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West Mining Corp. Interim / Quarterly Report 2024

Mar 28, 2024

47528_rns_2024-03-28_b6cb9e27-5f1f-4bc0-a39e-1a617eb9206c.pdf

Interim / Quarterly Report

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WEST MINING CORP.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED JANUARY 31, 2024 AND 2023 (Unaudited – Expressed in Canadian Dollars)

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NOTICE TO READER

Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the condensed consolidated interim financial statements, they must be accompanied by a notice indicating that the condensed consolidated interim financial statements have not been reviewed by an auditor.

The accompanying unaudited condensed consolidated interim financial statements of the Company 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 consolidated interim financial statements in accordance with standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditor.

WEST MINING CORP.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION

(Unaudited – Expressed in Canadian Dollars)

Note
January 31,
2024
October 31,
2023
$
ASSETS
Current assets
Cash
10,223
Marketable securities
13,250
GST recoverable
24,669
Prepaid expenses
8,442
$
3,157
18,000
21,312
19,813
56,584
Term deposit
57,500
Explorationand evaluationassets
3
8,486,686
62,282
57,500
8,483,686
Total assets
8,600,770
8,603,468
LIABILITIES
Current liabilities
Accounts payable and accrued liabilities
6
223,384
Loans payable
4
49,554
220,249
51,285
272,938 271,534
EQUITY
Share capital
5
15,860,700
Subscriptions received
24,600
Reserves
5
3,842,171
Deficit
(11,399,639)
15,714,011
24,600
3,707,872
(11,114,549)
8,327,832 8,331,934
Total liabilities and equity
8,600,770
8,603,468

Nature of operations and going concern (Note 1)

Approved and authorized on behalf of the Board of Directors on March 28, 2024

Nader Vatanchi ” Director “ Ashish Misquith ” Director

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

4

WEST MINING CORP.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE LOSS FOR THE THREE MONTHS ENDED JANUARY 31, 2024 AND 2023 (Unaudited – Expressed in Canadian dollars)

FOR THE THREE MONTHS ENDED JANUARY 31, 2024 AND 2023
(Unaudited – Expressed in Canadian dollars)
Notes
2024
2023
$
ADMINISTRATIVE EXPENSES
Advertising and promotion
3,474
Consulting fees
6
67,799
Insurance
3,375
Interest and bank charges
972
Office expenses
15,035
Professional fees
6
35,352
Rent
-
Salary and benefits
6,375
Share-based compensation
5
134,299
Transfer agent and filing fees
16,683
$
235,991
96,407
6,875
386
16,214
37,331
9,375
7,730
-
9,816
(283,364) (420,125)
OTHER INCOME (EXPENSE)
Foreign exchange gain
675
Interest income
2,349
Unrealized loss on marketable securities
(4,750)
Impairment ofexplorationand evaluationassets
3
-
-
1,011
7,000
(108,549)
(1,726) (100,538)
NET LOSS AND COMPREHENSIVE LOSS FOR THE
PERIOD
(285,090)
(520,663)
NET LOSS PER SHARE – BASIC AND DILUTED
(0.04)
(0.09)
WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING
7,711,447
6,102,849

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

5

WEST MINING CORP.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN EQUITY FOR THE YEAR ENDED OCTOBER 31, 2023 AND THREE MONTHS ENDED JANUARY 31, 2024 (Unaudited – Expressed in Canadian dollars)

Number of Share Subscriptions
Shares Capital Received Reserves Deficit Total
# $ $ $ $ $
Balance, October 31, 2022 6,096,230 15,682,011 24,600 3,727,872 (9,984,627) 9,449,856
Net and comprehensive loss for the period - - - - (520,663) (520,663)
Balance, January 31, 2023 6,096,230 15,682,011 24,600 3,727,872 (10,505,290) 8,929,193
Shares issued due to RSU exercise 20,000 20,000 - (20,000) - -
Shares issued for termination agreement of
exploration and evaluation asset
30,000 12,000 - - - 12,000
Net and comprehensivelossforthe period - - - - (609,259) (609,259)
Balance, October 31, 2023 6,146,230 15,714,011 24,600 3,707,872 (11,114,549) 8,331,934
Shares issued for private placement 3,000,000 150,000 - - - 150,000
Share issue costs – cash - (3,311) - - - (3,311)
Share-based compensation - - - 134,299 - 134,299
Net and comprehensivelossforthe period - - - - (285,090) (285,090)
Balance,January31,2024 9,146,230 15,860,700 24,600 3,842,171 (11,399,639) 8,327,832

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

6

WEST MINING CORP.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED JANUARY 31, 2024 AND 2023 (Unaudited – Expressed in Canadian Dollars)

2024 2023
$
Operating activities:
Net loss for the period
(285,090)
Items not affecting cash:
Unrealized loss (gain) on marketable securities
4,750
Impairment of exploration and evaluation assets
-
Share-based compensation
134,299
Changes in non-cash working capital related to operations:
GST recoverable
(3,357)
Prepaid expenses
11,371
Accounts payable and accrued liabilities
(176)
$
(520,663)
(7,000)
108,549
-
57,951
113,087
(8,948)
Net cashusedinoperating activities
(138,203)
(257,024)
Investing activity:
Exploration and evaluation asset expenditures
(3,000)
(78,944)
Net cash used in investing activity
(3,000)
(78,944)
Financing activities:
Issuance of shares – private placement
150,000
Loan repayment
(14,087)
Loans received
12,356
-
-
Net cash provided by financing activities
148,269
-
Decrease in cash during the period
7,066
Cash–beginning of the period
3,157
(335,968)
681,751
Cash – end of theperiod
10,223
345,783
Supplemental cash flow information:
Interest paid in cash
-
Income taxespaid in cash
-
-
-

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

7

WEST MINING CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended January 31, 2024 and 2023 (Unaudited – Expressed in Canadian Dollars)

1. NATURE OF OPERATIONS AND GOING CONCERN

West Mining Corp. (the “Company” or “West”) was incorporated under the Company Act of British Columbia on August 28, 2017. The Company’s registered and records office is located at Suite 4204-1011 West Cordova Street Vancouver, British Columbia, Canada V6C 0B2. The Company’s common shares trade on the Canadian Securities Exchange under the trading symbol “WEST”.

The Company’s primary business is the identification, acquisition, and exploration of mineral properties.

Effective November 15, 2023, the Company completed the consolidation of its common shares on the basis of one postconsolidation common share for each 10 pre-consolidation common share. These condensed consolidated interim financial statements reflect the share consolidation for all shares, warrants, options and per share amounts retrospectively.

These condensed consolidated interim financial statements have been prepared on the basis that the Company will continue as a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for the next twelve months. As at January 31, 2024, the Company has a working capital deficit of $216,354 and an accumulated deficit of $11,399,639. The Company expects to incur further losses in the development of its business. The Company’s ability to continue as a going concern is dependent upon its ability to raise adequate funding through equity or debt financings to discharge its liabilities as they come due. Although the Company has been successful in the past in obtaining financing, there is no assurance that it will be able to obtain adequate financing in the future or that such financing will be on terms advantageous to the Company.

These factors indicate the existence of a material uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern. As a result, the Company may be unable to realize its assets and discharge its liabilities in the normal course of business. Should the Company be unable to continue as a going concern, asset realization values may be substantially different from their carrying values. Carrying values as shown in these condensed consolidated interim financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. Such adjustments could be material.

2. BASIS OF PRESENTATION

a) Statement of compliance

These condensed consolidated interim financial statements have been prepared in conformity with International Accounting Standard (“IAS”) 34, Interim Financial Reporting, using the same accounting policies as detailed in the Company’s audited consolidated financial statements for the year ended October 31, 2023. They do not include all the information required for complete annual financial statements in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board ("IASB") and interpretations of the International Financial Reporting Interpretations Committee ("IFRIC") and therefore should be read together with the audited consolidated financial statements for year ended October 31, 2023.

These condensed consolidated interim financial statements were approved and authorized for issue by the Board of Directors on March 28, 2024.

b) Basis of measurement

These condensed consolidated interim financial statements have been prepared on a historical cost basis, except for certain financial instruments which are measured at fair value.

c) Consolidation

These condensed consolidated financial statements include the financial statements of the Company and whollyowned subsidiaries subject to control by the Company, including 2125839 Alberta Inc., Pilgrim Exploration Corp., Folkestone Mining Corp. and 1994854 Alberta Ltd.

Control is achieved when the Company has the power to, directly or indirectly, govern the financial and operating policies of an entity so as to obtain benefits from its activities. Subsidiaries are fully consolidated from the date on which control is obtained and continue to be consolidated until the date that such control ceases. Intercompany balances, transactions and unrealized intercompany gains and losses are eliminated upon consolidation.

8

WEST MINING CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended January 31, 2024 and 2023 (Unaudited – Expressed in Canadian Dollars)

d) Functional and presentation currency

These condensed consolidated interim financial statements are presented in Canadian dollars, which is the functional currency of the Company and its subsidiaries. All financial information is expressed in Canadian dollars unless otherwise stated and have been rounded to the nearest dollar.

3. EXPLORATION AND EVALUATION ASSETS

a) Kena Project

During the year ended October 31, 2021, the Company acquired a 100% interest in the Kena Project upon execution of the Option Agreement, the Amended Agreement and the Apex Agreement (as defined below). The Company also purchased additional claims to complement the Kena Project on March 22, 2021, as described below. The Kena Project consists of mineral claims and crown grants located in the Nelson Mining District in British Columbia, and is subject to various NSRs ranging from 1% to 3% which may be purchased for cash consideration.

Option Agreement

On December 24, 2020, the Company entered into an option agreement (the “Option Agreement”) with Boundary Gold and Copper Mining Ltd. (“Boundary”), and Boundary’s wholly-owned subsidiary, 1994854 Alberta Ltd. (“1994854”), to acquire 174 mineral claims and 11 crown grants comprising the Kena and Daylight gold-copper properties (the “Kena Project”). Under the Option Agreement, the Company had the option to earn an 80% interest in and to the properties by completing the following:

  • i. Make aggregate cash payments of $1,325,000 ($325,000 paid);

  • ii. Issue an aggregate of 736,111 common shares (180,556 common shares issued with a fair value of $325,000); and

  • iii. Incur an aggregate of $2,211,000 in exploration expenditures (incurred $1,735,925).

The Company issued 28,539 common shares valued at $51,371 for finder’s fees.

The Company also had the option to acquire the remaining 20% interest in the Kena Project by making a further cash payment of $2,000,000 upon earning its 80% interest.

Amended Agreement to purchase 1994854

Pursuant to an amending agreement dated April 7, 2021 with Boundary (“Amended Agreement”), the Company acquired all of the issued and outstanding shares of 1994854 from Boundary, by making a cash payment of $800,000 and issuing 555,555 common shares to Boundary with a fair value of $1,888,889. The remaining commitments under the Option Agreement were waived upon the Company’s purchase of 1994854. 1994854 holds the underlying 80% interest in the Kena Project.

The Company also paid finder’s fees of $80,000 and issued 55,555 common shares with a fair value of $188,889.

The acquisition of 1994854 did not meet the definition of a business combination, and therefore has been accounted for as an asset purchase of mineral property interests with the Company acquiring the outstanding shares of 1994854 on December 23, 2020. The consideration for 1994854 has been calculated based on the cash payments and fair value of the common shares issued, and 100% of the purchase consideration has been allocated to exploration and evaluation assets acquired.

Apex Agreement to purchase remaining 20% interest

Pursuant to an asset purchase agreement dated April 7, 2021 with Apex Resources Inc. (“Apex”) (“Apex Agreement”), the Company acquired Apex’s interest in the Kena Project in exchange for cash payments totaling $300,000 and issuance of 150,000 common shares of the Company valued at $480,000.

Apex retained a 1% NSR royalty on the Kena Project, which the Company has a right to purchase for a cash payment of $500,000 at any time prior to the commencement of commercial production.

9

WEST MINING CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended January 31, 2024 and 2023 (Unaudited – Expressed in Canadian Dollars)

Athabasca Mine

On March 22, 2021, the Company entered into a claims purchase agreement with 802213 Alberta Ltd., under which the Company acquired 17 mineral claims, contiguous to the Kena Project. In exchange for the claims, the Company paid $27,087 and issued 8,500 common shares of the Company. On August 4, 2021, the Company entered into a claims purchase agreement with 802213 Alberta Ltd., under which the Company acquired 5 additional mineral claims, contiguous to the Kena Project. In exchange for the claims, the Company paid $25,210.

b) Folkestone Property

On January 25, 2021, the Company entered into a share purchase agreement with shareholders of Folkestone Mining Corp. (“Folkestone”), under which the Company acquired all of Folkestone’s issued and outstanding shares. Folkestone is the registered holder of 4 mineral exploration claims located in the Spanish Mountain District in British Columbia and 3 claims in the Junkers District in British Columbia. In exchange for the purchase of Folkestone’s shares, the Company issued 310,000 units of the Company, valued at $1,240,000. Each unit is comprised of one common share and one share purchase warrant. Each warrant was exercisable into one common share at an exercise price of $4.20 for a period of two years from the date of issuance.

In connection with the transaction, the Company issued 31,000 units for finder’s fees, with each unit comprising of one common share and one common share purchase warrant. Each warrant was exercisable into one common share at an exercise price of $6.30 for a period of two years from the date of issuance.

The transaction did not meet the definition of a business combination and therefore, has been accounted for as an asset purchase of mineral property interests with the Company acquiring the outstanding shares of Folkestone on January 25, 2021. The consideration for the acquisition of Folkestone has been calculated at fair value of the units issued on the date of issuance.

The following table summarizes the fair value of the total consideration paid and the aggregate fair value of identified assets acquired and liabilities assumed:

Purchase price $
310,000 units of the Company issued 1,240,000
31,000 units for finder’s fees issued 124,000
1,364,000
Net assets acquired
Exploration and evaluation assets 1,364,000

c) Blue Cove Copper Property

On February 4, 2022, the Company entered into an option agreement to acquire a 100% undivided right, title and interest in and to the Blue Cove Copper Property covering 232 mineral claims (5,800 hectares) located near Terrenceville, Newfoundland. Under the terms of the option agreement, the Company could earn its 100% interest by issuing 170,000 common shares, making cash payments of $160,000 and incurring $750,000 in exploration expenditures in aggregate. The investment in the Blue Cove Copper Property was subject to a 3% NSR. The Company could purchase one-third (1%) of the NSR for $1,000,000 at any time.

During the year ended October 31, 2022, the Company paid $10,000 and issued 25,000 common shares, valued at $27,500. During the year ended October 31, 2023, the Company determined it would not pursue further exploration of the Blue Cove Copper Property and on February 15, 2023, the Company entered into a termination agreement with the optionor. Pursuant to the termination agreement, the Company paid $20,000 in cash and issued 30,000 common shares with a fair value of $12,000 in order to terminate. Accordingly, the Blue Cove Copper Property was considered impaired and $140,549 in acquisition and exploration costs were written off.

10

WEST MINING CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended January 31, 2024 and 2023 (Unaudited – Expressed in Canadian Dollars)

d) Summary

The Company’s exploration and evaluation assets activity for the year ended October 31, 2023 and three months ended January 31, 2024 is as follows:

Folkestone Blue Cove Kena
Property Property Project **Total **
$ $ $ $
Acquisition costs
Balance, October 31, 2022 1,364,000 37,500 4,562,847 5,964,347
Addition
Cash - 20,000 - 20,000
Common shares and units - 12,000 - 12,000
Impairment - (69,500) - (69,500)
Balance, October 31, 2023 and
January31,2024 1,364,000 - 4,562,847 5,926,847
Exploration costs
Balance, October 31, 2022 191,035 71,049 2,256,797 2,518,881
Addition - - 109,007 109,007
Impairment - (71,049) - (71,049)
Balance, October 31, 2023 191,035 - 2,365,804 2,556,839
Addition - - 3,000 3,000
Balance,January31,2024 191,035 - 2,368,804 2,559,839
Balance, October 31, 2023 1,555,035 - 6,928,651 8,483,686
Balance, January 31, 2024 1,555,035 -
6,931,651
8,486,686
Exploration and evaluation costs were comprised of:
Folkstone Blue Cove Kena Project
$ $ $
For the year ended October 31, 2023
Assays - - 65,084
Exploration - - 905
Field supplies - - 201
Geological consulting - - 9,876
Licenses and permits - - 3,984
Other - - 200
Transportation and freight - - 28,757
Total - - 109,007
For the three months ended January 31,
2024
Licenses andpermits - - 3,000
Total - - 3,000

4. LOANS PAYABLE

During the year ended October 31, 2023, the Company received loans totaling $45,000 from a shareholder of the Company and $6,285 from the CEO of the Company. The loans are unsecured, bear no interest and are payable on demand.

During the three months ended January 31, 2024, the Company received additional loans of $12,356 from and made repayments of $14,087 to the CEO of the Company. The loans are unsecured, bear no interest and are payable on demand.

11

WEST MINING CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended January 31, 2024 and 2023 (Unaudited – Expressed in Canadian Dollars)

As at January 31, 2024, the balance of the loans payable was $49,554 (October 31, 2023 – $51,285).

5. SHARE CAPITAL

  • a) Authorized – Unlimited common shares without par value.

b) Consolidation

Effective November 15, 2023, the Company completed the consolidation of its common shares on the basis of one post-consolidation common share for each 10 pre-consolidation common share. These consolidated financial statements reflect the share consolidation for all shares, warrants, options and per share amounts retrospectively.

  • c) Issued and outstanding – 9,146,230 common shares as at January 31, 2024.

During the three months ended January 31, 2024, the Company had the following share capital transactions:

  • i. On December 15, 2023, the Company closed a non-brokered private placement, raising gross proceeds of $150,000 through issuance of 3,000,000 units at a price of $0.05 per unit. Each unit consists of one common share and one common share purchase warrant (“Warrant”). The Warrant is priced at $0.065 per warrant, which has an expiry date of two years after the date of issuance. The Company allocated the total proceeds of $150,000 to shares and $nil to warrants, using the residual value method. Share issue costs of $3,311 were incurred with respect to the private placement.

During the year ended October 31, 2023, the Company had the following share capital transactions:

  • i. The Company issued 20,000 shares pursuant to the exercise of restricted stock units.

  • ii. The Company issued 30,000 shares at a fair value of $12,000 pursuant to the termination agreement for the Blue Cove Copper Property.

d) Stock options

During the year ended October 31, 2021, the Company adopted an incentive stock option plan (the “Option Plan”) which provides that the board of directors of the Company may from time to time, in its discretion, and in accordance with the exchange requirements, grant to directors, officers, employees and technical consultants to the Company, non-transferable options to purchase common shares, provided that the number of common shares reserved for issuance will not exceed 10% of the issued and outstanding common shares. In connection with the foregoing, the number of common shares reserved for issuance to any individual director or officer will not exceed 5% of the issued and outstanding common shares and the number of common shares reserved for issuance to all technical consultants will not exceed 2% of the issued and outstanding common shares. Subject to earlier termination, all options granted under the Option Plan will expire not later than the date that is ten years from the date of the grant.

The balance of share purchase options outstanding and exercisable as at October 31, 2023 and January 31, 2024 and the changes for the periods then ended are as follows:

Weighted Weighted
Number of Average Average Life
Options Exercise Price Remaining
# $ (years)
Balance, October 31, 2022 348,000 6.30 8.23
Forfeited options (282,000) 6.20 -
Balance, October 31, 2023 66,000 6.66 7.19
Granted options 550,000 0.26 4.96
Balance, January 31, 2024 616,000 0.95 5.09

12

WEST MINING CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended January 31, 2024 and 2023 (Unaudited – Expressed in Canadian Dollars)

On January 15, 2024, the Company granted 550,000 stock options to consultants of the Company. Each option is exercisable for one common share a price of $0.26 for five years. These options vest immediately. The Company determined the fair value of the options granted using the Black-Scholes model with the following assumptions – share price on date of grant of $0.26; risk-free interest rate of 3.27%; dividend yield of 0%; expected life of 5 years; forfeiture rate of 0% and expected volatility of 100%.

During the three months ended January 31, 2024, the Company recorded $108,299 (2022 - $nil) in share-based compensation related to stock options.

As at January 31, 2024 the following share purchase options were outstanding and exercisable:

Expiry Date Exercise price Remaining life Options outstanding
$ (years) #
November 4, 2030 2.40 7.02 24,000
December 28, 2030 3.00 7.16 10,000
February 26, 2031 11.00 7.33 32,000
January 15, 2029 0.26 4.96 550,000
616,000

e) Warrants

The balance of warrants outstanding as at October 31, 2023 and January 31, 2024 and the changes for the period ended are as follows:

Weighted Weighted
Number of Average Average Life
Warrants Exercise Price Remaining
# $ (years)
Balance, October 31, 2022 2,616,317 4.70 0.23
Expired (2,616,317) 4.70 -
Balance, October 31, 2023 - - -
Issued 3,000,000 0.065 1.87
Balance, January 31, 2024 3,000,000 0.065 1.87

The balance of agent warrants outstanding as at October 31, 2023 and January 31, 2024 and the changes in the periods ended is as follows

eriods ended is as follows
Weighted Weighted
Number of Average Average Life
Warrants Exercise Price Remaining
# $ (years)
Balance, October 31, 2022 174,335 4.00 0.24
Expired (174,335) 4.00 -
Balance, October 31, 2023 and January 31, 2024 - - -

f) Restricted stock units

On January 15, 2024, the Company granted 100,000 restricted share units to certain directors and officers of the Company. These restricted stock units vested immediately. The Company determined the fair value of the restricted stock units to be $26,000, using the quoted market price on the grant date. This has been recorded as share-based compensation expense in the statement of loss and comprehensive loss.

The balance of restricted stock units outstanding as at October 31, 2023 and January 31, 2024 and the changes in the periods ended are as follows:

13

WEST MINING CORP.

Notes to the Condensed Consolidated Interim Financial Statements For the three months ended January 31, 2024 and 2023 (Unaudited – Expressed in Canadian Dollars)

Number of Exercise Price
RSUs $
Balance, October 31, 2022 600,000
1.00
Exercised (20,000) 1.00
Forfeited (240,000) 1.00
Balance, October 31, 2023 340,000 1.00
Granted 100,000 0.26
**Balance, ** **January ** **31, ** 2024 440,000 0.77

6. RELATED PARTY TRANSACTIONS AND BALANCES

Key management of the Company includes the Chief Executive Officer (“CEO”), Chief Financial Officer (“CFO”) and directors of the Company. The Company incurred the following charges with directors and officers of the Company and/or companies controlled by them during the three months ended January 31, 2024 and 2023:

2024 2023
$ $
Consulting fees 31,471 87,500
Professional fees - 28,500
Share-based compensation 26,000 -
57,471 116,000

During the three months ended January 31, 2024, the Company paid consulting fees of $15,000 (2023 – $nil) to a company controlled by the CEO of the Company, consulting fees of $nil (2023 – $35,000) to a company controlled by the former CEO of the Company, and consulting fees of $16,471 (2023 – $nil) to a company wherein the CFO of the Company is a shareholder. The Company also paid professional fees of $nil (2023 – $28,500) to a company controlled by the former CFO of the Company.

As at January 31, 2024, the Company owes $51,767 (October 31, 2023 - $135,773) to related parties. Related party transactions are measured at the exchange amount of consideration agreed between the related parties. Related party balances are non-interest bearing, unsecured, and due on demand.

14