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Critical Reagent Processing Corp. — Annual Report 2025
Oct 28, 2025
47438_rns_2025-10-28_8a214d99-675a-4796-b442-3b84a5a7b5d1.pdf
Annual Report
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Consolidated Financial Statements (Expressed in Canadian Dollars)
June 30, 2025 and 2024
Independent Auditor's Report
To the Shareholders of Critical Reagent Processing Corp.
Opinion
We have audited the consolidated financial statements of Critical Reagent Processing Corp. (the “Company”), which comprise the consolidated statements of financial position as at June 30, 2025 and 2024, and the consolidated statements of loss and comprehensive loss, changes in shareholders’ equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of 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 June 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 1 to the financial statements, which describes events or conditions that 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:
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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.
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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.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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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.
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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 consolidated 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 Barry Hartley.
DALE MATHESON CARR-HILTON LABONTE LLP CHARTERED PROFESSIONAL ACCOUNTANTS Vancouver, BC
October 27, 2025
Critical Reagent Processing Corp.
Consolidated Statements of Financial Position
(Expressed in Canadian Dollars)
| Notes | June 30, 2025 -$- |
June 30, 2024 -$- |
|
|---|---|---|---|
| ASSETS | |||
| Current assets | |||
| Cash | 1,483,684 | 1,988,051 | |
| Receivables | 3 | 39,348 | 24,470 |
| Prepaid expenses | 7 | 17,188 | 14,168 |
| 1,540,220 | 2,026,689 | ||
| Non-current assets | |||
| Exploration and evaluation assets | 5 | 397,149 | 397,149 |
| TOTAL ASSETS | 1,937,369 | 2,423,838 | |
| LIABILITIES | |||
| Current liabilities | |||
| Trade payables and accrued liabilities | 4 | 44,930 | 147,368 |
| TOTAL LIABILITIES | 44,930 | 147,368 | |
| SHAREHOLDERS’ EQUITY | |||
| Share capital | 6 | 9,828,492 | 9,828,492 |
| Reserve | 6 | 2,922,171 | 2,922,171 |
| Deficit | (10,858,224) | (10,474,193) | |
| TOTAL SHAREHOLDERS’ EQUITY | 1,892,439 | 2,276,470 | |
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 1,937,369 | 2,423,838 |
Nature of operations and going concern (Note 1) Subsequent event (Note 12)
Approved and authorized on behalf of the Board on October 27, 2025:
| “Teresa Cherry” | Director | “Adrian F.C. Hobkirk” Director |
|---|---|---|
The accompanying notes are an integral part of these consolidated financial statements
4
Critical Reagent Processing Corp.
Consolidated Statements of Loss and Comprehensive Loss
(Expressed in Canadian Dollars)
| Years en |
ded |
|
|---|---|---|
| Notes | June 30, 2025 -$ - |
June 30, 2024 -$ - |
| EXPENSES | ||
| Business advisory | 15,329 | 12,346 |
| Consulting, management and directors fees 7 |
235,965 | 221,232 |
| Office and administration | 18,913 | 24,043 |
| Professional fees | 117,678 | 92,032 |
| Exploration 7, 9 |
120,845 | 124,342 |
| Regulatory and filing fees | 14,689 | 13,919 |
| Shareholder communication | 8,069 | 8,380 |
| Transfer agent and filing fees | 5,881 | 7,788 |
| Travel and related | - | 381 |
| Website | 18,516 | 30,196 |
| Total expenses | (555,885) | (534,659) |
| Interest income | 57,987 | 99,012 |
| Gain on write off of liabilities | 113,319 | - |
| Write off of subsidiary 2 |
548 | - |
| Net loss and comprehensive loss | (384,031) |
(435,647) |
| Basic and diluted lossper share | (0.05) |
(0.06) |
| Weighted average shares outstanding – basic and diluted |
7,032,298 | 7,032,298 |
The accompanying notes are an integral part of these consolidated financial statements
5
Critical Reagent Processing Corp.
Consolidated Statements of Changes in Shareholders’ Equity (Expressed in Canadian Dollars)
| Share ca |
pital |
||||
|---|---|---|---|---|---|
| Number of shares |
Amount - $ - |
Reserve - $ - |
Deficit - $ - |
Total - $ - |
|
| Balance at June 30, 2023 | 7,032,298 | 9,828,492 | 2,922,171 | (10,038,546) | 2,712,117 |
| Net and comprehensive loss for theyear | - | - | - | (435,647) | (435,647) |
| Balance at June 30, 2024 | 7,032,298 | 9,828,492 | 2,922,171 | (10,474,193) | 2,276,470 |
| Balance at June 30, 2024 | 7,032,298 | 9,828,492 | 2,922,171 | (10,474,193) | 2,276,470 |
| Net loss and comprehensive loss for theyear | - | - | - | (384,031) | (384,031) |
| Balance at June 30, 2025 | 7,032,298 | 9,828,492 | 2,922,171 | (10,858,224) | 1,892,439 |
The accompanying notes are an integral part of these consolidated financial statements
6
Critical Reagent Processing Corp.
Consolidated Statement of Cash Flows
(Expressed in Canadian Dollars)
| Year ende |
d |
|
|---|---|---|
| June 30, 2025 -$ - |
June 30, 2024 -$ - |
|
| Operating activities | ||
| Net loss for the year | (384,031) | (435,647) |
| Item not involving cash: | ||
| Gain on write off of liabilities | (113,319) | - |
| Net change in non-cash working capital items: | ||
| Receivables | (15,388) | (11,136) |
| Prepaid expenses | (3,020) | 20 |
| Accountspayable and accrued liabilities | 11,391 | 2,358 |
| Net cash flows used in operating activities | (504,367) | (444,405) |
| Investing activities | ||
| Investment in exploration and evaluation assets | - | (234,266) |
| Net cash flows used in investing activities | - | (234,266) |
| Change in cash during the year | (504,367) | (678,671) |
| Cash,beginning | 1,988,051 |
2,666,722 |
| Cash, ending | 1,483,684 |
1,988,051 |
During the years ended June 30, 2025 and 2024 the Company had no non-cash investing or financing activities.
The accompanying notes are an integral part of these consolidated financial statements
7
Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
1. Nature of operations and going concern
Critical Reagent Processing Corp. (the “Company”) was incorporated on October 14, 2016 under the laws of the province of British Columbia, Canada, and its principal activity is the acquisition and exploration of mineral properties. The Company’s shares are listed on the Canadian Securities Exchange (“CSE”), under the trading symbol to CSE:CRPC. During the year ended June 30, 2025, the Company completed a 10 for 1 share consolidation. All references to the number of shares and per share amounts have been retroactively restated to reflect the consolidation.
The head office and principal address and registered records office of the Company is located at 1681 Chestnut Street, Suite 400, Vancouver, British Columbia, Canada, V6J 4M6.
These consolidated financial statements have been prepared on the assumption that the Company will continue as a going concern, meaning it will continue in operation for the foreseeable future and will be able to realize assets and discharge liabilities in the ordinary course of operations. Different bases of measurement may be appropriate if the Company is not expected to continue operations for the foreseeable future. At June 30, 2025, the Company had not achieved profitable operations, had an accumulated deficit of $10,858,224, had not advanced its mineral property to commercial production and expects to incur further losses in the development of its business, all of which indicate a material uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern. The Company’s continuation as a going concern is dependent upon successful results from its mineral property exploration activities and its ability to attain profitable operations to generate funds and/or its ability to raise equity capital or borrowings sufficient to meet its current and future obligations. Although the Company has been successful in the past in raising funds to continue operations, there is no assurance it will be able to do so in the future.
These consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Such adjustments could be material.
2. Statement of compliance with IFRS and material policy information
These consolidated financial statements were authorized for issue on October 27, 2025, by the directors of the Company.
Statement of compliance with International Financial Reporting Standards
These consolidated financial statements have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (“IASB”).
Basis of preparation
These consolidated financial statements have been prepared on a historical cost basis, except for financial instruments classified as financial instruments at fair value through profit and loss, which are stated at their fair value. In addition, these consolidated financial statements have been prepared using the accrual basis of accounting except for cash flow information. These consolidated financial statements are presented in Canadian dollars unless otherwise noted.
8
Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
2. Statement of compliance with IFRS and material policy information (cont’d)
Consolidation
These consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, Pilbara Gold Group Pty. Ltd (“Pilbara”) incorporated in Australia and Critical Reagents Argentina S.A.S. incorporated in Argentina. During the year ended June 30, 2025, the Company wrote off the assets and liabilities in its subsidiary, Pilbara, due to inactivity and recognized a gain of $548.
Significant accounting judgments, estimates and assumptions
The preparation of consolidated financial statements in conformity with IFRS requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported revenues and expenses during the period.
Although management uses historical experience and its best knowledge of the amount, events or actions to form the basis for judgments and estimates, actual results may differ from these estimates.
The most significant accounts that require estimates as the basis for determining the stated amounts include the valuation of share-based payments and recognition of deferred tax amounts.
Critical judgments exercised in applying accounting policies that have the most significant effect on the amounts recognized in the financial statements are as follows:
i) Going concern
The Company’s ability to execute its strategy by funding future working capital requirements requires judgment. Estimates and assumptions are continually evaluated and are based on historical experience and other factors, such as, expectations of future events that are believed to be reasonable under the circumstances.
ii) Impairment of assets
Economic recoverability and probability of future benefits of exploration and evaluation assets. Management uses several criteria in its assessments of economic recoverability and probability of future economic benefits including geologic and other technical information, history of conversion of mineral deposits with similar characteristics to its own properties to proven and probable mineral reserves, the quality and capacity of existing infrastructure facilities, evaluation of permitting and environmental issues and local support for the project.
iii) Exploration and evaluation expenditures
The carrying value and the recoverability of exploration and evaluation assets, which are included in the statements of financial position. The cost model is utilized and the value of the exploration and evaluation assets is based on the acquisition costs incurred. At every reporting period, management assesses the potential impairment which involves assessing whether or not facts or circumstances exist that suggest the carrying amount exceeds the recoverable amount.
iv) Deferred taxes
Deferred tax assets are recognized for all deductible temporary differences, carry-forward of unused tax assets and unused tax losses, to the extent that its probable that future taxable profit will be available against which the deductible temporary differences and carry-forward of unused tax assets and unused tax losses can be utilized.
9
Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
2. Statement of compliance with IFRS and material policy information (cont’d)
v) Share-Based Compensation
- The Company uses the fair value method of valuing compensation expense associated with the Company’s share-based compensation plan. Estimating fair value requires determining the most appropriate valuation model for a grant of equity instruments, which is dependent on the terms and conditions of the grant.
Foreign currency translation
The functional currency of the Company is measured using the currency of the primary economic environment in which the Company operates. These financial statements are presented in Canadian dollars which is the Company’s functional and presentation currency. The functional currency for the Company’s subsidiaries is also the Canadian dollar.
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary assets and liabilities are translated at the period end exchange rate. Non-monetary assets and liabilities measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary assets and liabilities measured at fair value are reported at the exchange rate at the date when fair values were determined. Exchange differences arising on the translation of monetary items or on settlement of monetary items are recognized in profit or loss in the statement of loss and comprehensive loss in the period in which they arise, except where deferred in equity as a qualifying cash flow or net investment hedge.
Share-based payments
Share-based payments to employees are measured at the fair value of the instruments issued and amortized over the vesting periods. Share-based payments to non-employees are measured at the fair value of goods or services received or the fair value of the equity instruments issued, if it is determined the fair value of the goods or services cannot be reliably measured and are recorded at the date the goods or services are received. The corresponding amount is recorded to reserves. The fair value of options is determined using the Black–Scholes Option Pricing Model which incorporates all market vesting conditions. The number of shares and options expected to vest is reviewed and adjusted at the end of each reporting period such that the amount recognized for services received as consideration for the equity instruments granted shall be based on the number of equity instruments that eventually vest. Vesting is determined by the Board of Directors.
Financial instruments
The following is the Company’s accounting policy for financial instruments under IFRS 9:
(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.
10
Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
2. Statement of compliance with IFRS and material policy information (cont’d)
Financial instruments (cont’d)
The following table shows the classification under IFRS 9:
| Financial assets/liabilities | Classification |
|---|---|
| Cash | FVTPL |
| Trade payables | 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 statements of loss and comprehensive loss in the period in which they arise.
(iii) Impairment of financial assets at amortized cost
The Company recognizes a loss allowance for expected credit losses on financial assets that are measured at amortized cost. At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date, the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to the twelve month expected credit losses. The Company recognizes in the statements of loss and comprehensive loss, as an impairment gain or loss, the amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized.
(iv) 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.
11
Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
2. Statement of compliance with IFRS and material policy information (cont’d)
Financial instruments (cont’d)
Impairment of assets
The carrying amount of the Company’s assets is reviewed at each reporting date to determine whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. An impairment loss is recognized whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable amount. Impairment losses are recognized in the statement of loss and comprehensive loss.
The recoverable amount of assets is the greater of an asset’s fair value less cost to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pretax discount rate that reflects the current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined for the cash-generating unit to which the asset belongs.
An impairment loss is only reversed if there is an indication that the impairment loss may no longer exist and there has been a change in the estimates used to determine the recoverable amount, however, not to an amount higher than the carrying amount that would have been determined had no impairment loss been recognized in previous years.
Assets that have an indefinite useful life are not subject to amortization and are tested annually for impairment.
Cash
Cash includes cash on hand and deposits held at call with banks.
Income taxes
Current income tax:
Current income tax assets and liabilities for the current period are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date, in the countries where the Company operates and generates taxable income.
Current income tax relating to items recognized directly in other comprehensive income or equity is recognized in other comprehensive income or equity and not in profit or loss. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
Deferred income tax:
Deferred tax is accounted for using the statement of financial position liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred taxes are not recognized for temporary differences related to the initial recognition of the assets or liabilities that affect neither accounting nor taxable profit nor investments in subsidiaries, associates and interests in joint ventures to the extent it is probable that they will not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner and expected date of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the statement of financial position date.
12
Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
2. Statement of compliance with IFRS and material policy information (cont’d)
A deferred tax asset is recognized only to the extent that it is probable that future taxable amounts will be available against which the asset can be utilized.
Loss per share
Basic loss per share is computed by dividing net loss available to common shareholders 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 and warrants, if dilutive. The number of additional shares is calculated by assuming that outstanding stock options and warrants were exercised and that the proceeds from such exercise were used to acquire common shares at the average market price during the reporting period. For the year presented, this calculation proved to be anti-dilutive. Diluted loss per share is equal to the basic loss per share.
Restoration and environmental obligations
The Company recognizes liabilities for legal and constructive obligations associated with the retirement of exploration and evaluation assets. The net present value of future rehabilitation costs is capitalized to the related asset along with a corresponding increase in rehabilitation 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 reclamation costs could change as a result of changes in the regulatory requirements, discount rates and assumptions regarding the amount and timing of the future expenditures. These changes are recorded directly to the related assets with a corresponding entry to the rehabilitation provision. The increase in the provision due to the passage of time is recognized as interest expense.
The Company did not have any restoration provisions as at the years ended June 30, 2025 and 2024.
Exploration and evaluation assets
All costs related to the acquisition of exploration and evaluation assets are capitalized on a property-byproperty basis, net of recoveries. Exploration costs incurred prior to the determination of the feasibility of mining operations and a decision to proceed with development are expensed to operations as incurred. If economically recoverable ore reserves are developed, capitalized costs of the related property are classified as mining assets and amortized using the unit of-production method. When a property is abandoned, all related costs are written off to operations.
The amounts shown for acquisition costs represent costs incurred to date and do not necessarily reflect present or future values. These costs are depleted over the useful lives of the properties upon commencement of commercial production or written off if the properties are abandoned or the claims allowed to lapse.
From time to time, the Company may acquire or dispose of an exploration and evaluation asset 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. Proceeds received on the sale of an option of the Company’s property are recorded as a reduction of the mineral property cost. The Company recognizes in income amounts received in excess of the carrying amount.
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Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
2. Statement of compliance with IFRS and material policy information (cont’d)
Exploration and evaluation assets are tested for impairment if facts or circumstances indicate that impairment exists. Examples of such facts and circumstances are as follows:
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the period for which the Company has the right to explore in the specific area has expired during the period or will expire in the near future, and is not expected to be renewed;
-
substantive expenditure on further exploration for and evaluation of mineral resources in the specific area is neither budgeted nor planned;
-
exploration for and evaluation of mineral resources in the specific area have not led to the discovery of commercially viable quantities of mineral resources and the entity has decided to discontinue such activities in the specific area; and
-
sufficient data exist to indicate that, although a development in the specific area is likely to proceed, the carrying amount of the exploration and evaluation asset is unlikely to be recovered in full from successful development or by sale.
After technical feasibility and commercial viability of extracting a mineral resource are demonstrable, the Company stops capitalizing expenditures for the applicable block of claims or geological area of interest and tests the asset for impairment. The capitalized balance, net of any impairment recognized, is then reclassified to either tangible or intangible mine development assets according to the nature of the asset.
Accounting standards and amendments issued
IFRS 18 – Presentation and Disclosure in Financial Statements
In April 2024, the IASB issued IFRS 18, Presentation and Disclosure of Financial Statements (IFRS 18), which replaces IAS 1, Presentation of Financial Statements. IFRS 18 introduces a specified structure for the income statement by requiring income and expenses to be presented into the three defined categories of operating, investing and financing, and by specifying certain defined totals and subtotals. Where companyspecific measures related to the income statement are provided, IFRS 18 requires companies to disclose explanations around these measures, which are referred to as management defined performance measures. IFRS 18 also provides additional guidance on principles of aggregation and disaggregation which apply to the primary financial statements and the notes.
IFRS 18 will not affect the recognition and measurement of items in the financial statements, nor will it affect which items are classified in other comprehensive income and how these items are classified. The standard is effective for reporting periods beginning on or after January 1, 2027, including for financial statements. Retrospective application is required, and early application is permitted. The Company is currently assessing the effect of this new standard on its financial statements.
3. Receivables
The balance in receivables at June 30, 2025 is $39,348 (June 30, 2024 - $24,470) consists of government tax credits receivable.
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Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
4. Trade payables and accrued liabilities
| June 30, 2025 -$- |
June 30, 2024 -$- |
|
|---|---|---|
| Trade payables | 23,930 | 118,768 |
| Accrued liabilities | 21,000 | 28,600 |
| Total | 44,930 | 147,368 |
5. Exploration and evaluation assets
The Company incurred acquisition costs as follows:
| June 30, 2025 |
June 30, 2024 |
|
|---|---|---|
| -$- | -$- | |
| Opening | 397,149 | 162,833 |
| Acquisition costs - cash | - | 234,316 |
| Total | 397,149 | 397,149 |
Laguna Santa Maria project, Argentina
During the year ended June 30, 2024, the Company completed its purchase option agreement to acquire up to a 100% interest in the Mina Laguna Santa Maria project, which consists of two mining concessions licensed for the production of sodium carbonate, by way of purchase option agreement. The Company now holds 100% of exploration licenses No 17.643 Ignacio VI and 86% of No 1.255 Santa Maria. During the year ended June 30, 2024, the Company has filed documentation to obtain the remaining 14% of Santa Maria.
The terms of the purchase option agreement are further described below:
-
(a) payment of US$100,000 on execution of the purchase option agreement (paid) and
-
(b) payment of US$150,000 following a three-month due diligence period (paid).
-
In accordance with the agreement, the Company capitalized acquisition costs of $nil (June 30, 2024 $234,316 and other acquisition costs of $33,061) during the year ended June 30, 2025.
15
Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
6. Share capital and reserves
Authorized share capital
An unlimited number of common shares without par value.
Issued share capital
During the year ended June 30, 2025, the Company completed a 10 for 1 share consolidation. All references to the number of shares and per share amounts have been retroactively restated to reflect the consolidation.
As at June 30 2025 there are 7,032,298 (June 30, 2024 – 7,032,306) issued and fully paid common shares.
During the years ended June 30, 2024 and 2025, there were no share capital transactions.
Warrants
The following table summarizes information about the warrant transactions during the years ended June 30, 2025 and 2024:
| Number of warrants |
Weighted average exercise price -$ - |
|
|---|---|---|
| Outstanding, June 30, 2023 | 5,697,541 | 2.30 |
| Expired,unexercised | (1,452,701) | 3.70 |
| Outstanding, June 30, 2024 | 4,244,840 | 1.80 |
| Expired,unexercised | (4,244,840) | 1.80 |
| Outstanding, June 30, 2025 | - | - |
| Exercise Price | Number of | |
| ExpiryDate | -$ - | Warrants |
| August 17, 2023 – expired, unexercised | 3.50 | 1,393,000 |
| October 1, 2023 – expired, unexercised | 7.50 | 59,701 |
| March 25,2025 – expired,unexercised | 1.80 | 4,244,840 |
During the year ended June 30, 2024, the outstanding warrants had a weighted average life of 0.73 years.
During the year ended June 30, 2025, 4,244,840 warrants with an exercise price of $1.80 (June 30, 2024 - 1,393,000 warrants with an exercise price of $3.50, and 59,701 warrants with an exercise price of $7.50) expired unexercised.
16
Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
6. Share capital and reserves (cont’d)
Stock options
The Board has approved a Stock Option Plan, designed for selected employees, officers, directors, consultants and contractors, to incentivize such individuals to contribute toward the Company’s long-term goals, and to encourage such individuals to acquire shares as long-term investments. The Stock Option Plan is administered by the Board and authorizes the issuance of stock options not to exceed a total of 10% of the number of shares issued and outstanding from time to time. The terms of any award are determined by the Board, provided that no options may be granted at less than the fair market value of shares as of the date of the grant. The maximum term of the options is ten years.
During the year ended June 30, 2025, the Company cancelled 692,000 stock options priced at $2.00, the balance of stock options outstanding at the period ended was nil.
During the year ended June 30, 2024, there were no stock option transactions.
The following table summarizes information about stock options during the year ended June 30, 2025 and 2024:
| Op Number of options |
tions Weighted average exercise price -$ - |
|
|---|---|---|
| Outstanding, June 30, 2023 and 2024 | 692,000 | 2.00 |
| Cancelled | (692,000) | 2.00 |
| Outstanding, June 30, 2025 | - | - |
As at June 30, 2025, the Company had nil stock options outstanding.
Reserve
The share-based payment and warrant reserves records items recognized as share-based compensation expense until such time that the stock options or warrants are exercised, at which time the corresponding amount will be transferred to share capital.
During the years ended June 30, 2025 and June 30, 2024, the Company had no transactions recorded to reserves.
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Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
7. Related party transactions
Balances
As at June 30, 2025, the Company prepaid $14,188 (June 30, 2024 - $14,168) in fees relating to July 2025 to companies controlled by directors and/or an officer of the Company.
Summary of key management personnel compensation:
Key management personnel include those persons having authority and responsibility for planning, directing, and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of members of the Company’s Board of Directors and Corporate Officers. The renumeration for these key management personnel is included in the amounts disclosed below.
Transactions
During the year ended June 30, 2025, the Company incurred management fees of $104,715 (2024 - $101,232) to the CEO of the Company, director fees of $56,250 (2024 - $50,000) to a company controlled by a director of the Company and consulting fees of $75,000 (2024 - $70,000) with a company controlled by the CFO of the Company which are included recorded in consulting, management and director fees and consulting and geological fees of $41,888 (2024 - $43,844), which are included in exploration expenses, to a company controlled by a director of the Company.
8. Financial risk and capital management
The Company is exposed in varying degrees to a variety of financial instrument related risks. The Board of Directors approves and monitors the risk management processes, inclusive of documented investment policies, counterparty limits, and controlling and reporting structures. The type of risk exposure and the way in which such exposure is managed is summarized as follows:
Credit risk
Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company’s primary exposure to credit risk is on its cash held in bank accounts. The majority of cash is deposited in bank accounts at a major bank in Canada. As most of the Company’s cash is held by one bank there is a concentration of credit risk. This risk is managed by using major banks that are high credit quality financial institutions as determined by rating agencies. Credit risk is assessed as low.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company has a planning and budgeting process in place to help determine the funds required to support the Company’s normal operating requirements on an ongoing basis. The Company ensures that there are sufficient funds to meet its short-term business requirements, taking into account its anticipated cash flows from operations and its holdings of cash.
Historically, the Company’s sole source of funding has been the issuance of equity securities for cash, primarily through private placements. The Company’s access to financing is always uncertain. There can be no assurance of continued access to necessary levels of equity funding. Liquidity risk is assessed as high.
Foreign exchange risk
Foreign currency risk is the risk that the fair values of future cash flows of a financial instrument will fluctuate because they are denominated in currencies that differ from the respective functional currency.
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Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
8. Financial risk and capital management (cont’d)
If the Canadian dollar changes by one percent against the US Dollar, with all other variables held constant, the impact on the Company’s foreign denominated financial instruments would result in a nominal change in profit or loss.
Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is not exposed to significant interest rate risks.
Capital Management
The Company’s policy is, if permitted by market conditions, to maintain a strong capital base so as to support investor and creditor confidence and support future development of the business. The capital structure of the Company consists of equity, comprising share capital and reserves net of accumulated deficit. The Company is not subject to any externally imposed capital requirements and there were no changes to the Company’s capital management for the year ended June 30, 2025.
Fair value
The Company’s financial instruments consist of cash and trade payables. The fair value of these financial instruments approximates their carrying values due to the short-term nature of these investments.
Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are:
-
Level 1 – Unadjusted quoted prices 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; and
-
Level 3 – Inputs that are not based on observable market data.
Cash is measured at fair value using Level 1 inputs.
9. Exploration
The following table summarizes the exploration expenditures incurred during year ended June 30, 2025:
| Argentina -$- |
|
|---|---|
| Fieldwork | - |
| Geologist and geological consulting (Note 7) | 70,353 |
| Administration | 50,493 |
| Total | 120,846 |
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Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
9. Exploration (cont’d)
The following table summarizes the exploration expenditures incurred the year ended June 30, 2024:
| Argentina -$- |
|
|---|---|
| Fieldwork | 3,210 |
| Geologist and geological consulting (Note 7) | 43,844 |
| Permits and fees | 14,556 |
| Survey, mapping and reports | 3,452 |
| Others | 59,280 |
| Total | 124,342 |
10 .
Segmented information
The Company currently conducts its operations in Canada and Argentina in one business segment being the exploration of resource properties.
Geographic segments
The following exploration and evaluation assets, are located in the following countries:
| June 30, 2025 -$- |
June 30, 2024 -$- |
|
|---|---|---|
| Argentina | 397,149 | 397,149 |
| Total | 397,149 | 397,149 |
11 . Income Taxes
A reconciliation of income taxes at statutory rates with the reported income taxes is as follows:
| Year ended June 30, 2025 -$- |
Year ended June 30, 2024 -$- |
|
|---|---|---|
| Net loss | (384,031) | (435,647) |
| Statutorytax rate | 27% | 27% |
| Expected income tax recovery | (103,688) | (117,625) |
| Permanent difference and other | 2,000 | (47,375) |
| Change in unrecognized deductible temporarydifferences | 101,688 | 165,000 |
| Total income tax recovery | - | - |
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Critical Reagent Processing Corp. Notes to the Consolidated Financial Statements (Expressed in Canadian Dollars) For the year ended June 30, 2025
11 . Income Taxes (cont’d)
The significant components of the Company’s deferred tax assets and liabilities are as follows:
| June 30, 2025 -$- |
June 30, 2024 -$- |
|
|---|---|---|
| Unrecognized deferred tax assets: | ||
| Share issue costs | 17,262 | 39,926 |
| Non-capital losses | 1,622,889 | 1,530,221 |
| Resourcepool | 443,432 | 411,748 |
| Total unrecognized deferred tax assets | 2,083,583 | 1,981,895 |
The Company has non-capital carry forward losses of $6,012,000 expiring from 2036 to 2045.
12. Subsequent Event
Subsequent to the year ended June 30, 2025, the Company entered into an unsecured loan agreement with a company that has directors in common, to loan up to $600,000, paying interest at 8% per annum due and payable on demand. Pursuant to the agreement, the Company loaned US$373,095, or $522,021 to date.
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