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Critical Reagent Processing Corp. Management Reports 2025

Oct 28, 2025

47438_rns_2025-10-28_e44c037b-f050-47f5-9b9d-6ec47da46632.pdf

Management Reports

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Management Discussion and Analysis

For the years ended June 30, 2025 and 2024

[1]

INTRODUCTORY COMMENT

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 head office, principal address and registered records office of the Company is located at Suite 400 – 1681 Chestnut Street, Vancouver, BC, V6J 4M6.

This Management Discussion and Analysis (“MD&A”) is dated October 27, 2025 and discloses specified information up to that date. This MD&A should be read in conjunction with the Company’s audited financial statements for the year ended June 30, 2025, which are prepared in accordance with International Financial Reporting Standards as issued by the IASB.

The accounting policies applied in preparation of these consolidated financial statements are consistent with those applied and disclosed in the Company’s audited financial statements for the year ended June 30, 2025.

Throughout this report we refer from time to time to “Critical Reagent”, “the Company”, “we”, “us”, “our” or “its”. All these terms are used in respect of Critical Reagent Processing Corp. which is the reporting issuer in this document. We recommend that readers consult the “Cautionary Statement” on the last page of this report.

CORPORATE HIGHLIGHTS

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 (Note 1 to the financial statements).

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. Pursuant to the option agreement, the Company is now the holder of 100% of No 17.643 Ignacio VI and 86% of No 1.255 Santa Maria and during the current year, has filed documentation to obtain the remaining 14%.

The terms of the purchase option agreement are further described below:

i. payment of US$100,000 on execution of the purchase option agreement (paid)

ii. payment of US$150,000 following a three-month due diligence period. (paid)

In accordance with the agreement, the Company capitalized acquisition costs of $234,316 (June 30, 2023 - $162,882) during the year ended June 30, 2024, which consisted of $201,255 (US$150,000) (June 30, 2023 - $139,930 (US$100,000)) and other acquisition costs of $33,061 (June 30, 2023 - $22,952).

During the year ended June 30, 2024, the Company, completed the incorporation of its 100% wholly owned subsidiary Critical Reagents Argentina S.A.S.

During the year ended June 30, 2024, on August 17, 2023, the Company changed its name to Critical Reagent Processing Corp. and updated its 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.

[2]

Projects

Laguna Santa Maria project, Argentina

The Mina Laguna Santa Maria, located in the northwest territory of the province of Salta, Argentina. The project comprises two mining concessions which total 670 hectares. The two concessions are licensed for the production of sodium carbonate, commonly referred to as soda ash, which is a key reagent in the production of lithium carbonate. Located in close proximity to current lithium production and development, the project offers significant freight advantage over competing imports. The project is accessible, being approximately 60 kilometers from the town of Tolar Grande, approximately 357 kilometers from Salta city.

Soda ash is the trade name for sodium carbonate (Na2CO3), a chemical refined from the mineral trona or sodiumcarbonate-bearing brines (both referred to as natural soda ash) or manufactured from a chemical process (referred to as synthetic soda ash).

Soda ash is a critical reagent in the production of lithium carbonate with the process requiring two tonnes of soda ash for every tonne of lithium carbonate produced. The location of the project in Salta province, where significant lithium production is under development, provides a substantial potential market.

During the year ended June 30, 2023, the Company submitted an Environmental Impact Report, Advanced an Environmental Impact Study with a VES Survey, and commenced a sampling program as further described below.

Geo Brand, a Salta Argentina based technical firm completed a Vertical Electrical Sounding survey over the project area. A total of 8 transects were completed and are comprised of 15 sounding points every 500 meters per transect. The intent of the program is to confirm the depth potential of the soda ash deposit in relation to the visible surface expression.

The Laguna Santa Maria appears as a salar or salt flat. Work to date has included a Vertical Survey and a site visit with limited sampling. The project concept is one of a salar that hosts brine exploitable as a “in liquid” soda ash deposit. The project area is a Mining License with a history of small-scale soda ash production by the prior owner.

During the year ended June 30, 2024, Results of a recently completed Electromagnetic Sounding indicates a depth potential of over 280 meters comprised of two layers of granulitic material. The upper layer is an unsaturated zone down to approximately 35 meters and is not the target zone. Below this layer is a zone of saturation with high salinity. It is comprised of medium sediments and is the target zone.

Eleven surface/solid and fifteen liquid/well samples were obtained during the 2023 site visit. The surface samples were hand dug as pits and had values ranging from 501 milligrams per kilogram (mg/kg) CO3 (carbonate) to 325,406 mg/kg CO3 indicating a carbonate surface formation.

The fifteen liquid samples were obtained at various locations around the project by the perforation of the surface structure with a hand dug well. Of the fifteen liquid samples taken to date, thirteen were deemed to represent near surface waters within the unsaturated zone. The other two samples have returned high values of calcium carbonate, carbonate, bicarbonate and sodium, and are deemed to represent leakage upwards from the saturated target zone below. Sample LMS 0-2 returned 24,414 milligrams per liter (mg/L) Ca Co3 (calcium carbonate), 11,951CO3 mg/L CO3 (carbonate), 5,484 mg/L HCO3 (bicarbonate), and 22,858 mg/L Na (sodium), with total dissolved solids at 58,723 mg/L. Sample LMS 05 returned 15,981 mg/L CaCO3, 7,980 mg/L CO3, 3,270 mg/L HCO3 and 15.844 mg/L Na with total dissolved solids at 39,727 mg/L.

All test work was completed under the supervision of Mr. William Feyerabend, a director and Qualified Person under National Instrument 43-101. All samples were analyzed by Alex Stewart Laboratories, an ISO certified laboratory located in Mendoza, Argentina. Quality Assurance and Best Practices were employed in the sample program including blank insertion prior to assay.

During the year ended June 30, 2025, the Company contracted Groundwater Insight of Halifax, Nova Scotia Canada, and Tuareg Geological Services of Salta, Argentina for further evaluation of the Laguna Santa Maria Project. The program will be comprised of the following:

[3]

  1. Reinterpretation of the current Vertical Electric Sounding (VES) data with the intent of characterizing subsurface resistivity trends and identify target horizons for brine exploration.

  2. Review of water and sediment chemistry data and existing project reports.

  3. Project site visit to evaluate the basin and obtain brine and sediment samples.

  4. Construction of a project database to support future exploration

Upon completion of this program, further Project exploration and development will be evaluated.

LIQUIDITY AND CAPITAL RESOURCES

As at June 30, 2025, the Company had current assets of $1,540,220 (June 30, 2024 - $2,026,689) and current liabilities of $44,930 (June 30, 2024 - $147,368) and working capital as at June 30, 2025 was $1,495,290 compared to June 30, 2024 of $1,879,321.

During the year ended June 30, 2025, the Company had net cash used in operating activities of $504,367 (2024 - $444,405), including an decrease in receivables of $15,388 (2024 - $11,136), and an increase in prepaids of $3,020 (2024 - $20 decrease) and an increase in accounts payable and accrued liabilities of $11,391 (2024 - $2,358).

During the year ended June 30, 2025, the Company used cash flows in investment in exploration and evaluation assets of $nil (2024 - $234,266)

Shareholders equity at June 30, 2025, was $1,892,439 compared to June 30, 2024 of $2,276,470.

During the year ended June 30, 2025, and the year ended June 30, 2024, the Company did not complete any share capital transactions.

During the year ended June 30, 2025 the following warrants expired unexercised:

ExpiryDate Exercise Price
-$ -
Number of
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, 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.

As at the year ended June 30, 2025, the Company had nil stock warrants outstanding.

As at the year ended June 30, 2025, the following stock options were cancelled:

Expiry Date Exercise Price
-$ -
Number
of Options
May 27, 2026 2.00 295,000
April 6, 2027 2.00 257,500
May25,2027 2.00 139,500

As at the year ended June 30, 2025, the Company had nil stock options outstanding.

As at the period ended June 30, 2025, there were 7,032,298 (June 30, 2024 – 7,032,298) issued and fully paid common shares.

[4]

The Company will need to continue raising additional capital to further the investigation of its current and potential new projects of merit and for general working capital purposes. As a public company, the evaluation by the investment community and individual investors will determine the outcome of any financing in the public market.

RESULTS OF OPERATIONS

During the year ended June 30, 2025, the Company recorded a net loss of $384,031 (June 30, 2024 - $435,647) and had a cumulative deficit of $10,858,224 (June 30, 2024 - $10,474,193).

SELECTED ANNUAL INFORMATION

The following table provides a brief summary of the Company’s financial operations for the prior three fiscal years. For more detailed information, refer to the financial statements for the year then ended.

June 30,
2025
**-$- **
June 30,
2024
**-$- **
June 30,
2023
**-$- **
Total assets 1,937,369 2,432,838 2,857,127
Non-current assets 397,149 397,149 162,833
Working capital 1,495,290 1,879,321 2,549,234
Long-term liabilities - - -
Shareholders’ equity 1,892,439 2,276,470 2,712,117
Net loss (384,031) (435,647) (2,958,217)
Net lossper share (0. 05) (0. 10) (0. 40)

The years ended June 30, 2025 and 2024:

For the year ended June 30, 2025, the Company had a net loss of $384,031 (2024 - $435,647). The Company realized an increase in consulting, management, and directors fees of $235,965 (2024 - $221,232), and decreases in office administration of $18,913 (2024 - $24,043) which were due to the commensurate utilization of services in the comparative periods. Interest income is commensurate the principal balances in the comparative periods $57,987 (2024 - $99,012). In the current year, the Company realized a gain on write off of liabilities of $113,319 (2024 - $nil).

The years ended June 30, 2024 and 2023:

For the year ended June 30, 2024, the Company had a net loss of $435,647 (2023 - $2,958,217). The Company realized decreases in consulting, management, and directors fees of $221,232 (2023 - $422,017), exploration expenditures of $124,342 (2023 - $314,627), and shareholder communication expense of $8,380 (2023 - $18,734) and the Company expended $234,316 in acquisition costs on the Laguna Santa Maria Project.

In the prior year, due to the change in strategic direction, the Company recorded an impairment to exploration and evaluation assets of $nil (2023 - $2,122,914) which was a main contributing factor to the increase in net loss during the prior year.

[5]

SUMMARY OF QUARTERLY FINANCIAL INFORMATION

The following is a summary of selected financial information compiled from the quarterly unaudited financial statements for the eight quarters ended June 30, 2025:

Jun.30, 2025
Mar. 31, 2025
Dec. 31, 2024
Sep. 30, 2024
**-$- ** **-$- ** **-$- ** **-$- **
Revenue - - - -
Total assets 1,540,220 2,039,386 2,168,852 2,336,116
Working capital 1,495,290 1,498,026 1,589,687 1,788,911
Long-term liabilities - - - -
Shareholders’ equity 1,892,439 1,895,175 1,986,836 2,186,060
Net loss (2,736) (91,662) (199,223) (90,410)
Net lossper share (0.00) (0.01) (0.03) (0.01)
Jun. 30, 2024
Mar. 31, 2024
Dec. 31, 2023
Sep. 30, 2023
**-$- ** **-$- ** **-$- ** **-$- **
Revenue - - - -
Total assets 2,432,838 2,510,441 2,623,474 2,779,009
Working capital 1,879,321 1,972,210 2,068,624 2,199,898
Long-term liabilities - - - -
Shareholders’ equity 2,276,470 2,369,359 2,465,773 2,597,046
Net loss (93,013) (95,852) (131,711) (115,071)
Net lossper share (0.01) (0.01) (0.02) (0.02)

Discussion

The main categories causing significant variance in the eight quarters ended June 30,2025, are described further herein.

The main factors contributing to the decrease in net loss in the periods ended June 30, 2025, March 31, 2025, September 30, 2024, June 30, 2024, March 31, 2024, December 31, 2023, and September 30, 2023, are a result of the decrease in consulting, management and directors fees due to the effort to minimize costs during the change in strategic focus on the Company’s Argentina property, the increase in December 31, 2024 is a result of services utilized for Management, Directors, and professional fees in that period. In addition, the Company realized a gain on write off of liabilities in the current period of $113,319, where there were no similar activities of this nature in the comparative periods.

The year ended June 30, 2025

Net loss for the year ended June 30, 2025 was $384,031 (2024 - $438,647). The variance in professional fees of $117,678 (2024 - $92,032), office administration of $18,913 (2024 - $24,043 and website expenses of $18,516 (2024 - $30,196) is based on activities and utilization of services in the comparative periods. The decrease in interest income of $57,987 (2024 - $99,012) is commensurate with the principal balance in the comparative periods. In addition, the Company realized a gain on write off of liabilities in the current year of $113,319 (2024 - $nil). Other expenses were mainly commensurate during the comparative periods.

The three months ended June 30, 2025

Net loss for the period ended June 30, 2025 was $2,736 (2024 - $93,013). The variance in professional fees of $14,685 credit (2024 - $18,450), and website expenses of $8,222 (2024 - $6,183) is based on activities and utilization of services in the comparative periods. The decrease in interest income of $8,401 (2024 - $22,885) is commensurate with the principal balance in the comparative periods. In addition, the Company realized a gain on write off of liabilities in the current period of $113,319 (2024 - $nil). Other expenses were mainly commensurate during the comparative periods.

[6]

TRANSACTIONS WITH RELATED PARTIES

Related party balances

As at June 30, 2025 and 2024 no amounts due to related parties. Any amounts due are included in trade payables and accrued liabilities and have arisen from the unpaid fees and/or amounts owed for expense reimbursements. These amounts are unsecured, non-interest bearing and have no fixed terms of repayment

As at June 30, 2025, the Company paid $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 recorded to prepaid expenses.

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 $104,7151 (2024 - $101,2321 ) to the CEO of the Company, director fees of $56,2503 (2024 - $50,0003 ) to a company controlled by a director of the Company and consulting fees of $75,0002 (2024 - $70,0002 ) 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 $41,8884 (2024 - $43,8444 ) ), which are included in exploration expenses, to a company controlled by a director of the Company, and $nil (2024 - $nil) to the CEO which are included in exploration costs (Note 7 to the financial statements).

As at June 30, 2025, the following parties are Directors and or Officers of the Company:

  • Adrian Hobkirk1 , CEO, President, and Director

  • Teresa Cherry2 , CFO, and Director

  • Chris Cherry3 , Director

  • William (Bill) Feyerabend4 , Director

SUBSEQUENT EVENTS

Subsequent to the year ended June 30, 2025, the Company entered into an unsecured loan agreement with a third party that has directors in common, to loan up to CAD$600,000, paying interest at 8% per annum due and payable on demand. Pursuant to the agreement, the Company loaned US$373,095, or CAD$522,021 (Note 12).

OFF BALANCE SHEET ARRANGEMENTS

There are no off- balance sheet arrangements.

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:

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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, and a minimal cash balance held in Australia. 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.

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. As at March 31, 2025, the Company has financial assets denominated in the US Dollar, which will be affected by changes in the exchange rate between the Canadian Dollar and the US Dollar.

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.

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.

[8]

RISKS RELATED TO THE COMPANY’S BUSINESS

Overview

Resource exploration is a speculative business and involves a high degree of risk. There is a significant probability that the expenditures made by the Company in the exploring of its property will not result in discoveries of commercial quantities of minerals. A high level of ongoing expenditures is required to locate and estimate ore reserves, which are the basis for further development of a property. Capital expenditures to attain commercial production stage are also very substantial.

The following sets out the principal risks to face by the Company.

Exploration Risk. The Company is seeking mineral deposits on exploration projects where there are not yet established commercial quantities. There can be no assurance that economic concentrations of minerals will be determined to exist on the Company’s property holdings within existing investors’ investment horizons, or at all. The failure to establish such economic concentrations could have a material adverse outcome on the Company and its securities. The Company’s planned programs and budgets for exploration work are subject to revision at any time to take into account results to date. The revision, reduction or curtailment of exploration programs and budgets could have a material adverse outcome on the Company and its securities.

Market Risks. The Company’s securities trade on public markets and the trading value thereof is determined by the evaluations, perceptions and sentiments of both individual investors and the investment community taken as a whole. Such evaluations, perceptions and sentiments are subject to change both in short term time horizons and longer-term time horizons. An adverse change in investor evaluations, perceptions and sentiments could have a material adverse outcome on the Company and its securities. See “Share Price Volatility and Price Fluctuations” below.

Commodity Price Risks. The Company’s exploration projects seek graphite. An adverse change in this commodity’s price, or in investors’ beliefs about trends in this price, could have a material adverse outcome on the Company and its securities.

Financing Risks. Exploration and development of mineral deposits is an expensive process, and frequently the greater the level of interim stage success the more expensive it can become. The Company has no producing properties and generates no operating revenues; therefore, for the foreseeable future, it will be dependent upon either selling equity in the capital markets or obtaining funding partnerships with third parties to provide financing for its continuing substantial exploration budgets. While the Company has been successful in obtaining financing from the capital markets for its projects recently, there can be no assurance that the capital markets will support providing the financing needed to continue its exploration programs on favorable terms, or at all. Restrictions on the Company’s ability to finance could have a material adverse outcome on the Company and its securities.

Share Price Volatility and Price Fluctuations. In recent years, the securities markets in Canada have experienced a high level of price and volume volatility, and the market prices of securities of many companies, particularly junior mineral exploration companies like the Company, have experienced wide fluctuations which have not necessarily been related to the operating performance, underlying asset values or prospects of such companies. There can be no assurance that these price fluctuations and volatility will not continue to occur.

Competition. Significant and increasing competition exists for the limited number of mineral property acquisition opportunities available. As a result of this competition, some of which is with large established mining companies with substantial capabilities and greater financial and technical resources than the Company, the Company may be unable to acquire additional attractive mineral properties on terms it considers acceptable.

Environmental and Other Regulatory Requirements. The current or future operations of the Company, including development activities and commencement of production on its property, requires permits from various

[9]

governmental authorities and such operations are and will be subject to laws and regulations governing prospecting, development, mining, production, exports, taxes, labour standards, occupational health, waste disposal, toxic substances, land use, environmental protection, safety and other matters. Companies engaged in the development and operation of mines and related facilities generally experience increased costs, and delays in production and other schedules as a result of the need to comply with applicable laws, regulations and permits. There can be no assurance that approvals and permits required to commence production on its property will be obtained on a timely basis, or at all. Additional permits and studies, which may include environmental impact studies conducted before permits can be obtained, may be necessary prior to operation of the property in which the Company has interests and there can be no assurance that the Company will be able to obtain or maintain all necessary permits that may be required to commence construction, development or operation of mining facilities at its property on terms which enable operations to be conducted at economically justifiable costs.

Failure to comply with applicable laws, regulations, and permitting requirements may result in enforcement actions thereunder, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed, and may include corrective measures requiring capital expenditures, installation of additional equipment, or remedial actions. Parties engaged in mining operations or extraction operations may be required to compensate those suffering loss or damage by reason of such activities and may have civil or criminal fines or penalties imposed for violations of applicable laws or regulations.

Amendments to current laws, regulations and permits governing operations and activities of mining companies, or more stringent implementation thereof, could have a material adverse impact on the Company and cause increases in capital expenditures or production costs or reduction in levels of production at its property or abandonment or delays in development of new mineral exploration properties.

To the best of the Company's knowledge, it is currently operating in compliance with all applicable environmental regulations.

History of Net Losses; Accumulated Deficit; Lack of Revenue from Operations. The Company has incurred net losses to date. Its deficit as of June 30, 2025, is $10,858,224. The Company has not yet had any ongoing revenue from the exploration activities on its property, nor has the Company yet determined that commercial development is warranted on its property. Even if the Company commences development of its property, the Company may continue to incur losses. There is no certainty that the Company will produce revenue, operate profitably or provide a return on investment in the future.

Uninsured Risks. The Company may become subject to liability for pollution, fire, explosion and other risks against which it cannot insure or against which it may elect not to insure. Such events could result in substantial damage to property and personal injury. A finding of liability against the Company in such circumstances would have a material effect on the Company’s financial position.

Cyber Security Risks. As the Corporation continues to increase its dependence on information technologies to conduct its operations, the risks associated with cyber security also increase. The Corporation relies on management information systems and computer control systems. Business and supply chain disruptions, plant and utility outages and information technology system and network disruptions due to cyber-attacks could seriously harm its operations and materially adversely affect its operation results, Cyber security risks include attacks on information technology and infrastructure by hackers, damage or loss of information due to viruses, the unintended disclosure of confidential information, the issue or loss of control over computer control systems, and breaches due to employee error. The Corporation’s exposure to cyber security risks includes exposure through third parties on whose systems it places significant reliance for the conduct of its business. The Corporation has implemented security procedures and measures in order to protect its systems and information from being vulnerable to cyber-attacks. The Corporation believes these measures and procedures are appropriate. To date, it has not experienced any material impact from cyber security events. However, it may not have the resources or technical sophistication to anticipate, prevent, or recover from rapidly evolving types of cyber-attacks. Compromises to its information and control systems could have severe financial and other business implications

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OTHER MD&A DISCLOSURE REQUIREMENTS Information Available on SEDAR

As specified by National Instrument 51-102, the Company advises readers of this MD&A that important additional information about the Company is available on the SEDAR website http://sedar.com.

Disclosure by Venture Issuer Without Significant Revenue

An analysis of the material components of the Company’s general and administrative expenses is disclosed in the financial statements to which this MD&A relates. An analysis of the material components of the exploration and evaluation asset of the Company's mineral property is disclosed in Note 5 to the financial statements.

Outstanding Share Data

As at June 30, 2025, and the current date there are 7,032,298 common shares issued and outstanding as further described in Note 6 to the Financial Statements.

As at June 30, 2025, and the current date, there are nil warrants outstanding.

As at June 30, 2025, and the current date, there are nil stock options outstanding as further described in Note 6 to the Financial Statements.

As at the date of this report and the current date there are no special warrants outstanding.

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.

Vancouver, British Columbia

October 27, 2025

We recommend that users of this report read the below Cautionary Statements.

Cautionary Statements

This document contains “forward-looking statements” within the meaning of applicable Canadian securities regulations. All statements other than statements of historical fact herein, including, without limitation, statements regarding exploration plans, future possible exercise of warrants and our other future plans and objectives, are forward-looking statements that involve various risks and uncertainties. Such forward-looking statements include, without limitation (i) estimates of exploration investment and scope of exploration programs, and (ii) estimates of stock-based compensation expense. There can be no assurance that such statements will prove to be accurate, and future events and actual results could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from our expectations are disclosed in the Company’s documents filed from time to time via SEDAR with the Canadian regulatory agencies to whose policies we are bound. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made, and we do not undertake any obligation to update forward-looking statements should conditions or our estimates or opinions change except as required by law. Forward-looking statements are subject to risks, uncertainties and other factors, including risks associated with mineral exploration, price volatility in the mineral commodities we seek, and operational and political risks. Readers are advised not to place undue reliance on forward-looking statements.