Original News Release
SEDAR Interim Financial Statements
Condensed Consolidated Interim Financial Statements For the three months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars - unaudited) 2 NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS Under National Instrument 51-102, Part 4, subsection 4.3(3) (a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor. The accompanying unaudited condensed interim financial statements of the Company have been prepared by and are the responsibility of the Company’s management. The Company’s independent auditor has not performed a review of these financial statements in accordance with standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditor. 5 SANU GOLD CORP. Condensed Consolidated Interim Statements of Financial Position (Expressed in Canadian Dollars) September 30, 2025 (unaudited) June 30, 2025 ASSETS Current assets Cash and cash equivalents $ 15,080,057 $ 7,937,174 Receivables 230,193 102,448 Prepaid expenses 45,933 49,455 Investments (Note 4) 9,242,463 17,869,505 24,598,646 25,958,582 Exploration and evaluation assets (Note 5) 2,479,021 2,479,021 Property and equipment (Note 6) 753,148 760,670 TOTAL ASSETS $ 27,830,815 $ 29,198,273 LIABILITIES Current liabilities Accounts payable and accrued liabilities (Notes 7, 10) $ 327,872 $ 478,243 TOTAL LIABILITIES 327,872 478,243 EQUITY Share capital (Note 8) 42,564,874 42,489,094 Reserves (Note 9) 2,476,218 1,859,459 Accumulated deficit (17,597,426) (15,687,800) Shareholders’ equity 27,443,666 28,660,753 Non-controlling interests 59,277 59,277 TOTAL EQUITY 27,502,943 28,720,030 TOTAL LIABILITIES AND EQUITY $ 27,830,815 $29,198,273 Nature of operations and going concern (Note 1) Subsequent event (Note 14) These condensed consolidated financial statements were authorized for issue by the Board of Directors on November 25, 2025. They are signed on behalf of the Board of Directors by: “Martin Pawlitschek” ”Peter Hemstead” Director Director The accompanying notes form an integral part of these consolidated financial statements. 6 SANU GOLD CORP. Condensed Consolidated Interim Statements of Loss and Comprehensive Loss (Expressed in Canadian Dollars - unaudited) For the Three Months Ended September 30, 2025 Restated – Note 3 September 30, 2024 EXPENSES Consulting fees (Note 10) $ 203,677 $ 214,577 Professional fees 60,991 27,735 Office expenses 47,820 35,269 Investor relations 28,095 29,401 Marketing 35,419 - Transfer agent and filing fees 64,069 53,888 Exploration expenses (Note 3) 2,539,801 272,345 Stock-based compensation (Note 9) 645,539 69,854 OPERATING EXPENSES $ (3,625,411) $ (703,069) OTHER EXPENSES/INCOME Unrealized gain on investment 1,634,193 - Foreign exchange gain (loss) 9,642 (112,036) Interest income (expense) 71,950 (4,962) NET LOSS AND COMPREHENSIVE LOSS FOR THE PERIOD $ (1,909,626) $ (820,067) Attributable to: Equity holders of the parent (1,909,626) (820,067) BASIC AND DILUTED LOSS PER SHARE FOR THE PERIOD $ (0.00) $ (0.01) WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC AND DILUTED 431,093,996 142,800,864 The accompanying notes form an integral part of these consolidated financial statements. 7 SANU GOLD CORP. Condensed Consolidated Interim Statements of Cash Flow (Expressed in Canadian Dollars - unaudited) For the Three Months Ended Se
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ptember 30, 2025 Restated – Note 3 September 30, 2024 Cash flows provided by (used in): OPERATING ACTIVITIES Net loss for the period $ (1,909,626) $ (820,067) Non-cash items: Stock-based compensation 645,539 69,854 Unrealized gain on investment (1,634,193) - Interest income (70,274) - Net changes in non-cash working capital items: Receivables (57,471) (35,642) Prepaid expenses 3,522 (33,977) Depreciation 8,996 6,493 Accounts payable and accrued liabilities (150,371) 125,218 Net cash flows used in operating activities (3,163,878) (688,121) INVESTING ACTIVITIES Purchase of property and equipment (1,474) 76,234 Proceeds from sale of shares 10,261,235 - Net cash flows used in investing activities 10,259,761 76,234 FINANCING ACTIVITIES Proceeds from issuance of common shares - 5,000,000 Share issuance costs - (224,458) Options exercised 47,000 - Repayment of loan - (176,390) Net cash flows provided by financing activities 47,000 4,599,152 Net increase in cash and cash equivalents 7,142,883 3,987,265 Cash and cash equivalents, beginning of period 7,937,174 150,524 Cash and cash equivalents, end of period $ 15,080,057 $ 4,137,789 The accompanying notes form an integral part of these consolidated financial statements. 8 SANU GOLD CORP. Condensed Consolidated Interim Statements of Changes in Equity (Expressed in Canadian Dollars - unaudited) Number of shares Share capital Reserve Accumulated deficit Total Non-controlling interests Total Equity Balance at June 30, 2024 (restated) 138,453,038 $ 15,286,028 $ 1,058,365 $ (13,825,496) $ 2,518,897 $ 59,277 $ 2,578,174 Common shares issued for private placements 100,000,000 5,000,000 - - 5,000,000 - 5,000,000 Share issuance costs - (224,458) - - (224,458) - (224,458) Stock-based compensation - - 69,854 - 69,854 - 69,854 Net loss for the period - - - (820,067) (820,067) - (820,067) Balance at September 30, 2024 (restated) 238,453,038 $ 20,061,570 $ 1,128,219 $ (14,645,563) $ 6,544,226 $ 59,277 $ 6,603,503 Balance at June 30, 2025 431,020,898 $ 42,489,094 $ 1,859,459 $ (15,687,800) $ 8,660,753 $ 59,277 $ 28,720,030 Options exercised 425,000 75,780 (28,780) - 47,000 - 47,000 Stock-based compensation - - 645,539 - 645,539 - 645,539 Net loss for the period - - - (1,909,626) (1,909,626) - (1,909,626) Balance at September 30, 2025 431,445,898 $ 42,564,874 $ 2,476,218 $ (17,597,426) $ 27,443,666 $ 59,277 $ 27,502,943 The accompanying notes form an integral part of these consolidated financial statements. SANU GOLD CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars) 9 1. NATURE OF OPERATIONS AND GOING CONCERN Sanu Gold Corp. (the “Company”) was incorporated under the British Columbia Business Corporations Act on September 25, 2018. The head office of the Company is located at Suite 918 – 1030 West Georgia Street, Vancouver, British Columbia, V6E 2Y3 and the registered and records office of the Company is located at Suite 2501, 550 Burrard Street, Vancouver, British Columbia, V6C 2B5. The Company is in the business of mineral exploration. These condensed consolidated interim financial statements have been prepared on a going concern basis, which assumes that the Company will continue in operation for the foreseeable future and will be able to realize its assets and settle its liabilities in the normal course of business. At September 30, 2025, the Company had cash and cash equivalents of $15,080,057 (June 30
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, 2025 - $7,937,174) and its current assets exceed its current liabilities by $24,270,774 (June 30, 2025 – $25,480,339). The Company is currently engaged in mineral exploration activities and is not generating any revenue. It has incurred losses and negative cash flows from operations since inception and had an accumulated deficit of $17,597,426 as at September 30, 2025 (June 30, 2025 - $15,687,800). Whether and when the Company can obtain profitability and positive cash flows from operations is uncertain. Management believes that the Company has sufficient working capital to meet the Company’s obligations over the ensuing twelve-month period from the date of the statement of financial position. The Company’s ability to continue its operations is dependent on its success in raising equity through share issuances, suitable debt financing and/or other financing arrangements. While the Company has been successful in raising equity in the past, there can be no guarantee that it will be able to raise sufficient funds in the future. These consolidated financial statements do not give effect to the required adjustments to the carrying amounts and classification of assets and liabilities should the Company be unable to continue as a going concern. Such adjustments could be material. 2. MATERIAL ACCOUNTING POLICY INFORMATION The accounting policies followed by the Company are set out in Note 3 to the audited consolidated financial statements for the year ended June 30, 2025 and have been consistently followed in the preparation of these condensed consolidated interim financial statements. These condensed consolidated interim financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34, Interim Financial Reporting, as issued by the International Accounting Standards Board (“IASB”). Accordingly, certain information and footnote disclosure normally included in annual financial statements prepared in accordance with International Financial Reporting Standards (“IFRS”) have been omitted or condensed, and therefore these condensed consolidated interim financial statements should be read in conjunction with the Company’s June 30, 2025 audited annual financial statements and the notes to such financial statements. These condensed consolidated interim financial statements have been prepared on a historical cost basis, except for financial instruments classified as financial instruments at fair value through profit or loss (“FVTPL”), which are stated at their fair value. In addition, these condensed consolidated interim financial statements have been prepared using the accrual basis of accounting, except for cash flow information. These condensed consolidated interim financial statements are based on the IFRS issued and effective as of September 30, 2025, the date these condensed consolidated interim financial statements were authorized for issuance by the Company’s Board of Directors and follow the same accounting policies and methods of computation as the most recent annual financial statements. Material accounting judgments The critical judgments, apart from those involving estimations, that management has made in the process of applying the Company’s accounting policies and that have the most significant effect on the amounts recognized in the financial statements are as follows; Going concern The assessment of the Company’s ability to continue as a going concern and to raise sufficient funds to pay for its o
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ngoing operating expenditures and meet its liabilities for the ensuing year involves significant judgment based on historical experience and other factors, including expectation of future events that are believed to be reasonable under the circumstances. SANU GOLD CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars) 10 2. MATERIAL ACCOUNTING POLICY INFORMATION (continued) Recoverability of the carrying value of exploration and evaluation assets The application of the Company’s accounting policy for exploration and evaluation expenditures requires judgment in determining whether it is likely that future economic benefits will flow to the Company. If, after exploration and evaluation expenditures are capitalized, information becomes available suggesting that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount the Company carries out an impairment test at the cash-generating unit (“CGU”), or group of CGUs, level in the year the new information becomes available. If indicators of impairment exist, the recoverable amount of the asset is estimated in order to determine the extent of the impairment. Key sources of estimation uncertainty The key assumptions management has made about the future and other major sources of estimation uncertainty at the date of the statement of financial position that have significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next financial year are as follows: Income taxes The Company recognizes deferred tax assets for deductible temporary differences, unused tax losses and other income tax deductions only to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, unused tax losses and other income tax deductions can be utilized. In assessing the probability of realizing the income tax benefits of deductible temporary differences, unused tax losses and other income tax deductions, management makes estimates related to expectations of future taxable income, applicable tax planning opportunities, expected timing of reversals of existing temporary differences and the likelihood that tax positions taken will be sustained upon examination by applicable tax authorities. The likelihood that tax positions taken will be sustained upon examination by applicable tax authorities is assessed based on individual facts and circumstances of the relevant tax position evaluated in light of all available evidence. As at September 30, 2025 and June 30, 2025, the Company has not recognized any deferred tax assets for deductible temporary differences. Changes in any of the above-mentioned estimates can materially affect the amount of income tax assets recognized. In addition, where applicable tax laws and regulations are either unclear or subject to varying interpretations, changes in these estimates can occur that materially affect the amounts of income tax assets recognized. The Company reassesses unrecognized income tax assets at the end of each reporting period. Valuation of stock-based compensation The Company uses the Black-Scholes option pricing model for valuation of stock-based compensation. Option pricing models require the input of subjective assumptions including expected price volatility, interest rate and forfeiture rate. Changes in the input assumptions
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can materially affect the fair value estimate and the Company’s earnings and equity reserves. 3. CHANGE IN ACCOUNTING POLICY Effective July 1, 2024, as permitted under IFRS 6, Exploration for and Evaluation of Mineral Resources, the Company voluntarily changed its accounting policy for its exploration and evaluation expenditures, to expense exploration and evaluation costs in the Consolidated Statement of Loss and Comprehensive Loss in the period in which they were incurred whereas previously all of the E&E expenditures had been capitalized on the Consolidated Statement of Financial Position. The Company has determined that this change in accounting policy enhances the reliability of the consolidated financial statements because of the difficulty associated with demonstrating that these costs meet the definition of an asset. The Company has also determined that reflecting its exploration expenditures in the Consolidated Statement of Loss and Comprehensive Loss and categorizing them as part of its operating activities in the Consolidated Statement of Cash Flows better reflects the economic substance of its operations during the fiscal periods presented. This change in accounting policy has been applied retrospectively. SANU GOLD CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars) 11 3. CHANGE IN ACCOUNTING POLICY (continued) The change in the accounting policy resulted in changes in the Consolidated Interim Statements of Financial Position as at July 1, 2024 by reducing Exploration and evaluation assets by $8,211,759 from $10,690,780 to $2,479,021 and by increasing Accumulated deficit by $8,211,759 from $5,613,737 to $13,825,496. A reconciliation of the prior periods presented in the Consolidated Interim Statements of Loss and Comprehensive Loss for the period ended September 30, 2024 is as follows: As previously reported September 30, 2024 Effect on change in accounting policy As restated under new policy September 30, 2024 EXPENSES Consulting fees $ 214,577 $ 214,577 Professional fees 27,735 27,735 Office expenses 35,269 35,269 Investor relations 29,401 29,401 Marketing - - Transfer agent and filing fees 53,888 53,888 Travel - - Exploration expenses - 272,345 272,345 Stock-based compensation 69,854 69,854 OPERATING EXPENSES $ (430,724) $ (272,345) $ (703,069) OTHER EXPENSES Foreign exchange loss (112,036) (112,036) Interest income (4,962) (4,962) LOSS AND COMPREHENSIVE LOSS FOR THE PERIOD $ (547,722) $ (272,345) $ (820,067) Attributable to: Equity holders of the parent (547,722) (272,345) (820,067) BASIC AND DILUTED LOSS PER SHARE $ (0.00) $ - $ (0.01) WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING, BASIC AND DILUTED 142,800,864 142,800,864 142,800,864 The changes to the consolidated statements of cash flow for the period ended September 30, 2024 are summarized as follows: a) Net cash used in operating activities increased to $688,121 based on allocation of net exploration expenditures from investing activities of $263,184 being reallocated. b) Net cash used in investing decreased by a corresponding amount as described above in note (a). SANU GOLD CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars) 12 4. INVESTMENTS September 30, 2025 June 30, 2025 Term deposits $ 3,500,000 $ 3,500,000 Marketable securities 5,742,463 14,
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369,505 Total $ 9,242,463 $ 17,869,505 On December 1, 2024, the Company entered into a strategic partnership with Montage Gold Corp. (“Montage”). The strategic partnership transaction consisted of a share exchange transaction and on December 31, 2024, the Company acquired 2,337,921 common shares of Montage, a company listed on the TSX. In connection with the share exchange transaction, the Company entered into an investor rights agreement with Montage, pursuant to which Montage is entitle to certain rights, provided that Montage maintains a 10% ownership threshold in the Company. Furthermore, Montage has the right to top up its equity interest to 19.9% of the Company in a future financing. On April 11, 2025 the Company acquired 848,222 common shares of Montage as part of Montage’s participation in a private placement, by way of a share exchange. In July 2025, The Company sold 2,337,921 Montage shares for net proceeds of $10,261,235 and in October 2025, the Company sold the remainder of 848,222 shares for net proceeds of $5,714,011 (Note 14). At September 30, 2025 and June 30, 2025, the shares are stated at fair value based on their market price on the respective dates. 5. EXPLORATION AND EVALUATION ASSETS The Company is focusing its exploration activities on three precious metals projects in Guinea, West Africa. On October 21, 2021, the Company acquired 100% of the issued and outstanding shares of Gainde Gold SARL (“Gainde”), which held its interest in the three precious metals projects in Guinea through three separate Technical and Financial Partnership Agreements (“TFPA”); the Bantabaye Project, the Daina Project and the Diguifara Project. The TFPAs allow for the right to acquire up to an 85% interest in each of the projects, by funding a staged work program and other considerations. The acquisition of Gainde occurred by way of a share exchange. The Company accounted for the purchase of Gainde as an asset acquisition as it did not meet the definition of a business under IFRS 3, “Business Combinations”. In August 2022, the assets and liabilities of Gainde, which included the TFPAs, were transferred to the Company’s wholly-owned Guinean subsidiary, Zirasanu SARLU (“Zirasanu”). At that stage, the Company had satisfied the expenditure requirements under the TFPAs to acquire an initial 51% interest in each of the Daina, Diguifara and Bantabaye projects for no additional consideration, by acquiring 51% of the shares in each of the companies holding the TFPAs, Ressources Mining SARL (“RMS”), Mansa Sanou Exploration SARLU (“MSE”) and Nature Exploration Discovery SARLU (“NED”) (collectively the “Zirasanu Group”). For accounting purposes, the transaction constituted an asset acquisition as it did not meet the definition of a business under IFRS 3, “Business Combinations”. Effective December 4, 2023 the Company acquired an additional 24% of the Zirasanu Group for no additional consideration, bringing its total ownership to 75%. Immediately prior to the transaction the carrying value of the existing 51% interest was $116,183. As a result of the additional acquisition, the Company recognised a decrease in the non-controlling interest of $56,906. SANU GOLD CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars) 13 5. EXPLORATION AND EVALUATION ASSETS (continued) Capitalized acquisitions costs with respect to the properties are as follows: Bantabaye
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Diguifara Daina Total Balance, September 30, 2024 and 2025 $ 826,341 $ 826,340 $ 826,340 $ 2,479,021 Project expenditures incurred during the period ended September 30, 2025 and 2024, are summarized as follows: Bantabaye Diguifara Daina Total Management costs and salaries 35,451 56,548 75,310 167,309 Machinery and vehicle costs 47,717 23,705 22,609 94,031 Other costs 3,263 5,586 2,156 11,005 Total expenditures September 30, 2024 $ 86,431 $ 85,839 $ 100,075 $ 272,345 Bantabaye Diguifara Daina Total Drilling - 249,676 232,702 482,378 Geophysics 35,545 - - 35,545 Management costs and salaries 30,257 31,070 23,137 84,464 Machinery and vehicle costs 299,403 361,350 963,303 1,624,056 Other costs 91,681 111,886 109,791 313,358 Total expenditures September 30, 2025 $ 456,886 $ 753,982 $ 1,328,933 $ 2,539,801 6. PROPERTY AND EQUIPMENT Construction in progress Technical installations and hardware Industrial and transport equipment Total Cost Balance, June 30, 2024 $ 687,534 $ 43,862 $ 85,351 $ 816,747 Additions 67,592 32,528 14,199 114,319 Disposals (78,119) - - (78,119) Balance, June 30, 2025 677,007 76,390 99,550 852,947 Additions - 1,439 37 1,476 Balance, September 30, 2025 677,007 77,829 99,587 854,423 Accumulated amortization Balance, June 30, 2024 - 23,818 30,153 53,971 Additions - 17,030 21,276 38,306 Balance, June 30, 2025 - 40,848 51,429 92,277 Additions - 2,797 6,199 8,996 Balance, September 30, 2025 43,647 57,628 101,275 Net book value Balance, June 30, 2025 $ 677,007 $ 35,542 $ 48,121 $ 760,670 Balance, September 30, 2025 $ 677,007 $ 34,182 $ 41,959 $ 753,148 Construction in progress relates to the construction of onsite camps related to the Company’s exploration and evaluation assets. For the periods ended September 30, 2025 and 2024, depreciation is included in exploration expenses on the condensed consolidated interim statements of loss and comprehensive loss. SANU GOLD CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars) 14 7. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES At June 30, 2025 and 2024, the Company’s accounts payable and accrued liabilities are composed of the following: September 30, 2025 June 30, 2025 Accounts payable (Note 10) $ 190,391 $ 336,264 Accrued liabilities 137,481 141,979 Total $ 327,872 $ 478,243 8. SHARE CAPITAL Authorized share capital Unlimited number of common shares without par value. Issued share capital As of September 30, 2025, the Company had 431,445,898 common shares outstanding (June 30, 2025 – 431,020,898). Share issuances Three months ended September 30, 2025: During the three months ended September 30, 2025, 425,000 options were exercised for aggregate gross proceeds of $47,000. Three months ended September 30, 2024: On September 26, 2024, The Company completed a non-brokered private placement of 100,000,000 common shares at a price of $0.05 per common share for aggregate gross proceeds to the Company of $5,000,000. The Company incurred $224,458 in share issuance costs in connection with the private placement. Escrow At September 30, 2025, there were no shares in escrow (June 30, 2025 – 1,704,675). 9. RESERVES The Company has adopted an Omnibus Incentive Plan (the “Plan”), approved by the Company’s Board of Directors. Under the Plan, the Company may grant its directors, officers, employees and consultants stock options, restricted share units, and deferred share units (together the “Share Bas
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ed Compensation”) of the Company and which reserves up to 10% of its outstanding shares as Share Based Compensation. The exercise price shall not be less than the market value (“Market Value”) of the common shares of the Company as of the grant date. Market Value will be the closing trading price of the common shares on the day immediately preceding the grant date and may be less than this price if it is within the discounts permitted by the applicable regulatory authorities including the Canadian Securities Exchange. The expiry date of an option shall be determined by the Board of Directors of the Company and shall be no later than the tenth anniversary of the grant date of such option. The vesting terms and conditions of stock options are determined by the Board of Directors. Stock options Three months ended September 30, 2025: On July 11, 2025, the Company granted 11,650,000 stock options. Each stock option is exercisable into one common share of the Company at a price of $0.25 per common share for five years and vesting 25% every six months. The fair value of the stock options was determined to be $1,829,789 using the Black-Scholes Option Pricing Model using the following assumptions: risk-free rate of 3.05%, expected life of 5 years, volatility factor of 75% and dividend yield of Nil. SANU GOLD CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars) 15 9. RESERVES (continued) On September 30, 2025, the Company granted 3,450,000 stock options. Each stock options is exercisable into one common share of the Company at a price of $0.325 per common share for five years and vesting 25% every six months. The fair value of the stock options was determined to be $700,971 using the Black-Scholes Option Pricing Model using the following assumptions: risk-free rate of 2.73%, expected life of 5 years, volatility factor of 75% and dividend yield of Nil. During the three months ended September 30, 2025, the Company recognized $645,539 (2024 - $69,854) in stock- based compensation expense for vested stock options. A continuity schedule of the Company’s outstanding stock options as at September 30, 2025 and June 30, 2025 is as follows: September 30, 2025 June 30, 2025 Number outstanding Weighted average exercise price Number outstanding Weighted average exercise price Outstanding, beginning of period 22,470,000 $ 0.16 10,870,000 $ 0.15 Granted 15,100,000 0.27 13,475,000 0.16 Exercised 425,000 0.11 1,675,000 0.11 Forfeited - - (200,000) 0.37 Outstanding, end of period 37,145,000 $ 0.20 22,470,000 $ 0.16 Exercisable, end of period 10,438,750 $ 0.16 9,363,750 $ 0.17 At September 30, 2025 the Company had outstanding stock options exercisable to acquire common shares of the Company as follows: Expiry date Options outstanding Options exercisable Exercise price Weighted average remaining contractual life (in years) November 8, 2026 2,200,000 2,200,000 $ 0. 10 1.11 August 16, 2027 1,170,000 1,170,000 $ 0. 37 1.88 February 21, 2028 200,000 200,000 $ 0. 40 2.39 February 23, 2029 5,025,000 3,525,000 $ 0. 12 3.40 December 31, 2029 13,450,000 3,343,750 $ 0. 16 4.25 July 11, 2030 11,650,000 - $ 0. 25 4.78 September 30, 2030 3,450,000 - $ 0. 33 5.00 37,145,000 10,438,750 $ 0. 16 4.10 SANU GOLD CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars) 16 9. RESERVES
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(continued) Restricted share units On September 30, 2025, the Company issued 400,000 restricted share units (‘’RSU’’s) in accordance with the Plan. The RSUs expire on September 30, 2028 and vest in equal instalments over three years from the grant date. These RSUs are classified as equity-settled. A continuity schedule of the Company’s outstanding RSU’s is as follows: September 30, 2025 June 30, 2025 Number outstanding Value at grant date Number outstanding Value at grant date Outstanding, beginning of period - $ - - $ - Issued 400,000 0.325 - - Outstanding, end of period 400,000 $ 0.325 - $ - During the period ended September 30, 2025, the Company recognized an expense in respect of RSUs of nil in the statements of loss and comprehensive loss. Warrants As at September 30, 2025 and June 30, 2025 the Company had 5,832,457 warrants outstanding which are exercisable at a price of $0.40 and expire on February 17, 2026. 10. RELATED PARTY TRANSACTIONS 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 Board and corporate officers, including the Company’s Chief Executive Officer and Chief Financial Officer. Key management compensation is as follows: September 30, 2025 September 30, 2024 Director and management consulting fees $ 197,574 $ 261,975 Stock-based compensation 294,682 38,622 $ 492,256 $ 300,596 As at September 30, 2025, the Company had $127,876 (June 30, 2025 - $115,955) payable to a company with a common director and to directors of the company, which have been included in accounts payable and accrued liabilities (Note 7). The amounts are unsecured, non-interest bearing with no set terms of repayment. These transactions are in the normal course of operations on normal commercial terms and conditions, which is the amount of consideration established and agreed to by the related parties. 11. MANAGEMENT OF CAPITAL The Company considers its capital to be comprised of shareholders’ equity. The Board does not establish quantitative return on capital criteria for management, but rather relies on the expertise of the Company’s management to sustain future development of the business. In order to carry out the planned activities and pay for administrative costs, the Company may attempt to raise additional amounts of capital through the issuance of shares. Management reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable. There were no changes in the Company’s approach to capital management since incorporation. The Company is not subject to external capital requirements. SANU GOLD CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars) 17 12. FINANCIAL INSTRUMENTS a) Categories of financial instruments and fair value measurements The Company’s financial assets and liabilities are classified as follows: September 30, 2025 June 30, 2025 Financial assets: Amortized cost Cash and cash equivalents $ 15,080,057 $ 7,937,711 Investment 3,500,000 3,500,000 Receivables 139,780 70,292 Financial liabilities: Amortized cost Accounts payable $ 190,391 $ 336,264 The fair values of the Company’s cash and cash equivalents, investment, receivables and accounts payable approx
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imate their carrying amounts due to the short-term nature of these instruments. The following table present the Company’s financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy. September 30, 2025 June 30, 2025 Financial assets: FVTPL – Level 1 Investment $ 5,742,463 $ 14,369,505 IFRS 7 Financial Instruments: Disclosures establishes a fair value hierarchy that reflects the significance of inputs used in measuring fair value as follows: Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 – 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); and Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs). b) Management of financial risks The Company’s financial instruments expose the Company to certain financial risks, including credit risk, liquidity risk, interest rate risk and foreign currency risk. 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. At September 30, 2025 and 2024, the Company was exposed to credit risk on its cash and cash equivalents and receivables The Company’s maximum exposure to credit risk is the carrying amount of its cash and cash equivalents and receivables. The Company’s cash is held with high-credit quality financial institutions. Management considers its exposure to credit risk on cash and receivables to be low as at September 30, 2025 and 2024. Liquidity risk Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with its financial liabilities. The Company manages liquidity risk by maintaining adequate cash and managing its capital and expenditures. At September 30, 2025, the Company had cash and cash equivalents of $15,080,057 (June 30, 2025 - $7,937,174) and accounts payable and accrued liabilities of $327,872 (June 30, 2025 - $478,243) with contractual maturities of less than one year. The Company assessed its liquidity risk as low as at September 30, 2025 and June 30, 2025. SANU GOLD CORP. Notes to the Condensed Consolidated Interim Financial Statements For the three months ended September 30, 2025 and 2024 (Expressed in Canadian Dollars) 18 12. FINANCIAL INSTRUMENTS (continued) Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company’s financial assets and financial liabilities are not exposed to interest rate risk due to their short-term nature and maturity. The Company is not exposed to interest rate risk at September 30, 2025 and June 30, 2025. Foreign currency risk Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that it has monetary assets and liabilities denominated in foreign currencies As at September 30, 2025 and June 30, 2025, the Company had exposure to foreign currency risk through the following assets and liabilities denominated in West African CFA Franc (XOF) and Guinean Franc (GNF). The following is an analysis of Canadian dollar equivalent of financ
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ial assets and liabilities that are denominated in West African CFA Franc: As at September 30, 2025 June 30, 2025 Cash 1,283,989 1,361,209 Receivables - - Accounts payable (39,558,843) (39,408,843) Net (38,274,854) (38,047,634) Canadian dollar equivalent $ (95,393) $ (93,097) The following is an analysis of Canadian dollar equivalent of financial assets and liabilities that are denominated in Guinean Franc: As at September 30, 2025 June 30, 2025 Cash 2,936,268,798 4,756,289,658 Receivables 420,738,392 64,847,382 Accounts payable (430,131,581) (1,427,382,462) Net 2,926,875,609 3,393,754,578 Canadian dollar equivalent $ 469,269 $ 535,412 Based on the above net exposures, a 10% change in the Canadian Dollar/XOF and Canadian Dollar/GNF exchange rate would impact the Company’s net loss by $10,000 (June 30, 2025 - $10,000) and $47,000 (June 30, 2025 - $53,000), respectively. As at September 30, 2025 and June 30, 2025 the Company has not hedged its exposure to currency fluctuations. The Company assessed its financial currency risk as low as at September 30, 2025. 13. SEGMENT DISCLOSURES The Company has one operating segment, being the acquisition and exploration of mineral properties. All of the Company’s long-term assets are located in Guinea, West Africa. 14. SUBSEQUENT EVENT In October 2025, the Company sold it’s remaining 848,222 Montage shares for net proceeds of $5,714,011.
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