GREEN SHIFT COMMODITIES LTD. CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2025 AND 2024

INDEPENDENT AUDITOR'S REPORT

To the Shareholders of Green Shift Commodities Ltd.

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the consolidated financial statements of Green Shift Commodities Ltd. and its subsidiaries (the "Company"), which comprise the consolidated statements of financial position as at December 31, 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 material accounting policy information.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Company as at December 31, 2025 and 2024, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (IASB).

Basis of 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 Consolidated 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 consolidated 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 2 in the consolidated financial statements, which describes the events or conditions that indicate the existence of a material uncertainty 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.

219 - 7100 Woodbine Ave., Markham, ON L3R 5J2 [email protected] www.horizonllp.ca

Key Audit Matter

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated 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 of the Material Uncertainty Related to Going Concern described above, 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 Management's Discussion and Analysis for the year ended December 31, 2025, which we obtained prior to the date of this auditor’s report.

Our opinion on the consolidated 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 consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. 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 Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS Accounting Standards as issued by the IASB, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated 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 Consolidated Financial Statements

2

Our objectives are to obtain reasonable assurance about whether the consolidated 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 consolidated 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:

• Identify and assess the risks of material misstatement of the consolidated 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.

• 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.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• 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 consolidated 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.

• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

• Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial information of the entities or business units within the Company as a basis for forming an opinion on the group financial statements. We are responsible for the direction, supervision and review of the audit work performed for purposes of the group audit. We remain solely responsible for our audit opinion.

3

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings that we identify during our audit, including any:

• Significant deficiencies in internal control;

• Identified fraud or suspected fraud; and

• Other matters related to fraud that are, in our judgment, relevant to the responsibilities of those charged with governance.

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 Julia Zhou.

April 27, 2026 Markham, Ontario

Horizon Assurance LLP Chartered Professional Accountant Licensed Public Accountant

4

Green Shift Commodities Ltd. Consolidated Statements of Financial Position

(Expressed in Canadian Dollars)

	As at	As at
	December 31, 2025	December 31, 2024
ASSETS
Current assets
Cash	$ 2,368	$ 85,433
Amounts receivable and other assets (note 6)	30,085	15,832
Prepaid	15,808	7,797
Investments(note 5)	3,529,076	4,146,336
Total current assets	3,577,337	4,255,398
Non-current asset
Equipment and leases (note 7)	127,244	189,978
Propertyinterests(note 18)	259,000	259,000
Total non-current assets	386,244	448,978
Total assets	$ 3,963,581	$ 4,704,376
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Amounts payable and other liabilities	$ 460,554	$ 496,714
Lease liability (note 16)	42,536	41,490
Total current liabilities	503,090	538,204
Non-current liabilities
Lease liability (note 16)	66,721	114,757
Total non-current liabilities	66,721	114,757
Total liabilities	569,811	652,961
Shareholders' equity
Share capital (note 4)	107,188,452	107,188,452
Warrants (note 13)	479,585	2,459,487
Contributed surplus	8,847,738	6,854,138
Deficit	(113,122,005)	(112,450,662)
Total shareholders' equity	3,393,770	4,051,415
Total liabilities and shareholders' equity	$ 3,963,581	$ 4,704,376

The accompanying notes to the consolidated financial statements are an integral part of these statements. Going concern (note 2)

Approved by the Board of Directors:

"Marty Tunney" Director "Trumbull Fisher" Director

5

Green Shift Commodities Ltd.

Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income (Expressed in Canadian Dollars)

Years Ended December 31,	2025	2024
Expenses
Exploration and evaluation expenditures (note 10)	$ 104,209	$ 174,106
General and administrative (note 11)	571,725	1,379,538
	(675,934)	(1,553,644)
Other items:
Net unrealized (loss) gain on investment (note 5)	44,265	(3,157,597)
Realized gain on investment (note 5)	(33,867)	148,314
Foreign exchange gain (loss)	(5,807)	38,870
(Loss) gain on sale of subsidiaries and royalty, net	-	4,366,515
Net (loss) income and comprehensive
(loss) income for the period	$ (671,343)	$(157,542)
Basic and diluted (loss) income per common share(note 9)	$ (0.00)	$ (0.00)
Basic and diluted weighted average number of common shares outstanding	137,726,218	118,859,553

The accompanying notes to the consolidated financial statements are an integral part of these statements.

6

Green Shift Commodities Ltd. Consolidated Statements of Cash Flows

(Expressed in Canadian Dollars)

Years ended December 31,	2025	2024
Operating activities
Net (loss) income for the period	$ (671,343)	$ (157,542)
Adjustment for:
Net unrealized loss (gain) on investment	(33,867)	3,157,597
Realized gain on investment	44,265	(148,314)
Share-based payments	13,698	336,837
Depreciation expense	62,734	63,327
Gain on sale of subsidiaries and royalty, net	-	(4,366,515)
Finance cost	13,010	17,463
Non-cash working capital items:
Amounts receivable and other assets	(14,253)	32,714
Prepaid	(8,011)	2,349
Amounts payable and other liabilities	(36,160)	(2,682,363)
Discontinued operation in Colombia	-	2,889,042
Property interest	-	-
Investments in entities	-	(1,676,590)
Net cash used in operating activities	(629,927)	(2,531,995)
Investing activities
Proceeds from sale of investments	606,862	409,952
Net cashprovided by investing activities	606,862	409,952
Financing activities
Proceeds from offering	-	2,096,870
Share issuance cost	-	(101,011)
Payment of lease liability	(60,000)	(60,000)
Net cash(used in) provided by financing activities	(60,000)	1,935,859
Net change in cash	(83,065)	(186,184)
Cash, beginning ofperiod	85,433	271,617
Cash, end of period	$ 2,368	$ 85,433
Non-cash transactions:
Finders warrants	-	27,913

The accompanying notes to the consolidated financial statements are an integral part of these statements.

7

Green Shift Commodities Ltd.

Consolidated Statements of Changes in Shareholders' Equity (Expressed in Canadian Dollars)

	Number of common shares	Share capital	Warrants	Contributed Surplus	Deficit	Total
Balance, December 31, 2023	95,788,818	$105,672,178	$ 1,979,902	$ 6,517,301	$(112,293,120)	$1,876,261
Private placement (note 4)	41,937,400	1,645,198	451,672	-	-	2,096,870
Finders warrants (note 4)	-	(27,913)	27,913	-	-	-
Share issuance cost (note 4)	-	(101,011)	-	-	-	(101,011)
Share-based payments (note 8)	-	-	-	336,837	-	336,837
Loss for the year	-	-	-	-	(157,542)	(157,542)
Balance, December 31, 2024	137,726,218	107,188,452	2,459,487	6,854,138	(112,450,662)	4,051,415
Share-based payments (note 8)	-	-	-	13,698	-	13,698
Warrants expiry	-		(1,979,902)	1,979,902	-	-
Income (loss) for the year	-	-	-	-	(671,343)	(671,343)
Balance, December 31, 2025	137,726,218	$107,188,452	$ 479,585	$ 8,847,738	$(113,122,005)	$3,393,770

The accompanying notes to the consolidated financial statements are an integral part of these statements.

8

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

1. Nature of operations

Green Shift Commodities Ltd. (the “Company”) is a Canadian company focused on investment in and exploration for uranium, lithium and battery commodity minerals; on the definition of resources and advancing these deposits toward production. The Company was incorporated by articles of incorporation dated December 6, 2005 ("date of incorporation") under the Business Corporations Act (Ontario). The Company’s common shares are listed on the Venture board of the TSX Venture Exchange (the "TSXV") under the symbol GCOM.V, and on the OTC QB International under the symbol UWEFF. The Company maintains a registered and records office at 401 - 217 Queen St. West, Toronto, Ontario, M5V 0R2, Canada.

2. Basis of presentation and going concern

The Company is in the exploration and evaluation stage and it raises financing to advance its exploration assets, to acquire new exploration properties, and evaluate investments, exploration and evaluation activities through the sale of equities. The Company has incurred a net loss for the year ended December 31, 2025 of $671,343 (net loss for the year ended December 31, 2024 - $157,542) and has an accumulated deficit at December 31, 2025 of $113,122,005 (December 31, 2024 - $112,450,662). In addition, the Company had a working capital of $3,074,247 at December 31, 2025 (December 31, 2024 - working capital $3,717,194).

Additional financings will be required to further develop the investments and properties and to continue operations. There is a significant risk that some, if not all, of the Company's current property holdings may lapse or title to those properties may become uncertain. While the Company's management and board will continue to search for financing, joint venture partners and new assets, there is no guarantee that they will be successful.

The consolidated financial statements have been prepared on a basis which contemplates that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of business. The certainty of funding future investments, exploration expenditures and availability of sources of additional financing cannot be assured at this time and accordingly, these uncertainties may cast significant doubt about the Company's ability to continue as a going concern. The consolidated financial statements do not include adjustments to the carrying values of recorded liabilities and related expenses that might be necessary should the Company be unable to continue as a going concern.

3. Material accounting policies

a) Statement of Compliance

The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”) and Interpretations of the International Financial Reporting Interpretations Committee (“IFRIC”), effective for the Company’s reporting for the year ended December 31, 2025. The policies set out below are based on IFRS issued and effective as of April 27, 2026, the date the Board of Directors approved the statements.

b) Basis of presentation

These audited annual consolidated financial statements have been prepared on a historical cost basis except for the revaluation of certain financial instruments. In addition, these audited annual consolidated financial statements have been prepared using the accrual basis of accounting except for cash flow information.

9

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

In the preparation of these audited annual consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the year. Actual results could differ from these estimates. Of particular significance are the estimates and assumptions used in the recognition and measurement of items included in note 3(r).

Certain comparative figures have been reclassified to conform the current year's presentation.

c) Basis of consolidation

The audited annual consolidated financial statements incorporate the financial statements of the Company and its subsidiaries.

The results of subsidiaries acquired or disposed of during the years presented are included in the consolidated statement of loss and comprehensive loss from the effective date of acquisition and up to the effective date of disposal, as appropriate. All intercompany transactions, balances, income and expenses are eliminated upon consolidation.

(i) Subsidiaries - The following material companies have been consolidated within the audited annual consolidated financial statements:

Company	Registered	Principal activity
Green Shift Commodities Ltd. (formerly U3O8 Corp.)	Ontario, Canada	Parent company
Gaia Energy Inc.(1) (5)	Ontario, Canada	Holding company
Maple Minerals Exploration and Development Inc.(1) (5)	Ontario, Canada	Exploration company
Maple Minerals Exploration and Development Inc.(1) (5)	Argentina	Exploration company
Gaia Energy Argentina S.A.(1) (5)	Argentina	Exploration company
Gaia Energy Investments Ltd. (BVI)(1) (4)	British Virgin Islands	Holding company
0964104 B.C. Ltd.(1) (5)	British Columbia, Canada	Holding company
Berlin (BVI) Limited(1) (4)	British Virgin Islands	Holding company
Calypso Holdings Inc.(1) (5)	Cayman Islands	Holding company
Energia Mineral Inc.(1) (5)	Cayman Islands	Exploration company
Pampa Amarilla Inc.(1) (5)	Cayman Islands	Exploration company
Pampa Litio S.A.(2) (3) (4) (6)	Argentina	Exploration company
LFP Resources Corp.(1) (2) (4) (6)	Argentina	Holding company
Electric Metals Argentina SA(1) (2) (4) (6)	Argentina	Exploration company

(1) 100% owned by ultimate shareholder - Green Shift Commodities Ltd.

(2) Disposed in 2024

(3) 25% interest

(4) Acquired in 2023

(5) Dormant in 2022 and 2023

(6) Sold in 2024

10

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

(ii) Equity investments:

Pampa Litio S.A. - The Company purchased a 25% interest in this company in 2023 and sold its interest in 2024. During 2023, the Company had significant influence in Pampa Litio S.A., ("Pampa"), but did not have control.

(d) Foreign currencies

The functional currency, as determined by management, of the Company. and each of its subsidiaries is the Canadian Dollar. For the purpose of the audited annual consolidated financial statements, the results and financial position are expressed in Canadian Dollars.

Transactions in currencies other than the functional currency are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at the period end exchange rates are recognized in the audited annual consolidated statement of loss and comprehensive loss. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

(e) Financial instruments

The Company recognizes a financial asset or a financial liability when it becomes a party to the contractual provisions of the instrument. Under IFRS 9, such financial assets or financial liabilities are initially recognized at fair value and the subsequent measurement depends on their classification.

Classification

The Company determines the classification of its financial instruments at initial recognition. Upon initial recognition, a financial asset is classified as measured at: amortized cost, FVTPL, or FVOCI. The classification of financial assets is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. A financial liability is classified as measured at amortized cost or FVTPL.

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as FVTPL:

• it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

• its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Classification

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as FVTPL:

• it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and

• its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

An equity investment that is held for trading is measured at FVTPL. For other equity investments that are not held for trading, the Company may irrevocably elect to designate them as FVOCI. This election is made on an investment-byinvestment basis.

11

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

All financial assets not classified as measured at amortized cost or FVOCI as described above are measured at FVTPL. This includes investments. On initial recognition, the Company may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortized cost or at FVOCI as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

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 the Company has elected to measure them at FVTPL.

Measurement

Initial measurement

On initial recognition, all financial assets and financial liabilities are measured at fair value adjusted for directly attributable transaction costs except for financial assets and liabilities classified as FVTPL, in which case the transaction costs are expensed as incurred.

Subsequent measurement

The following accounting policies apply to the subsequent measurement of financial instruments:

Financial assets at FVTPL

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

Financial assets at amortized cost

These assets are subsequently measured at amortized cost using the effective interest method. The amortized cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

Impairment of financial instruments

IFRS 9 introduced a single expected credit loss impairment model, which is based on changes in credit quality since initial application. The adoption of the expected credit loss impairment model had no impact on the Company’s consolidated financial statements.

The Company assesses all information available, including on a forward-looking basis, the expected credit losses associated with its assets carried at amortized cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk. To assess whether there is a significant increase in credit risk, the Company compares the risk of a default occurring on the asset as the reporting date, with the risk of default as at the date of initial recognition, based on all information available, and reasonable and supportive forward-looking information.

Financial instruments recorded at fair value on the consolidated statement of financial position are classified using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the following levels:

• Level 1 - valuation based on quoted prices (unadjusted) in active markets for identical assets or liabilities;

• • Level 2 - valuation techniques based on inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices);

12

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

• Level 3 - valuation techniques using inputs for the asset or liability that are not based on observable market data (unobservable inputs).

	As at December 31, 2025	As at December 31, 2024
Financial assets:
FVTPL
Cash	$ 2,368	$ 85,433
Investment	3,529,076	4,146,336
Financial liabilities:
Amortized cost
Amountspayable and other liabilities	$460,554	$496,714

As of December 31, 2025 and 2024, the fair value of accounts payable and other liabilities approximates the carrying value, due to their short-term nature.

f) Impairment of non-financial assets

At the end of each reporting period, the Company reviews the carrying amounts of its non-financial assets with finite lives to determine whether there is any indication that those assets are impaired. Where such an indication exists, the recoverable amount of the asset is estimated. For the purpose of measuring recoverable amounts, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units or "CGUs"). The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use (being the present value of the expected future cash flows of the relevant asset or CGU). An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount.

g) Exploration and evaluation expenditures

Exploration and evaluation expenditures include the costs of acquiring licenses and costs associated with exploration and evaluation activity. Exploration and evaluation expenditures are expensed as incurred except for expenditures associated with the acquisition of exploration and evaluation assets, which are recognized at the fair value at the acquisition date.

Once a project has been established as commercially viable and technically feasible, related development expenditure is capitalized. This includes costs incurred in preparing the site for mining operations. Capitalization ceases when the mine is capable of commercial production, with the exception of development costs which give rise to a future benefit.

h) Equipment and leasehold improvement

Equipment and leasehold improvement is carried at cost, less accumulated depreciation and accumulated impairment losses.

The cost of an item of equipment consists of the purchase price, any costs directly attributable to bringing the asset to the location and condition necessary for its intended use and an initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located.

Depreciation is recognized based on the cost of an item of equipment and leasehold improvements, less its estimated residual value, over its estimated useful life at the following rates:

13

Green Shift Commodities Ltd.

Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

Detail	Years	Method
Equipment	5	Straight-line
Leasehold improvements	5	Straight-line
Field equipment	20%	Declining balance

An asset's residual value, useful life and depreciation method are reviewed, and adjusted if appropriate, on an annual basis. An item of equipment is de-recognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on disposal of the asset, determined as the difference between the net disposal proceeds and the carrying amount of the asset, is recognized in profit or loss in the consolidated statements of loss and comprehensive loss.

Where an item of equipment consists of major components with different useful lives, the components are accounted for as separate items of equipment. Expenditures incurred to replace a component of an item of equipment that is accounted for separately, including major inspection and overhaul expenditures, are capitalized.

i) Leasing

At inception of a contract, the Company assesses whether a contract is, or contains a lease based on whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

The Company recognizes a right-of-use asset and a lease obligation at the lease commencement date. The right-of- use asset is initially measured based on the initial amount of the lease obligation adjusted for any lease payments made at or before the commencement date. The assets are depreciated over the lease term using the straight-line method as this most closely reflects the expected pattern of consumption of future economic benefits.

The lease obligation is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company's incremental borrowing rate. Variable lease payments that do not depend on an index or rate are not included in the measurement of the lease obligation. The lease obligation is subsequently measured at amortized cost using the effective interest rate method.

j) Provisions

A provision is recognized when the Company has a present legal or constructive obligation as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation, and the amount of the obligation can be reliably estimated. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.

A provision for onerous contracts is recognized when the expected benefits to be derived by the Company from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The Company has provided for all material provisions at December 31, 2025 and 2024.

k) Share-based payment transactions

The fair value is measured at grant date and recognized over the period during which the options vest. The fair value of the options granted is measured using the Black-Scholes option pricing model, taking into account the terms and conditions upon which the options were granted. At each financial position reporting date, the amount recognized as an expense is adjusted to reflect the actual number of share options that are expected to vest.

An individual is classified as an employee when the individual is an employee for legal or tax purposes (direct employee)

14

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

or provides services similar to those performed by a direct employee, including directors of the Company.

In situations where equity instruments are issued to non-employees and some or all of the goods or services received by the entity as consideration cannot be specifically identified, they are measured at fair value of the share-based payment. Otherwise, share-based payments are measured at the fair value of the goods and services received.

l) Income taxes

Income tax on the profit or loss for the periods presented comprises current and deferred tax. Income tax is recognized in profit or loss except to the extent that it relates to items recognized directly in equity, in which case it is recognized in equity.

Current tax expense is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at period end, adjusted for amendments to tax payable with regards to previous years.

Deferred tax is provided using the 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. The following temporary differences are not provided for: goodwill not deductible for tax purposes; the initial recognition of assets or liabilities that affect neither accounting or taxable profit; and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the expected manner of realization or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the financial position reporting date.

A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. To the extent that the Company does not consider it probable that a deferred tax asset will be recovered, a deferred tax asset is not recognized.

m) Restoration, rehabilitation and environmental obligations

A legal or constructive obligation to incur restoration, rehabilitation and environmental costs may arise when environmental disturbance is caused by the exploration, development or ongoing production of a mineral property. Such costs arising from the decommissioning of plant and other site preparation work, discounted to their net present value, are provided for and capitalized at the start of each project to the carrying amount of the asset, as soon as the obligation to incur such costs arises. Discount rates using a pretax rate that reflect the time value of money are used to calculate the net present value. The related liability is adjusted for each period for the unwinding of the discount rate and for changes to the current market-based discount rate, amount or timing of the underlying cash flows needed to settle the obligation. Costs for restoration of subsequent site damage which is created on an ongoing basis during production are provided for at their net present values and charged against profits as extraction progresses.

The Company has no material restoration, rehabilitation and environmental obligations as the disturbance to date is minimal.

n) Loss per share

The Company presents basic and diluted loss per share data for its common shares, calculated by dividing the loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the period. Diluted loss per share is determined by adjusting the loss attributable to common shareholders and the weighted average number of common shares outstanding for the effects of all dilutive potential common shares.

o) Share Capital

The Company has adopted a relative fair value method with respect to the measurement of common shares and warrants

15

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

issued as private placement units. The relative fair value method allocates value to each component on a pro-rata basis, based on the fair value of the components calculated independently of one another. The Company considers the market value of the common shares issued as fair value and measures the fair value of the warrant component of the unit using the Black-Scholes option pricing model. The unit value is then allocated, pro-rata, between the two components, with fair value attributed to the warrants being recorded to the Company’s warrant reserve.

Proceeds from the exercise of stock options and warrants are recorded at the cash cost of exercise and the BlackScholes option pricing model. Share capital issued for non-monetary consideration is valued at the closing market price at the date of issuance.

Proceeds from the exercise of stock options and warrants are recorded as share capital in the amount for which the option or warrant enabled the holder to purchase a share in the Company. Share capital issued for non-monetary consideration is valued at the closing market price at the date of issuance.

Proceeds from the issuance of share units are allocated between common shares and common share purchase warrants based on the pro-rata basis.

p) Share Issuance Costs

Costs incurred in connection with the issuance of share capital and units are netted against the proceeds received. Costs related to the issuance of share capital and incurred prior to issuance are recorded as deferred share issuance costs and subsequently netted against proceeds when they are received. Costs related to the issuance of units and incurred prior to issuance are allocated between share capital and warrants.

q) Warrants

The Company recognizes warrants at initial value using Black-Scholes option pricing model, then follow the pro-rata based on the relative values of warrants and shared issued. The proceeds from the issuance of units are allocated between share capital and warrants. Unit proceeds are allocated to shares and warrants using the Black-Scholes option pricing model and the share price at the time of financing.

The Company follows the pro-rata method with respect to the measurement of common shares and warrants issued as private placement units. The proceeds from the issuance of units are allocated between share capital and warrants. Unit proceeds are allocated to shares and warrants using the Black-Scholes option pricing model and the share price at the time of financing.

If and when the warrants are exercised, the applicable relative fair value initially recognized in warrants is transferred to share capital. Any consideration paid on the exercise of the warrants is also credited to share capital.

r) Critical accounting estimates and judgements:

Significant assumptions about the future and other sources of estimation uncertainty that management has made at the financial position reporting date, that could result in a material adjustment to the carrying amounts of assets and liabilities, relate to, but are not limited to, the following:

• the Company reviews its South American property interests for impairment based on results to date and when events and changes in circumstances indicate that the carrying value of the assets may not be recoverable. IFRS 6 - Exploration for and evaluation of mineral resources and IAS 36 – Impairment of assets requires the Company to make certain judgments in respect of such events and changes in circumstances, and in assessing their impact on the valuations of the affected assets;

• we measure our share-based payments expense by reference to the fair value of the stock options at the date at which they are granted. Estimating fair value for granted stock options requires determining the most

16

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

• appropriate valuation model which is dependent on the terms and conditions of the grant. This estimate also requires determining the most appropriate inputs to the valuation model including the expected life of the option, volatility, dividend yield, and rate of forfeitures;

• management assessment of going concern and uncertainties of the Company’s ability to raise additional capital and/or obtain financing to advance the mineral properties (Note 2);

• management applied judgment in determining the functional currency of the Company as Canadian Dollars and the functional currency of its subsidiaries, based on the facts and circumstances that existed during the year;

• management determination of no material restoration, rehabilitation and environmental exposure, based on the facts and circumstances that existed during the year; and

• the measurement of income taxes payable and deferred income tax assets and liabilities requires management to make judgments in the interpretation and application of the relevant tax laws. The actual amount of income taxes only become final upon filing and acceptance of the tax return by the relevant authorities, which occurs subsequent to the issuance of the consolidated financial statements.

s) New standards and interpretations not yet adopted

The standards and interpretation that are issued, but not effective, and is currently evaluating their impact on the Company's consolidated financial statements.

Classification of Liabilities as Current or Non-Current (Amendments to IAS 1)

The IASB has published Classification of Liabilities as Current or Non-Current (Amendments to IAS 1) which clarifies the guidance on whether a liability should be classified as either current or non-current. The amendments:

Clarify that the classification of liabilities as current or non-current should only be based on rights that are in place "at the end of the reporting period" and clarify that classification is unaffected by expectations about whether an entity will exercise its right to defer settlement of a liability making clear that settlement includes transfers to the counterparty of cash, equity instruments, other assets or services that result in extinguishment of the liability.

4. Share capital

a) Authorized share capital

At December 31, 2025 and December 31, 2024, the authorized share capital consisted of an unlimited number of common shares. The common shares do not have a par value. All issued common shares are fully paid.

In June, 2024 the Company completed its non-brokered private placements. The Company issued 23,350,000 units (“1st Tranche Units”) at a price of $0.05 per Unit, for total gross proceeds of $1,167,500 and 18,587,400 units (2nd Tranche Units") at a price of $0.05 for total gross proceeds of $929,370 (the “Private Placements”).

Each Unit consists of one (1) common share in the capital stock of the Company (“Common Share”) and one (1) common share purchase warrant (“Warrant”). Each Warrant entitles the holder to purchase one Common Share at a price of $0.075 per Common Share until the date which is thirty six (36) months following the closing date of the Offering, whereupon the Warrants will expire.

A pro-rata value of 451,672 was estimated for the 41,937,400 Warrants on the date of grant using a relative fair value method. Inputs in the Black-Scholes option pricing model included: market price on valuation date of $0.06; expected dividend yield of 0%; expected volatility of 158.47% using the historical price history of the Company; risk-free interest rate of 3.75%; and an expected average life of three (3) years.

In connection with the Private Placements, the Company paid cash costs of $101,011 and 567,000 compensation warrants (“Finder Warrants”). The Finder Warrants are exercisable into Common Shares of the Company at $0.075

17

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

and are valid for a period of thirty six (36) months from the date of closing of the Private Placement.

A pro-rata value of $27,913 was estimated for the 567,000 Finder Warrants on the date of grant using a relative fair value method. Inputs in the Black-Scholes option pricing model included: market price on valuation date of $0.06; expected dividend yield of 0%; expected volatility of 158.47% using the historical price history of the Company; riskfree interest rate of 3.75%; and an expected average life of three (3) years.

5. Investments

As at December 31, 2025 - (at fair value)

	Quoted Prices in Significant Active Markets for Identical Assets (Level 1)	Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)	Aggregate Fair Value
Publicly traded investments	$ 198,590	-	$ -	$ 198,590
Non public traded investments	-	-	3,330,486	3,330,486
Total investments	$ 198,590	-	$ 3,330,486	$ 3,529,078

The following table presents the changes in fair value measurements of financial instruments.

Investments at fair value	Opening balance	Additions	Proceeds of Disposition	Investments income and realized (loss) gain	Net Unrealized gain(loss)	Ending balance
Level 1
- December 31, 2025	$ 815,850	$ -	$ (606,862)	$ (44,265)	$ 33,867	$ 198,590
- December 31, 2024	$ 1,522,466	$ -	$ (409,952)	$ 148,314	$ (444,978)	$ 815,850

During the year ended December 31, 2025, the Company sold 62,850 post consolidation shares of Isoenergy Ltd. (“ISO”) for net proceeds of $606,862 and recorded a realized loss of $44,265. As at December 31, 2025, the Company recognized an unrealized gain of $33,867 in relation to its remaining ISO shares.

As at December 31, 2025, the Company holds 15,900 shares of ISO (December 31, 2024 - 78,750 shares post consolidation - pre consolidation 315,000 shares) with fair value of $198,591 (December 31, 2024 - $815,850).

Level 3

Jaguar Uranium Corp. (formerly Latam Battery Metals Inc.) Sale of Berlin Project

On April 9, 2024, the Company completed the sale (the “ Berlin Project Sale ”) of 100% of the issued and outstanding shares (collectively, the “ Berlin Project Shares ”) of two wholly-owned subsidiaries of the Company, which together held, indirectly, a 100% interest in the Berlin project located in Caldas, Colombia (the “Berlin Project”) to Jaguar Uranium Corp. (formerly Latam Battery Metals Inc.) (“ Jaguar ”) pursuant to the terms of a share purchase agreement between the Company and Jaguar dated December 8, 2023 (the “ Berlin Project Purchase Agreement ”).

Pursuant to the terms of the Berlin Project Purchase Agreement, Jaguar acquired the Berlin Project Shares and assumed liability of $2,750,566. The consideration comprised of: (i) $20,000 in cash; (ii) 1,211,687 common shares in the capital of Jaguar (the “ Jaguar Shares ”), representing 20% of the current outstanding Jaguar Shares; and (iii) a 1% net smelter

18

Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

Green Shift Commodities Ltd.

return (“ NSR ”) royalty payable on all production from the Berlin Project (the “Berlin Royalty ”). In addition, effective at closing of the Berlin Project Sale, Trumbull Fisher, the CEO of the Company, was appointed to the Board of Directors of Jaguar. On closing, the Company recorded gain on sale of subsidiaries at amount of $3,945,284, net of transaction cost. The 1,211,687 common shares of Jaguar were valued at $1.0275 (USD$0.75) per shares, and the total value of $1,245,008 was recorded as investments.

The Company is also entitled to receive additional consideration upon the satisfaction of certain milestones as follows:

• c) On the earlier of (i) 90 days after the date on which the Berlin Project has been brought into good standing, and (ii) five days following completion of the public listing of the Jaguar Shares (the “ Jaguar Listing ”), $1,000,000 in cash;

• d) Upon completion of the Jaguar Listing, either (i) assuming the Jaguar Listing is completed within 12 months following the closing of the Berlin Project Disposition, the greater of (1) such number of additional Jaguar Shares that would result in GCOM owning 20% of the number of post-listing Jaguar Shares; and (2) such number of additional Jaguar Shares with a value of $5,000,000, in each case at a deemed price per share equal to the listing price of the Jaguar Shares; or (ii) assuming the Jaguar Listing is not completed within 12 months following closing of the Berlin Project Disposition, the greater of (1) such number of additional Jaguar Shares that would result in GCOM owning 25% of the number of post-listing Jaguar Shares; and (2) such number of additional Jaguar Shares with a value of $6,000,000, in each case at a deemed price per share equal to the listing price of the Jaguar Shares; and

• e) As soon as practicable, and in any event within 30 days, after the date that Jaguar achieves commercial production of uranium ore from the Berlin Project, $5,000,000 in cash.

In February 2026, Jaguar completed its listing and the Company received cash proceeds of $1,000,000 along with additional 3,836,757 Jagur shares (Note 19).

In connection with the Berlin Project Disposition, the Company issued in 2023, 3,333,333 Common Shares to Generic Capital Corp. as compensation for advisory services in 2023 which was expensed in 2023; and paid legal fees of $43,596 in May 2024. The Company recognized other costs of $150,514 related to Colombia operations in 2024.

Sale of Berlin Royalty

On June 11, 2024, the Company completed the sale (the “ Berlin Royalty Sale ”) of 100% of the issued and outstanding shares (the “Ontario Shares”) of 1000871349 Ontario Inc. (“ Ontario Co ”) to Royal Uranium Inc. ("RUI"), pursuant to the terms of a purchase and sale agreement between GCOM and RUI dated June 7, 2024. RUI is an arm’s length, privatelyheld royalty company designed to gain exposure to rising uranium prices by making strategic royalty acquisitions to grow its portfolio.

Pursuant to the Berlin Royalty Sale, RUI acquired all of the shares of Ontario Co in exchange for 12,000,000 common shares of RUI at a deemed issue price of $0.25 per share. At the time of closing, the Company recorded a gain on sale of royalty in the amount of $1,978,202, net of transaction cost.

In connection with closing of the Berlin Royalty Sale, GCOM and Royalty Buyer entered into an investor rights agreement (the “Investor Rights Agreement ”) pursuant to which, among other things, GCOM has the right to appoint one member of the Board of Directors of the Royalty Buyer and has been granted pre-emptive rights to participate in any equity financing of Royalty Buyer in order to maintain its pro rata ownership interest , for so long as GCOM owns at least 10% of the Royalty Buyer shares. Effective as of closing of the Berlin Royalty Sale, Trumbull Fisher, the Chief Executive Officer of GCOM, was appointed to the Board of Directors of the Royalty Buyer. The company paid legal fees of $ 21,798 as part of the transaction cost.

During the year ended December 31, 2025, RUI signed a non-binding letter of intent to exchange its royalties for shares in SRx Health Solutions, Inc., a company listed on the American Stock Exchange.

Lion Critical Elements Corp. Sale of Argentina Lithium Assets

On June 26, 2024, the Company completed the sale (the “ LFP Sale ”) of 100% of the issued and outstanding shares (the

19

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

“ LFP Shares ”) of LFP Resources Corp. (“ LFP ”) to Lion Critical Elements Corp. (“ Lion ”) pursuant to the terms of a purchase and sale agreement between GCOM and Lion dated June 21, 2024. LFP was a wholly-owned subsidiary of the Company, which owns, among other things, 10,000 hectares of prospective lithium ground in Rio Negro, Chubut, and Neuquén Provinces in Argentina and a 25% of Pampa Litio (as defined herein). Lion is an arm’s length, privatelyheld company that has a portfolio of lithium projects in Southern Zambia and uranium assets in Niger.

Pursuant to the LFP Sale, Lion acquired the LFP Shares in exchange for consideration comprised of 1,460,000 common shares of Lion (“ Lion Shares ”) at a deemed price of $1.0275 (US$0.75) per share and 500,000 warrants of Lion, each exercisable to acquire one Lion Share at an exercise price of $1.37 (US$1.00) per share until June 26, 2027. At the time of closing, the Company recorded a loss on sale of subsidiary in the amount of $1,556,971, net of transaction cost. The Company paid legal fees of $21,798 as part of the transaction cost. The Lion shares were value at $1,500,150 and recorded as an investment.

During the year ended December 31, 2024, the Company recorded unrealized loss of $2,712,624 on level 3 investments, resulting in an adjustment to the value of these investments to $3,330,486.

6. Amounts receivable and other assets

	As at December 31, 2025	As at December 31, 2024
Sales tax receivable -(Canada)	$ 30,085	$ 15,832
	$ 30,085	$ 15,832

7. Equipment and leases

Office

Cost	Equipment and Furniture	Leasehold improvements	ROU Office Lease	Total
Balance at December 31, 2024	$ 19,343	$ 60,000	$ 237,288	$ 316,631
Addition	-	-	-	-
Balance at December 31, 2025	$ 19,343	$ 60,000	$ 237,288	$ 316,631
Accumulated depreciation	Office Equipment and Furniture	Leasehold Improvements	ROU Office Lease	Total
Balance at December 31, 2024	$ (16,737)	$ (15,000)	$ (94,916)	$ (126,653)
Depreciation expense	(2,606)	(12,671)	(47,457)	(62,734)
Balance at December 31, 2025	$ (19,343)	$(27,671)	$ (142,373)	$ (189,387)

20

Green Shift Commodities Ltd.

Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

Net book value	Office Equipment and Furniture	Leasehold Improvements	ROU Office Lease	Total
Balance at December 31,2025	$ -	$ 32,329	$ 94,915	$ 127,244
Balance at December 31,2024	$ 2,606	$ 45,000	$ 142,372	$ 189,978

8. Stock options

The Company's stock option plan (the "Plan") was approved by the shareholders of the Company on June 30, 2009 and subsequent amendments approved on June 26, 2024, June 30, 2022, June 27, 2012, July 29, 2015 and August 7, 2020, for the purpose of attracting, retaining and motivating directors, officers, employees and other service providers by providing them with an opportunity, through share options, to acquire a proprietary interest in the Company and benefit from its growth. The number of stock options which may be granted under the plan is limited to not more than 10% of the issued common shares of the Company, calculated on a non-diluted basis immediately prior to the stock option grant.

The exercise price of options granted under the Plan is set at the “market price” of the common shares, which is calculated as the volume weighted average Canadian dollar trading price of the common shares for the five trading days prior to the date of grant. Options vest at the discretion of the board of directors of the Company, and in the case of directors, officers, and employees, is generally contingent upon continued service to the Company during the vesting period. The Plan provides that all options outstanding will vest fully in the event of a take-over bid. As well, where there is a change of control, outstanding options granted to directors, officers and employees will immediately vest in full.

All options expire on a date not later than five years after the issuance of such option, subject to extensions granted in connection with black-out periods.

The Company records a charge to the statement of loss and comprehensive loss account using the Black-Scholes fair valuation option pricing model. The valuation is dependent on a number of estimates, including the risk free interest rate, the level of stock volatility, together with an estimate of the level of forfeiture. The level of stock volatility is calculated with reference to the historic traded daily closing share price at the date of issue.

Option pricing models require the input of highly subjective assumptions including the expected price volatility. Changes in the subjective input assumptions can materially affect the fair value estimate, and therefore the existing models do not necessarily provide a reliable measure of the fair value of the Company's share purchase options.

The following table reflects the continuity of stock options for the years ended December 31, 2025 and 2024:

Balance, December 31, 2023	Number of stock options 5,315,000	Weighted average exercise price ($) 0.17
Granted (i)	4,250,000	0.21
Granted(ii)	3,250,000	0.05
Balance, December 31, 2024	12,815,000	0.11
Expired(iii)	(2,165,000)	0.14
Balance, December 31, 2025	10,650,000	0.11

(i) On January 9, 2024, the Company granted 4,250,000 stock options to directors, officers and consultants of the Company pursuant to the Company’s stock option plan. The stock options were issued at an exercise price of $0.10, vest in tranches of 25%, with 25% vesting on grant and the remaining tranches at six-month intervals and will expire on January 9, 2029. For the purposes of the 4,250,000 options, the fair value of each option was estimated on the date of grant using the Black Scholes option pricing model with the following assumptions: expected dividend yield of 0%;

21

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

expected volatility of 153.73% using the historical price history of the Company; risk free interest rate of 3.32%; and an expected average life of five years. The estimated value of $149,146 will be recorded to share-based payments reserve as the options vest. For the year ended December 31, 2025, the impact on expenses was $55,929 (year ended December 31, 2024 - $74,573).

(ii) On November 19, 2024, the Company granted 3,250,000 stock options to directors, officers and consultants of the Company pursuant to the Company’s stock option plan. The stock options were issued at an exercise price of $0.05, vested 100% immediately and will expire on November 19, 2027. For the purposes of the 3,250,000 options, the fair value of each option was estimated on the date of grant using the Black Scholes option pricing model with the following assumptions: expected dividend yield of 0%; expected volatility of 165.27% using the historical price history of the Company; risk free interest rate of 3.18%; and an expected average life of three years. The estimated value of $138,896 will be recorded to share-based payments reserve as the options vest. For the year ended December 31, 2024, the impact on expenses was $138,896.

(iii) On August 21, 2025, 215,000 stock options expired unexercised. On December 30, 2025, 1,950,000 stock options expired unexercised.

During the year ended December 31, 2025, the Company recorded share-based payments of $13,698 (December 31, 2024 - $336,837) related to stock options granted in 2024 and vested over one year (Note 14).

Stock option price volatility was based on historical price volatility of the common shares, which is assumed to be an appropriate and approximate proxy for future volatility of a stock option instrument granted for the underlying common shares.

The following table reflects the actual stock options issued and outstanding as of December 31, 2025:

Expiry date	Exercise price($)	Weighted average remaining contractual life(years)	Number of options outstanding	Number of options vested (exercisable)	Number of options unvested
June 30, 2027	0.16	1.50	1,875,000	1,875,000	-
August 5, 2027	0.15	1.59	175,000	175,000	-
August 17, 2027	0.21	1.63	600,000	600,000	-
November 19, 2027	0.05	1.88	3,250,000	3,250,000	-
March 17, 2028	0.22	2.21	500,000	500,000	-
January9,2029	0.10	3.02	4,250,000	4,250,000	-
			10,650,000	10,650,000	-

9. Income (loss) per common share

The calculation of basic and diluted loss per common share for the year ended December 31, 2025 was based on the loss after tax attributable to common shareholders of $671,343 (year ended December 31, 2024 – loss after tax of $157,542) and the weighted average number of common shares outstanding of 137,726,218 (year ended December 31, 2024 – 118,859,553). Diluted loss per share was not affected by including the 10,560,000 (year ended December 31, 2024 - 12,815,000) share purchase options and 42,504,400 (year ended December 31, 2024 - 66,384,370) warrants as they are anti-dilutive.

10. Exploration and evaluation expenditures

The Company enters into exploration agreements or permits with other companies or foreign governments pursuant to which it may explore, or earn interests in mineral properties by issuing common shares and/or making option or rental payments and/or incurring expenditures in varying amounts by varying dates. Failure by the Company to meet such

22

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

requirements can result in a reduction or loss of the Company’s ownership interests or entitlements under the agreements or permits.

The following is a detailed list of expenditures incurred on the Company’s mineral properties:

Year ended December 31,	2025	2024
Argentina, South America (a)
Exploration activities	$ 88,209	$ 248,328
	$ 88,209	$ 248,328
Armstrong, Ontario (b)
Exploration activities	$16,000	$ (74,222)
	$16,000	$ (74,222)
	$104,209	$ 174,106

Argentina, South America

• (a) Total cumulative exploration activities incurred in Argentina, South America to December 31, 2024, were $16,762,989. Most of this spending related to the Laguna Salada Property, which was sold in 2022. Spending during the year ended December 31, 2025 amounted to $88,209, related to legacy uranium properties which the Company intends to sell in the near future.

Armstrong, Ontario

• (b) Total cumulative exploration activities incurred to the December 31, 2025 year amounted to $90,822. Spending during year ended December 31, 2025 amounted to $16,000, related to a field program, following up on exploration results from 2024.

11. General and administrative

Years ended December 31,	2025	2024
Salaries and benefits	$ -	$ 50,472
Administrative and general	44,264	46,672
Share-based expenses	13,698	336,837
Professional fees	356,390	744,129
Business development	16,163	37,482
Reporting issuer costs	65,464	83,156
ROU depreciation expenses	47,458	47,458
Finance cost	13,010	17,463
Depreciation expense	15,278	15,869
	$ 571,725	$ 1,379,538

12. Equity accounted investment

As at December 31, 2025, the Company had a 38.9% equity interest in SAS (as defined in note 3(c)(ii)), which is a private company (December 31, 2024 – 38.9%). Since inception, SAS has incurred losses and the Company is not required to fund any losses incurred by SAS beyond its initial equity investment and the investment in SAS has a carrying value of $nil (December 31, 2024 - $nil).

23

Green Shift Commodities Ltd.

Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

13. Warrants

	Number of warrants	Weighted average exercise price ($)
Balance, December 31, 2023	39,963,257	0.19
Issued (note 4)	42,504,400	0.075
Expired	(16,083,287)	0.20
Balance, December 31, 2024	66,384,370	0.13
Expired	(23,879,970)	0.15
Balance, December 31, 2025	42,504,400	0.075

Expiry date	Exercise price ($)	Warrants outstanding
June 7, 2027	0.075	23,350,000
June 21, 2027	0.075	18,587,400
June 21,2027	0.075	567,000
		42,504,400

In 2025, a balance of $1,979,902 was transferred from warrants to common shares, being the attributed value of expired warrants.

14. Related party balances and transactions

Transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note.

Related parties include the Board of Directors, close family members and enterprises which are controlled by these individuals as well as certain persons performing similar functions.

a) The Company entered into the following transactions with related parties:

Years ended December 31,	2025	2024
John C. Ross Consulting Inc. (i)	$90,000	$ 90,000
Lincoln Hold Co. Inc. (ii)	$180,000	$ 180,000
Director fees and consulting (iii)	**$- **	$ 55,000

(i) Chief Financial Officer ("CFO") fees are expensed to a company controlled by the current CFO of the Company. At December 31, 2025, $25,425 is included in amounts payable and other liabilities (December 31, 2024 - $nil).

(ii) Chief Executive Officer ("CEO) fees are expensed to a company controlled by the current CEO of the Company. At December 31, 2025, $35,850 is included in amounts payable and other liabilities (December 31, 2024 - $nil).

(iii) During the year ended December 31, 2025, the Company did not incur director fees (year ended December 31, 2024 - $55,000). During the year ended December 31, 2024, director monthly fees incurred were $5,000, amounting to $30,000. One director also charged consulting fees of $25,000 during the year ended December 31, 2024 (in lieu of director fees. The Board of Directors do not have employment or service contracts with the Company. The Board of Directors do not have employment or service contracts with the Company. At December 31, 2025, $nil is included in amounts payable and other liabilities (December 31, 2024 - $nil).

b) The Company defines its key management personnel as its Board of Directors, Chief Executive Officer ("CEO"), and

24

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

CFO. Remuneration of Directors and key management personnel of the Company, excluding that reported above, was as follows:

Years ended December 31,	2025	2024
Share based payments	$8,380	200,394
15. Lease liability	As at December 31, 2025	As at December 31, 2024
Lease liability, beginning of the year Addition	$ 156,247 -	$ 198,784 -
Finance cost	13,010	17,463
Leasepayment	(60,000)	(60,000)
Lease liability,end of the ear	$ 109,257	$ 156,247
	December 31, 2025	December 31, 2024
Current portion of lease liability	$ 42,536	$ 41,490
Non-currentportion of lease liability	66,721	114,757
Total	$ **109,257 **	$ 156,247

The Company recognized lease liability of $237,288 for the lease of a building using an incremental borrowing rate of 10%.

The undiscounted lease payments remaining as at December 31, 2025, are as follows:

Less than one year	$ 60,000
One to five years	60,000

16. Segmented information

The Company primarily operates in one reportable operating segment, being the exploration and evaluation of properties for minerals in South America and Ontario, Canada. The Company has administrative offices in Toronto, Canada. Geographical information is as follows:

December 31, 2025

	Canada	Colombia	Argentina	Total
Current assets	$ 3,577,337	$ -	$ -	$ 3,577,337
Non-current assets	386,244	-	-	386,244
	$ 3,963,581	$ -	$ -	$ 3,963,581
December 31, 2024
	Canada	Colombia	Argentina	Total
Current assets	$ 4,255,398	$ -	$ -	$ 4,255,398
Non-current assets	448,978	-	-	448,978
	$4,704,376	$ -	$ -	$ 4,704,376

25

Green Shift Commodities Ltd.

Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

17. Property interests

	Acquisition Costs
Balance, December 31, 2025	$ 259,000
Balance, December 31, 2024	$ 259,000

LFP Resources Corp ("LFP") acquisition and disposal

In March 2023, the Company completed the acquisition of LFP Resources Corp., which holds prospective lithium ground in Rio Negro, Chubut, and Neuquen Provinces in Argentina.

Pursuant to the Acquisition, the Company acquired all outstanding shares of LFP for consideration for an up-front payment of $100,680 (USD$75,000) (recorded in long term prepaid assets at December 31, 2022) and the issuance of 17,500,000 common shares of the Company, at a price of $0.14, being the closing price of the common shares on the TSXV on the day immediately prior to closing of the Acquisition. The Company also assumed a working capital deficiency of $149,433. The total property interest recorded was $2,700,113. During 2024, the Company sold its interest in LFP (see note 5).

Pampa Litio S.A. (“Pampa”) acquisition and disposal

The Company signed a definitive agreement (the “Agreement”) with New Peak Metals Limited (“New Peak”), to acquire (the “Acquisition”) a 25% interest in Pampa Litio S.A. (“Pampa”). Pampa is a private Argentinean company exploring for hard rock spodumene bearing pegmatites in the Pampean Ranges of Central Argentina.

Pursuant to the Agreement dated March 22, 2023, the Company agreed to pay $150,000 in cash and to issue 535,714 common shares of the Company (the “Common Shares”) as consideration for New Peak’s 25% interest in Pampa Litio. On May 11, 2023, the Company closed the Acquisition paid $150,000 in cash and issued 535,714 common shares of the Company at $0.11 per share. The total property interest recorded was $208,929.

During the year ended December 31, 2024, the Company sold 100% of LFP and Pampa and recorded a loss on sale of Argentina subsidiaries, net of $(1,556,971). (See note 5). As at December 31, 2025, the Company owed $102,433 to two vendors assumed from LFP, which is included in amounts payable and other liabilities. During 2024, the Company sold its interest in LFP (see note 5).

Armstrong Project ("ALP") acquisition

In September 2023, the Company completed the acquisition agreement of interest in the Armstrong Project ("ALP"), which consist of 90 claims totaling 1,800 ha.

Pursuant to the acquisition agreement, the Company acquired an existing option to purchase a 100% interest of ALP for consideration comprised of (i) $15,000 in cash, (ii) 1.5M common shares (the "Common Shares") of the Company at a deemed price of $0.095 per Common Shares; and (iii) $60,000 in cash, payable within five business days after the date upon which the Company has first completed one or more equity offerings for gross proceeds of a minimum of $5M in the aggregate. In addition, in the event that the Company has exercised the Option and publicly files a technical report in compliance with National Instrument 43-101 - Standards for Mineral Disclosure containing a current mineral resource, then the Company will pay a bonus payment of $300,000.

In order to exercise the Option, the Company has agreed to assume the remaining obligations under the original option agreement, including:

(i) the issuance of 100,000 Common Shares immediately upon closing of the transaction;

26

Green Shift Commodities Ltd. Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

(ii) payment of $15,000 in cash on of before November 21, 2023; (ii) payment of $20,000 in cash payable on of before November 21, 2024; and (iv) the grant of a 1.0% net smelter of $200,000.

In addition, in respect of the first financing that the Company completes following the exercise of the Option, the Company has agreed to grant the optionor the right to participate in such financing and subscribe for a maximum of 100,000 Common Shares upon the same terms as the financing.

As at December 31, 2023, the Company closed the ALP acquisition, paid $15,000 in cash and issued 1,600,000 Common Shares of the Company for $224,000. In November 31, 2024, the Company paid $20,000 in cash. The total acquisition cost is $259,000.

In March 2024, the Company received a matching exploration grant through the Ontario Junior Exploration Program of $74,222. The Company applied this grant to 2024 exploration at ALP.

18. Income taxes Income tax expense

A reconciliation between income tax expense and the product of accounting loss profit multiplied by the Company's domestic tax rate is provided below:

Years ended December 31,	2025	2024
Loss before Income Tax	$(671,343)	$(157,542)
Combined Canadian statutoryincome tax rate	26.5%	26.5%
Income tax recovery at statutory rate	(178,000)	(42,000)
Permanent difference	8,000	89,000
Others	9,000	21,000
Change in unrecognized temporary differences	161,000	(68,000)
	-	-

Deferred Tax Assets and Liabilities

(a) Unrecognized deferred tax assets

Deferred tax assets are recognized for the carry-forward or unused tax losses and unused tax credits to the extent that it is probable that taxable profits will be available against which the unused tax losses/credits can be utilized. The following represent the deductible temporary differences which have not been recognized in the financial statements.

	2025	2024	Expiry
Equipment	$440,000	$ 406,000	N/A
Loss carry-forward	8,356,000	8,195,000	See below
Deferred mining expenditures	10,780,000	10,752,000	No expiry
Others	85,000	583,000	N/A
	$19,661,000	$ 19,936,000
Unrecognized deferred tax assets	$(19,661,000)	$ (19,936,000)
	$-	$-

27

Green Shift Commodities Ltd.

Notes to Consolidated Financial Statements Years Ended December 31, 2025 and 2024 (Expressed in Canadian Dollars)

(b) Non-capital losses

The following table summarizes the Company’s non-capital losses that can be applied against future taxable profit:

Country	Amount	Expiry date
Canada	$ 28,520,000	2026 to 2045
Colombia -	1,238,000	indefinite

19. Subsequent Event

Subsequent to December 31, 2025, the Jaguar Listing was completed. The Company received $1,000,000 cash and additional 3,836,757 of Jaguar shares, to hold 5,048,444 Jaguar shares.

28