SEDAR Interim Financial Statements

SPIRIT BLOCKCHAIN CAPITAL INC. Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, unless otherwise noted) Notice of Disclosure of Non-auditor Review of the Condensed Interim Consolidated Financial Statements for the Three and Nine Months Ended September 30, 2025 and 2024 Pursuant to National Instrument 51-102 Continuous Disclosure Obligations, part 4, subsection 4.3(3)(a) issued by the Canadian Securities Administrators, 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 consolidated financial statements of Spirit Blockchain Capital Inc. for the interim periods ended September 30, 2025 and 2024, have been prepared in accordance with the International Accounting Standard 34 Interim Financial Reporting, as issued by the International Accounting Standards Board, and are the responsibility of management. The independent auditors, SRCO Professional Corporation, have not performed a review of these unaudited condensed interim consolidated financial statements. November 27, 2025 SPIRIT BLOCKCHAIN CAPITAL INC. Condensed Interim Consolidated Statements of Financial Position (Unaudited - Expressed in Canadian dollars, unless otherwise noted) The accompanying notes are an integral part of these condensed interim consolidated financial statements. 3 Note September 30, 2025 December 31, 2024 $ $ ASSETS Current Cash 75,676 929,194 Amounts receivable 6 - 2,569 Digital assets 7 37,425 102,812 Prepaid expenses 8 392,137 101,937 505,238 1,136,512 Investment 9 69,605 71,945 Convertible notes receivable 10 163,543 158,279 Total assets 738,386 1,366,736 LIABILITIES Current Accounts payable and accrued liabilities 11,14 1,602,141 1,134,285 Current portion of convertible debentures 12,14 - 1,105,024 Derivative liability 12(b) - 153,003 Subscription deposits - 126,552 1,602,141 2,518,864 Convertible debentures 12 105,055 94,810 Total liabilities 1,707,196 2,613,674 SHAREHOLDERS' DEFICIENCY Share capital 13(b) 23,313,565 20,604,802 Contributed surplus 6,639,453 5,889,941 Accumulated other comprehensive loss (63,862) (51,623) Deficit (30,857,966) (27,690,058) Total shareholders’ deficiency (968,810) (1,246,938) Total liabilities and shareholders’ deficiency 738,386 1,366,736 Nature of operations and going concern (Note 1) Subsequent event (Note 18) Approved and authorized for issue on behalf of the Board of Directors: /s/ Lewis Bateman /s/ Raymond O’Neill Director Director SPIRIT BLOCKCHAIN CAPITAL INC. Condensed Interim Consolidated Statements of Loss and Comprehensive Loss (Unaudited - Expressed in Canadian dollars, except number of shares) The accompanying notes are an integral part of these condensed interim consolidated financial statements. 4 Three months ended September 30, Nine months ended September 30, Note 2025 2024 2025 2024 $ $ $ $ Operating expenses Consulting fees 14 207,389 395,693 766,224 1,102,125 Filing fees 2,754 2,756 9,867 9,225 General and administrative 154,099 91,573 1,037,928 255,504 Professional fees 321,621 217,601 988,733 235,166 Research and development 15 110,007 - 398,129 - Share-based compensation 13,14 422 2,348 1,266 12,212 796,292 709,971 3,202,147 1,614,232 Other income (expenses) Accretion expense 12 (2,856) (24,481) (8,083) (62,323) --- Change in fair value of digital assets 7 (2,192) (16,814) (1,933) (12,995) Foreign exchange gain (loss) 4,112 (3,130) (13,929) (265) Gain on settlement of accounts payable and accrued liabilities 13(b) - - 151,281 - Interest expense 12 (2,269) (40,408) (6,732) (110,444) Other income 3,477 5,977 10,580 17,970 Provision for expected credit losses 6 (16,791) - (98,843) - Realized gain (loss) on sale of digital assets 7 1,898 (57,242) 1,898 (33,272) (14,621) (136,098) 34,239 (201,329) Net loss (810,913) (846,069) (3,167,908) (1,815,561) Other comprehensive income (loss) Change in fair value of digital assets - (51,436) 1,668 - Change in foreign currency translation (6,828) 7,624 (13,907) (3,746) Comprehensive loss (817,741) (889,881) (3,180,147) (1,819,307) Net loss per common share: Basic and diluted (0.01) (0.01) (0.02) (0.02) Weighted average number of common shares: Basic and diluted 157,448,025 104,936,112 151,593,623 104,237,571 SPIRIT BLOCKCHAIN CAPITAL INC. Condensed Interim Consolidated Statements of Cash Flows (Unaudited - Expressed in Canadian dollars, unless otherwise noted) The accompanying notes are an integral part of these condensed interim consolidated financial statements. 5 Nine months ended September 30, 2025 2024 $ $ Operating activities Net loss (3,167,908) (1,815,561) Adjustments for: Share-based compensation 1,266 12,212 Accretion expense 8,083 62,323 Change in fair value of digital assets 1,933 12,995 Unrealized foreign exchange loss (gain) 7,537 (1,602) Gain on settlement of accounts payable and accrued liabilities (151,281) - Interest expense 6,732 110,444 Other income (10,461) (17,970) Provision for expected credit losses 98,843 - Realized (gain) loss on sale of digital assets (1,898) 33,272 Changes in non-cash working capital items: Amounts receivable (96,274) (58,779) Due from related parties - (8,787) Prepaid expenses (290,200) (1,530) Accounts payable and accrued liabilities 809,836 552,243 Cash used in operating activities (2,783,792) (1,120,740) Investing activities Loan receivable provided to Troon Technologies - (50,000) Convertible notes receivable provided to CoinChange - (133,310) Proceeds from repayment of amounts receivable from InvestDEFY - 133,310 Proceeds from sales of digital assets 38,600 329,138 Payment for investment in CryptoSlam - (67,595) Cash provided by investing activities 38,600 211,543 Financing activities Proceeds from issuance of units in private placement 58,096 110,000 Proceeds from issuance of units in LIFE Offering 2,113,274 - Proceeds from issuance of convertible debentures - 440,000 Proceeds from exercise of warrants 11,977 - Repayment of interest on convertible debentures (4,570) - Share issuance costs paid in cash (271,559) - Cash provided by financing activities 1,907,218 550,000 Effect of exchange rate on changes in cash (15,544) (3,194) Change in cash (853,518) (362,391) Cash, beginning of the period 929,194 375,491 Cash, end of the period 75,676 13,100 Supplemental cash flow information: Cash interest received 119 - Cash income tax paid - - Cash interest expense paid 4,570 - Payment for accrued interest included in accounts payable 18,272 - Fair value of digital assets received as repayment of loan receivable to InvestDEFY - 271,515 Fair value of services received as repayment of loan receivable to Troon - 8,876 Fair value of shares issued for unit issuance costs 50,000 - Fair value of warrants issued for unit issuance costs 19,889 - Fair value of compensation options is --- sued for unit issuance costs 140,819 - Fair value of shares issued for conversion of convertible debentures 1,105,024 - Fair value of shares issued for settlement of accounts payable and accrued liabilities 199,594 - SPIRIT BLOCKCHAIN CAPITAL INC. Condensed Interim Consolidated Statements of Changes in Shareholders’ Deficiency (Unaudited - Expressed in Canadian dollars, except number of shares) The accompanying notes are an integral part of these condensed interim consolidated financial statements. 6 Number of shares Share capital Contributed surplus Accumulated other comprehensive loss Deficit Total shareholders’ deficiency # $ $ $ $ $ Balance, December 31, 2023 102,736,112 14,397,583 1,193,487 (43,844) (16,548,944) (1,001,718) Units issued in private placement 2,200,000 78,921 31,079 - - 110,000 Fair value of conversion feature of convertible debentures - - 132,473 - - 132,473 Share-based compensation - - 12,212 - - 12,212 Change in fair value of digital assets - - - 51,436 - 51,436 Reclassification of other comprehensive income to deficit - - - (51,436) 51,436 - Change in foreign currency translation - - - (3,746) - (3,746) Net loss for the period - - . - (1,815,561) (1,815,561) Balance, September 30, 2024 104,936,112 14,476,504 1,369,251 (47,590) (18,313,069) (2,514,904) Units issued in private placement 8,120,543 917,016 399,874 - - 1,316,890 Unit issuance costs - (132,382) - - - (132,382) Fair value of conversion feature of convertible debentures - - 12,043 - - 12,043 Units issued for acquisition of Dogecoin Holdings 14,000,000 4,480,000 4,265,340 - - 8,745,340 Shares issued on conversion of convertible debentures 3,524,793 779,818 (145,355) - - 634,463 Shares issued on exercise of warrants 416,198 83,846 (11,846) - - 72,000 Share-based compensation - - 634 - - 634 Change in fair value of digital assets - - - 2,944 - 2,944 Change in foreign currency translation - - - (6,977) - (6,977) Net loss for the period - - - - (9,376,989) (9,376,989) Balance, December 31, 2024 130,997,646 20,604,802 5,889,941 (51,623) (27,690,058) (1,246,938) Shares issued for settlement of accounts payable and accrued liabilities 4,435,417 199,594 - - - 199,594 Units issued in private placement 883,009 101,270 44,426 - - 145,696 Units issued in LIFE Offering 14,088,491 1,497,182 616,092 - - 2,113,274 Units issued for unit issuance costs 333,333 (19,889) 19,889 - - - Compensation options issued for unit issuance costs - (140,819) 140,819 - Unit issuance costs - (271,559) - - - (271,559) Shares issued on conversion of convertible debentures 6,470,588 1,105,024 - - - 1,105,024 Derivative liability reclassified to share capital on conversion of convertible debentures - 153,003 - - - 153,003 Shares issued on exercise of warrants 239,541 84,957 (72,980) - - 11,977 Share-based compensation - - 1,266 - - 1,266 Change in fair value of digital assets - - - 1,668 - 1,668 Change in foreign currency translation - - - (13,907) - (13,907) Net loss for the period - - - - (3,167,908) (3,167,908) Balance, September 30, 2025 157,448,025 23,313,565 6,639,453 (63,862) (30,857,966) (968,810) SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 7 1. NATURE OF OPERATIONS AND GOING CONCERN Spirit Blockchain Capital Inc. (the “Company”) was incorporated under the Business Corporations Act on January 19, 2021 in Bri --- tish Columbia, Canada. The purpose of the Company is to offer products and services to the digital assets and blockchain ecosphere. The Company holds a portfolio of crypto-currencies, some of which it has staked, and invests in other companies operating in this ecosphere. The Company provides blockchain and advisory services to third parties. The Company can mine crypto-currencies, lend both fiat money and crypto coins (royalties and streaming), provide consulting service and undertake merger and acquisition activity. The Company’s registered and records office is located at Suite 1570, 505 Burrard Street Vancouver, British Columbia, V7X 1M5. On September 14, 2022, the Company common shares began trading on the Canadian Securities Exchange (the “CSE”) under the symbol “SPIR”. On April 22, 2025, the Company upgraded to the OTCQB Venture Market (the “OTCQB) under the symbol “SBLCF”. These unaudited condensed interim consolidated financial statements for the three and nine months ended September 30, 2025 and 2024 (“financial statements”) have been prepared on a going concern basis, which assumes that the Company will be able to realize its assets and discharge its liabilities in the ordinary course of business in the foreseeable future. Historically, the Company has not earned sufficient income to finance day-to-day activities through operations. The Company’s ability to continue on a going concern basis is dependent upon its ability to generate future cash flows or raise equity capital or borrowings sufficient to meet current and future obligations. Although the Company has been successful in obtaining financing in the past, there is no assurance that such financing will be available or be available on favourable terms in the future. An inability to raise additional financing may impact the future assessment of the Company as a going concern. As at September 30, 2025, the Company has a working capital deficit of $1,096,903 (December 31, 2024 - $1,382,352), has not yet achieved profitable operations, and has an accumulated deficit of $30,857,966 (December 31, 2024 - $27,690,058). These factors indicate the existence of material uncertainty that may cast significant doubt about the Company’s ability to continue as a going concern. Should the Company be unable to continue as a going concern, asset and liability realization values may be substantially different from their carrying values. These financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. Such adjustments could be material 2. BASIS OF PREPARATION a) Statement of compliance These financial statements were approved by the Board of Directors and authorized for issue on November 27, 2025. These financial statements have been prepared in accordance with IFRS® Accounting Standards as issued by the International Accounting Standards Board applicable to the preparation of interim financial statements including International Accounting Standard 34 Interim Financial Reporting. These financial statements do not include all disclosures required for annual audited financial statements. Accordingly, they should be read in conjunction with the notes to the Company’s audited financial statements for the years ended December 31, 2024 and 2023 (the "Annual Financial Statements"). b) Basis of presentation These financial statements have been prepared --- using the historical cost basis, except for certain financial assets and liabilities which are measured at fair value, as specified by IFRS® Accounting Standards for each type of asset, liability, income, and expense as set out in the accounting policies below. In addition, these financial statements have been prepared using the accrual basis of accounting except for cash flow information. c) Functional and presentation currency These financial statements are presented in Canadian dollars (“CAD”), which is the functional and presentation currency of the Company. The functional currency is the currency of the primary economic environment in which an entity operates. References to “US$” or “USD” are to United States dollars and references to “CHF” are to Swiss francs. SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 8 2. BASIS OF PREPARATION (continued) d) Basis of consolidation These financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions and balances are eliminated on consolidation. Control exists where the parent entity has power over the investee and is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Subsidiaries are included in the consolidated financial statements from the date control commences until the date control ceases. A summary of the Company’s subsidiaries included in these financial statements as at September 30, 2025 is as follows: Name of subsidiary Country of incorporation Percentage Ownership Functional Currency Principal Activity Spirit Blockchain AG Switzerland 100% CHF Holding company Spirit Blockchain Holdings Inc. Canada 100% CAD Holding company Spirit Digital AG Switzerland 100% CHF Holding company Dogecoin Portfolio Holdings Corp. Canada 100% CAD Holding company e) Reclassification of prior period presentation Certain prior period amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations. An adjustment has been made to the consolidated statements of loss and comprehensive loss to reclassify $59,813 of professional fees to general and administrative. 3. MATERIAL ACCOUNTING POLICIES In the preparation of these financial statements, the Company used the same accounting policies as those applied and disclosed in the notes to the Annual Financial Statements, except for the following: Research and development Expenditure on research activities is recognized in profit or loss as incurred. Development expenditure is capitalized only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable and the Company intends to and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognized in profit or loss as incurred. 4. SIGNIFICANT JUDGMENTS AND SOURCES OF ESTIMATION UNCERTAINTY The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, and expenses. The estimates and associated assumptions are based on historical experien --- ce and various other factors that are believed to be reasonable under the circumstances and which form the basis of making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and further periods if the revision affects both current and future periods. In the preparation of these financial statements, the Company used the same accounting estimates and judgments as those applied and disclosed in the notes to the Annual Financial Statements. SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 9 5. ACQUISITION OF DOGECOIN HOLDINGS On October 8, 2024, the Company announced that it had entered into a binding agreement to acquire all of the issued and outstanding securities of Dogecoin Holdings (“Dogecoin”). On November 22, 2024 (the “Acquisition Date”), the Company completed the acquisition of Dogecoin for 14,000,000 common shares and 14,000,000 share purchase warrants of the Company issued to the shareholders of Dogecoin Holdings (the “Dogecoin Acquisition”). The shares and share purchase warrants issued as consideration in the Dogecoin Acquisition had an aggregate fair value on the date of issuance of $8,745,340. Each warrant exercisable at $0.05 per share for a period of 24 months from the Acquisition Date. At the Acquisition Date, Dogecoin did not meet the criteria for a business, as per analysis below: (i) Input: At the time of the acquisition, Dogecoin did not have any assets or other inputs that could support revenue- generating processes. The only resource available was a cash balance of $387,494. There was no evidence of intellectual property - such as patents, trademarks, proprietary technologies, or any other intangible assets - that could form the basis for a revenue-generating business model. (ii) Process: At the time of the acquisition, Dogecoin did not have any employees nor any operational workforce to execute any plans or processes that could result in the creation of goods or services. Additionally, Dogecoin did not have any administrative systems in place such as financial management tools, marketing strategies, and operational frameworks, to managing the day-to-day activities of a business and facilitating its growth. Without these processes, Dogecoin had no established mechanisms to ensure the efficient use of its available resources and it was unable to carry out any functional business activities due to lack of a defined process and operational capacity. (iii) Output: At the time of the acquisition, Dogecoin did not meet the necessary conditions to produce an output, as there were no functional inputs or established processes in place. Due to the absence of both the necessary inputs and the required processes, at the time of the Dogecoin Acquisition, Dogecoin was not capable of producing outputs and therefore would not meet the definition of a business under IFRS 3 Business combinations (“IFRS 3”). As a result, Dogecoin Acquisition did not qualify as a business combination under IFRS 3, as the significant i --- nputs, processes, and outputs that together constitute a business did not exist in Dogecoin Holdings at the time of acquisition and Dogecoin Acquisition has been accounted for as an equity-settled share-based payment transaction within the scope of IFRS 2 Share- based payments. Accordingly, the consideration in excess of net assets acquired was recorded as acquisition expense. A summary of the Company’s fair value of the consideration and net assets acquired as at November 22, 2024, the acquisition date is as follows: $ Consideration Fair value of 14,000,000 common shares 4,480,000 Fair value of 14,000,000 share purchase warrants 4,265,340 8,745,340 Net assets acquired Cash 387,494 Accounts payable and accrued liabilities (6,192) 381,302 Acquisition expense 8,364,038 In addition to Dogecoin’s identifiable net assets, Dogecoin possesses vendor contracts and established relationships. However, the fair value of these items cannot be measured reliably and the potential future economic benefit flowing from them is indeterminable. As a result, the vendor contracts and relationships do not meet the criteria for recognition as intangible assets and have been expensed. SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 10 6. AMOUNTS RECEIVABLE As at September 30, 2025, the Company has amounts receivable of $nil (December 31, 2024 - $2,569). During the three and nine months ended September 30, 2025, the Company recognized a provision of $16,791 and $98,843, respectively (2024 - $nil and $nil, respectively), against taxes receivable due to uncertainty surrounding the recovery of GST claims. 7. DIGITAL ASSETS The Company has a brokerage account with Crypto Finance AG in Zurich, Switzerland, Bitcoin Suisse AG in Grafenauweg, Switzerland, a B2C2 wallet and a multi-signature wallet. Unrealized fair value gains on digital assets are recorded through profit or loss only to the extent that an unrealized gain reverses a previously recorded unrealized loss. Unrealized fair value gains are otherwise recognized through OCI. Unrealized fair value losses are first applied to any gains previously recorded through OCI with residual amounts recognized through profit or loss. When a digital asset is sold, amounts respective of the digital asset that have been recorded in OCI are reclassified to deficit and a realized gain or loss through profit or loss is recorded based on proceeds of disposition less the fair value of the digital asset sold. A summary of the Company’s digital assets is as follows: September 30, 2025 December 31, 2024 Units held Fair value Units held Fair value # $ # $ Current Bitcoin - - 0.25 33,609 Dogecoin 41,200 15,678 41,200 18,716 Tether 5,300 7,233 26,680 37,328 USD Coin 10,428 14,514 10,428 13,159 Total 37,425 102,812 During the three and nine months ended September 30, 2025, the Company recorded a loss on change in fair value of digital assets of $2,192 and $1,933, respectively (2024 - $16,814 and $12,995, respectively) through profit or loss. During the three and nine months ended September 30, 2025, realized gain on sale of digital assets was $1,898 and $1,898, respectively (2024 - loss of $57,242 and $33,272, respectively). During the three and nine months ended October 30, 2025, the Company recorded a gain of $nil and $1,668, respectively (2024 - loss of $51,436 a --- nd $nil, respectively) through other comprehensive income. Major movement during the nine months ended September 30, 2025 On February 24, 2025, 21,380 units of Tether with a fair value of $30,057 received as subscription deposits during the year ended December 31, 2024 from a subscriber were returned following the subscriber’s withdrawal from future financings. On September 2, 2025, the Company sold 0.25 Bitcoin with a fair value of $36,702 for proceeds of $38,600. As a result, a realized gain on sale of digital assets of $1,898 was recorded in profit or loss. Major movements during the year ended December 31, 2024 On January 5, 2024, the Company received a repayment of amounts receivable of $271,515 from InvestDEFY Technologies Inc. (“InvestDEFY”) in the form of EOS tokens. The EOS tokens were sold for $267,091 in the form of 23.45 Ethereum and 135.046 USD Coin. There was a net loss of $4,424 from the sale and this was disclosed as realized loss on sale of digital assets in profit or loss. On November 14, 2024, 0.25 units of Bitcoin with fair value of $30,665 were received, part of which were included as part of gross proceeds received from the closing of a unit private placement on December 17, 2024. During the year ended December 31, 2024, the Company recorded an unrealized gain of $2,944 through other comprehensive income on these units of Bitcoin. SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 11 7. DIGITAL ASSETS (continued) On November 14, 2024, 21,380 units of Tether with a fair value of $30,057 were received as subscription deposits from a subscriber. On December 17, 2024, an additional 25,000 units of Tether with a fair value of $35,309 were received as subscription deposits from a subscriber that participated in a unit private placement closed on January 16, 2025. During the year ended December 31, 2024, 19,700 units of Tether were sold for gross proceeds of $28,538. During the year ended December 31, 2024, the Company purchased 41,200 units of Dogecoin for $21,641 and recorded a loss on change in fair value of these units of $2,925. 8. PREPAID EXPENSES A summary of the Company’s prepaid expenses is as follows: September 30, 2025 December 31, 2024 $ $ Insurance 5,834 237 Marketing and investor relations 386,303 101,700 392,137 101,937 9. INVESTMENT A summary of the Company’s investment is as follows: CryptoSlam $ Balance, December 31, 2023 - Additions 67,595 Foreign exchange gain 4,350 Balance, December 31, 2024 71,945 Foreign exchange loss (2,340) Balance, September 30, 2025 69,605 Investment in CryptoSlam SAFE On March 7, 2024, the Company entered into a simple agreement for future equity (“SAFE”) with CryptoSlam. Pursuant to the SAFE, the Company invested $67,595 (US$50,000 - the “Purchase Amount”) to support CryptoSlam’s innovation program. In the event that CryptoSlam completes an equity financing, CryptoSlam will automatically issue to the Company the greater of: • The number of shares of the preferred stock equal to the Purchase Amount divided by the lowest price per share of the preferred stock; and • The number of shares of preferred stock equal to the Purchase Amount divided by the safe price (equal to price per preferred share equal to CryptoSlam’s post-money valuation capitalization divided by CryptoSlam’s total number of common shares issu --- ed and outstanding immediately prior to the equity financing.) In the event of CryptoSlam’s liquidation before the conversion of the SAFE to equity of CryptoSlam, the Company will receive an amount equal to the greater of: • the Purchase Amount; and • the amount payable on the number of ordinary shares equal to the Purchase Amount divided by the liquidity price (equal to CryptoSlam’s post-money valuation cap divided by CryptoSlam’s total number of shares issued and outstanding immediately prior to the liquidation event). In the event of CryptoSlam’s dissolution before the conversion of the SAFE to equity of CryptoSlam, the Company will receive the Purchase Amount. 9. INVESTMENT (continued) SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 12 As at September 30, 2025, the SAFE had a balance of $69,605 (December 31, 2024 - $71,945) and has not been converted to shares of CryptoSlam as no triggering events have taken place since the issuance of the SAFE. As at September 30, 2025, the Company has concluded that the cost of the SAFE is a representation of the fair value because of the absence of a market to reliably measure the fair value of the investment. 10. CONVERTIBLE NOTES RECEIVABLE On December 5, 2023, the Company entered into an agreement to acquire an unsecured, 10% convertible notes receivable (the “Notes”) with a principal amount of $133,310 (US$100,000), convertible into common shares of CoinChange. The transaction closed on January 4, 2024. The Notes mature on December 5, 2026 (“Maturity Date”) and accrue interest at 10% per annum. The outstanding principal amount of the Notes plus all accrued and unpaid interest becomes due and receivable in cash on December 5, 2026. The convertible notes receivable may be converted into shares of CoinChange as a result of the following four conditions: 1. A financing for aggregate gross proceeds for at least US$5,000,000 - excluding conversion of the Notes and CoinChange’s other debts (a “Qualified Financing”). In the event of a Qualified Financing, the Notes plus any unpaid accrued interest will automatically convert into the highest- ranking common shares of CoinChange at a conversion price equal to the lesser of: • 80% of the price per share paid by investors participating in the Qualified Financing; and • US$25,000,000 divided by the number of all issued and outstanding shares of CoinChange immediately prior to the Qualified Financing, calculated on a fully-diluted basis. 2. An initial public offering of its common shares on a recognized stock exchange in Canada with net proceeds of US$50,000,000 (an “IPO”). 3. A consolidation or merger of CoinChange with or into any other corporation resulting in a surviving entity in which shareholders of CoinChange continue to hold a majority of voting power; or any transaction or series of transactions to which CoinChange is a party resulting in more than 50% of CoinChange’s voting power is maintained; or a sale, lease, exclusive license or other disposition of all or substantially all of CoinChange’s assets (collectively referred to as "Sale of Corporation"). 4. In the event of an IPO or Sale of Corporation, the Company has the option to convert the Notes plus any unpaid accrued interest into the highest-ranking common shares of CoinChange at a conversion price equal to US$25,000 --- ,000 divided by the number of all issued and outstanding shares of CoinChange, calculated on a fully-diluted basis, on the conversion date. If the Notes have not been converted pursuant to any of the events above, the Company has the option to convert the Notes plus any unpaid accrued interest into highest-ranking common share of CoinChange at a conversion price equal to US$25,000,000 divided by the number of all issued and outstanding shares of CoinChange, calculated on a fully-diluted basis, on the conversion date, which must be at least 10 days prior to the Maturity Date. The Company determined that the fair value of the convertible notes receivable could not be reliably measured due to the absence of an active market and a lack of observable inputs. The convertible notes receivable is therefore carried at cost, which is considered a reasonable approximation of fair value as at period end. This conclusion is based on the lack of any significant changes in the underlying business, market conditions, or other relevant indicators that would materially affect the investment's value. The investment is classified within Level 3 of the fair value hierarchy due to the use of unobservable inputs. As at September 30, 2025, the Notes have not been converted due to no triggering events taking place since the issuance of the Notes and had a balance of $163,543 (December 31, 2024 - $158,279). During the three and nine months ended September 30, 2025, the Company recorded a foreign exchange gain of $3,233 and loss of $5,197, respectively (2024 - loss of $2,008 and gain of $1,602, respectively) and accrued interest income of $3,471 and $10,461, respectively (2024 - $3,438 and $10,174, respectively). SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 13 11. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES A summary of the Company’s accounts payable and accrued liabilities is as follows: September 30, 2025 December 31, 2024 $ $ Trade payables 1,480,189 700,046 Accrued liabilities 94,677 388,692 Convertible debentures interest payable (Note 12) 27,275 45,547 1,602,141 1,134,285 SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 14 12. CONVERTIBLE DEBENTURES A summary of the Company’s convertible debentures is as follows: First Tranche Second Tranche EOS Tranche Third Tranche Fourth Tranche Total $ $ $ $ $ $ Balance, December 31, 2023 203,900 46,104 961,339 - - 1,211,343 Issuance - liability component - - - 307,527 27,957 335,484 Interest expense 15,144 3,749 97,900 22,841 740 140,374 Accretion expense 24,191 8,650 45,785 113,268 749 192,643 Conversion of convertible debentures (220,000) (54,463) - (360,000) - (634,463) Accrued interest expense reclassified to accounts payable and accrued liabilities (23,235) (4,040) - (18,272) - (45,547) Balance, December 31, 2024 - - 1,105,024 65,364 29,446 1,199,834 Interest expense - - - 4,488 2,244 6,732 Interest payment - - - (4,570) - (4,570) Accretion expense - - - 5,567 2,516 8,083 Conversion of convertible debentures - - (1,105,024) - - (1,105,024) Balance, September 30, 2025 - - - 70,849 34,206 105,055 Current - - - - - - Non-current - - - 70,849 34,206 105,055 SPIRIT BLOCKCHAI --- N CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 15 12. CONVERTIBLE DEBENTURES (continued) a) First Tranche On July 5, 2023, the Company completed a non-brokered private placement (the “First Tranche”) of convertible debentures for gross proceeds of $220,000. The convertible debentures are unsecured, bear interest at 7.5% per annum, payable semi-annually and mature three years after the date of issue on July 5, 2026. Each convertible debenture is convertible into common shares at a price of $0.18 per common share during the period of 18 months after the date of issue and $0.24 per common share afterwards until July 5, 2026. The fair value of the liability component was determined using the rate of interest that would apply to an identical financial instrument without the conversion option. As a result, fair value of $191,854 was allocated to the liability component and $28,146 was allocated to the equity component representing the conversion feature. On December 4 and December 10, 2024, the Company settled a total of $220,000 of First Tranche convertible notes principal by issuing an aggregate of 1,222,222 common shares at a price of $0.18 per share. The value of the conversion feature for these settled convertible debentures was transferred from contributed surplus to share capital in the amount of $28,146. Unsettled accrued interest expense was reclassified to accounts payable and accrued liabilities in the amount of $23,235 disclosed as convertible notes interest payable (Note 11). During the three and nine months ended September 30, 2025, the Company recorded an accretion expense of $nil and $nil, respectively (2024 - $2,256 and $6,527, respectively) and an interest expense of $nil and $nil, respectively (2024 - $4,159 and $12,386, respectively) on the First Tranche. b) Second Tranche and EOS Tranche On December 5, 2023, the Company completed a non-brokered private placement of convertible debentures with an affiliated entity for total fair value of $1,054,463, of which $54,463 was received in cash proceeds (the “Second Tranche”) and $1,000,000 in EOS tokens (the “EOS Tranche”). The Second Tranche matures three years from the date of issuance on December 5, 2026 and bear interest at 7.5% per annum payable semi-annually. The Second Tranche is convertible into common shares at a price of $0.18 per common share during the 18 months after the date of issue and $0.24 per common share afterwards until December 5, 2026. In the event of an acquisition of the Company, the Second Tranche will be repaid in full plus any accrued and unpaid interest. The fair value of the liability component was determined using the rate of interest that would apply to an identical financial instrument without the conversion option. As a result, fair value of $45,641 was allocated to the liability component and $8,822 was allocated to the equity component representing the conversion feature. On December 2, 2024, the Company settled $54,463 of Second Tranche convertible notes principal by issuing 302,572 common shares at a price of $0.18 per share. The value of the conversion feature for these settled convertible debentures was transferred from contributed surplus to share capital in the amount of $8,822. Unsettled accrued interest payable was reclassified to accounts payable and accrued liabilities in the --- amount of $4,040 disclosed as convertible notes interest payable (Note 11). On January 21, 2025, following the maturity of the EOS Tranche on December 5, 2024, the Company settled $1,105,024 of EOS Tranche convertible notes principal and interest by issuing 6,470,588 common shares at a share price of approximately $0.17 per share. The derivative liability of $153,003 relating to the EOS Tranche was reclassified to share capital (Note 13((b)). During the three and nine months ended September 30, 2025, the Company recorded an accretion expense of $nil and $nil, respectively (2024 - $13,342 and $38,304, respectively) and an interest expense of $nil and $nil, respectively (2024 - $$27,932 and $81,241, respectively) on the combined Second Tranche and EOS Tranche. c) Third Tranche On March 28, 2024, the Company completed a non-brokered private placement (the “Third Tranche”) of convertible debentures for gross proceeds of $440,000. The convertible debentures are unsecured, bear interest at 7.5% per annum, payable semi- annually and mature three years after the date of issue on March 28, 2027. Each convertible debenture is convertible into common shares at a price of $0.18 per common share until September 28, 2025 and $0.24 per common share afterwards until March 28, 2027. SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 16 12. CONVERTIBLE DEBENTURES (continued) On December 2 and December 10, 2024, the Company settled $360,000 of Third Tranche convertible notes principal by issuing 1,999,999 common shares at a price of $0.18 per share. The value of the conversion feature for these settled convertible debentures was transferred from contributed surplus to share capital in the amount of $108,387. Accrued interest payable of $18,272 unsettled at the time of conversion was reclassified to accounts payable and accrued liabilities and disclosed as convertible notes interest payable (Note 11). This amount was paid in cash during the nine months ended September 30, 2025. During the three and nine months ended September 30, 2025, the Company recorded an accretion expense of $1,965 and $5,567, respectively (2024 - $8,882 and $17,492, respectively) and an interest expense of $1,512 and $4,487, respectively (2024 - $8,318 and $16,817, respectively) on the Third Tranche. Accrued interest payable of $4,570 was paid in cash during the nine months ended September 30, 2025. d) Fourth Tranche On October 2, 2024, the Company completed a non-brokered private placement (the “Fourth Tranche”) of convertible debentures for gross proceeds of $40,000. The convertible debentures are unsecured, bear interest at 7.5% per annum, payable semi- annually and mature three years after the date of issue on October 2, 2027. Each convertible debenture is convertible into common shares at a price of $0.18 per common share until April 2, 2026 and $0.24 per common share afterwards until October 2, 2027. The fair value of the liability component was determined using the rate of interest that would apply to an identical financial instrument without the conversion option. As a result, fair value of $27,957 was allocated to the liability component and $12,043 was allocated to the equity component representing the conversion feature. During the three and nine months ended September 30 2025, the Company recorded accr --- etion expense of $891 and $2,516, respectively (2024 - $nil and $nil, respectively) and interest expense of $757 and $2,245, respectively (2024 - $nil and $nil, respectively) on the Fourth Tranche. 13. SHARE CAPITAL a) Authorized share capital The Company is authorized to issue an unlimited number of common shares without par value. b) Issued and outstanding During the nine months ended September 30, 2025, the Company had the following share capital transactions: • On January 16, 2025, the Company completed a unit private placement of 883,009 units at $0.165 per unit for gross proceeds of $145,696. Of this amount, $87,601 was received during the year ended December 31, 2024, in the form of $52,291 in cash and $35,309 in Tether while the rest of the gross proceeds, $58,096 was received in cash during the three and six months ended June 30, 2025. Each unit consists of one common share and one-half warrant. Each whole warrant entitles the holder to purchase one common share of the Company at an exercise price of $0.255 until January 16, 2027. Warrants were measured at fair value on the date of the private placement using a Black-Scholes option pricing model and each warrant had a fair value of $0.1006. Proceeds were allocated using the relative fair value method. The closing price of one common share on January 16, 2025, was $0.028, as a result, fair value of $101,270 was allocated to share capital and fair value of $44,426 was allocated to contributed surplus. • On January 21, 2025, the Company settled $1,105,024 of EOS Tranche convertible notes principal and interest by issuing 6,470,588 common shares at a price of approximately $0.17 per share. The derivative liability of $153,003 was reclassified to share capital. • On February 18, 2025, the Company closed the LIFE Offering of 14,088,491 units at $0.15 per unit for gross proceeds of $2,113,274. Each unit consists of one common share and one warrant. Each warrant entitles the holder to purchase one common share of the Company at an exercise price of $0.25 until February 18, 2027. Warrants were measured at fair value on the date of the private placement using a Black-Scholes option pricing model and each warrant had a fair value of $0.0875. Proceeds were allocated using the relative fair value method. The closing price of one common share on February 18, 2025 was $0.15, as a result, fair value of $1,497,182 was allocated to share capital and fair value of $616,092 was allocated to contributed surplus. SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 17 13. SHARE CAPITAL (continued) • In connection with the LIFE Offering, the Company paid cash finders fees of $271,559 and issued 333,333 units and 1,127,079 compensation options. Each unit consists of one common share and one-half of one common share purchase warrant. Each common share purchase warrant entitles the holder to purchase one common share of the Company at an exercise price of $0.25 until February 18, 2027. The closing price of one common share on February 18, 2025 was $0.15, as a result, fair value of $50,000 was allocated to share capital. The warrants were valued using Black-Scholes option pricing model and had a fair value of $19,889. The compensation options were valued using the Black-Scholes option pricing model and had a fair value of $140,819. Each --- compensation option entitles the holder to purchase one common share of the Company at a price of $0.15 per share until February 18, 2027. • On April 28, 2025, the Company issued 239,541 common shares upon the exercise of 239,541 share purchase warrants at exercise price of $0.05 per warrant, for gross proceeds of $11,977. Accordingly, the Company reclassified $72,980 from contributed surplus to share capital representing previously the recognized fair value of the exercised warrants. • On June 16, 2025, the Company issued 4,435,417 common shares with a fair value of $199,594 to settle $350,875 owing to various consultants and service providers of the Company. As a result, a gain on settlement of accounts payable of $151,281 was recorded through profit or loss. c) Stock options During the three and nine months ended September 30, 2025, the Company recorded share-based compensation expense of $260 and $780, respectively (2024 - $650 and $1,952, respectively) related to the vesting of previously issued stock options. During the nine months ended September 30, 2025 and the year ended December 31, 2024, the Company did not have any stock option transactions. A summary of the Company’s stock options outstanding and exercisable as at September 30, 2025 is as follows: Expiry date Number of options outstanding Number of options exercisable Weighted average exercise price Weighted average remaining life # # $ Years July 31, 2026 1,800,378 1,800,378 0.13 0.83 November 1, 2027 333,333 222,222 0.05 2.09 2,133,711 2,022,600 0.11 1.03 d) Restricted share units (“RSUs”) During the three and nine months ended September 30, 2025, the Company recorded share-based compensation expense of $162 and $486, respectively (2024 - $1,698 and $10,260, respectively) related to the vesting of previously issued RSUs. During the nine months ended September 30, 2025 and the year ended December 31, 2024, the Company did not have any RSU transactions. A summary of the Company’s RSUs outstanding as at September 30, 2025 is as follows: Expiry date Number of RSUs outstanding Weighted average fair value Weighted average remaining life # $ Years November 1, 2025 (Note 18) 166,667 0.04 0.09 July 31, 2026 743,555 0.13 0.83 910,222 0.11 0.70 SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 18 13. SHARE CAPITAL (continued) e) Share purchase warrants A summary of Company’s warrant activity is as follows: Number of warrants Weighted average exercise price # $ Balance, December 31, 2023 1,236,150 0.18 Issued in private placements 5,160,272 0.24 Issued in Dogecoin Acquisition 14,000,000 0.05 Exercised (435,714) 0.18 Balance, December 31, 2024 19,960,708 0.10 Issued in private placements and LIFE Offering 7,652,416 0.25 Exercised (239,541) 0.05 Expired (1,064,286) 0.18 Balance, September 30, 2025 26,309,297 0.14 A summary of the Company’s outstanding warrants as at September 30, 2025, is as follows: Expiry date Number of warrants outstanding Weighted average exercise price Weighted average remaining life # $ Years December 5, 2025 136,150 0.18 0.18 March 28, 2026 700,000 0.18 0.49 October 2, 2026 100,000 0.18 1.01 November 22, 2026 13,760,459 0.05 1.15 December 17, 2026 3,960,272 0.26 1.21 January 16, 2027 441,505 0.26 1.30 February 18, 2027 7,210,911 0.25 1.39 26,309,297 0.14 1.20 Of the 27,613,123 warrants, 6, --- 402,211 warrants that were issued in private placements may be exercised at a fixed price or on a cashless basis. A summary of the Company’s weighted average inputs used in the Black-Scholes option pricing model for the share purchase warrants issued during the nine months ended September 30, 2025 and December 31, 2024, is as follows: 2025 2024 Share price $0.15 $0.31 Exercise price $0.25 $0.10 Expected life 2 years 2 years Risk-free interest rate 2.81% 3.34% Expected volatility 209.02% 206.01% Expected annual dividend yield 0.00% 0.00% f) Compensation options In connection with the LIFE Offering, the Company issued 1,127,079 compensation options. Each compensation option entitles the holder to purchase one common share of the Company at a price of $0.15 per share until February 18, 2027. The compensation options are valued using the Black-Scholes option pricing model and has a fair value of $140,819. The compensation options were issued as standalone awards and are not part of the Company’s stock option plan. SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 19 13. SHARE CAPITAL (continued) A summary of Company’s compensation options activity is as follows: Number of compensation options Weighted average exercise price # $ Balance, December 31, 2024 and 2023 - - Issued in LIFE Offering 1,127,079 0.15 Balance, September 30, 2025 1,127,079 0.15 A summary of the Company’s weighted average inputs used in the Black-Scholes option pricing model for the compensation options issued during the nine months ended September 30, 2025, is as follows: 2025 Share price $0.15 Exercise price $0.15 Expected life 2 years Risk-free interest rate 2.80% Expected volatility 295.27% Expected annual dividend yield 0.00% As at September 30, 2025, the Company had 1,127,079 compensation options outstanding (December 31, 2024 - nil) with a weighted average exercise price of $0.15 that expires on February 18, 2027. As at September 30, 2025, the weighted average remaining life of these options was 1.39 years. 14. RELATED PARTY TRANSACTIONS Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Related parties may be individuals or corporate entities. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. The Company’s related parties include directors, key management personnel of the Company, including the Chief Executive Officer, and Chief Financial Officer. A summary of the Company’s related party transactions in profit or loss is as follows: Three months ended September 30, Nine months ended September 30, 2025 2024 2025 2024 $ $ $ $ Consulting fees 194,153 212,400 808,995 864,625 Share-based compensation 422 2,253 1,266 11,541 194,575 214,653 810,261 876,166 A summary of the Company’s amounts due to related parties is as follows: September 30, 2025 December 31, 2024 $ $ Accounts payable and accrued liabilities (309,407) (336,774) Convertible debentures (Note 12(b)) (1) - (1,105,024) (1) The convertible debentures are in respect of the EOS tranche which is payable to an affiliated entity of a director of the Company. 14. RELATED PARTY TRANSACTIONS (co --- ntinued) SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 20 The accounts payable and accrued liabilities balances relate to certain officers, bear no interest and have no specified terms of repayment. 15. RESEARCH AND DEVELOPMENT During the three and nine months ended September 30, 2025, the Company incurred research and development expenditures of $110,007 and $398,129, respectively (2024 - $nil and $nil, respectively) in connection with the development of a digital asset management platform. As at September 30, 2025, the project remained in the research phase, during which the criteria for capitalization under IAS 38 Intangible assets had not been met as the Company had not yet demonstrated the existence of an intangible asset that is technically feasible, intended for completion and use or sale, and capable of generating probable future economic benefits. Accordingly, all expenditures incurred during the period have been recognized as an expense in the statement of profit or loss. 16. FINANCIAL INSTRUMENTS AND DIGITAL ASSETS RISK MANAGEMENT As at September 30, 2025, the Company’s financial instruments consist of cash, convertible notes receivable, investment, accounts payable and accrued liabilities and convertible debentures. The Company classifies its fair value measurements in accordance with an established hierarchy that prioritizes the inputs in the valuation techniques used to measure fair value as follows: • Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities; • Level 2 - Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly; and • Level 3 - Inputs that are not based on observable market data. The carrying value of cash and accounts payable and accrued liabilities approximate their respective fair values because of their short-term nature. The Company’s investment and convertible notes receivable are classified as FVTPL and are recorded at fair value using unobservable inputs and are therefore classified as level 3 within the fair value hierarchy. The Company’s digital assets are measured using the revaluation model, as prescribed by IAS 38 Intangible assets. Initial recognition of digital assets is at fair value, which is the transaction price to purchase the digital asset. The Company’s risk exposures and the impact on the Company’s financial instruments and digital assets are summarized below: a) Credit risk Credit risk is the risk of financial loss to the Company if a customer or counterparty fails to meet an obligation under contract. A summary of the Company’s credit risk results from the financial assets are as follows: September 30, 2025 December 31, 2024 $ $ Cash 75,676 929,194 Investment 69,605 71,945 Convertible notes receivable 163,543 158,279 Total credit risk associated with financial assets 308,824 1,159,418 The Company’s exposure to credit risk associated with cash is minimal as the cash balances are held with major Canadian financial institutions and in trusts with a reputable law firm. The Company’s credit risk primarily relates to convertible notes receivable. The maximum exposure to credit risk is equal to the carrying value of such financial asset. SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements --- For the three and nine months ended September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 21 16. FINANCIAL INSTRUMENTS AND DIGITAL ASSETS RISK MANAGEMENT (continued) b) Liquidity risk Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due. The Company is exposed to liquidity risk through accounts payable and accrued liabilities, convertible debentures and subscription deposits. The Company controls liquidity risk by ensuring that it has sufficient cash resources to pay for its financial obligations. As the Company’s operations do not generate cash, financial liabilities are discharged using funding through the issuance of common shares or debt as required. As at September 30, 2025, the Company’s cash balance of $75,676 (December 31, 2024 - $929,194) will not be sufficient to meet its current obligations related to its accounts payable and accrued liabilities balance of $1,602,141 (December 31, 2024 - $1,134,285). Therefore, the Company has assessed its liquidity risk as high and will be required to raise additional capital in the future to fund its operations. c) Market risk Market risk is the risk that changes in market prices will affect the Company's earnings or the value of its financial instruments. The objective of market risk management is to manage and control exposures within acceptable limits, while maximizing returns. Interest rate risk Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is not exposed to interest rate risk as at September 30, 2025. Price risk Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from interest rate risk or foreign currency risk. The Company is exposed to price risk through its holding of digital assets. As at September 30, 2025, the Company held multiple digital assets which have a limited history and historically prices have been volatile. A 10% variance in price of these digital assets would impact the Company’s comprehensive loss by $3,743 (December 31, 2024 - $10,281). The Company is not exposed to any other significant price risks. Foreign currency risk Foreign currency risk is the risk that the fair values of future cash flows of a financial instrument will fluctuate because they are denominated in currencies that differ from the respective functional currency. The Company is exposed to foreign currency risk, as certain monetary financial instruments and digital assets are denominated in currencies other than the Company’s functional currency. A summary of the Company’s financial assets and liabilities and digital assets denominated in foreign currencies, expressed in Canadian dollars, is as follows: September 30, 2025 December 31, 2024 $ $ Assets Cash 834 153 Digital assets 37,425 102,812 38,259 102,965 Liabilities Accounts payable and accrued liabilities 116,553 1,394 116,553 1,394 (78,294) 101,571 The Company has not entered any foreign currency contracts to mitigate this risk. A 5% shift in the exchange rates relative to Canadian dollars would result in a foreign exchange gain or loss of approximately $3,900 (December 31, 2024 - $5,000). SPIRIT BLOCKCHAIN CAPITAL INC. Notes to the Condensed Interim Consolidated Financial Statements For the three and nine months ended --- September 30, 2025 and 2024 (Unaudited - Expressed in Canadian dollars, except where noted) 22 16. FINANCIAL INSTRUMENTS AND DIGITAL ASSETS RISK MANAGEMENT (continued) d) Custody risk The Company holds its digital assets with several third-party custodians. The Company’s custody strategy is designed to maximize liquidity and efficient sourcing of its digital assets by making those assets readily available to deploy. The Company constantly monitors its cash and the digital assets balance it maintains with its custodians. Prior to onboarding a new custodian, the Company performs extensive due diligence procedures, which include, but are not limited to, internal control procedures to ensure security, availability, integrity and confidentiality of custodian’s information and systems. The Company’s custodian is SOC 2 Type II and ISAE 3402 certified and undergo a SOC 2 Type II and ISAE 3402 review on an ongoing basis. The Company reviews its custodian’s SOC 2 and ISAE 3402 report to ensure they maintain a secure technology infrastructure and that their systems are designed and operating effectively. Additionally, the Company reviews its own complementary user entity controls in conjunction with the custodian’s controls to ensure that applicable trust services criteria can be met. The Company has no reason to believe it will incur any expense associated with security breach, computer malware and computer hacking attacks because (i) it has no known or historical experience of claims to use as a basis of measurement, (ii) it accounts for and continually certifies the amount of digital assets within its controls, and (iii) it has established security around custodial private keys to minimize the risk of theft or loss. e) Loss of access risk The loss of access to the private keys associated with the Company’s digital assets holdings may be irreversible and could adversely affect an investment. Digital assets controllable only by an individual that possesses both the unique public key and private key or key relating to the “digital wallet’ in which the cryptocurrency is held. To the extent a private key is lost, destroyed or otherwise compromised and no backup is accessible, the Company may be unable to access the digital assets. The Company has assessed this risk as low due to no occurrence since inception of business. 17. CAPITAL MANAGEMENT The Company's capital structure consists of all components of shareholders' equity. The Company's objective when managing capital is to maintain adequate levels of funding to support the current operations and the necessary corporate and administrative functions to facilitate these activities. This is done primarily through equity financing. future financings are dependent on market conditions and there can be no assurance the Company will be able to raise funds in the future. The Company invests all capital that is surplus to its immediate operational needs in digital assets in various accounts. The Company is not subject to externally imposed capital requirements. There have been no changes to the Company’s capital management policy during the three and nine months ended September 30, 2025. 18. SUBSEQUENT EVENT On November 1, 2025, 166,667 RSUs of the Company expired unexercised (Note 13(d)).