Original News Release
SEDAR Interim Financial Statements
S U R G E C O P P E R C O R P Condensed Consolidated Financial Statements (unaudited – prepared by management) (expressed in Canadian dollars) For the Nine Months Ended December 31, 2025 and 2024 NOTICE TO READER Under National Instrument 51-102, Part 4, subsection 4.3 (3) (a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor. The accompanying unaudited condensed consolidated interim financial statements of the Company have been prepared by and are the responsibility of the Company’s management. The Company’s independent auditor has not performed a review of these condensed consolidated interim financial statements in accordance with the standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity’s auditor. Vancouver, B.C. March 2, 2026 SURGE COPPER CORP. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION (unaudited – expressed in Canadian dollars) As at December 31, 2025 and March 31, 2025 As at December 31, As at March 31, Note 2025 2025 ASSETS Current Cash and cash equivalents 14 $ 4,295,620 $ 1,881,003 GST receivable 339,411 229,613 Other receivable 10 2,520 3,780 Prepaid expenses 114,928 83,009 Total Current Assets 4,752,479 2,197,405 Exploration and evaluation costs 5,6 61,236,053 54,759,893 Right-of-use asset 8 20,341 40,684 Equipment and camp buildings 7 15,600 18,892 Total Non-Current Assets 61,271,994 54,819,469 Total Assets $ 66,024,473 $ 57,016,874 LIABILITIES Current Trade and other payables 9 $ 543,065 $ 334,473 Current portion of lease liability 8 27,951 33,262 Deferred compensation liability 10,11 1,370,904 43,621 Total Current Liabilities 1,941,920 411,356 Lease obligation liability 8 - 18,372 Deferred income tax liability 4,144,000 4,144,000 Total Non-Current Liabilities 4,144,000 4,162,372 Total Liabilities 6,085,920 4,573,728 SHAREHOLDERS' EQUITY Share capital 11 83,467,979 74,060,417 Contributed surplus 11 14,188,787 13,530,838 Deficit (37,718,213) (35,148,109) Total Shareholders' Equity 59,938,553 52,443,146 Total Liabilities and Shareholders' Equity $ 66,024,473 $ 57,016,874 Corporate information and nature of operations Subsequent events 1 16 Signed on behalf of the Board by: "Leif Nilsson" Director "Jim Pettit" Director See accompanying notes to the condensed consolidated interim financial statements. SURGE COPPER CORP. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE LOSS (unaudited - expressed in Canadian dollars) For the Three and Nine Months Ended December 31, 2025 and 2024 For the three months ended December 31, For the nine months ended December 31, 2025 2024 2025 2024 EXPENSES Amortization (Note 7 and 8) $ 7,878 $ 8,235 $ 23,635 $ 24,705 Consulting 28,529 25,000 70,529 92,279 Management and personnel (Note 10) 534,670 463,671 839,802 743,267 Marketing and conferences 116,783 23,646 257,412 121,995 Office 29,883 20,381 92,545 68,227 Professional fees 56,101 6,500 103,571 192,790 Share based payments 292,705 338,615 998,395 1,010,176 Shareholder communications 1,909 1,600 11,369 10,930 Transfer agent and filing fees 11,134 10,356 38,523 36,050 Travel 29,005 5,470 67,458 99,738 (1,108,597) (903,474) (2,503,239) (2,400,157) OTHER INCOME (EXPENSE): Interest expense (91) (1,843) (3,776) (5,528) Interest income 33,868 24,225 63,891 89,094 Miscellaneous income - - - 882 Rental in
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come 3600 6,600 10,800 19,800 Loss on revaluation of deferred compensation liability (752,117) - (986,837) - Other income realization of flow-through premium liability - 66,590 849,057 1,376,199 LOSS BEFORE INCOME TAXES (1,823,337) (874,492) (2,570,104) (1,129,953) INCOME TAXES - - - - NET LOSS AND TOTAL COMPREHENSIVE LOSS FOR THE PERIOD $ (1,823,337) $ (874,492) $ (2,570,104) $ (1,129,953) LOSS PER SHARE - BASIC $ (0.005) $ (0.00) $ (0.007) $ (0.00) LOSS PER SHARE – DILUTED $ (0.005) $ (0.00) $ (0.007) $ (0.00) WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 326,225,863 287,958,552 326,225,863 277,097,878 See accompanying notes to the condensed consolidated interim financial statements. SURGE COPPER CORP. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS (unaudited - expressed in Canadian dollars) For the Three and Nine Months Ended December 31, 2025 and 2024 For the Three months ended December 31, For the Nine months ended December 31, 2025 2024 2025 2024 CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES Net loss for the period $ (1,823,337) $ (874,492) $ (2,570,104) $ (1,129,953) Items not affecting cash: Amortization 7,878 8,235 23,635 24,705 Flow-through share premium - - (849,057) (1,165,956) Loss on revaluation of DSUs to be settled in cash 752,117 - 986,837 - Share-based payments 292,705 338,615 998,395 1,010,176 (770,637) (527,642) (1,410,294) (1,261,028) Changes in non-cash working capital items: Taxes recoverable (128,249) (31,666) (109,798) (186,557) Other receivables 1,260 (3,780) 1,260 (4,420) Prepaid expenses 49,552 50,793 (31,919) 16,269 Trade and other payables (784,834) (63,860) 208,592 28,921 Lease liability (9,317) (7,184) (23,683) (21,550) Cash used in operating activities (1,642,225) (583,339) (1,365,842) (1,428,365) INVESTING ACTIVITIES Investment in exploration and evaluation assets (1,962,666) (521,676) (6,188,160) (3,398,800) Property acquisition costs (285,000) - (285,000) - Reclamation bond - - (3,000) - Cash used in investing activities (2,247,666) (521,676) (6,476,160) (3,398,800) FINANCING ACTIVITIES Proceeds from share issuance - - 10,256,619 7,314,428 Cash provided by financing activities - - 10,256,619 7,314,428 NET INCREASE IN CASH (3,889,891) (1,105,015) 2,414,617 2,487,263 CASH AND CASH EQUIVALENTS – BEGINNING OF THE PERIOD 8,185,511 3,676,936 1,881,003 84,658 CASH AND CASH EQUIVALENTS – END OF THE PERIOD $ 4,295,620 $ 2,571,921 $ 4,295,620 $ 2,571,921 See accompanying notes to the condensed consolidated interim financial statements. SURGE COPPER CORP. CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (expressed in Canadian dollars) For the Nine Months Ended December 31, 2025 and 2024 Number of Capital Contributed Deficit Total Equity Shares Stock Surplus Balance, April 1, 2024 224,449,345 $ 66,465,142 $ 13,059,226 $ (33,096,708) $ 46,427,660 Issued for cash – non-flow through shares 52,955,767 5,197,827 - - 5,197,827 Issued for cash – charity-flow-through shares 8,966,668 2,196,834 - - 2,196,834 Share issuance – settlement of bonus’ 2,146,809 182,479 - - 182,479 Flow-through share premiums - (851,833) - - (851,833) Share issue costs - (50,233) - - (50,233) Share-based payments - - 1,010,176 - 1,010,176 Net loss and comprehensive loss for the period - - - (1,129,953) (1,129,953) Balance, December 31, 2024 288,518,589 $ 73,110,216 $ 14,069,402 $ (34,226,661) $ 52,952,957 Balance, April 1, 2025 290,979,913 $ 74,060,417 $ 13,530,838 $ (35,148,109) $ 52,443,146 Issued for cash – non-flow through shar
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es 45,000,608 7,875,106 - - 7,875,106 Issued for cash – charity-flow-through shares 9,433,963 2,500,000 - - 2,500,000 Flow-through share premiums - (849,057) - - (849,057) Share issue costs - (118,487) - - (118,487) Share-based payments - - 657,949 - 657,949 Net loss and comprehensive loss for the period - - - (2,570,104) (2,570,104) Balance, December 31, 2025 345,414,484 $ 83,467,979 $ 14,188,787 $ (37,718,213) $ 59,938,553 See accompanying notes to consolidated financial statements SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 1 1. CORPORATE INFORMATION The Company is engaged principally in the acquisition, exploration and development of mineral properties. The recovery of the Company’s investment in mineral properties and attainment of profitable operations is principally dependent upon financing being arranged by the Company to continue operations, explore and develop the mineral properties and the discovery, development and sale of ore reserves. The Company was incorporated under the Business Corporations Act of British Columbia by Certificate of Incorporation dated November 29, 1965. The Company is listed on the TSX Venture Exchange (“TSX-V”), having the symbol SURG-V, as a Tier 2 mining issuer. The address of the Company’s corporate office and principal place of business is Suite 888 - 700 West Georgia Street, Vancouver, British Columbia, V7Y 1G5. 2. BASIS OF PREPARATION (a) Statement of Compliance The condensed unaudited consolidated interim financial statements of the Company for the nine months ending December 31, 2025 have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). These unaudited condensed consolidated interim financial statements have been prepared in full compliance with International Accounting Standard 34, “Interim Financial Reporting” (“IAS 34”). Accordingly, these unaudited condensed consolidated interim financial statements follow the same accounting principles and methods of application as the audited annual consolidated financial statements for the year ended March 31, 2025 but may condense or omit certain disclosures that otherwise would be present in annual financial statements prepared in accordance with IFRS. These financial statements should therefore be read in conjunction with the audited annual consolidated financial statements for the year ended March 31, 2025. Results for the period ended December 31, 2025, are not necessarily indicative of future results. These unaudited condensed consolidated interim financial statements were authorized for issue by the Board of Directors on March 2, 2026. (b) Basis of Presentation and Measurement These unaudited condensed consolidated interim financial statements have been prepared on a historical cost basis and include the accounts of the Company and its wholly-owned subsidiary, Ootsa Ventures Ltd. All material intercompany accounts and transactions have been eliminated. The unaudited condensed consolidated interim financial statements are presented in Canadian dollars, which is also the Company’s and its subsidiary’s functional currency. SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited -
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expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 2 3. MATERIAL ACCOUNTING POLICY INFORMATION The preparation of financial statements in compliance with IFRS requires management to make certain critical accounting estimates. It also requires management to exercise judgment in applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates remain unchanged from those set out in Note 3 of the audited Consolidated Financial Statements for the year ended March 31, 2025. There have been no material revisions to the accounting policies reported in the Company’s audited Consolidated Financial Statements for the Year Ended March 31, 2025. (a) Going Concern of Operations These consolidated financial statements have been prepared on the basis that the Company will continue as a going concern, which assumes that the Company will be able to meet its commitments, continue operations and realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. However, there are currently material uncertainties in respect to these assumptions which cast significant doubt as to the Company’s ability to continue as a going concern. The Company has incurred losses since inception, has no recurring source of revenue and has an accumulated deficit of $37,718,213 at December 31, 2025. The Company will need to raise sufficient funds in order to finance ongoing exploration, development and administrative expenses. The Company has no assurance that such financing will be available or be available on favourable terms. Factors that could affect the availability of financing include the Company’s performance, the state of international debt and equity markets, investor perceptions and expectations and the global financial and metals markets. If successful, the Company would obtain additional financing through, but not limited to, the issuance of additional equity. b) Significant Accounting Judgments, Estimates and Assumptions The preparation of the Company’s consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities and contingent liabilities at the date of the consolidated financial statements and reported amounts of income and expenses during the reporting period. 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. Areas requiring a significant degree of estimation and judgment relate to the recoverability of the carrying value of exploration and evaluation assets, fair value measurements for financial instruments and share-based payments, the recognition and valuation of provisions for restoration and environmental liabilities, the recoverability and measurement of deferred tax assets and liabilities, and ability to continue as a going concern. Actual results may differ from those estimates and judgments. SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and De
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cember 31, 2024 __________________________________________________________________________________ 3 4. CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS There have been no material revisions to the nature of judgments and amount of changes in estimates of amounts reported in the Company’s unaudited Condensed Consolidated Interim Financial Statements for the nine months ended December 31, 2025. 5. RECLAMATION BONDS Included in Mineral Exploration and Evaluation Costs as at December 31, 2025, is the Company’s aggregate reclamation bonds posted with the Mining and Minerals Division of the British Columbia Government in the amount of $415,400 (March 31, 2025 - $412,400). The bonds cover the future site restoration costs with respect to the Berg Property and the Ootsa Property. All or part of the $415,400 can be recovered subject to the inspection of the sites and assessment of the restoration costs by the Mining and Minerals Division of the British Columbia Government. The bonds have not been discounted from their future value because the Company estimates the bonds may be settled within 2 years and the discounting cost being considered immaterial. The Company believes that the amount of the bonds includes sufficient risk premium. Recovery of the posted bonds remains subject to the inspection of the sites and assessment of the restoration costs by the Mining and Minerals Division of the British Columbia Government. 6. MINERAL PROPERTIES INTERESTS Berg Property, British Columbia As at December 31, 2025, the Company owned a 100% interest in the Berg Property, located in central British Columbia, comprised of 113 mineral claims and one mining lease, totaling 41,894.96 hectares. In addition, the Company has an option to acquire a 100% interest in the MacLean East property comprised of 2 mining claims on the west side of the Berg property for an additional 6312.72 hectares. Beyond claims acquired by staking, material transactions and royalty obligations in respect of this property are: • On December 15, 2020, the Company entered into a definitive option agreement (the “Option Agreement”) to acquire a 70% interest in the Berg Property, 34,798 hectares in size and contiguous to the Ootsa Property, from Thompson Creek Metals Company Inc. (“TCM”), a wholly-owned subsidiary of Centerra Gold Inc. To complete the option, Surge was required to issue $5 million of its common shares ($4.6 million issued) and spend $8 million on exploration over a period of up to five years (completed). On December 22, 2023, the Company entered into a definitive purchase agreement (the “Purchase Agreement”), replacing the Option Agreement, with TCM to acquire a 100% interest in the Berg Property for consideration of an additional 21,221,165 common shares (fair value $1,591,587) of Surge, resulting in TCM owning approximately 15% of Surge’s outstanding common shares. On January 19, 2024 the transaction was completed. SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 4 6. MINERAL PROPERTY INTERESTS (continued) • A 1% NSR royalty is held by a subsidiary of Royal Gold, Inc. on eight of the mineral claims and the one mining lease, including those which host the main Berg deposit. • On December 13, 2024 (the “Effective Date”), the Company entered into an option
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agreement (the “Option Agreement”) to acquire a 100% interest in certain mineral claims comprising the MacLean East Property, contiguous with the Berg Property. To exercise the option and acquire the 100% property interest, the Company shall complete the following: • Allocate $300,000 in assessment work credits as expenditures to the property and, at the option of the optionors, to other contiguous mineral claims owned by the optionors within 30 days of entering into the option agreement (completed); and • Make aggregate payments totaling $1,685,000, payable at the Company’s sole discretion in cash or Company common shares (the shares portion consisting of up to a maximum of 18,722,222 shares) to the optionors, as follows: o $285,000 on or before the first anniversary of the Effective Date (“First Anniversary Date”) (if paid in shares, on or before the date that is four months less a day prior to the First Anniversary Date (to be completed); o A further $550,000 on or before the second anniversary of the Effective Date (“Second Anniversary Date”) (if paid in shares, on or before the date that is four months less a day prior to the Second Anniversary Date (to be completed); o A further $575,000 on or before the third anniversary of the Effective Date (“Third Anniversary Date”) (if paid in shares, on or before the date that is four months less a day prior to the Third Anniversary Date (to be completed); o A further $75,000 on or before the fourth anniversary of the Effective Date (“Fourth Anniversary Date”) (if paid in shares, on or before the date that is four months less a day prior to the Fourth Anniversary Date; and o A further $200,000 on or before the fifth anniversary of the Effective Date (“Fifth Anniversary Date”) (if paid in shares, on or before the date that is four months less a day prior to the Fifth Anniversary Date (to be completed). SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 5 6. MINERAL PROPERTY INTERESTS (continued) Upon exercising the option and acquiring the 100% property interest, the Company shall grant the following NSRs: • A 2.5% NSR to one of the optionors, one-half (1.25%) of which may be purchased by the Company at any time for $5,000,000; and • A 1.0% NSR to another of the optionors, one-half (0.5%) of which may be purchased by the Company at any time for $1,000,000. Additional claims have been purchased over and around the Bergette and Sylvia prospects including: • One claim totalling 76.4 hectares at the Bergette prospect, is subject to a 2.5% NSR royalty. The purchase agreement with the vendor entitles the Company to purchase 60% of the 2.5% NSR royalty (i.e. 1.5%) at any time for $1,500,000. • Two claims totalling 1,568.22 hectares east of the Bergette prospect are subject to a 2% NSR royalty. The purchase agreement with the vendor entitles the Company to purchase 50% of the 2% NSR royalty at any time for $1,500,000 and the remaining 1% NSR royalty at any time for an additional $2,000,000. • Two claims totalling 572.26 hectares, known as the Sylvia claims cover the Sylvia prospect and are subject to a 2% NSR royalty. The purchase agreement with the vendor entitles the Company to purchase 50% of the 1% NSR royalty at any time for $1,000,000. Ootsa Property, British Columbia As
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at December 31, 2025, the Company owned a 100% interest in the Ootsa Property, located in central British Columbia, comprised of 138 mineral claims totalling 93,480.40 hectares. Beyond claims acquired by staking, material transactions and royalty obligations in respect of this property are: • Fourteen claims totalling 574.6 hectares, known as the Ox claims, are subject to a 2% Net Smelter Returns (“NSR”) royalty. The purchase agreement with the vendor entitles the Company to purchase 50% of the 2% NSR royalty at any time for $500,000, and to purchase the remaining 1% NSR at any time for an additional $1,000,000. • Five claims totalling 3,450.4 hectares, known as the Seel claims, are subject to a 1% NSR royalty. The purchase agreement with the vendor entitles the Company to purchase 50% of this 1% NSR royalty any time for $1,000,000. SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 6 6. MINERAL PROPERTY INTERESTS (continued) • Two claims totalling 383.4 hectares known as the Swing claims (the “Captain Mine”) are subject to a 2% NSR royalty. The purchase agreement with the vendor entitles the Company to purchase 50% of the 2% NSR royalty at any time by the payment to the vendor of $500,000 or the Company may purchase the entire 2% NSR at any time for $1,000,000. • One claim totalling 211.3 hectares, known as the Troitsa Peak claim, is subject to a 1% NSR royalty. The purchase agreement with the vendor entitles the Company to purchase 50% of the 1% royalty for $500,000. Auro Property, British Columbia In March 2012, the Company sold all of its mineral interests known as the Auro and Auro South properties to New Gold Inc. Under the terms of the purchase agreement, the Company retained a 2% NSR on these properties. British Columbia Mineral Tax Credits (“BCMETC”) The completion of certain qualified exploration costs by the Company entitles it to refundable tax credits as part of an exploration incentive plan offered by the Province of British Columbia. No amount has been accrued for fiscal 2025. Exploration spending of amounts renounced to investors from the issuance of flow-through shares is not eligible to be claimed for BCMETC purposes. Expenditures on mineral property acquisition and deferred exploration and development costs for the nine months ended December 31, 2025 and for the year ended March 31, 2025 are as follows: SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 7 6. MINERAL PROPERTY INTERESTS (continued) Nine months ended December 31, 2025 Ootsa Property Berg Property Total Property acquisition costs: Balance, beginning of the period $ 1,707,642 $ 6,203,277 $ 7,910,919 Cash costs - 285,000 285,000 Shares issued - - - Balance, end of the period 1,707,642 6,488,277 8,195,919 Deferred exploration and evaluation costs: Balance, beginning of the period 35,472,239 11,376,735 46,848,974 Incurred during the period: Assays 3,117 272,401 275,518 Camp costs 7,892 321,824 329,716 Consulting fees-First Nations - 22,369 22,369 Drilling - 1,307,706 1,307,706 Field costs 1,298 1,994,606 1,995,904 F
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uel - 122,939 122,939 Geology 14,036 1,930,797 1,944,833 Insurance 1,435 1,435 2,870 Reclamation bond - 3,000 3,000 Travel - 14,448 14,448 Wages and related expenses - 171,857 171,857 Total expenditures during the period 27,778 6,163,382 6,191,160 Balance, end of the period 35,500,017 17,540,117 53,040,134 Total deferred costs, end of the period $ 37,207,659 $ 24,028,394 $ 61,236,053 SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 8 6. MINERAL PROPERTY INTERESTS (continued) Fiscal 2025 Ootsa Property Berg Property Total Property acquisition costs: Balance, beginning of the period $ 1,692,561 $ 6,201,075 $ 7,893,636 Cash costs 15,081 2,202 17,283 Balance, end of the period 1,707,642 6,203,277 7,910,919 Deferred exploration and evaluation costs: Balance, beginning of the period 34,960,918 8,202,927 43,163,845 Incurred during the period: Assaying 33,753 415,872 449,625 Barge 56,876 - 56,876 Camp costs 16,227 191,897 208,124 Consulting fees – First Nations 30,000 - 30,000 Drilling 149,643 1,059,567 1,209,210 Field costs 53,781 1,021,960 1,075,741 Fuel 10,466 105,872 116,338 Geology 101,346 551,144 652,490 Insurance - 3,150 3,150 Travel 3,009 17,654 20,663 Wages and related expenses 56,220 62,550 118,770 BCMETC - (255,858) (255,858) Total expenditures during the period 511,321 3,173,808 3,685,129 Balance, end of the period 35,472,239 11,376,735 46,848,974 Total deferred costs, end of the period $ 37,179,881 $ 17,580,012 $ 54,759,893 SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 9 7. EQUIPMENT AND CAMP BUILDINGS Camp Vehicles and Equipment Total Cost Balance at March 31, 2024 $ 152,659 $ 152,659 Additions - - Disposals - - Balance at March 31, 2025 $ 152,659 $ 152,659 Additions - - Disposals - - Balance at December 31, 2025 $ 152,659 $ 152,659 Depreciation and impairment Balance at March 31, 2024 $ 127,948 $ 127,948 Additions 5,819 5,819 Disposals - - Balance at March 31, 2025 $ 133,767 $ 133,767 Additions 3,292 3,292 Disposals - - Balance at December 31, 2025 $ 137,059 $ 137,059 Carrying amounts – NBV At December 31, 2025 $ 15,600 $ 15,600 At March 31, 2025 $ 18,892 $ 18,892 SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 10 8. RIGHT OF USE ASSET AND LEASE LIABILITY In October 2021, the Company has extended the lease with terms running through September 2026. Upon commencement, the Company recognized a right-of-use asset of $135,611 and a lease liability of $135,611. The lease liability was discounted using an estimated incremental borrowing rate of 12.0% per annum. The continuity of the right-of-use asset for the nine months ended December 31, 2025 is as follows: Right-of-use asset As at March 31, 2024 67,806 Amortization (27,122) As at March 31, 2025 $ 40,684 Amortization (20,343) As at December 31, 2025 20,341 Minimum lease payments in respect of lease liabilitie
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s and the effect of discounting as at December 31, 2025 are as follows: Lease liability Less than one year $ 27,951 More than one year - As at December 31, 2025 $ 27,951 The continuity of the lease liability for the nine months ended December 31, 2025 is as follows: Lease liability As at March 31, 2024 $ 80,367 Principal payments (28,733) As at March 31, 2025 51,634 Principal payments (23,683) As at December 31, 2025 $ 27,951 SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 11 9. TRADE AND OTHER PAYABLES The Company’s trade and other payables on December 31, 2025 and March 31, 2025 are as follows: As at December 31, As at March 31, 2025 2025 Trade payables $ 489,677 $ 289,659 Amount due to related parties 7,888 18,814 Accrued expenses 45,500 26,000 $ 543,065 $ 334,473 Trade payables are comprised principally of amounts outstanding for trade purchases relating to exploration and general operating activities. The usual credit period taken for trade purchases is between 30 to 90 days. 10. RELATED PARTY TRANSACTIONS During the nine months ended December 30, 2025 the following amounts were paid. All comparative amounts are for the nine months ended December 31, 2024. (a) Management wages and director fees of $823,033 (2024 - $725,814) were paid to directors or officers of the Company or to companies controlled by directors or officers of the Company. (b) Consulting and geological fees of $118,943 (2024 – $127,545) were paid to Companies controlled by directors or officers of the Company. (c) Included in accounts payable and accrued liabilities at December 31, 2025 is $7,888 (2024 - $74,985) owing to the senior management and directors of the Company for unpaid management fees. During the nine months ended December 31, 2025, the Company earned $10,800 (2024 - $19,800) in office sublease revenue from a company with common officers. The above transactions, occurring in the normal course of operations, are measured at the exchange amount which is the amount of consideration established and agreed to by the related parties. Key management personnel are persons responsible for planning, directing and controlling the activities of an entity, and include executive and non-executive directors. SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 12 10. RELATED PARTY TRANSACTIONS (continued) The Company incurred the following transactions with key management personnel and companies controlled by directors of the Company. For the nine months ended December 31, 2025 2024 Key management personnel compensation comprised of: Short term employee benefits: Consulting and geological fees $ 118,943 $ 127,545 Management and administration 823,033 725,814 $ 941,976 $ 853,359 Share-based payments 998,395 1,010,176 $ 1,940,371 $ 1,863,535 11. SHARE CAPITAL AND CONTRIBUTED SURPLUS (a) Authorized: Unlimited number of common shares without par value. (b) Issued and fully paid: Number of Shares Amount Balance – March 31, 2024 224,449,345 $ 66,465,142 Issued for cash – non-flow through shares 52,955,767 5,167,827 Issued for c
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ash – charity-flow-through shares 8,966,668 2,196,834 Flow-through share premiums - (851,833) Shares issued in lieu of discretionary bonuses 2,146,809 182,479 RSU and DSU settlements 2,461,324 950,202 Share issue costs - (50,234) Balance – March 31,2025 290,979,913 $ 74,060,417 Issued for cash – non-flow through shares 45,000,608 7,875,106 Issued for cash – charity-flow-through shares 9,433,963 2,500,000 Flow-through share premiums - (849,057) Share issue costs - (118,487) Balance – December 31, 2025 345,414,484 83,467,979 SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 13 11. SHARE CAPITAL AND CONTRIBUTED SURPLUS (continued) (b) Issued and Fully Paid (continued) Transactions during the Period Ended December 31, 2025 i) On July 29, 2025, the Company completed a non-brokered private placement for total gross proceeds of $5,863,306, consisting of (i) 19,218,893 non-flow-through common shares (the “NFT Shares”) sold at a price of $0.175 per NFT Share and (ii) 9,433,963 charity flow-through common shares (the “CFT Shares”) sold at a price of $0.265 per CFT Share. The CFT Shares qualify as “flow-through shares” within the meaning of the Tax Act. The aggregate gross proceeds raised from the CFT Shares must be used before December 31, 2026 for general exploration expenditures that constitute “Canadian exploration expenses” qualifying as “flow- through critical mineral mining expenditures”. The Company paid cash finder’s fees totaling $62,295. ii) On September 17, 2025, the Company completed a non-brokered private placement with ARM, consisting of 25,781,715 common shares, at a price of $0.175 per share for total gross proceeds of $4,511,800, increasing their holdings in the Company to 19.99%. The common shares are subject to a hold period of four months and one day from the date of issuance. Transactions during the Year Ended March 31, 2025 i) On April 24, 2024, the Company completed a non-brokered private placement consisting of 10,000,000 common shares at a price of $0.10 per share for total gross proceeds of $1,000,000. The common shares are subject to a hold period of four months and one day from the date of issuance. The Company paid finder’s fees totaling $6,000 and $27,653 of other cash share issue costs. ii) On May 31, 2024, the Company completed a non-brokered private placement with a strategic investor, African Rainbow Minerals Limited (“ARM”), consisting of 41,373,414 common shares, representing a 15.0% interest in the Company on a non-diluted basis, at a price of $0.095 per share for total gross proceeds of $3,930,474. The common shares are subject to a hold period of four months and one day from the date of issuance. The Company and ARM have entered into an investor rights agreement (the “IRA”) which grants ARM certain rights in the event it maintains minimum ownership thresholds in the Company, including the right to maintain its ownership position through future equity financings, and the right to appoint a member to a technical advisory committee to be formed following closing of the Strategic Placement. Additionally, the IRA includes a covenant from ARM, for a period of two years, to vote in favour of management’s recommendations on routine matters to be approved by the shareholders of the Company. Fur
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thermore, ARM has agreed in the IRA to a two-year standstill with respect to the acquisition of additional securities of the Company which would result in ARM owning greater than 19.9% of the then issued and outstanding common shares of the Company on a non-diluted basis, subject to exceptions customary for a standstill of this nature. In the event that ARM’s ownership interest increases, SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 14 11. SHARE CAPITAL AND CONTRIBUTED SURPLUS (continued) (b) Issued and Fully Paid (continued) Transactions during the Year Ended March 31, 2025 (continued) to at least 19.9% of the Company’s issued and outstanding common shares on a non-diluted basis, ARM will have the right to nominate one director to the Company’s board of directors. iii) On June 21, 2024, the Company completed a non-brokered private placement consisting of 8,966,668 charity flow-through shares (“CFT shares”) at a price of $0.245 for total gross proceeds of $2,196,834. The CFT Shares qualify as “flow-through shares” within the meaning of the Income Tax Act (Canada) (the “Tax Act”). The aggregate gross proceeds raised from the Offering must be used before December 31, 2025 for exploration expenditures that constitute “Canadian exploration expenses” qualifying as “flow-through critical mineral mining expenditures”. The common shares are subject to a hold period of four months and one day from the date of issuance. The Company paid finders fees totaling $4,410 and $12,171 of other cash share issue costs. iv) On July 18, 2024, the Company completed a non-brokered private placement with ARM, consisting of 1,582,353 common shares, at a price of $0.15 per share for total gross proceeds of $237,353. The common shares are subject to a hold period of four months and one day from the date of issuance. v) On October 24, 2024, the Company issued 2,146,809 common shares to four members of the executive management of the Company to settle the amount of $182,479 in bonuses payable. The common shares are subject to a hold period of four months and one day from the date of issuance. (c) Share Purchase Warrants: As at December 31, 2025, there were no outstanding share purchase warrants. (d) Agents’ warrants As at December 31, 2025, there are no outstanding agent warrants. (e) Nature and Purpose of Equity and Reserves The reserves recorded in equity on the Company’s balance sheet include ‘Contributed Surplus’ and ‘Accumulated Deficit’. ‘Contributed Surplus’ is used to recognize the value of stock option grants and share warrants prior to exercise. ‘Accumulated Deficit’ is used to record the Company’s change in deficit from earnings from year to year. SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 15 11. SHARE CAPITAL AND CONTRIBUTED SURPLUS (continued) (f) Share Compensation Plan: The Company’s Share Compensation Plan (“Plan”) includes stock options (“Options”), restricted share units (“RSUs”) and deferred share units (“DSUs”). The Plan received shareholder approval at the Company’s AGM held on September
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21, 2022. The maximum number of Common Shares reserved for issuance under the Share Compensation Plan shall be no more than 10% of the Company’s issued and outstanding share capital at the time of any RSU, Option, or DSU award or grant. The maximum aggregate number of Common Shares issuable pursuant to all Security Based Compensation granted or issued under the Plan to any one Participant (as such term is defined in the Plan) in any 12 month period shall not exceed 5% of the issued and outstanding Common Shares, calculated as at the date that such Security Based Compensation is granted or issued to the Participant. The exercise price of each Option granted under the plan may not be less than the Discounted Market Price (as that term is defined in the policies of the TSXV). Options may be granted for a maximum term of ten years from the date of the grant, are non-transferable and expire within 90 days of termination of employment or holding office as director or officer of the Company. Unless otherwise stated, Options vest when granted. Stock options A summary of the Company’s option transactions for the nine months ended December 31, 2025 and the year ended March 31, 2025 is as follows: Number of Options Weighted Average Exercise Price Weighted Average Contractual Life (years) Balance, March 31, 2024 5,500,000 $0.51 3.14 Granted 175,000 $0.15 Balance, March 31, 2025 and December 31, 2025 5,675,000 $0.40 1.73 The weighted average share price of options exercised, as at the date of exercise, during the nine months ended December 31, 2025 was $Nil (2024 - $Nil). SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 16 11. SHARE CAPITAL AND CONTRIBUTED SURPLUS (continued) (f) Share Compensation Plan (continued): As at December 31, 2025 outstanding stock options are: Number of Options Exercise Price Expiry Date 1,800,000 $0.69 January 4, 2026 200,000 $0.44 April 23, 2026 2,500,000 $0.42 June 23, 2026 800,000 $0.42 October 15, 2026 200,000 $0.31 December 20, 2026 175,000 $0.15 July 18, 2029 5,675,000 Restricted Share Units Under the Plan, RSUs are granted to employees, directors, officers and consultants as approved by the Company’s Board of Directors. Each RSU represents a unit with the underlying value equal to the value of one common share of the Company, vests over a specified period of service in accordance with the Plan and can be equity or cash settled at the discretion of the Company. A summary of the Company’s RSU transactions for the nine months ended December 31, 2025 and March 31, 2025 is as follows: Number of RSUs Weighted Average Value at Date of Grant Balance, March 31, 2024 5,641,357 $ 0.202 Granted (1) 6,700,000 0.155 Granted (2) 4,583,334 0.11 Granted (3) 2,337,500 0.20 Settled (3,879,053) 0.245 Balance, March 31, 2025 and December 31, 2025 15,383,138 0.141 1) RSUs granted on June 21, 2024. Vesting 1/3, after 12, 24 and 36 months 2) RSUs granted on February 27, 2025. Vesting 1/3, after 12, 24 and 36 months. 3) RSUs granted on September 19, 2025. Vesting 1/3, after 12, 24 and 36 months. For the nine months ended December 31, 2025, Nil RSUs were forfeited, Nil RSUs were settled in cash and Nil RSUs were settled in issuance of shares. For the year ended March 31, 2025, Nil RSUs were forfeited, Nil RSUs were s
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ettled in cash and 3,879,053 RSUs were settled via the issuance of 2,461,324 common shares, including 1,476,801 performance-based RSUs settled for 59,072 common shares. For the nine months ended December 31, 2025 $519,597 share-based compensation expense relating to the vesting of RSUs was recorded. For the year ended March 31, 2025, $886,156 of share-based compensation expense relating to the vesting of RSUs was recorded. SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 17 11. SHARE CAPITAL AND CONTRIBUTED SURPLUS (continued) (f) Share Compensation Plan (continued): Deferred Share Units Under the Plan, DSUs are granted to non-executive directors as approved by the Company’s Board of Directors. Each DSU represents a unit with the underlying value equal to the value of one common share of the Company, vests over a specified period of service in accordance with the Plan and can be equity or cash settled at the discretion of the Company. A summary of the Company’s DSU transactions for the nine months ended December 31, 2025 and for the year ended March 31, 2025 is as follows: Number of DSUs Weighted Average Value at Date of Grant Balance, March 31, 2024 5,411,131 $ 0.205 Granted (1) 4,233,334 0.155 Granted (2) 350,000 0.115 Granted (3) 3,431,372 0.110 Balance, March 31, 2025 13,425,837 $ 0.163 Granted (4) 1,750,000 0.20 Balance, December 31, 2025 15,175,837 $ 0.171 1) DSUs granted on June 21, 2024. 12-month minimum vesting period. 2) DSUs granted on January 6, 2025. 12-month minimum vesting period. 3) DSUs granted on February 27, 2025. 12-month minimum vesting period, to be cash settled. 4) DSUs granted on September 19, 2025. 12-month minimum vesting period. For the nine months ended December 31, 2025, Nil DSUs were forfeited, Nil DSUs were settled in cash and Nil DSUs were settled in issuance of shares. For the year ended March 31, 2025, Nil DSUs were forfeited, Nil DSUs were settled in cash and Nil DSUs were settled in issuance of shares. For the nine months ended December 31, 2025 $478,798 share-based compensation expense relating to the vesting of DSUs was recorded, including $1,370,904 recorded as a liability for DSUs that will be settled in cash. For the year ended March 31, 2025, $551,108 of share-based compensation expense relating to the vesting of DSUs was recorded, including $33,092 recorded as a liability for DSUs that will be settled in cash. SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 18 11. SHARE CAPITAL AND CONTRIBUTED SURPLUS (continued) (f) Share Compensation Plan (continued): Deferred Share Units (continued) The continuity of the Company’s liability relating to DSUs to be settled in cash is as follows: Amount Balance, March 31, 2024 $ - Share-based compensation – DSUs to be settled in cash 33,092 Change in fair value of liability 10,529 Balance, March 31, 2025 $ 43,621 Share-based compensation – DSUs to be settled in cash 340,446 Change in fair value of liability 986,837 Balance, December 31, 2025 $ 1,370,904 (g) Contributed Surplus: A continuity of contributed surplus
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is as follows: For the Nine Months Ended December 31, 2025 For the Year Ended March 31, 2025 Balance, beginning of year $ 13,530,838 $ 13,059,226 Stock-based compensation - expensed 657,949 1,421,814 Settlements, RSUs and DSUs - (950,202) Balance, end of period $ 14,188,787 $ 13,530,838 12. FINANCIAL INSTRUMENTS, MANAGEMENT OF CAPITAL AND FINANCIAL RISK All financial instruments are included on the Company’s balance sheet and measured at either fair value or amortized cost. The Company’s financial assets consist of cash and cash equivalents and amounts receivable, which are designated as loans and receivables and measured at amortized cost. The Company’s financial liabilities consist of accounts payable and accrued liabilities and due to related parties, which are designated as other financial liabilities and measured at amortized cost. The carrying values of the Company’s financial instruments measured at amortized costs approximate their fair values due to their short-term nature. The capital of the Company consists of shareholders’ equity - $59,938,553 (March 31, 2025 - $52,443,146). SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 19 12. FINANCIAL INSTRUMENTS, MANAGEMENT OF CAPITAL AND FINANCIAL RISK (continued) The Board of Directors does not establish quantitative return on capital criteria for management, but rather relies on the expertise of the Company’s management to sustain future development of the business. There were no changes in the Company’s approach to capital management during the year. The Company is not subject to any externally imposed capital requirements. The Company relies on capital markets to support continued growth. 13. SEGMENTED INFORMATION During the nine months ended December 31, 2025 and for the year ended March 31, 2025 the Company operated in one reportable operating segment, being the acquisition, exploration and development of mineral properties in British Columbia. Administrative expenses and working capital balances are located in Canada. 14. NON-CASH TRANSACTIONS Investing and financing activities that do not have a direct impact on current cash flows are excluded from the statements of cash flows. The following transactions have been excluded from the statements of cash flows. During the nine months ended December 31, 2025 For the nine months ended December 31, 2025, the Company recorded $998,395 as share-based payments in relation to the vesting of options, RSUs and DSUs. During the year ended March 31, 2025: On January 27, 2025 and February 27, 2025, the Company settled 2,116,748 RSUs and 1,762,305 RSUs with a realized value of $950,202. 15. COMMITMENTS AND CONTINGENCIES Effective with a commencement date of October 1, 2021, the Company is committed to an operating lease on its office premises expiring on September 30, 2026. The Company’s lease commitments for the total annual basic lease payments are as follows: 2026 $ 9,280 2027 $ 18,815 SURGE COPPER CORP. Notes to the Condensed Consolidated Interim Financial Statements (unaudited - expressed in Canadian dollars) For the Nine Months ended December 31, 2025 and December 31, 2024 __________________________________________________________________________________ 20 16. SUBSEQUENT EVENTS • On January 2, 2026, 300,000 ince
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ntive stock options were exercised for a gross proceeds of $126,000. • On January 4, 2026, 1,800,000 incentive stock options with an exercise price of $0.69 expired unexercised. • On January 12, 2026, the Company granted 2,169,041 RSU’s to officers and directors, which vest over 36 months and 1,501,642 DSU’s to a directors, which will vest 12-months from the date of grant. • On February 10, 2026, the Company announced a non-brokered private placement for total gross proceeds of $20,000,000, consisting of 40,000,000 units (the “Unit”) sold at a price of $0.50 per unit. Each unit will be comprised of one common share of the Company and one non-transferable common share purchase warrant. Each warrant will entitle the holder to purchase one additional common share of the Company at an exercise price of $1.00 per share for a period of three years from the date of issuance (subject to acceleration). On February 26, 2026, the Company closed the first tranche of the private placement consisting of 32,040,000 units for a gross proceeds of $16,020,000. The securities underlying the Units issued as part of the Offering are subject to a statutory hold period under applicable Canadian securities laws, expiring four months and a day from their issue date. In connection with the first tranche closing, the Company paid cash finder’s fees totaling $62,295. The second and final tranche of the private placement is expected to consist of an approximately $4 million subscription from the Company’s strategic investor (see press release dated May 31, 2024), which has provided notice of its exercise of its participation rights under an investor rights agreement dated May 31, 2024. Closing of the second tranche remains subject to the execution of definitive subscription documentation, receipt of certain foreign regulatory approvals, and customary closing conditions, including conditional acceptance of the TSX Venture Exchange. The second tranche is expected to close on or about March 27, 2026 or such other date as the Company may determine.
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