Northwire Canada EditionSunday, July 12, 2026
Northwire
GLDN 0.055 +0.0% BRON 0.040 +0.0% BTO 5.43 −0.7% ESK 0.365 −2.7% AUMN 0.275 +0.0% GGX 0.040 +0.0% S 0.155 +29.2% NNX 0.035 +0.0% ABX 51.90 −0.6% TTS 2.40 −4.0% FCI 0.400 −9.1% GR 0.075 +0.0% AII 23.38 +12.4% TUNG 1.72 +1.8% LGO 1.01 −2.9% EMM 0.080 +0.0% GLDN 0.055 +0.0% BRON 0.040 +0.0% BTO 5.43 −0.7% ESK 0.365 −2.7% AUMN 0.275 +0.0% GGX 0.040 +0.0% S 0.155 +29.2% NNX 0.035 +0.0% ABX 51.90 −0.6% TTS 2.40 −4.0% FCI 0.400 −9.1% GR 0.075 +0.0% AII 23.38 +12.4% TUNG 1.72 +1.8% LGO 1.01 −2.9% EMM 0.080 +0.0%

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Original News Release

SEDAR Interim Financial Statements

TOMBILL MINES LIMITED Condensed Consolidated Interim Financial Statements For nine months ended July 31, 2025, and 2024 (Unaudited, expressed in Canadian Dollars) - 2 - TOMBILL MINES LIMITED Index Page Consolidated Interim Financial Statements Consolidated Statements of Financial Position 3 Consolidated Statements of Loss and Comprehensive Loss 4 Consolidated Statement of Changes in Equity (Deficit) 5 Consolidated Statements of Cash Flows 6 Notes to the Consolidated Financial Statements 7-17 TOMBILL MINES LIMITED Consolidated Interim statements of Financial Position (Unaudited, expressed in Canadian Dollars) - 3 - Note July 31, 2025 October 31, 2024 Assets Unaudited Audited Current assets: Cash and cash equivalents $ 335,255 $ 4,130 Short term deposits - 370,000 Receivables 4 11,552 36,359 Prepaid expenses 24,705 19,288 371,512 429,777 $ 371,512 $ 429,777 Liabilities and Shareholders’ Equity (Deficit) Current liabilities: Trade payables and accrued liabilities 5 $ 136,231 $ 306,721 136,231 306,721 Shareholders’ Equity (Deficit): Share capital 8 $ 13,909,285 $ 13,490,330 Reserve 8(f) 827,921 812,510 Deficit (14,501,925) (14,179,784) 235,281 123,056 $ 371,512 $ 429,777 Nature and continuance of operations (Note 1) The accompanying notes form an integral part of these consolidated financial statements. Tombill Mine Limited Consolidated Interim statements of Loss and Comprehensive loss (Unaudited, expressed in Canadian Dollars) - 4 - Three months ending July 31, Nine months ending July 31, Note 2025 2024 2025 2024 Expenses: Exploration $ 55,684 $ 18,885 $ 107,870 $ 55,242 Administrative fees 19,138 7,041 29,409 7,041 Consulting 7 23,363 81,040 77,178 171,403 Depreciation - 1,120 - 3,776 Marketing 1,050 1,500 4,050 5,279 Office and miscellaneous (7,314) 36,296 3,594 117,973 Professional fees 4,953 (26,084) 13,851 36,460 Property tax 16,757 13,699 44,760 48,094 Regulatory and transfer agent fees 6,053 704 13,089 16,698 Insurance 3,305 3,226 9,862 9,957 Share-based compensation 8(d)(f) 1,001 148 15,411 14,902 (123,990) (137,575) (319,075) (486,825) LOSS BEFORE OTHER ITEMS (123,990) (137,575) (195,085) (486,825) Other Items: Interest income - 4,813 - 5,566 Other income 5,250 5,250 15,750 15,750 Listing expense (17,580) (3,935) (18,816 ) (26,075) (12,330) 6,128 (3,066) (4,759) LOSS BEFORE INCOME TAXES (136,320) (131,447) (322,141) (491,584) Deferred income tax recovery - - - - NET AND COMPREHENSIVE LOSS FOR THE PERIOD $ (136,320) $ (131,447) $ (322,141) $ (491,584) Loss per common share - basic and diluted $ (0.000) $ (0.001) $ (0.001) $ (0.002) Weighted average number of common shares outstanding. - basic and diluted 263,503,451 221,503,451 263,503,451 221,503,451 The accompanying notes form an integral part of these consolidated financial statements. Tombill Mine Limited Consolidated Interim statements of Changes in Equity (Deficit) (Unaudited, expressed in Canadian Dollars) - 5 - For the nine months ending July 31, 2025 Share capital Note Shares Amount Reserve Deficit Total Equity Balance, October 31, 2024 221,503,451 $ 13,490,330 $ 812,510 $ (14,179,784) $ 123,056 Private Placement shares 8(b)(e) 42,000,000 420,000 420,000 Share issuance costs: 8(b) (1,045) (1,045) Share-based compensation 8(d) 15,411 15,411 Net loss for the year (322,141) (322,141) Balance, July 31, 2025 263,503,451 $ 13,909,285 $ 827,921 $ (14,501,925) $ 235,281 For the nine months ending July 31, 2024 Share capital Note Shares Amount Reserve Deficit Total Equity Balance, --- October 31, 2023 172,943,452 $ 12,791,967 $ 917,880 $ (13,699,449) $ 10,398 Private Placement shares 8(b)(e) 48,559,999 728,400 728,400 Share issuance costs: 8(b) (8,530) (8,530) Share-based compensation 8(d) 14,902 14,902 Net loss for the year (491,582) (491,582) Balance, July 31, 2024 221,503,451 $ 13,511,837 $ 932,782 $ (14,191,031) $ 253,586 For the year ended October 31, 2024 Share capital Note Shares Amount Reserve Deficit Total Equity Balance, October 31, 2023 172,943,452 $ 12,791,967 $ 917,880 $ (13,699,449) $ 10,398 Private Placement shares 8(b)(e) 47,999,999 720,000 720,000 Share issuance costs: 8(b) (25,937) (25,937) Broker units issued 8(b) 560,000 4,300 4,100 8,400 Share-based compensation 8(d) 24,163 24,163 Options/Warrants Expired (133,633) 133,633 - Net loss for the year (613,968) (613,968) Balance, October 31, 2024 221,503,451 $ 13,490,330 $ 815,510 $ (14,179,784) $ 123,056 The accompanying notes form an integral part of these consolidated financial statements. Tombill Mines Limited Consolidated Interim statements of Cash Flows (Unaudited, expressed in Canadian Dollars) - 6 - Nine months ending July 31, Note 2025 2024 CASH FLOWS FROM OPERATING ACTIVITIES Net and comprehensive loss for the year $ (322,141) $ (491,584) Items not affecting cash: Depreciation - 3,776 Share-based compensation 8(d) 15,412 14,902 Deferred income tax recovery - - (306,729) (472,906) Changes in non-cash working capital items: Receivables 24,807 (3,087) Prepaid expenses (5,417) (21,553) Trade payables and accrued liabilities (170,490) (91,384) Cash used in operating activities (457,829) (588,930) CASH FLOWS FROM INVESTING ACTIVITIES Disposal of equipment - - Cash used in investing activities - - CASH FLOWS FROM FINANCING ACTIVITIES Private placements 8(b) 420,000 728,400 Share issuance costs - cash 8(b) (1,045) (8,530) Cash provided by financing activities 418,955 719,870 Change and cash equivalents: (38,874) 130,940 at the beginning of the year 374,130 274,543 Cash and cash equivalents, end of year $ 335,256 $ 405,483 The accompanying notes form an integral part of these consolidated financial statements. TOMBILL MINES LIMITED Notes to the Consolidated Interim Financial Statements (Unaudited, expressed in Canadian Dollars) - 7 - 1. Nature and continuance of operations Tombill Mines Limited (“Tombill” or the “Company”) was incorporated under the Canada Business Corporations Act on October 19, 2018, the Company was continued into British Columbia. On September 9, 2022, the Company was authorized to continue under the laws of the Province of Ontario. The head office and registered office of the Company is 1 Dundas St W, Suite 2500, Toronto, ON, M5G 1Z3. On December 9, 2020, the Company completed a reverse takeover (“RTO”) transaction (the “Transaction”) with Bluerock Ventures Corp. Tombill Mines’ primary business is mineral exploration, primarily gold. The business of mining and exploring for minerals involves a high degree of risk and there can be no assurance that current exploration programs will result in profitable mining operations. The Company’s continued existence is dependent upon the preservation of its interest in the underlying properties, the discovery of economically recoverable reserves, the achievement of profitable operations, or the ability of the Company to raise alternative financing, if necessary, or alternatively upon the Company’s ability to dispose of its interests on an advantageous basis. Although the Company has taken ste --- ps to verify title to the properties on which it is conducting exploration and in which it has an interest, in accordance with industry standards for the current stage of exploration of such properties; these procedures do not guarantee the Company’s title. Property title may be subject to unregistered prior agreements, social licensing requirements and non-compliance with regulatory requirements. The Company’s assets may also be subject to increases in taxes and royalties, renegotiation of contracts, and political uncertainty. These consolidated interim financial statements have been prepared on the assumption that the Company will continue as a going concern, meaning it will continue in operation for the foreseeable future and will be able to realize assets and discharge liabilities in the ordinary course of operations. As of July 31, 2025, the Company had not yet achieved profitable operations, had accumulated losses of $14,501,925 (2024: $14,191,031) since its inception and expects to incur further losses in the development of its business, all which casts significant doubt about the Company’s ability to continue as a going concern. The Company’s continuation as a going concern is dependent upon its ability to attain profitable operations and generate funds therefrom and/or raise equity capital or borrowings sufficient to meet current and future obligations. Management intends to finance operating costs over the next twelve months with an additional equity raise (Note 11). TOMBILL MINES LIMITED Notes to the Consolidated Interim Financial Statements (Unaudited, expressed in Canadian Dollars) - 8 - 2. Statement of compliance and significant accounting policies a) Statement of compliance with IFRS These consolidated interim financial statements have been prepared in accordance with International Accounting Standards (“IAS”) 34 Interim Financial Reporting under International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (”IASB”). These condensed consolidated interim financial statements follow the same accounting policies and methods of application as the Company’s most recent annual financial statements but do not include all of the information required for full annual financial statements. Accordingly, these condensed consolidated interim financial statements should be read in conjunction with the Company’s annual financial statements for the year ended October 31, 2024 These consolidated financial statements were authorized for issue on August 13th 2025 by the directors of the Company. b) Basis of presentation These consolidated interim financial statements of the Company have been prepared on an accrual basis except for certain cash flow information and are based on historical costs. The consolidated financial statements are presented in Canadian dollars, which is also the functional currency of the Company and its subsidiary unless otherwise noted. These consolidated financial statements include the financial statements of the Company and its wholly owned subsidiary, Tombill Exploration Ltd. All intercompany balances and transactions were eliminated upon consolidation. Subsidiaries are all entities over which the Company has control. The Company controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns from its involvement with the entity. Subsidiaries are fully consolidated from th --- e date on which control is obtained. They are deconsolidated from the date that control ceases. c) Functional and Presentation Currency The functional currency of the Company and its’ subsidiary is the Canadian dollar as this is the principal currency of the economic environment in which it operates. Judgment is required to determine the functional currency of the Company. These judgments are continuously evaluated and are based on management’s experience and knowledge of the relevant facts and circumstances. TOMBILL MINES LIMITED Notes to the Consolidated Interim Financial Statements (Unaudited, expressed in Canadian Dollars) - 9 - 3. Significant accounting policies a) Significant accounting judgments, estimates and assumptions. The preparation of the Company’s consolidated interim financial statements in conformity with IFRS requires management to make estimates and assumptions concerning the future. Estimates and assumptions are continuously evaluated and are based on management’s experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. However, actual outcomes can differ from these estimates. Critical judgments exercised in applying accounting policies that have the most significant effect on the amounts recognized in the consolidated financial statements are as follows: i) Going concern (See Note 1) ii) Existence of Decommissioning and Restoration Costs and the Timing of Expenditure Decommissioning, restoration, and similar liabilities are estimated based on the Company’s interpretation of current regulatory requirements and constructive obligations and are measured at fair value. Fair value is determined based on the net present value of estimated future cash expenditures for the settlement of decommissioning, restoration or similar liabilities that may occur upon decommissioning of the mine. Such estimates are subject to change based on changes in laws and regulations and negotiations with regulatory authorities. iii) Share Based Payments Management determines costs for share-based payments using market-based valuation techniques. The fair value of the market-based and performance-based share awards are determined at the date of grant using generally accepted valuation techniques. Assumptions are made and judgment used in applying valuation techniques. These assumptions and judgments include estimating the future volatility of the stock price, expected dividend yield, future employee turnover rates and future employee stock option exercise behaviors and corporate performance. Such judgments and assumptions are inherently uncertain. Changes in these assumptions affect the fair value estimates. b) Foreign currency translation Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the period-end exchange rate. Non-monetary items measured in historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate on the date when fair values were determined. Exchange differences arising on the translation of monetary items or on settlement of monetary items are recognized in profit or loss in the statement of loss the period in which they arise, except where deferred in equity as a qualifying cash flow or net investment hedge. Exchange di --- fferences arising on the translation of non-monetary items are recognized in other comprehensive income in the statement of comprehensive income to the extent that gains and losses arising on those non-monetary items are also recognized in other comprehensive income. Where the non- monetary gain or loss is recognized in profit or loss, the exchange component is also recognized in profit or loss. TOMBILL MINES LIMITED Notes to the Consolidated Interim Financial Statements (Unaudited, expressed in Canadian Dollars) - 10 - 3. Significant accounting policies (cont’d) c) Share Based Payments Share-based payments to employees are measured at the fair value of the instruments issued and amortized over the vesting periods. Share-based payments to non-employees are measured at the fair value of goods or services received or the fair value of the equity instruments issued if it is determined the fair value of the goods or services cannot be reliably measured and are recorded on the date the goods or services are received. The corresponding amount is recorded to reserves. The fair value of options is determined using the Black–Scholes Option Pricing Model. The number of shares and options expected to vest is reviewed and adjusted at the end of each reporting period such that the amount recognized for services received as consideration for the equity instruments granted shall be based on the number of equity instruments that eventually vest. The grant date fair value of options that expire without being exercised is transferred to deficit. d) Cash and cash equivalents. Cash and cash equivalents in the consolidated statements of financial position comprise cash at banks and on hand, and short-term deposits with an original maturity of three months or less, which are readily convertible into a known amount of cash. e) Equipment Equipment is recorded at cost less accumulated depreciation and impairment charges. Such a cost consists of the purchase price, any costs directly attributable to bringing the equipment to the location and condition necessary for its intended use. Depreciation of equipment is calculated over the estimated useful lives. Computer equipment is amortized on straight line basis over 36 months. f) Exploration and evaluation expenses Cost of exploration properties, including the cost of acquiring prospective properties and exploration rights, and exploration and evaluation costs are expensed until it has been established that a mineral property is commercially viable. g) Financial instruments Classification The Company classifies its financial instruments in the following categories: at fair value through profit and loss (“FVTPL”), at fair value through other comprehensive loss (“FVTOCI”) or at amortized cost. The Company determines the classification of financial assets at initial recognition. The classification of debt instruments is driven by the Company’s business model for managing the financial assets and their contractual cash flow characteristics. Equity instruments that are held for trading are classified as FVTPL. For other equity instruments, on the day of acquisition the Company can make an irrevocable election (on an instrument-by-instrument basis) to designate them as at FVTOCI. Financial liabilities are measured at amortized cost, unless they are required to be measured at FVTPL (such as instruments held for trading or derivatives) or if the Company has opted to measure them at FVTPL. Measurement Financial assets and l --- iabilities at amortized cost: Financial assets and liabilities at amortized cost are initially recognized at fair value plus or minus transaction costs, respectively, and subsequently carried at amortized cost less any impairment. Financial assets and liabilities at FVTPL: Financial assets and liabilities carried at FVTPL are initially recorded at fair value and transaction costs are expensed in the consolidated statements of loss and comprehensive loss. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTPL are included in the consolidated statements of loss and comprehensive loss in the period in which they arise. Where management has opted to recognize a financial liability at FVTPL, any changes associated with the Company’s own credit risk will be recognized in other comprehensive loss. TOMBILL MINES LIMITED Notes to the Consolidated Interim Financial Statements (Unaudited, expressed in Canadian Dollars) - 11 - 3. Significant accounting policies (cont’d) Equity instruments designated as FVTOCI: On initial recognition, the Company may make an irrevocable election (on an instrument-by-instrument basis) to designate investments in equity instruments that would otherwise be measured at fair value through profit or loss to present subsequent changes in fair value in other comprehensive income (“OCI”). Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination. Investments in equity instruments at FVTOCI are initially measured at fair value plus transaction costs. Subsequently, they are measured at fair value with gains and losses arising from changes in fair value recognized in OCI. The cumulative gain or loss is not reclassified to profit or loss on disposal of the equity instrument. Impairment of financial assets at amortized cost: The Company recognizes a loss allowance for expected credit losses on financial assets that are measured at amortized cost. At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to the twelve month expected credit losses. The Company shall recognize in the consolidated statements of comprehensive loss, as an impairment gain or loss, the amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized. Derecognition Financial assets: The Company derecognizes financial assets only when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all the associated risks and rewards of ownership to another entity. Gains and losses on derecognition are generally recognized in the statements of loss. Financial liabilities: The Company derecognizes financial liabilities only when its obligations under the financial liabilities are discharged, cancelled, or expired. Generally, the difference between the carrying amount of the financial liability derecognized and the consideration paid and pay --- able, including any non- cash assets transferred or liabilities assumed, is recognized in the statements of loss. h) Provisions The Company recognizes provisions when a legal or constructive obligation exists as a result of past events, when it is probable that there will be an outflow of economic benefits from the entity, and a reliable estimate of the amount of the obligation can be made. When a provision is expected to settle beyond the immediate term, the provision is measured at the present value of future cash flows, discounted at prevailing market interest rates. With the passage of time, additional expenses are recorded as the provision increases. As of July 31, 2025, and 2024 the Company has no obligations that require provisions. i) Impairment of assets The carrying amount of the Company’s long-lived assets is reviewed at each reporting date to determine whether there is any indication of impairment. If such an indication exists, the recoverable amount of the asset is estimated to determine the extent of the impairment loss. An impairment loss is recognized whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable amount. Impairment losses are recognized in the statement of loss. TOMBILL MINES LIMITED Notes to the Consolidated Interim Financial Statements (Unaudited, expressed in Canadian Dollars) - 12 - 3. Significant accounting policies (cont’d) i) Impairment of assets (cont’d) The recoverable amount is the greater of an asset’s fair value, less cost to sell, and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre- tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate cash inflows, largely independent of those from other assets, the recoverable amount is determined for the cash-generating unit to which the asset belongs. An impairment loss is only reversed if there is an indication that the impairment loss may no longer exist and there has been a change in the estimates used to determine the recoverable amount, however, not to an amount higher than the carrying amount that would have been determined had no impairment loss been recognized in previous years. Assets that have an indefinite useful life are not subject to amortization and are tested annually for impairment. j) Flow-through shares. Canadian tax legislation permits a company to issue securities referred to as flow-through shares whereby the deduction for tax purposes relating to qualified resource expenditures is claimed by the investors rather than the Company. The Company accounts for flow-through shares whereby the premium, if any, paid for the flow-through share in excess of the market value of the shares without a flow-through feature at the time of issue is initially recorded to flow-through premium liability and then included in profit or loss, as a deferred income tax recovery, at the same time the qualifying expenditures are made. k) Loss per Share The Company presents basic and diluted loss per share data for its common shares. Basic loss per common share is calculated by dividing the profit or loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the period. Diluted loss per common share is calculated by adjusting the weighted average number of common shares outstanding to as --- sume conversion of all potentially dilutive share equivalents, such as stock options and warrants and assumes the receipt of proceeds upon exercise of the dilutive securities to determine the number of shares assumed to be purchased at the average market price during the year. During the nine months ending July 31, 2025, and 2024, all outstanding stock options and warrants were anti-dilutive and were excluded from the calculation of diluted loss per share. l) Changes to accounting standards The Company is adopting amendments and improvements of existing standards. These new standards and changes did not have any material impact on the interim financial statements. Accounting pronouncements not yet adopted. Certain pronouncements were issued by the IASB or the IFRIC that are mandatory for accounting periods commencing on or after January 1, 2024. Many are not applicable or do not have a significant impact to the Company and have been excluded. IAS 1 and IFRS Practice Statement 2 - In February 2021, the IASB issued ‘Disclosure of Accounting Policies’ with amendments that are intended to help preparers in deciding which accounting policies to disclose in their financial statements. The amendments are effective for year ends beginning on or after January 1, 2024. TOMBILL MINES LIMITED Notes to the Consolidated Interim Financial Statements (Unaudited, expressed in Canadian Dollars) - 13 - 3. Significant accounting policies (cont’d) l) Changes to accounting standards (cont’d) IAS 8 – In February 2021, the IASB issued ‘Definition of Accounting Estimates’ to help entities distinguish between accounting policies and accounting estimates. The amendments are effective for year ends beginning on or after January 1, 2024. IAS 1 – Presentation of Financial Statements (“IAS 1”) was amended in January 2020 to provide a more general approach to the classification of liabilities under IAS 1 based on the contractual arrangements in place at the reporting date. The amendments clarify that the classification of liabilities as current or noncurrent is based solely on a company’s right to defer settlement at the reporting date. The right needs to be unconditional and must have substance. The amendments also clarify that the transfer of a company’s own equity instruments is regarded as settlement of a liability, unless it results from the exercise of a conversion option meeting the definition of an equity instrument. The amendments are effective for annual periods beginning on January 1, 2025. 4. Receivables July 31, 2025 July 31, 2024 Government Sales Tax credits $ 11,552 7,109 $ 11,552 $ 7,109 5. Trades payable and accrued liabilities July 31, 2025 July 31, 2024 Trade payables $ 120.503 $ 180,400 Accrued liabilities 15,728 15,728 $ 136,231 $ 196,128 6. Exploration and evaluation expenditures The Company has certain claims located within the amalgamated Town of Greenstone, Ontario. Title to mineral properties involves certain inherent risks due to the difficulties of determining the validity of certain claims, as well as the potential for problems arising from the frequently ambiguous conveyance history characteristic of many mineral properties. The Company has investigated title to all of its mineral properties and, to the best of its knowledge, title to all of its properties is in good standing. 7. Related party transactions Key management personnel (KMP) include persons having the authority and responsibility for planning, directing, and controlling the ac --- tivities of the Company as a whole. Key management personnel comprise of the directors of the Company, executive and non-executive, and officers. The remuneration of KMP during the nine months ending July 31, 2025, and 2024 were as follows: 2025 2024 Chief Executive Officer $ 41,678 $ 53,877 Chief Financial Officer 35,500 28,500 Total $ 77,178 $ 82,377 During the nine months ending July 31, 2025, the Company: I. Recognized an aggregate of $15,411 (2024: $ 14,902) in share-based compensation on the vested portion of stock options granted to eligible parties (Note 8(d)) II. Paid a total of $61,810 (2024: $212,564) to Cerise property limited a UK based entity providing serviced office services where the CFO was until 2024 a shareholder & Director for primarily office & PA services. TOMBILL MINES LIMITED Notes to the Consolidated Interim Financial Statements (Unaudited, expressed in Canadian Dollars) - 14 - 8. Share capital (a) Authorized Unlimited number of common shares without par value. (b) Issued and outstanding During the nine months July 31, 2025, the company raised successfully $420,000 through a private placement, issuing 42,000,000 new common shares and 42,000,000 new warrants. $42,000,000 for cash at $0.010 per share against 47,999,999 units at $0.05 per unit for aggregate proceeds of $720,000 with each unit consisting of one common share and one common share purchase warrant of one common share of the Company at a price of $0.05 until November 2, 2028 for the same period last year where additionally, the Company issued 560,000 Units to certain brokers the fair value of these units was determined at $8,400 for the shares based on $0.015 per unit and at $4,100 for the warrants using the Black-Scholes Model (c) Escrow shares. There are no common shares issued held in escrow. (d) Share options. The Company adopted a 10% share option plan (the “Plan”) that enables the Company to grant options to directors, officers, employees and other service providers. The Company follows the policies of the TSXV where the number of common shares which may be issued pursuant to options granted under the Plan may not exceed 10% of the issued and outstanding shares of the Company from time to time on the date of granting of options. The terms of any options granted under the plan may not exceed ten years from the date of grant. Each option agreement with the grantee sets forth, among other things, the number of options granted, the exercise price, expiry date, and the vesting conditions of the options as determined by the Board of Directors. Share option transactions are summarized as follows: Options Weighted Average Outstanding Exercise Price Outstanding, October 31, 2024 9,826,343 0.095 Granted - - Forfeited and expired (1,849,191) 0.150 Outstanding, July 31, 2025 7,977,152 0.081 During the nine months ending July 31, 2025: I. the Company granted nil (2024: nil) share options to eligible recipients, II. a total of 1,849,191 (2024: 903,269) share options were forfeited or expired by eligible recipients, III. the Company recorded share-based compensation cost of $15,411 (2024: $14,902) (Note 8(f)). The Company uses the Black-Scholes option pricing model to calculate the fair value of stock options granted. The model requires management to make estimates, which are subjective and may not be representative of actual results. Changes in assumptions can materially affect estimates of fair values. TOMBILL MINES LIMITED Notes to the Consolidated Interim F --- inancial Statements (Unaudited, expressed in Canadian Dollars) - 15 - 8. Share capital (cont’d) (d) Share options (cont’d) The following weighted average assumptions were used to estimate fair values: Nine months ending July 31, 2025 Risk free interest rate 2.03% Expected dividend yield 0.00% Stock price volatility 108.28% Weighted average expected life 3.26 years Weighted average fair value 0.054 Share options outstanding and exercisable on July 31, 2024, are summarized as follows: Number of Options Exercise Price Expiry Date Remaining Option’s Life (Years) Number of Options Exercisable 2,077,652 0.150 10/12/2025 0.36 2,077,652 168,000 0.245 19/02/2026 0.56 168,000 132,000 0.060 28/02/2026 0.58 132,000 31,500 0.180 24/05/2026 0.81 31,500 168,000 0.060 28/02/2027 1.58 168,000 540,000 0.050 15/09/2029 4.13 540,000 810,000 0.050 15/09/2029 4.13 - 1,782,000 0.050 15/09/2029 4.13 - 2,268,000 0.050 15/09/2029 4.13 - 7,977,152 0.081 2.95 3,117,152 Unvested options vest over a period of one to four years. (e) Warrants For the nine months ending July 31 the Company issued 42,000,000 (2024: 48,559,999) share purchase warrants at an exercise price of $0.05 per common share until July 7, 2030, in connection to the private placement of 42,000,000 units. Following this the following warrants were outstanding: Expiry Date Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Life Warrants July 7, 2030 42,000,000 $0.05 4.94 years Warrants November 2, 2028 48,559,999 $0.05 3.36 years 90,559,999 $0.05 4,04 years (f) Reserves Options and agent warrants July 31, 2025 July 31, 2024 Balance $ 812,510 $ 917,880 Options vested (Note 8(d)) 15,411 14,902 Closing balance $ 827,921 $ 932,782 TOMBILL MINES LIMITED Notes to the Consolidated Interim Financial Statements (Unaudited, expressed in Canadian Dollars) - 16 - 9. Financial and capital risk management objectives and policies and fair value The Company is exposed to various financial instrument risks and assesses the impact and likelihood of this exposure. These risks include inherent mining risk, liquidity risk, credit risk, market risk, interest rate risk, currency risk, and price risk. Where material, these risks are reviewed and monitored by the Board of Directors. a) Inherent mining risk Mining comprises many different risk factors and those which primarily affect the commercial and financial viability of a given mineral deposit include grade, quantity, federal and provincial government regulations, taxes, environmental factors, affected communities, rehabilitation costs and obligations. This is not an exhaustive list but is indicative of the risks mining companies such as Tombill Mines Limited will require to address in the fullness of time and wherein each will have a financial impact. Not all these risks can be covered by insurance and others which can, will include a penal level of premium. The Company does not carry political or environmental risk insurance, and should such liabilities arise, this could negatively impact on operating costs and a decline in the value of the Company’s securities. b) Liquidity Risk Liquidity risk arises through the excess of financial obligations over available financial assets due at any point in time. The Company’s objective in managing liquidity risk is to maintain sufficient readily available reserves in order to meet its liquidity requirements at any point in time. The Company achieves this by maintaining sufficient cash and cash equivalent --- s. As of July 31, 2025, the Company was holding cash and cash equivalent deposits of $335,255 (2024: $405,484) to settle current liabilities of $136,231 (2024: $196,128). Management believes it has sufficient funds to meet its current obligations as they become due and to fund its exploration projects and administrative costs (Note 11). c) Credit Risk Credit risk is the risk of potential loss to the Company if the counterparty to a financial instrument fails to meet its contractual obligations. The Company's credit risk is primarily attributable to cash and cash equivalents. The Company maintains its cash and cash equivalents with high-credit quality financial institutions, thus limiting its exposure to credit risk on such financial assets. The Company’s secondary exposure to credit risk is on its receivables. This risk is minimal as receivables consist primarily of refundable government sales taxes and interest accrued on GIC investments. d) Market risk Market risk is the risk of loss that may arise from changes in market factors such as interest rates, foreign exchange rates, and commodity and equity prices. These fluctuations may be significant and the Company, has exposure to these risks. e) Interest Rate Risk The Company's exposure to interest rate risk arises from the interest rate impact on its cash and cash equivalents. The Company's practice has been to invest cash at floating rates of interest, in cash equivalents, to maintain liquidity, while achieving a satisfactory return for shareholders. There is minimal risk that the Company would recognize any loss as a result of a decrease in the fair value of any guaranteed bank investment certificates and cash as they are generally held with large financial institutions. f) Currency Risk The Company operates in Canada and is therefore not exposed to significant foreign exchange risk arising from transactions denominated in a foreign currency. TOMBILL MINES LIMITED Notes to the Consolidated Interim Financial Statements (Unaudited, expressed in Canadian Dollars) - 17 - 9. Financial and capital risk management objectives and policies and fair value (cont’d) g) Price Risk The Company is exposed to price risk with respect to commodity and equity prices. Equity price risk is defined as the potential adverse impact on the Company’s earnings due to movements in individual equity prices or general movements in the level of the stock market. Commodity price risk is defined as the potential adverse impact on earnings and economic value due to commodity price movements and volatilities. The Company closely monitors certain commodity prices, individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company. Fair Value Hierarchy The statements of financial position carrying amounts for cash and cash equivalents, and trades payable approximate fair value due to their short-term nature. Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are: Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices observable for the asset or liability, either directly or indirectly; Level 3: Inputs that are not based on observable market data. As of July 31, 2025, there were no financial instruments --- measured at fair value. The Company’s financial instruments on July 31, 2025, and 2025 are classified as follows: FVTPL Amortized cost 2025 2024 2025 2024 Financial assets Cash - - $ 335,255 405,484 Financial Liabilities Trade payables - - (136,231) (196,128) - - $ 199,024 236,356 h) Capital Management The Company manages its capital to safeguard the Company's ability to continue as a going concern, so that it can continue to provide adequate returns to shareholders and benefits to other stakeholders, and to have sufficient funds on hand for business opportunities as they arise. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may issue new shares through short-form prospectuses, private placements, sell assets, incur debt, or return capital to shareholders. There were no changes in the Company’s approach to capital management during the period. In the management of capital, the Company includes the components of shareholders’ equity, as well as cash. As of July 31, 2025, the Company is not subject to externally imposed capital requirements. There have been no changes to the Company’s approach to capital management during the period. 10. Commitments The Company has consulting agreements with key management personnel. The terms of these contracts require payments upon termination of $40,000 approx. These amounts have not been recorded in these consolidated financial statements as a triggering event has not taken place.
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