AI assistant
Walker River Resources Corp. — Interim / Quarterly Report 2025
Apr 28, 2025
46981_rns_2025-04-28_58186c6c-d480-4837-9591-c2e6bf35256a.pdf
Interim / Quarterly Report
Open in viewerOpens in your device viewer
Walker River Resources
CONDENSED INTERIM
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED
FEBRUARY 28, 2025
(Unaudited, Expressed in Canadian Dollars)
NOTICE OF NO AUDITOR REVIEW
OF THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2025
The accompanying condensed interim consolidated financial statements of Walker River Resources Corp. (the "Company") for the three months ended February 28, 2025, have been prepared by, and are the responsibility of, the Company’s management.
The Company’s independent auditor has not performed a review of these condensed interim consolidated financial statements in accordance with the standards established by the Canadian Institute of Chartered Accountants for a review of the condensed interim statements by an entity’s auditor. These condensed interim consolidated financial statements include all adjustments, consisting of normal and recurring items, that management considers necessary for a fair presentation of the financial position, results of operations and cash flows.
WALKER RIVER RESOURCES CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(EXRESSED IN CANADIAN DOLLARS)
(Unaudited)
| AS AT | Notes | February 28, 2025 | November 30, 2024 |
|---|---|---|---|
| ASSETS | |||
| Current | |||
| Cash | $ 229,580 | $ 366,962 | |
| Receivables | 38,629 | 35,509 | |
| Prepaid expenses | 1,697 | 5,828 | |
| 269,906 | 408,299 | ||
| Non-current assets | |||
| Reclamation bond | 5 | 33,308 | 32,321 |
| Equipment | 4 | 20,542 | 22,208 |
| Exploration and evaluation assets | 5,9,10 | 8,859,585 | 9,013,676 |
| Total assets | $ 9,183,341 | $ 9,476,504 | |
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |||
| Current | |||
| Accounts payable and accrued liabilities | 6 | $ 468,094 | $ 587,854 |
| Due to related parties | 9 | 39,168 | 52,847 |
| Total liabilities | 507,262 | 640,701 | |
| EQUITY | |||
| Share capital | 7,11 | 17,912,169 | 17,912,169 |
| Reserves | 7 | 2,735,992 | 2,735,992 |
| Deficit | (11,972,082) | (11,812,358) | |
| Total equity | 8,676,079 | 8,835,803 | |
| Total liabilities and shareholders’ equity | $ 9,183,341 | $ 9,476,504 |
Nature and continuance of operations (Note 1)
Subsequent events (Note 14)
Authorized for issuance on behalf of the board on April 28, 2025:
“Michel David” Director
“Eric Falardeau” Director
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
Page | 1
WALKER RIVER RESOURCES CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF LOSS
AND COMPREHENSIVE LOSS
(EXPRESSED IN CANADIAN DOLLARS)
(Unaudited)
For the three months ended
| Note | February 28, 2025 | February 29, 2024 | |
|---|---|---|---|
| Operating expenses: | |||
| Administration | $ 14,762 | $ 20,413 | |
| Advertising and promotion | 2,263 | 3,240 | |
| Audit and accounting | - | 4,452 | |
| Consulting | 9 | 72,000 | 76,000 |
| Management fees | 9 | 43,000 | 58,000 |
| Office and miscellaneous | 13,568 | 4,745 | |
| Rent | 4,889 | 4,894 | |
| Transfer agent and filing fees | 1,365 | 1,626 | |
| Travel | 3,799 | 4,426 | |
| (155,646) | (177,796) | ||
| Other items | |||
| Interest expense | 10 | (4,078) | - |
| Net loss and comprehensive loss | $ (159,724) | $ (177,796) | |
| Loss per share – basic and diluted | $ (0.00) | $ (0.00) | |
| Weighted average number of common shares outstanding – basic and diluted | 48,618,362 | 43,169,884 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
Page | 2
WALKER RIVER RESOURCES CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(EXRESSED IN CANADIAN DOLLARS)
(Unaudited)
| 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 | 3,124,000 | 390,500 | (323,100) | 78,100 | - | 145,500 |
| Share issuance costs | - | (4,583) | - | - | - | (4,583) |
| Comprehensive loss | - | - | - | - | (177,796) | (177,796) |
| Balance, February 29, 2024 | 43,375,862 | $ 16,976,691 | $ - | $ 2,735,992 | $ (11,287,263) | $ 8,425,420 |
| Balance, November 30, 2024 | 48,618,362 | $ 17,912,169 | $ - | $ 2,735,992 | $ (11,812,358) | $ 8,835,803 |
| Comprehensive loss | - | - | - | - | (159,724) | (159,724) |
| Balance, February 28, 2025 | 48,618,362 | $ 17,912,169 | $ - | $ 2,735,992 | $ (11,972,082) | $ 8,676,079 |
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
Page | 3
WALKER RIVER RESOURCES CORP.
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
(EXRESSED IN CANADIAN DOLLARS)
(Unaudited)
| For the three months ended | ||
|---|---|---|
| February 28, 2025 | February 29, 2024 | |
| OPERATING ACTIVITIES | ||
| Net loss | $ (159,724) | $ (177,796) |
| Items not affecting cash: | ||
| Foreign exchange adjustment | 1,750 | 49 |
| Interest expense | 4,080 | - |
| Changes in non-cash working capital balances: | ||
| Receivables | (3,120) | (13,465) |
| Prepaid expenses | 4,131 | 6,920 |
| Accounts payable and accrued liabilities | 23,675 | 4,517 |
| Due to related parties | (5,679) | 20,602 |
| Cash used in operating activities | (134,887) | (159,173) |
| INVESTING ACTIVITIES | ||
| Exploration and evaluation assets | (289,895) | (53,178) |
| Cash used in investing activities | (289,895) | (53,178) |
| FINANCING ACTIVITIES | ||
| Cash received under promissory note | 287,400 | - |
| Issuance of units | - | 15,000 |
| Share issuance costs | - | (4,583) |
| Cash provided by financing activities | 287,400 | 10,417 |
| DECREASE IN CASH | (137,382) | (201,934) |
| CASH, BEGINNING | 366,962 | 543,271 |
| CASH, ENDING | $ 229,580 | $ 341,337 |
| SUPPLEMENTAL CASH FLOW INFORMATION AND NON-CASH TRANSACTION | ||
| Exploration and evaluation assets included in accounts payable | $ 99,006 | $ - |
| Exploration and evaluation assets included in accounts payable to related parties | $ 8,000 | $ (4,636) |
| Depreciation capitalized | $ 1,666 | $ 2,379 |
| Note payable and accrued interest converted to contribution under earn-in agreement | $ 293,787 | $ - |
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
Page | 4
WALKER RIVER RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2025
(EXPRESSED IN CANADIAN DOLLARS)
(Unaudited)
- 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 820 – 1130 West Pender Street, Vancouver, British Columbia, V6E 4A4, Canada.
- BASIS OF PREPARATION AND GOING CONCERN
a) Statement of compliance
These condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard IAS 34 – Interim Financial Reporting. The interim condensed financial statements, prepared in conformity with IAS 34, follow the same accounting principles and methods of application as the most recent audited consolidated financial statements. Since these condensed interim consolidated financial statements do not include all disclosures required by the International Financial Reporting Standards (“IFRS”) for annual financial statements, they should be read in conjunction with the Company’s audited consolidated financial statements for the year ended November 30, 2024.
b) Going concern
These condensed interim 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 three months ended February 28, 2025, the Company has negative cash flow from operations and recurring operating losses and, as at that date, has an accumulated deficit of $11,972,082. 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 condensed interim consolidated financial statements include the accounts of the Company and its wholly owned subsidiary Walker River Resources LLC, incorporated in the state of Nevada.
Page | 5
WALKER RIVER RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2025
(EXPRESSED IN CANADIAN DOLLARS)
(Unaudited)
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 benefit from its activities. All inter-company accounts have been eliminated.
3. 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.
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 on 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 February 28, 2025, the Company owed $84,492 (US$58,521) to its US-based vendors comprising approximately 18% of its monetary liabilities; at the same time, the Company had a total of $20,764 (US$14,381) 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.
Page | 6
WALKER RIVER RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2025
(EXPRESSED IN CANADIAN DOLLARS)
(Unaudited)
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% | 1.2994 | $76,043 | $18,687 | $57,356 |
| +10% | 1.5882 | $92,941 | $22,840 | $70,101 |
(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 February 28, 2025, the Company’s exposure to interest rate risk is 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 February 28, 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.
The Company’s financial liabilities at February 28, 2025, mature as follows:
| <1 year | 1-5 Years | Total | |
|---|---|---|---|
| Accounts payable | $ 140,518 | $ – | $ 140,518 |
| Due to related parties | $ 39,168 | $ – | $ 39,168 |
(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.
Page | 7
WALKER RIVER RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2025
(EXPRESSED IN CANADIAN DOLLARS)
(Unaudited)
4. EQUIPMENT
| Vehicle | Equipment | Total | |
|---|---|---|---|
| Cost | |||
| Balance at November 30, 2023 and 2024, and at February 28, 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 | 1,200 | 466 | 1,666 |
| Balance at February 28, 2025 | $ 85,674 | $ 42,403 | $ 128,077 |
| Net Carrying Amounts | Vehicle | Equipment | Total |
| Balance at November 30, 2024 | $ 15,998 | $ 6,210 | $ 22,208 |
| Balance at February 28, 2025 | $ 14,798 | $ 5,744 | $ 20,542 |
5. EXPLORATION AND EVALUATION ASSETS
Lapon Gold Project, Nevada
The Company owns 100% of the Lapon Gold Project, which is comprised of 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.
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.
Page | 8
WALKER RIVER RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2025
(EXPRESSED IN CANADIAN DOLLARS)
(Unaudited)
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 10), including accrued interest for a total of $293,787, was deemed satisfied in full and credited toward Nevada Canyon's first annual period obligation for exploration expenses.
Total costs incurred on the Lapon Gold Project are summarized as follows:
| February 28, 2025 | Lapon Canyon Project | Rattlesnake Project | Pikes Peak Project | Total |
|---|---|---|---|---|
| Acquisition costs at November 30, 2024 and February 28, 2025 | $ 3,320,839 | $ 191,120 | $ - | $ 3,511,959 |
| Deferred exploration expenditures: | ||||
| Balance, beginning | 5,240,608 | 132,550 | 128,559 | 5,501,717 |
| Geologist fees and assays | 138,030 | - | - | 138,030 |
| Equipment depreciation (Note 5) | 1,666 | - | - | 1,666 |
| Cash contributed under earn-in agreement | (293,787) | - | - | (293,787) |
| 5,086,517 | 132,550 | 128,559 | 5,347,626 | |
| Balance, end of the period | $ 8,407,356 | $ 323,670 | $ 128,559 | $ 8,859,585 |
| 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 5) | 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 |
WALKER RIVER RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2025
(EXPRESSED IN CANADIAN DOLLARS)
(Unaudited)
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$33,308) on its Lapon Canyon Project to cover future decommissioning costs (2024- US$23,070 (CAD$32,321)).
6. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
| February 28, 2025 | November 30, 2024 | |
|---|---|---|
| Accounts payable | $ 140,518 | $ 313,710 |
| Accrued liabilities | 327,576 | 274,144 |
| $ 468,094 | $ 587,854 |
7. SHARE CAPITAL
Authorized
The Company is authorized to issue an unlimited number of common shares without par value.
Issued
During the three months ended February 28, 2025
During the three-month period ending February 28, 2025, the Company did not issue any common shares or engage in any transactions resulting in the issuance of common shares.
During the year ended November 30, 2024
(i) On December 6, 2023, the Company closed a non-brokered private placement issuing 3,124,000 units (the “December Units”) at $0.15 per December Unit for aggregate proceeds of $468,600, of which $323,100 were received during the year ended November 30, 2023 (the “December Private Placement”). Each December 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 Private Placement, the Company converted a total of $130,500 debt owed to the CFO and a consultant for their services into 870,000 December Units on the same terms.
(ii) On March 15, 2024, the Company closed a non-brokered private placement issuing 2,780,000 units (the “March Units”) at $0.18 per March Unit for aggregate proceeds of $500,400 (the “March Private Placement”). Each March 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 Private Placement.
Page | 10
WALKER RIVER RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2025
(EXPRESSED IN CANADIAN DOLLARS)
(Unaudited)
(iii) On April 23, 2024, the Company issued 100,000 common shares on exercise of a warrant for total cash proceeds of $20,000.
(iv) On May 21, 2024, the Company closed a non-brokered private placement issuing 2,362,500 units (the “May Units”) at $0.18 per May Unit for aggregate proceeds of $425,250 (the “May Private Placement”). Each May 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.
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.
The Company did not grant any options during the three months ended February 28, 2025, and 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 | $ 0.26 |
| Expired | (500,000) | $ 0.64 |
| Balance, November 30, 2024 and February 28, 2025 | 2,900,000 | $ 0.20 |
As at February 28, 2025, the Company had 2,900,000 stock options remaining outstanding and exercisable at $0.20 per share and expiring on November 28, 2027.
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 and February 28, 2025 | 11,350,475 | $ 0.22 |
WALKER RIVER RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2025
(EXPRESSED IN CANADIAN DOLLARS)
(Unaudited)
As at February 28, 2025, the following share purchase warrants were outstanding:
| Number of Warrants | Exercise Price | Years remaining | Expiry Date |
|---|---|---|---|
| 3,083,975(1) | $0.20 | 0.54 | June 16, 2025 |
| 3,124,000 | $0.20 | 1.02 | December 6, 2025 |
| 2,780,000 | $0.25 | 1.29 | March 15, 2026 |
| 2,362,500 | $0.25 | 1.47 | May 21, 2026 |
| 11,350,475 | $0.22 | 1.05 |
(1) Of the 3,083,975 warrants, 58,975 Warrants were issued as Finder’s Warrants.
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.
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.
8. 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 costs 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.
9. 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 three months ended February 28, 2025 and February 29, 2024, the following amounts were incurred or paid to officers, directors and/or their related companies:
Page | 12
WALKER RIVER RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2025
(EXPRESSED IN CANADIAN DOLLARS)
(Unaudited)
| February 28, 2025 | February 29, 2024 | |
|---|---|---|
| Consulting fees (i) | $ 18,000 | $ 15,000 |
| Deferred exploration expense (ii) | 16,000 | 57,000 |
| Management fees (iii) | 43,000 | 58,000 |
| $ 77,000 | $ 130,000 |
i) The Company paid or accrued $18,000 (February 29, 2024: $15,000) in consulting fees to a director of the Company.
ii) The Company incurred $16,000 (February 29, 2024: $57,000) for exploration expenses on the Lapon Gold Project to companies controlled by a director and an officer.
iii) The Company paid or accrued $43,000 (February 29, 2024: $58,000) 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.
b) Related party balances
The following amounts were due to related parties as at February 28, 2025, and November 30, 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 $10,816 (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 $19,154 (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 $9,198 (November 30, 2024: $16,000). This amount is unsecured, non-interest bearing, with no fixed terms of repayment.
- 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 to Nevada Canyon 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.
For the three-month period ended February 28, 2025, the Company recorded $4,080 in interest expense related to the promissory note payable (February 29, 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
Page | 13
WALKER RIVER RESOURCES CORP.
NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED FEBRUARY 28, 2025
(EXPRESSED IN CANADIAN DOLLARS)
(Unaudited)
total of $293,787, was deemed satisfied in full and credited toward Nevada Canyon’s exploration obligations (Note 5).
11. SUBSEQUENT EVENT
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. Each unit consisted of one common share of the Company and one share purchase warrant at $0.25 per share expiring on March 14, 2027.
Page | 14