapon Canyon Project, the Rattlesnake Project, and the Pikes Peak Project.

On May 24, 2024, the Company entered into a royalty purchase agreement with Nevada Canyon Gold Corp. (“Nevada Canyon”) to sell a 2% Net Smelter Return (“NSR”) on the Lapon Canyon portion of the Lapon Gold Project for $409,140 (US$300,000).

On June 12, 2024, the Company sold to Nevada Canyon a 2% NSR on Pikes Peak Project for $205,500 (US$150,000). The sale of NSR on the Pikes Peak Project resulted in a $113,506 gain, as the book value of the Pikes Peak Project at the date of the transaction was $91,994. This gain was recognized in the statement of loss and comprehensive loss.

Page | 15


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

On January 31, 2025, the Company entered into an Exploration Stream Earn-in Agreement (the "Agreement") with Nevada Canyon to explore and develop the Lapon Canyon Project portion of the Lapon Gold Project. The Agreement grants Nevada Canyon the exclusive right to earn and purchase up to a 50% interest in the Lapon Canyon Project by funding cumulative exploration expenses of US$5,000,000 over three years.

The Agreement provides that, subject to certain conditions, the Company will grant Nevada Canyon an exclusive right to earn and purchase either (i) an undivided 50% interest (the "Earned Interest") in Lapon Canyon Project, or (ii) alternatively, a production royalty in the Lapon Canyon Project. Nevada Canyon has the right to accelerate the completion of the minimum work requirements and exercise its earn-in right at its discretion.

Upon Nevada Canyon acquiring the 50% Earned Interest, the parties will form a Nevada limited liability company (the "Joint Venture LLC") and contribute the Lapon Canyon Project to the Joint Venture LLC for the joint development and operation. Each party will fund its pro-rata share of future expenditures on the Lapon Canyon Project or face dilution of its interest in the Joint Venture LLC. If a party's interest in the Joint Venture LLC is diluted below 10% its interest will be converted to a 2% NSR royalty on the Lapon Canyon Project, subject to a buy-down option to 1% exercisable at any time for the payment of US$2,500,000.

On the closing of the Agreement, the US$200,000 principal the Company borrowed under the Promissory Note dated December 19, 2024 (Note 12), including accrued interest for a total of $293,787 (US$202,835), was deemed satisfied in full and credited toward Nevada Canyon's first annual period obligation for exploration expenses. During the year ended November 30, 2025, Nevada Canyon incurred an additional $1,767,283 (US$1,267,926) in exploration expenses on the Lapon Canyon Project, for a total of $2,061,070 (US$1,470,761) in cumulative exploration expenses incurred as at November 30, 2025.

Total costs incurred on the Lapon Gold Project are summarized as follows:

November 30, 2025 Lapon Canyon Project Rattlesnake Project Pikes Peak Project Total
Acquisition costs:
Balance, beginning $ 3,320,839 $ 191,120 $ - $ 3,511,959
Additions - 6,152 12,255 18,407
3,320,839 197,272 12,255 3,530,366
Deferred exploration expenditures:
Balance, beginning 5,240,608 132,550 128,559 5,501,717
Geologist fees and assays 132,946 - 26,612 159,558
Equipment depreciation (Note 6) 6,663 - - 6,663
Cash contributed under earn-in agreement (Note 12) (293,787) - - (293,787)
5,086,430 132,550 155,171 5,374,151
Balance, end of the year $ 8,407,269 $ 329,822 $ 167,426 $ 8,904,517

WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

November 30, 2024 Lapon Canyon Project Rattlesnake Project Pikes Peak Project Total
Acquisition costs:
Balance, beginning $ 3,698,784 $ 186,246 $ 26,797 $3,911,827
Additions 31,195 4,874 11,698 47,767
Sale of NSR (409,140) - (38,495) (447,635)
3,320,839 191,120 - 3,511,959
Deferred exploration expenditures:
Balance, beginning 4,284,141 132,550 30,879 4,447,570
Geologist fees and assays 946,950 - 151,179 1,098,129
Equipment depreciation (Note 6) 9,517 - - 9,517
Sale of NSR - - (53,499) (53,499)
5,240,608 132,550 128,559 5,501,717
Balance, end of the year $ 8,561,447 $ 323,670 $ 128,559 $9,013,676

In addition to the above costs, the US Federal Bureau of Land Management (the "BLM") required the Company to post a bond of US$23,070 (CAD$32,250) on its Lapon Canyon Project to cover future decommissioning costs (2024- US$23,070 (CAD$32,321)).

8. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

November 30, 2025 November 30, 2024
Accounts payable $ 94,056 $ 313,710
Accrued liabilities 408,100 274,144
$ 502,156 $ 587,854

During the year ended November 30, 2024, the Company derecognized vendor payables amounting to $171,917 that had exceeded the statute of limitations. The Company did not have similar transactions during the year ended November 30, 2025.

9. SHARE CAPITAL

Authorized

The Company is authorized to issue an unlimited number of common shares without par value.

Issued

During the year ended November 30, 2025

(i) On March 14, 2025, the Company closed a non-brokered private placement issuing a total of 1,090,000 units for gross proceeds of $174,400 (the "March Private Placement"). Each unit consisted of one common share of the Company and one share purchase warrant, exercisable at $0.25 per share, expiring on March 14, 2027. The warrants were valued at $Nil based on the residual method.

Page | 17


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

The Company recognized $2,385 in share issuance costs associated with the March Private Placement.

(ii) On June 24, 2025, the Company closed a non-brokered private placement issuing a total of 2,372,500 units for gross proceeds of $379,600 (the “June Private Placement”). Each unit consisted of one common share of the Company and one share purchase warrant, exercisable at $0.25 per share and expiring on June 24, 2027. The warrants were valued at $Nil based on the residual method. The Company recognized $4,095 in share issuance costs associated with the June Private Placement.

(iii) On November 7, 2025, the Company closed a non-brokered private placement issuing a total of 4,000,000 units for gross proceeds of $1,000,000 (the “November Private Placement”). Each unit consisted of one common share of the Company and one share purchase warrant, exercisable at $0.33 per share and expiring on November 7, 2027. The warrants were valued at $Nil based on the residual method. The Company recognized $7,344 in share issuance costs associated with the November Private Placement.

(iv) On October 30, 2025, the Company issued a total of 1,033,667 common shares on exercise of warrants for a total of $206,733. These warrants were initially valued at $25,842.

During the year ended November 30, 2024

(v) On December 6, 2023, the Company closed a non-brokered private placement issuing 3,124,000 units for gross proceeds of $468,600, of which $323,100 were received during the year ended November 30, 2023 (the “December Private Placement”). Each unit consisted of one common share and one warrant exercisable into an additional share at $0.20 per share, expiring on December 6, 2025. The Company determined that the warrants were valued at $0.025 per warrant share issued, and therefore $78,100 of the total proceeds received were recorded as part of reserves. The Company recognized $4,583 in share issuance costs associated with the December Private Placement. As part of the December Private Placement, the Company converted a total of $130,500 debt owed to the CFO and a consultant for their services into 870,000 units on the same terms.

(vi) On March 15, 2024, the Company closed a non-brokered private placement issuing 2,780,000 units for gross proceeds of $500,400 (the “March 2024 Private Placement”). Each unit consisted of one common share and one warrant exercisable into an additional share at $0.25 per share, expiring on March 15, 2026. The Company recognized $5,368 in share issuance costs associated with the March 2024 Private Placement.

(vii) On April 23, 2024, the Company issued 100,000 common shares on exercise of a warrant for total cash proceeds of $20,000.

(viii) On May 21, 2024, the Company closed a non-brokered private placement issuing 2,362,500 units for gross proceeds of $425,250 (the “May Private Placement”). Each unit consisted of one common share and one warrant exercisable into an additional share at $0.25 per share, expiring on May 21, 2026. The Company recognized $4,805 in share issuance costs associated with the May Private Placement.

Page | 18


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

Stock options

The Company has a Stock Option Plan (the “Plan”) pursuant to which the Company’s board of directors may grant incentive stock options to directors, officers, employees and consultants. Under the Plan, the aggregate number of common shares which may be subject to option at any one time may not exceed 10% of the issued common shares of the Company as of that date. Options granted may not exceed a term of ten years, and the term will be reduced to one year following the date of death of the optionee. All options vest when granted unless otherwise specified by the Board of Directors.

On September 3, 2025, the Company granted 2,300,000 incentive stock options to certain officers, directors, consultants, and employees of the Company to purchase up to a total of 2,300,000 common shares of the Company at a price of $0.215 per common share for a period of five years. The options vested on the grant date. The fair value of the options was estimated to be $390,217. The fair value of the options was determined using the Black-Scholes Option Pricing Model with the following assumptions: estimated volatility of 108%, expected life of 5 years, and risk-free interest rate of 2.87%.

The Company did not grant any options during the year ended November 30, 2024.

A summary of the Company’s stock options is as follows:

Number of Options Weighted Average Exercise Price
Balance, November 30, 2023 3,400,000 $ 0.260
Expired (500,000) $ 0.640
Balance, November 30, 2024 2,900,000 $ 0.200
Granted 2,300,000 $ 0.215
Balance, November 30, 2025 5,200,000 $ 0.207

As at November 30, 2025, the following share purchase warrants were outstanding:

Number of Options Exercise Price Years remaining Expiry Date
2,900,000(1) $0.200 1.99 November 28, 2027
2,300,000 $0.215 4.76 September 3, 2030
5,200,000 $0.207 3.22

(1) Subsequent to November 30, 2025, the Company issued 50,000 common shares on exercise of 50,000 options for total proceeds of $10,000. The share price at the time of exercise was $0.33.

Page | 19


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

Warrants

A summary of the Company’s share purchase warrants is as follows:

Number of Warrants Weighted Average Exercise Price
Balance, November 30, 2023 5,583,975 $ 0.24
Exercised (100,000) $ 0.20
Expired (2,400,000) $ 0.30
Issued 8,266,500 $ 0.23
Balance, November 30, 2024 11,350,475 $ 0.22
Exercised (1,033,667) $ 0.20
Expired (3,083,975) $ 0.20
Issued 7,462,500 $ 0.29
Balance, November 30, 2025 14,695,333 $ 0.26

As at November 30, 2025, the following share purchase warrants were outstanding:

Number of Warrants Exercise Price Years remaining Expiry Date
2,090,333(1) $0.20 0.02 December 6, 2025
2,780,000(2) $0.25 0.29 March 15, 2026
2,362,500(3) $0.25 0.47 May 21, 2026
1,090,000 $0.25 1.28 March 14, 2027
2,372,500 $0.25 1.56 June 24, 2027
4,000,000 $0.33 1.94 November 7, 2027
14,695,333 $0.26 1.01

(1) Subsequent to November 30, 2025, the Company issued 1,020,333 common shares on exercise of these warrants for total proceeds of $204,066. Remaining warrants to acquire up to 1,070,000 common shares expired unexercised.
(2) Subsequent to November 30, 2025, the Company issued 1,175,500 common shares on exercise of these warrants for total proceeds of $293,875. Remaining warrants to acquire up to 1,604,500 common shares expired unexercised.
(3) Subsequent to November 30, 2025, the Company issued 339,000 common shares on exercise of these warrants for total proceeds of $84,750.

Nature and Purpose of Reserves

Stock option reserve

The stock option reserve records items recognized as share-based compensation expense until such time that the stock options are exercised, at which time the corresponding amount is transferred to share capital.

Page | 20


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

Warrant reserves

The warrant reserve records items recognized as the value of warrants issued with respect to financings and not classified as liabilities until such time as the warrants are exercised, at which time the corresponding amount is transferred to share capital.

  1. MANAGEMENT OF CAPITAL

The Company's objectives when managing capital are to safeguard its ability to continue as a going concern in order to pursue its operations and to maintain a flexible capital structure, which optimizes the cost of capital at an acceptable risk. The Company considers its capital for this purpose to be its shareholders' equity.

The Company's primary source of capital is through the issuance of equity. The Company manages and adjusts its capital structure when changes in economic conditions occur. To maintain or adjust the capital structure, the Company may seek additional funding. The Company may require additional capital resources to meet its administrative overhead expenses in the long term. The Company believes it will be able to raise capital as required in the long term, but recognizes there will be risks involved that may be beyond its control. There are no external restrictions on the management of capital. There has been no change to the Company's approach to managing capital during the year.

  1. RELATED PARTY TRANSACTIONS AND BALANCES

a) Related party transactions

Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. During the years ended November 30, 2025 and 2024, the following amounts were incurred or paid to officers, directors and/or their related companies:

November 30, 2025 November 30, 2024
Consulting fees (i) $ 95,000 $ 80,000
Deferred exploration expense (ii) 101,000 185,000
Management fees (iii) 167,000 208,500
Advertising and promotion (iv) - 8,500
Share-based compensation (v) 182,384 -
$ 545,384 $ 482,000

i) The Company paid or accrued $73,000 (November 30, 2024: $68,000) in consulting fees to a director of the Company, and $22,000 (November 30, 2024: $12,000) to a company controlled by a director and an officer of the Company.
ii) The Company incurred $101,000 (November 30, 2024: $185,000) in deferred exploration expenses on the Lapon Gold Project to companies controlled by a director and an officer.
iii) The Company paid or accrued $167,000 (November 30, 2024: $208,500) in key management compensation to two of its directors and officers. Key management includes directors and key officers of the Company, including the President, CEO and CFO.

Page | 21


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

iv) The Company paid or accrued $Nil (November 30, 2024: $8,500) in advertising and promotion to a company controlled by a director and an officer of the Company.

v) The Company recognized $182,384 (November 30, 2024: $Nil) in share-based compensation associated with the September 3, 2025, grant of stock options to directors and officers to acquire up to 1,075,000 common shares at $0.215, expiring on September 3, 2030 (Note 9).

b) Related party balances

The following amounts were due to related parties as at November 30, 2025 and 2024:

i) Amounts due to related parties include a balance due to a director and officer of the Company for management fees and reimbursable expenses of $16,061 (November 30, 2024: $17,693). This amount is unsecured, non-interest-bearing, with no fixed terms of repayment.

ii) Amounts due to related parties include a balance due to a director and officer of the Company for management fees of $13,504 (November 30, 2024: $19,154). This amount is unsecured, non-interest-bearing, with no fixed terms of repayment.

iii) Amounts due to related parties include a balance due to a company controlled by a director and an officer of the Company for deferred exploration costs of $19,147 (November 30, 2024: $16,000). This amount is unsecured, non-interest-bearing, with no fixed terms of repayment.

  1. PROMISSORY NOTE PAYABLE

On December 19, 2024, the Company’s wholly owned subsidiary, Walker River Resources, LLC, borrowed from Nevada Canyon, LLC, a wholly owned subsidiary of Nevada Canyon, $287,400 (US$200,000) in exchange for a promissory note for a maximum of US$500,000. The principal amount borrowed under the note payable accumulated interest at a rate of 12% per annum. In the event of default, the Company agreed to grant Nevada Canyon, LLC production royalty from the Lapon Canyon Project, based on the percentage of the NSR Royalty, as defined in the Royalty Purchase Agreement dated May 24, 2024 (Note 7).

For the year ended November 30, 2025, the Company recorded $4,080 in interest expense related to the promissory note payable (November 30, 2024 – $Nil).

On the closing of the Exploration Stream Earn-in Agreement with Nevada Canyon on January 31, 2025, the $289,680 (US$200,000) principal, including accrued interest of $4,107 (US$2,835) for a total of $293,787, was deemed satisfied in full and credited toward Nevada Canyon’s exploration obligations (Note 7).

Page | 22


WALKER RIVER RESOURCES CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED NOVEMBER 30, 2025 AND 2024
(EXPRESSED IN CANADIAN DOLLARS)

13. INCOME TAXES

A reconciliation of the statutory tax rate to the average effective rate for the years end November 30, 2025 and 2024 is as follows:

November 30, 2025 November 30, 2024
Net loss for the year $ (1,300,274) $ (702,891)
Statutory tax rate 27% 27%
Income tax recovery at combined statutory rate (351,074) (189,781)
Effect of true-up of prior year tax return (238,075) 89,174
Non-deductible expenditures 110,692 2,404
Share issuance costs (1,543) (797)
Change in tax benefits not recognized 480,000 99,000
$ - $ -

Temporary differences that give rise to the following deferred tax assets are:

November 30, 2025 November 30, 2024
Non-capital loss carry forwards $ 2,914,000 $ 2,644,000
Equipment 24,000 23,000
Exploration and evaluation assets 2,000 (202,000)
Share issuance costs 7,000 2,000
Total gross deferred income tax assets 2,947,000 2,467,000
Less: unrecognized deferred income tax assets (2,947,000) (2,467,000)
$ - $ -

As at November 30, 2025, the Company has approximately $10,792,000 of non-capital losses in Canada that may be used to offset future taxable income, expiring between 2033 - 2044.

Page | 23