Original News Release
SEDAR Interim Financial Statements
AIM5 Ventures Inc. (A Capital Pool Company) Unaudited Condensed Interim Financial Statements For the three-and six-months ended December 31, 2025 and 2024 (In Canadian Dollars) Notice of No Auditor Review of the Interim Financial Statements The accompanying unaudited condensed interim financial statements of AIM5 Ventures Inc. (the “Corporation”) have been prepared by and are the responsibility of the Corporation’s management. The Corporation’s independent auditor has not performed a review of these financial statements in accordance with standards established by the CPA Canada for a review of interim financial statements by an entity’s auditor. AIM5 Ventures Inc. Unaudited Condensed Interim Statements of Financial Position As at December 31, 2025 and June 30, 2025 (in Canadian Dollars) 1 Approved by the Board Marc Sontrop Aaron Unger Director (Signed) Director (Signed) The accompanying notes are an integral part of these unaudited condensed interim financial statements. December 31, 2025 June 30, 2025 Assets Cash and cash equivalents $ 231,823 264,077 $ 231,823 264,077 Liabilities Accounts payable and accrued liabilities $ 14,273 27,423 Shareholders' Equity Share capital, net of issuance costs (Note 3) 493,790 493,790 Contributed Surplus 92,153 55,942 Accumulated Deficit (368,393) (313,078) 217,550 236,654 $ 231,823 264,077 Qualifying transaction (Note 6) AIM5 Ventures Inc. Unaudited Condensed Interim Statements of Loss and Comprehensive Loss For the three-and six-months ended December 31, 2025, and 2024 (in Canadian Dollars) 2 Three- months ended December 31, 2025 Three- months ended December 31, 2024 Six- months ended December 31, 2025 Six- months ended December 31, 2024 Expenses Professional fees $ 943 $ 10,048 $ 18,369 $ 15,794 Share-based compensation 36,211 - 36,211 - Listing fees 2,443 - 3,334 - (39,597) (10,048) (57,914) (15,794) Other Income Interest income 1,197 2,444 2,599 5,263 Net loss and comprehensive loss $ (38,400) $ (7,604) $ (55,315) $ (10,531) Net loss per share (basic and diluted) $ (0.01) $ (0.00) $ (0.01) $ (0.00) Weighted average number of shares outstanding (basic and diluted) 6,582,301 6,580,231 6,681,000 6,565,033 The accompanying notes are an integral part of these unaudited condensed interim financial statements. AIM5 Ventures Inc. Unaudited Condensed Interim Statements of Changes in Shareholders’ Equity For the six-months ended December 31, 2025, and 2024 (in Canadian Dollars) 3 Number of Shares Share Capital Contributed Surplus Accumulated Deficit Shareholders’ Equity Balance, June 30, 2024 6,550,000 $ 471,009 $ 65,623 $ (276,146) $ 260,486 Shares issued on exercise of options 131,000 13,100 - - 13,100 Net loss for the period - - - (10,531) (10,531) Balance, December 31, 2024 6,681,000 $ 484,109 $ 65,623 $ (286,677) $ 263,055 Number of Shares Share Capital Contributed Surplus Accumulated Deficit Shareholders’ Equity Balance, June 30, 2025 6,681,000 $ 493,790 $ 55,942 $ (313,078) $ 236,654 Share-based compensation - - 36,211 - 36,211 Net loss for the period - - - (55,315) (55,315) Balance, December 31, 2025 6,681,000 $ 493,790 $ 83,991 $ (368,393) $ 217,550 The accompanying notes are an integral part of these unaudited condensed interim financial statements. AIM5 Ventures Inc. Unaudited Condensed Interim Statements of Changes in Cash Flows For the six-months ended December 31, 2025, and 2024 (in Canadian Dollars) 4 December 31, 2025 December 31, 2024 Cash flows used in operating activities Net loss for the
---
period $ (55,315) $ (10,531) Share-based compensation 36,211 - Change in accounts payable and accrued liabilities (13,150) (6,806) Net cash used in operating activities (32,254) (17,337) Financing activities Proceeds from option exercise - 13,100 Net change in cash (32,254) (4,237) Cash in trust, beginning of period 264,077 276,042 Cash in trust, ending of period $ 231,823 $ 271,805 Supplemental Information Cash held in trust $ 10,484 $ 30,970 Cash equivalent 221,339 240,835 Total cash and cash equivalents 231,823 $ 271,805 The accompanying notes are an integral part of these unaudited condensed interim financial statements. AIM5 Ventures Inc. Notes to the Unaudited Condensed Interim Financial Statements For three-and six-months ended December 31, 2025 and 2024 (in Canadian Dollars) 5 1. INCORPORATION AND NATURE OF BUSINESS AIM5 Ventures Inc. (the “Corporation”) was incorporated under the Business Corporations Act (Ontario) on August 11, 2020, and is a Capital Pool Company as defined in Policy 2.4 (the “Policy”) of the TSX Venture Exchange (the “Exchange”) Corporate Finance Manual (the “Manual”). The principal business of the Corporation is the identification and evaluation of assets or businesses with a view to completing a Qualifying Transaction ("Qualifying Transaction") as defined in the Policy. The Corporation has not commenced commercial operations and has no assets other than cash and cash equivalents. Given the nature of the activities, no separate segmented information is reported. The Corporation’s continuing operations, as intended, are dependent on its ability to secure equity financing with which it intends to identify and evaluate potential acquisitions of businesses, and once identified and evaluated, to negotiate an acquisition thereof or participation therein subject to receipt of regulatory and, if required, shareholders’ approval. Subsequent to the IPO (as defined herein), certain amendments were made to the Policy (the “Amendments”). On December 22, 2022, the shareholders of the Corporation passed certain resolutions that, inter alia, allowed the Corporation to be subject to the Amendments, including: ? amendments to the Corporation’s stock option plan; ? removing potential consequences associated with the Corporation failing to complete a Qualifying Transaction within 24 months after its listing date; ? amendments to the Corporation’s escrow agreement; and ? approving the payment of any finders’ fee or commission to a Non-Arm’s Length Party to the Corporation upon completion of its Qualifying Transaction (in accordance with the Policy). The proceeds raised from the issuance of share capital may only be used to identify and evaluate assets or businesses for future investment, with the exception that up to $3,000 per month may be used for reasonable general and administrative expenses of the Corporation. These restrictions apply until completion of a Qualifying Transaction. The head office and the registered head office of the Corporation is located at 77 King Street West, Suite 400, Toronto, ON M5K 0A1. On January 14, 2026 the Board of Directors approved the unaudited condensed interim financial statements for the three-and six months ended December 31, 2025, and 2024. AIM5 Ventures Inc. Notes to the Unaudited Condensed Interim Financial Statements For three-and six-months ended December 31, 2025 and 2024 (in Canadian Dollars) 6 2. MATERIAL ACCOUNTING POLICY INFORMATION Statement of Compliance These unaudited conden
---
sed interim financial statements have been prepared in accordance with International Accounting Standards (“IAS”) 34 ‘Interim Financial Reporting’ (“IAS 34”) using accounting policies consistent with the International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”) and Interpretations of the International Financial Reporting Interpretations Committee (“IFRIC”). These unaudited condensed interim financial statements have been prepared on an accrual basis and are based on historical costs, modified where applicable, by the measurement at fair value of selected non-current assets, financial assets, and financial liabilities. These unaudited condensed interim financial statements are presented in Canadian dollars, which is the corporation’s functional and presentation currency. The accounting policies applied by the Corporation in these Unaudited Condensed Interim Financial Statements are the same as those applied by the Corporation in the audited financial statements for the period ended June 30, 2025. 3. SHARE CAPITAL Authorized - Unlimited common shares (“Common Shares”) Issued # $ Balance, June 30, 2025 and December 31, 2025 6,681,000 $ 493,790 All AIM5 Shares: (a) issued at a price below the price of the shares issued in the Corporation’s initial public offering (“IPO”); and (b) all Seed Shares, IPO Shares (as such terms are defined in the Policy) and shares acquired from treasury after the IPO but before the date of the Final Exchange Bulletin (as defined in the Policy) which are, directly or indirectly, beneficially owned or controlled by Non-Arm’s Length Parties (as defined in the Policy) to the Corporation, are required to be deposited in escrow. Subject to certain permitted exemptions, all securities of the Corporation held by principals of the resulting issuer will also be subject to escrow. 2,761,000 issued and outstanding AIM5 Shares have been held in escrow pursuant to the requirements of the Exchange. Options Options may be granted for a maximum term of ten years from the date of the grant. They are non- transferable and are exercisable as determined by the Directors when the option is granted. Options expire within 90 days of termination of employment or holding office as director or officer of the Corporation and, in the case of death, expire within a maximum period of one year after such death, subject to the expiry date of the option. Any AIM5 Shares issued upon exercise of the options prior to the Corporation completing a Qualifying Transaction will be subject to escrow restrictions. AIM5 Ventures Inc. Notes to the Unaudited Condensed Interim Financial Statements For three-and six-months ended December 31, 2025 and 2024 (in Canadian Dollars) 7 3. SHARE CAPITAL - continued The following table reflects the continuity of stock options: Number of Stock Options Weighted Average Exercise Price ($) Balance, June 30, 2025 524,000 $0.10 Expired (i) (524,000) ($0.10) Granted (ii) 668,100 $0.06 Balance, December 31, 2025 668,100 $0.06 (i) On November 24, 2025, the balance of 524,000 options expired as unexercised. (ii) On December 3, 2025, the Company granted 668,100 stock options to directors and officers, which are exercisable within ten years from the date of grant and vest immediately on granting at an exercise price of $0.06 per share. These options were valued on the date of issue using the Black-Scholes option pricing model with the following assumptions: dividend yield
---
0%, discount rate of 3.22%, expected volatility of 100% and an expected life of ten years. The value attributed to these options was $36,211 and has been recorded as share-based payment expense. The following table reflects the actual stock options issued and outstanding as of December 31, 2025, and 2024: December 31, 2025: Expiry Date Exercise Price Remaining Contractual Life (Years) Number of Stock Options Number of Stock Options Vested (Exercisable) December 3, 2035 $0.06 9.93 668,100 668,100 $0.06 9.93 668,100 668,100 December 31, 2024: Expiry Date Exercise Price Remaining Contractual Life (Years) Number of Stock Options Outstanding Number of Stock Options Vested (Exercisable) November 24, 2025 $0.10 0.90 524,000 524,000 $0.10 0.90 524,000 524,000 4. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES Capital Management The Corporation's objective when managing capital is to maintain its ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders. The Corporation includes equity, comprised of share capital, contributed surplus and accumulated deficit, in the definition of capital. AIM5 Ventures Inc. Notes to the Unaudited Condensed Interim Financial Statements For three-and six-months ended December 31, 2025 and 2024 (in Canadian Dollars) 8 4. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES - continued The Corporation's primary objective with respect to its capital management is to ensure that it has sufficient cash resources to fund the identification and evaluation of potential acquisitions. To secure the additional capital necessary to pursue these plans, the Corporation may attempt to raise additional funds through the issuance of equity or by securing strategic partners. The proceeds raised from the issuance of share capital may only be used to identify and evaluate assets or businesses for future investment, with the exception that up to $3,000 per month may be used for reasonable general and administrative expenses of the Corporation. These restrictions apply until completion of a Qualifying Transaction by the Corporation. Risk Disclosures and Fair Values The Corporation's financial instruments carried at amortized cost consist of accounts payable and accrued liabilities which approximate fair value due to the relatively short-term maturity of the instruments. It is management’s opinion that the Corporation is not exposed to significant interest, currency or credit risks arising from these financial instruments. 5. RELATED PARTY TRANSACTIONS There was no remuneration paid to key management personnel and no other related party transactions during the three-and six-months ended December 31, 2025 (December 31, 2024 - $Nil). The Corporation recorded $36,211 in share-based payments which was recognized during the period ended December 31, 2025 for stock options granted to directors and officers. 6. QUALIFYING TRANSACTION On November 13, 2024, the Corporation and Fortress Gold Ltd. (“Fortress Gold”) entered into a non-binding letter of intent (the “LOI”) setting out the terms of the Corporation’s proposed Qualifying Transaction. On February 5, 2025, the Corporation and Fortress Gold announced that in connection with the Qualifying Transaction, Fortress Gold intends to conduct a brokered financing of subscription receipts at a price of $0.30 per subscription receipt for aggregate gross proceeds of up to $4,950,000. On June 27, 2025, the Corporation terminated the LOI with F
---
ortress Gold.
View at source ↗