SILVER BOW MINING CORP.
For the period ended Mar 31, 2026. Filed May 14, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 14, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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ITEM 1. CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
UNAUDITED CONDENSED INTERIM CONSOLIDATED BALANCE SHEETS
| March 31, 2026 | December 31, 2025 | |
|---|---|---|
| ASSETS | ||
| Current Assets | ||
| Cash and cash equivalents | $7,519,919 | $10,554,948 |
| Prepaid expenses | 234,345 | 177,075 |
| Other current assets | 346,362 | 250,496 |
| 8,100,626 | 10,982,519 | |
| Non-current Assets | ||
| Restricted cash - reclamation deposit | 225,788 | 225,788 |
| Property and equipment, net | 249,039 | 253,469 |
| Mineral properties | 42,761,804 | 38,261,379 |
| Total Assets | $51,337,257 | $49,723,155 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
| Current Liabilities | ||
| Accounts payable and accrued liabilities | $731,668 | $1,512,225 |
| Short term obligation - Great Republic mineral property | 500,000 | - |
| 1,231,668 | 1,512,225 | |
| Non-current Liabilities | ||
| Environmental remediation reserve | 222,693 | 222,693 |
| Long term obligation - Great Republic mineral property | 3,500,000 | - |
| Total Liabilities | 4,954,361 | 1,734,918 |
| Stockholders’ equity | ||
| Common shares, no par value, unlimited shares authorized; 24,318,500 issued and outstanding at March 31, 2026 (December 31, 2025 - 24,143,500) | 65,101,468 | 64,080,293 |
| Additional paid-in capital | 8,382,509 | 7,972,394 |
| Accumulated deficit | (27,101,081) | (24,064,450) |
| Total stockholders’ equity | 46,382,896 | 47,988,237 |
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $51,337,257 | $49,723,155 |
UNAUDITED CONDENSED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
| March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Operating expenses | ||
| Exploration costs | $409,056 | $203,870 |
| Depreciation | 14,174 | 5,996 |
| Salaries and wages | 619,201 | 316,174 |
| General and administrative | 393,461 | 69,587 |
| Management and advisory fees | 622,018 | 4,920,643 |
| Professional fees | 1,015,876 | 91,403 |
| Operating lease expenses | - | 69,083 |
| Net loss from operations | 3,073,786 | 5,676,756 |
| Other (income) expenses | ||
| Sub-lease income | - | (41,919) |
| Foreign exchange gain (loss) | 7,654 | (8,042) |
| Interest income | (64,671) | - |
| Interest expense | 20,025 | 8,006 |
| Other (income) expense | (163) | (2,466) |
| Total other (income) expenses | (37,155) | (44,421) |
| Net loss | $3,036,631 | $5,632,335 |
| Net loss per share, basic and diluted | $0.13 | $0.36 |
| Weighted average shares, basic and diluted | 24,166,186 | 15,842,008 |
UNAUDITED CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
| Number of shares | Common Stock | Additional paid-in capital | Accumulated deficit | Total | |
|---|---|---|---|---|---|
| Balance at December 31, 2024 | 15,134,010 | $35,179,387 | $11,819,990 | $(13,690,511) | $33,308,866 |
| Issue of common shares, net of costs | 461,744 | 1,462,198 | 449,880 | - | 1,912,078 |
| Warrant exercises | 1,012,622 | 3,841,888 | (297,711) | - | 3,544,177 |
| Stock-based compensation | - | - | 4,929,819 | - | 4,929,819 |
| Net loss for the period | - | - | - | (5,632,335) | (5,632,335) |
| Balance at March 31, 2025 | 16,608,376 | $40,483,473 | $16,901,978 | $(19,322,846) | $38,062,605 |
| Balance at December 31, 2025 | 24,143,500 | $64,080,293 | $7,972,394 | $(24,064,450) | $47,988,237 |
| Warrant exercises | 175,000 | 1,021,175 | (181,175) | - | 840,000 |
| Stock-based compensation | - | - | 591,290 | - | 591,290 |
| Net loss for the period | - | - | - | (3,036,631) | (3,036,631) |
| Balance at March 31, 2026 | 24,318,500 | $65,101,468 | $8,382,509 | $(27,101,081) | $46,382,896 |
UNAUDITED CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
| March 31, | March 31, | |
|---|---|---|
| 2026 | 2025 | |
| Cash flows provided by (used in): | ||
| Operating activities | ||
| Net loss for period | $(3,036,631) | $(5,632,335) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||
| Stock-based compensation | 591,290 | 4,929,819 |
| Depreciation expense | 14,174 | 5,996 |
| Changes in operating assets and liabilities: | ||
| Prepaid expenses | (57,269) | 36,992 |
| Accounts payable and accrued liabilities | (780,558) | (334,925) |
| Net change in operating lease assets and liabilities | - | (1,564) |
| Other assets and liabilities, net | (95,866) | 10,190 |
| Net cash flows used in operating activities | (3,364,860) | (985,827) |
| Investing activities | ||
| Acquisition of mineral rights - Great Republic | (500,425) | - |
| Acquisition of mineral rights - Goldsmith | - | (1,006,851) |
| Purchase property and equipment | (9,744) | - |
| Net cash flows used in investing activities | (510,169) | (1,006,851) |
| Financing activities | ||
| Proceeds from issuance of common stock, net of costs | 1,912,078 | |
| Proceeds from warrant exercises | 840,000 | 3,544,177 |
| Net cash flows provided by financing activities | 840,000 | 5,456,255 |
| Net increase (decrease) in cash, cash equivalents and restricted cash | (3,035,029) | 3,463,577 |
| Cash, cash equivalents and restricted cash, beginning of period | 10,780,736 | 481,418 |
| Cash, cash equivalents and restricted cash, end of period | $7,745,707 | $3,944,995 |
Supplemental Disclosure of Non-Cash Transactions
| a) | On January 23, 2026 the Company acquired mineral rights on property contiguous with the Goldsmith Block, referred to as the “Great Republic” block. The purchase was structured with an initial $500,425 down payment upon execution, including costs, followed by three annual $500,000 installments plus 3% annual accrued interest in January 2027, 2028 and 2029, concluding with a final balloon payment of $2,500,000 plus any remaining accrued interest by January 23, 2030. The total non-cash impact of this transaction was $4,000,000. See Note 6 for further details. |
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
| 1. | Nature of Operations |
Silver Bow Mining Corp. (the “Company” or “Silver Bow”) was incorporated on August 31, 2020 under the laws of the province of Ontario, Canada, under the name Blackjack Silver Corp. On February 18, 2025, the Company’s name was changed to Silver Bow Mining Corp., and on May 27, 2025 it continued its incorporation to the province of British Columbia. The Company’s registered office is located at 1200-750 West Pender Street, Vancouver, BC V6C 2T8, and its corporate headquarters is located at 1401 Idaho Street, Butte, Montana 59701.
The Company is engaged in the acquisition, exploration, and development of mineral resource properties in Butte, Montana, USA. The Company’s primary business objective is to identify and evaluate prospective properties with the potential for future extraction and commercialization.
As of March 31, 2026, the Company is in the exploration stage and has not commenced commercial production or established mineral reserves.
The Company acquires its mineral properties through leases and ownership of patented mining claims and capitalizes acquisition costs related to the properties. The underlying value of the amounts recorded as mineral properties does not reflect current or future values. The Company’s continued existence depends on discovering economically recoverable mineral reserves and obtaining the necessary funding to advance these properties.
| 2. | Basis of Presentation and Use of Estimates |
These unaudited condensed interim financial statements (“Financial Statements”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) pursuant to the applicable rules and regulations of the U.S. Securities and Exchange Commission for interim financial information and are presented in United States dollars, unless otherwise indicated. The results reported in these Financial Statements are not necessarily indicative of the results that may be reported for the entire year. Accordingly, these Financial Statements should be read in conjunction with the audited consolidated financial statements and accompanying notes for the year ended December 31, 2025, which can be found in the Company’s Registration Statement on Form S-1/A filed with the Securities and Exchange Commission on April 24, 2026.
In the opinion of the Company’s management, the accompanying unaudited interim consolidated financial statements contain all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the consolidated balance sheet as of March 31, 2026, the consolidated statements of operations, stockholders’ equity, and cash flows for the three month periods ended March 31, 2026 and 2025.
As of March 31, 2026, the Company had cash and cash equivalents of approximately $7.5 million. As discussed in Note 15, the Company closed an initial public offering on April 30, 2026 whereby the Company raised net proceeds of approximately $54.6 million. Based on the current liquidity position and planned expenditures, management believes the Company has sufficient resources to meet its obligations as they become due within twelve months from the issuance date of these Financial Statements, which have been prepared on a going concern basis.
The interim Financial Statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated on consolidation.
These Financial Statements include the accounts of the Company and following wholly owned subsidiaries:
| Entity name | Incorporated | With Effect From |
|---|---|---|
| SBM Montana LLC (formerly known as Butte Blackjack Operating, LLC) | Delaware, USA | August 29, 2023 |
| Ferry Lane Limited | British Virgin Islands | March 21, 2024 |
| Ferry Lane Management LLC | Wyoming, USA | May 24, 2024 |
| SBM Properties LLC | Montana, USA | February 13, 2025 |
The Company consolidates entities over which it has a controlling financial interest, generally through ownership of a majority of the voting interests, in accordance with Accounting Standards Codification (“ASC”) 810,Consolidation.
In preparing these interim Financial Statements, management has made estimates and assumptions that affect the applicability of the Company’s accounting policies. Significant estimates and critical judgments were the same as those applied to the audited consolidated financial statements at and for the years ended December 31, 2025 and 2024.
Certain prior year amounts have been reclassified for consistency with the current period presentation.
| 3. | Significant Accounting Policies and Recently Issued Accounting Standards |
The significant accounting policies applied in the preparation of these Financial Statements are consistent with the accounting policies disclosed in Note 2 of the Company’s audited consolidated Financial Statements for the years ended December 31, 2025 and 2024 included within Company’s Registration Statement on Form S-1/A filed with the Securities and Exchange Commission on April 24, 2026.
Recently issued accounting standards are consistent with the disclosures in note 2 of the Company’s Audited Financial Statements for the years ended 2025 and 2024 of the Company’s audited consolidated Financial Statements for the years ended December 31, 2025 and 2024 included within the Company’s Registration Statement on Form S-1/A filed with the Securities and Exchange Commission on April 24, 2026.
| 4. | Financial Instruments |
Financial assets and liabilities are recognized when the Company becomes a party to the contractual provisions of the instrument. The Company measures certain financial instruments at fair value on a recurring basis, defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
The Company categorizes its fair value measurements using a three-level hierarchy:
| ● | Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities |
| ● | Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly |
| ● | Level 3: Unobservable inputs for the asset or liability, based on the Company’s own assumptions. |
The classification of a financial instrument within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.
Financial liabilities are measured at amortized costs unless they are elected to be or required to be measured at fair value through profit and loss.
The Company’s cash and cash equivalents are carried on the balance sheet at cost due to their short-term nature. Restricted cash is carried on the balance sheet at cost with any subsequent interest income recognized in other income on the consolidated statements of operations.
| 5. | Property & Equipment, (net) |
Property and equipment consist of the following:
| March 31, | December 31, | |
|---|---|---|
| 2026 | 2025 | |
| Computers, fixtures and office equipment | $168,335 | $158,591 |
| Vehicles | 174,274 | 174,274 |
| Software | 75,728 | 75,728 |
| Total Property and Equipment | $418,337 | $408,593 |
| Less: Accumulated Depreciation | (169,298) | (155,124) |
| Total Property and Equipment (net) | $249,039 | $253,469 |
Depreciation expense was $14,174 and $5,996 for the three months ended March 31, 2026 and 2025, respectively, and is included in depreciation expense in the consolidated statements of operations.
| 6. | Mineral Rights and Properties |
As of December 31, 2025, the Company held patented mineral and surface rights in Montana, USA. These mineral and surface rights were acquired through asset acquisitions during 2023, 2024 and 2025. The Company is required to make annual property tax payments of approximately $13,000 to maintain these properties.
In February 2025, the Company closed a purchase from a third party for certain patented mining claims known as the Goldsmith Block, for a purchase price of $1,006,851. This purchase was deemed an asset acquisition for accounting purposes.
On January 23, 2026 the Company acquired approximately 805 acres of surface lands and approximately 846 acres of mineral rights on property contiguous with the Goldsmith Block, referred to as the “Great Republic” block. The purchase was structured with an initial $500,425 down payment upon execution, including costs, followed by three annual $500,000 installments plus 3% annual accrued interest in January 2027, 2028 and 2029, concluding with a final balloon payment of $2,500,000 plus any remaining accrued interest by January 23, 2030. This acquisition was deemed an asset acquisition for accounting purposes.
As of March 31, 2026 and December 31, 2025, the activity of these mineral rights and properties was as follows:
| Amount | |
|---|---|
| Balance, December 31, 2024 | $37,254,528 |
| Additions during 2025 | 1,006,851 |
| Balance, December 31, 2025 | $38,261,379 |
| Additions during the period | 4,500,425 |
| Balance, March 31, 2026 | $42,761,804 |
| 7. | Environmental Remediation Reserve |
The Company’s environmental remediation reserve consists of estimated environmental remediation obligations, which include decommissioning and removal of plant and equipment and site remediation costs. This obligation is a result of an application for an exploration license by SBM Montana LLC, granted in October 2021. The Company estimated this reserve at inception and updates it periodically for changes in estimated incurred remediation costs.
As required by the Montana Department of Environmental Quality, the Company was required to provide a bond for reclamation related to the exploration license. The Company paid $225,788 in 2023, which is held on deposit by the Montana Department of Environmental Quality, and is classified as restricted cash as part of non-current assets on the Consolidated Balance Sheets. The remediation reserve and reclamation bond balances are as follows:
| At March 31, 2026 and December 31, 2025 | 2026 | 2025 |
|---|---|---|
| ($) | ($) | |
| Environmental remediation reserve | 222,693 | 222,693 |
| Restricted cash - reclamation deposit | 225,788 | 225,788 |
| 8. | Commitments and Contingencies |
Other than routine litigation incidental to our business, or as described below, the Company is not currently a party to any material pending legal proceedings that management believes would be likely to have a material adverse effect on our financial position, results of operations, or cash flows.
To acquire certain mineral property interest (see note 6), the Company must make annual property tax payments of approximately $13,000 to maintain the properties.
As part of the Ferry Lane acquisition in 2023, the Company granted the seller a 2% Net Smelter Returns royalty (the “NSR Royalty”) on certain mineral properties, specifically, the Rainbow Block. The NSR Royalty can be bought out in its entirety until September 19, 2034 for a fixed price of $7,500,000. Thereafter, the price is adjusted to inflation based on the percentage change in the Consumer Price Index for All Urban Consumers for the West Region, as published by the U.S. Bureau of Labor Statistics. The buy-out right has no expiration date.
| 9. | Stockholders' Equity |
The authorized common stock of the Company consists of an unlimited number of common shares without par value. All proceeds received for the issuance of common stock are attributed to common stock on the Company’s consolidated balance sheets.
Q1 2025 Financings – common shares and warrants
On January 6, 2025, the Company closed a financing, raising $101,250 by issuing 22,500 common shares and 11,250 common share purchase warrants with an exercise price of $6.00 with an expiry date of January 6, 2027.
On January 14, 2025, the Company closed a financing by issuing 30,000 common shares.
On January 22, 2025, the Company closed a financing, raising $90,000 by issuing 20,000 common shares and 10,000 common share purchase warrants with an exercise price of $6.00 with an expiry date of January 22, 2027.
On February 10, 2025, the Company closed a financing, raising $136,500 by issuing 30,333 common shares and 15,167 common share purchase warrants with an exercise price of $6.00 with an expiry date of February 10, 2027.
On February 20, 2025, the Company closed a financing, raising $687,600 by issuing 152,800 common shares and 76,400 common share purchase warrants with an exercise price of $6.00 with an expiry date of February 20, 2027.
On March 10, 2025, the Company closed a financing, raising $896,728 net of issue costs by issuing 206,111 common shares and 103,055 common share purchase warrants with an exercise price of $6.00 with an expiry date of March 10, 2027.
Q1 2025 Performance Warrants
On January 27, 2025, the Company issued 1,400,000 Performance Warrants to our chief executive officer pursuant to his executive employment agreement. The vesting of these warrants is subject to several performance milestones. The warrants are exercisable into common stock at $3.10 per share and expire January 27, 2035. As of December 31, 2025,1,000,000 had vested. As of March 31, 2026,1,200,000 had vested.
Q1 2025 Stock Options
On February 1, 2025, the Company granted 50,000 options to our chief financial officer pursuant to his executive employment agreement. The options have an exercise price of $3.10 per share and expire on February 1, 2030.
On March 3, 2025, the Company granted 750,000 options to directors, officers, and employees. The options have an exercise price of $3.10 per share and expire on March 3, 2030.
Q1 2025 Restricted Stock Units (“RSUs”)
On February 1, 2025, the Company granted 100,000 RSUs to our chief executive officer.
On March 31, 2025, the Company granted 31,882 RSUs to our directors.
Q1 2025 Warrant exercises
On February 14, 2025, the Company issued 1,012,622 common shares pursuant to warrant exercises, raising $3,544,177 at a price of $3.50 per share.
Q1 2026 Financings – common shares and warrants
On January 28, 2026, the Company issued 4,000 common shares pursuant to warrants exercises, raising $20,000 at a price of $5.00 per share.
On February 20, 2026, the Company issued 8,000 common shares pursuant to warrants exercises, raising $40,000 at a price of $5.00 per share.
On March 18, 2026, the Company issued 35,000 common shares pursuant to warrants exercises, raising $140,000 at a price of $4.00 per share.
On March 23, 2026, the Company issued 108,000 common shares pursuant to warrants exercises, raising $540,000 at a price of $5.00 per share.
On March 24, 2026, the Company issued 20,000 common shares pursuant to warrants exercises, raising $100,000 at a price of $5.00 per share.
| 10. | Stock-based Compensation |
The Company adopted a Long-Term Incentive Plan (the “LTIP”) under which it is authorized to grant stock options and RSUs to officers, directors, employees, and consultants, enabling them to acquire common shares of the Company. The purpose of the LTIP is to attract, retain and motivate performance. The LTIP is administered by the Board of Directors which determines the terms pursuant to which any awards are granted. The number of shares reserved for issuance under the LTIP cannot exceed 10% of the outstanding common shares at the time of the grant. The options granted have a maximum term of five years and vest as determined by the Board of Directors.
The Company also issues warrants related to external financing and officer performance.
Total compensation expense recognized for stock-based compensation for the three months ended March 31, 2026 and 2025 was as follows:
| As of March 31, | ||
|---|---|---|
| 2026 | 2025 | |
| Management & Advisory fees | $563,315 | $4,853,919 |
| Salaries & wages | 27,975 | 75,900 |
| Total stock-based compensation | $591,290 | $4,929,819 |
Stock Options
A summary of stock option activity within the Company’s LTIP plan for the three months ended March 31, 2026 and 2025 is as follows:
| Number of Stock Options Outstanding | Weighted Average Exercise Price ($) | Weighted Average Contractual Life (Years) | |
|---|---|---|---|
| Balance, December 31, 2024 | 665,000 | 2.80 | 3.90 |
| Granted | 800,000 | 3.10 | 5.0 |
| Balance, March 31, 2025 | 1,465,000 | 3.01 | 4.34 |
| Balance, December 31, 2025 | 1,607,500 | 3.11 | 3.68 |
| Granted | - | - | - |
| Balance, March 31, 2026 | 1,607,500 | 3.11 | 3.43 |
| Exercisable, March 31, 2026 | 1,550,833 | 3.07 | 3.40 |
On February 1, 2025, the Company issued 50,000 incentive stock options to our chief financial officer. The incentive stock options vest one-third immediately, and one-third at each February 1, 2026 and 2027, have a 5-year term, and an exercise price of $3.10. The underlying weighted average assumptions used in the estimation of fair value in the Black-Scholes valuation model are as follows: risk free rate of 4.35%; expected life of 5 years; expected volatility 168%; and estimated share price $3.10.
On March 3, 2025, the Company granted 750,000 options to directors, officers, and employees. The incentive stock options vested immediately, have a 5-year term, and an exercise price of $3.10. The underlying weighted average assumptions used in the estimation of fair value in the Black-Scholes valuation model are as follows: risk free rate of 3.97%; expected life of 5 years; expected volatility 165%; and estimated share price $3.10.
During the three months ended March 31, 2026 and 2025, the Company’s total stock-based compensation for stock options was $55,090 and $1,978,820, respectively. As of March 31, 2026,1,550,833 outstanding options have vested. For the 56,667 unvested stock options, vesting is primarily over 2 years, with a potential impact of $137,702.
Restricted Stock Units
The Company provides equity compensation in the form of RSUs to certain eligible employees. For the following RSUs issued for the three months ended March 31, 2025, the deemed fair values were between $3.00 and $6.00.
On February 1, 2025, the Company granted 100,000 RSUs to our chief executive officer that vested immediately.
The Company issued 31,882 RSUs on March 31, 2025 and 44,838 RSUs on each of June 30 and September 30, 2025 to our directors. Additionally, on December 31, 2025, the Company issued 11,581 RSUs to our directors with the same vesting requirements.
These RSUs vest only if there has been a change of control, the sale of a majority of the Company’s assets, or if a director leaves the Board of Directors.
The Company issued 10,932 RSUs on March 31, 2026 to our directors. Similar to the 2025 director RSUs, these RSUs vest only if there has been a change of control, the sale of a majority of the Company’s assets, or if a director leaves the Board of Directors.
During the three months ended March 31, 2025, the Company’s total stock-based compensation for RSUs was $270,000. The Company incurred no stock-based compensation expense for RSUs in the three months ended March 31, 2026.
Warrants
A summary of the Company’s warrant activity related to financing events for the three months ended March 31, 2026 and 2025 are as follows:
| Number | Weighted Average exercise price | |
|---|---|---|
| Balance, December 31, 2024 | 7,949,531 | $4.70 |
| Issued | 215,872 | 6.00 |
| Exercised | (1,012,622) | 3.50 |
| Expired | (44,443) | 3.50 |
| Balance, March 31, 2025 | 7,108,338 | 4.90 |
| Balance, December 31, 2025 | 397,049 | 4.87 |
| Issued | - | - |
| Exercised | (175,000) | 4.80 |
| Expired | (50,281) | 4.66 |
| Balance, March 31, 2026 | 171,768 | 4.72 |
In addition to the above warrants, on January 27, 2025, the Company issued 1,400,000 Performance Warrants to our chief executive officer pursuant to his executive employment agreement. The vesting of these warrants is subject to several performance milestones, including the completion of the Lane F acquisition, purchase of the Goldsmith Block (see note 6) and completion of a public offering. As of March 31, 2026,1,200,000 of the warrants have vested. The warrants are exercisable into common stock at $3.10 per share; fair value of $2.70; expire January 27, 2035. For these warrants, the Company used a risk-free rate of 4.55%; expected life of 10 years; and expected volatility of 167%.
During the three months ended March 31, 2026 and 2025, the Company’s total stock-based compensation for warrants was $536,200 and $2,680,999, respectively.
| 11. | Operating Leases |
On May 20, 2025, the Company received notice of the termination of its lease at 401 Bay Street, pursuant to the liquidation proceedings of its landlord, Hudson’s Bay Company ULC, in the Ontario Superior Court of Justice. The Company has vacated the premises and has no further obligations under its commercial lease. Pursuant to the cancellation of the head lease the Company’s sub leases were also cancelled.
Operating lease expense for the three months ended March 31, 2026 and 2025 was $0 and $69,083, respectively. Total sub-lease income for three months ended March 31, 2026 and 2025 was $0 and $41,919, respectively.
| 12. | Net Loss per Share |
Basic earnings or loss per share is computed by dividing the net loss available to common stockholders’ by the weighted average number of shares outstanding during the reporting period. Diluted loss per share is computed similar to basic loss per share except that the weighted average shares outstanding are increased to include additional shares for the assumed exercise of stock options, warrants and restricted stock units, if dilutive. Dilutive securities are excluded from the calculation if their effect would be antidilutive based on the treasury stock method or due to a net loss from operations. The Company’s potential dilutive shares include outstanding stock purchase options, warrants and RSUs.
| 13. | Related Party Transactions |
Related parties include the Board of Directors, close family members, other key management individuals and enterprises that are controlled by these individuals as well as certain persons performing similar functions.
The Group incurred the following charges with directors and/or officers of the Group and/or companies controlled by them for the three months ended March 31, 2026 and March 31, 2025:
| March 31, 2026 | March 31, 2025 | |
|---|---|---|
| ($) | ($) | |
| Stock-based compensation – Officers and Directors | 563,315 | 4,853,919 |
| $563,315 | $4,853,919 |
| 14. | Segment Information |
The Company is engaged in the exploration of its mineral properties and has determined that it operates in one operating and reportable segment. Operating segments are defined as components of an entity where discrete financial information is evaluated regularly by the chief operating decision maker (“CODM”). This determination is based on the manner in which the CODM, identified as the Chief Executive Officer, makes operating decisions, allocates resources and assesses financial performance.
All activities are related to the exploration of mineral properties, and the Company has not commenced commercial operations or generated revenues to date. Internal reporting and decision-making are performed, and all financial results are reviewed on a consolidated basis by the CODM, without differentiation by individual exploration property. The single segment constitutes all the consolidated entity, and the accompanying Consolidated Financial Statements and the notes to the accompanying Consolidated Financial Statements are representative of such amounts.
Total mineral properties as of March 31, 2026 and December 31, 2025 were $42,761,804 and $38,261,379, respectively.
| 15. | Subsequent Events |
Subsequent to March 31, 2026, on May 1, 2026, the Company closed its initial public offering (IPO) of approximately 5.2 million common shares at a price of $11.50 per share. The Company received net proceeds of approximately $54.6 million after deducting underwriting discounts, commissions, and offering expenses.
These proceeds are intended to be used to continue exploration of our mineral deposits, as well as for working capital and general corporate purposes. The common shares sold in the IPO were registered under the Securities Act of 1933, as amended, pursuant to registration statements on Form S-1 (Nos. 333-292928 and 333-295418). The Company’s common shares began trading on the NYSE American LLC on April 30, 2026.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.