SEDAR Interim Financial Statements

KALMA CAPITAL CORP. (A CAPITAL POOL COMPANY) FINANCIAL STATEMENTS For the Nine Months Ended September 30, 2025 (Expressed in Canadian Dollars) NOTICE OF NO AUDITOR REVIEW OF INTERIM FINANCIAL STATEMENTS Under National Instrument 51-102, Part 4, subsection 4.3(3) (a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not been reviewed by an auditor. The Company’s independent auditor has not performed a review of these financial statements in accordance with standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity’s auditor. The accompanying unaudited interim financial statements of Kalma Capital Corp. for the nine months ended September 30, 2025 have been prepared by the management of the Company and approved by the Company’s Audit Committee and the Company’s Board of Directors. The accompanying unaudited interim financial statements of the Company have been prepared by and are the responsibility of the Company’s management. Kalma Capital Corp. The accompanying notes are an integral part of these unaudited condensed interim financial statements Condensed Interim Statements of Financial Position (unaudited) (Expressed in Canadian Dollars) As at September 30, 2025 As at December 31, 2024 Note $ $ ASSETS Current assets Cash 73,119 120,346 Prepaid expenses - 1,575 TOTAL ASSETS 73,119 121,921 LIABILITIES Current liabilities Accounts payable and accrued liabilities 5 11,870 17,231 TOTAL LIABILITIES 11,870 17,231 SHAREHOLDERS' EQUITY Share capital 3 363,333 363,333 Reserve 3 67,829 67,829 Deficit (369,913) (326,472) TOTAL SHAREHOLDERS' EQUITY 61,249 104,690 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 73,119 121,921 Incorporation and nature of business 1 These unaudited interim financial statements were approved for issue by the Board of Directors and signed on its behalf by: /s/ Luc Pelchat Director /s/ Peter Hawley Director Kalma Capital Corp. The accompanying notes are an integral part of these unaudited condensed interim financial statements Condensed Interim Statements of Loss and Comprehensive Loss (unaudited) (Expressed in Canadian Dollars) For the three months ended For the six months ended September 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Note $ $ $ $ Expenses Bank charges 230 196 700 602 Legal fees 1,686 (1,347) 5,809 7,579 Office 127 120 695 448 Professional fees 4 5,087 7,753 26,212 31,778 Regulatory and filing fees 647 325 10,025 10,994 Total loss and comprehensive loss 7,777 7,047 43,441 51,401 Basic and diluted loss per share for the period attributable to common shareholders (0.00) (0.00) (0.01) (0.01) Weighted average number of common shares outstanding - basic and diluted 3,000,000 3,000,000 3,000,000 3,000,000 Kalma Capital Corp. The accompanying notes are an integral part of these unaudited condensed interim financial statements Condensed Interim Statements of Shareholders’ Equity (unaudited) (Expressed in Canadian Dollars) Share capital Reserves Note Number of shares Amount Options Warrant Deficit Total Shareholders’ Equity $ $ $ $ $ Balance as at December 31, 2024 7,000,200 363,333 45,004 22,825 (326,472) 104,690 Net loss for the period - - - - (43,441) (43,441) Balance as at September 30, 2025 7,000,200 363,333 45,004 22,825 (369,913) 61,249 Balance as at December 31, 2023 7,000,200 363,333 45,004 22,825 (241,090) 19 --- 0,072 Net loss for the period - - - - (51,401) (51,401) Balance as at September 30, 2024 7,000,200 363,333 45,004 22,825 (292,491) 138,671 Kalma Capital Corp. The accompanying notes are an integral part of these unaudited condensed interim financial statements. Condensed Interim Statements of Cash Flows (unaudited) (Expressed in Canadian Dollars) For the nine months ended September 30, 2025 September 30, 2024 Note $ $ Cash flows from OPERATING ACTIVITIES Net loss (43,441) (51,401) Change in non-cash working capital Prepaid expenses 1,575 - Accounts payable and accrued liabilities (5,361) 915 Cash flow used in operating activities (47,227) (50,486) Decrease in cash (47,227) (50,486) Cash, beginning of period 120,346 202,270 Cash, end of period 73,119 151,784 Supplementary cash flow information Cash paid during the period for interest - - Cash paid during the period for income taxes - - Kalma Capital Corp. Page 7 of 12 Notes to the Condensed Interim Financial Statements (unaudited) For the Nine Months Ended September 30, 2025 (Expressed in Canadian Dollars) 1. INCORPORATION AND NATURE OF BUSINESS Kalma Capital Corp. (the “Company”) was incorporated under the Business Corporations Act (British Columbia) on March 9, 2021 and as of the Listing Date (as defined below) is classified as a Capital Pool Company (“CPC”) as defined in the TSX Venture Exchange (“TSX-V”) Policy 2.4. On June 23, 2023 (the “Listing Date”), the Company listed on the TSX-V under the symbol “KALM.P”. On the Listing Date, the Company completed its initial public offering (“IPO”) of 3,000,000 common shares at $0.10 per share for gross proceeds of $300,000 and was listed on the TSX-V as a CPC. Haywood Securities Inc. (the “Agent”) acted as agent for the IPO (Note 4). The head office and the registered head office of the Company is located at Suite 2000, 1111 West Georgia Street Vancouver, B.C. V6E 4G2. On November 28, 2025 the Board of Directors approved the unaudited condensed interim financial statements for the three months ended September 30, 2025. The principal business of the Company is the identification and evaluation of assets or businesses with a view to completing a Qualifying Transaction (“QT”). The Company has not commenced commercial operations and has no non-current assets. Given the nature of the activities, no separate segmented information is reported. The Company’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. These unaudited condensed interim financial statements have been prepared on a going concern basis which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The continuing operations of the Company are dependent upon its ability to raise adequate financing to acquire and develop its business interests, and to commence profitable operations in the future. As of September 30, 2025, the Company has not generated any revenues, had working capital of $61,249 (December 31, 2024 – $104,690) and expects to incur further losses in the development of its business, all of which casts significant doubt about the Company’s ability to continue as a going concern. These f --- inancial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence. Kalma Capital Corp. Notes to the Condensed Interim Financial Statements (unaudited) For the Nine Months Ended September 30, 2025 (Expressed in Canadian Dollars) Page 8 of 12 2. MATERIAL ACCOUNTING POLICY INFORMATION AND BASIS OF PREPARATION Statement of compliance with International Financial Reporting Standards These unaudited condensed consolidated financial statements of the Company have been prepared in accordance with IFRS Accounting Standards issued by the International Accounting Standards Board (“IASB”) and interpretations of the International Financial Reporting Interpretations Committee (“IFRIC”). Basis of Presentation The financial statements are presented in Canadian dollars (“CAD”), which is the Company’s functional and presentation currency. The financial statements are prepared on a historical cost basis except for certain financial instruments classified as fair value through profit or loss (“FVTPL”), which are stated at their fair value. The accounting policies have been applied consistently throughout the entire period presented in these financial statements. New accounting standards issued and not yet effective The IASB has issued IFRS 18, Presentation and Disclosure in Financial Statements, replacing IAS 1, Presentation of Financial Statements. IFRS 18 introduces revised requirements for presenting and disclosing financial information, with the objective of improving consistency and comparability across entities. The updates include the definition of subtotals in the statement of profit or loss, such as operating profit and profit before financing and income taxes. Furthermore, it requires the disclosure of management-defined performance measures (MPMs), which are subtotals not specified by IFRS but represent management's view of performance. In addition, IFRS 18 enhances the principles of aggregation and disaggregation to ensure that material information is not obscured. This new standard is effective for annual reporting periods beginning on or after January 1, 2027, with early application permitted. The Company is currently evaluating the potential effects of IFRS 18 on its financial statements. Although the adoption of IFRS 18 is expected to improve the presentation and disclosure of financial information, it is not anticipated to have a material impact on the Company's financial position or performance. 3. SHARE CAPITAL Authorized share capital • Unlimited number of common shares without par value. Issued share capital At September 30, 2025 and December 31, 2024, the Company had 7,000,200 common shares issued and outstanding. During the nine months ended September 30, 2025 and 2024, no share capital transactions occurred. Escrowed Shares The Company entered into an escrow agreement (the “Escrow Agreement”) in relation to 4,000,200 seed shares (“Seed Shares”) issued prior to the Company’s IPO (June 23, 2023), whereby the Seed Shares were deposited in escrow. Pursuant to the Escrow Agreement, all common shares of the Company acquired in the secondary market prior to the completion of a QT by non-arm’s length parties, as defined in the policies of the Exchange, are required to be deposited in escrow. Subject to certain permitted exemptions, all securities of the Company held by p --- rincipals of the resulting issuer will also be subject to escrow. At September 30, 2025 and December 31, 2024, 4,000,200 issued and outstanding common shares are held in escrow pursuant to the requirements of the Exchange. Kalma Capital Corp. Notes to the Condensed Interim Financial Statements (unaudited) For the Nine Months Ended September 30, 2025 (Expressed in Canadian Dollars) Page 9 of 12 3. SHARE CAPITAL (CONTINUED) Warrants No warrants were granted, exercised or cancelled during the nine months ended September 30, 2025 and 2024. The following summarizes information about warrants outstanding and exercisable at September 30, 2025: Expiry date Exercise price ($) Warrants outstanding Estimated grant date fair value ($) Weighted average remaining contractual life (in years) June 23, 2028 0.10 300,000 22,825 2.73 Options Options may be granted for a maximum term of ten years from the date of the grant. They are non-transferable and are exercisable as determined by the Directors when the option is granted. Options expire within 12 months of termination of employment or holding office as director or officer of the Company and, in the case of death, expire within a maximum period of one year after such death, subject to the expiry date of the option. The stock option plan is subject to regulatory approval. Any shares issued upon exercise of the options prior to the Company entering into a QT will be subject to escrow restrictions. No options were granted, exercised or cancelled during the nine months ended September 30, 2025 and 2024. The following summarizes information about stock options outstanding and exercisable at September 30, 2025: Expiry date Exercise price ($) Options outstanding Options exercisable Estimated grant date fair value ($) Weighted average remaining contractual life (in years) October 1, 2031 0.05 400,200 400,200 17,873 6.01 June 23, 2033 0.10 300,000 300,000 27,131 7.73 700,200 700,200 45,004 6.75 Kalma Capital Corp. Notes to the Condensed Interim Financial Statements (unaudited) For the Nine Months Ended September 30, 2025 (Expressed in Canadian Dollars) Page 10 of 12 4. RELATED PARTY TRANSACTIONS AND BALANCES Key management personnel include those persons having the authority and responsibility of planning, directing and executing the activities of the Company. The Company has determined that its key management personnel consist of its Executive Officers and Directors. Other related parties to the Company include companies in which key management have control or significant influence. During the nine months ended September 30, 2025, the Company incurred accounting fees of $12,495 for services provided by an accounting firm whose senior manager is an officer of the Company (September 30, 2024 – $21,368). As of September 30, 2025, nil is included in accounts payable and accrued liabilities for these services (December 31, 2024 – $898). There were no other transactions with related parties and no remuneration was paid to key management personnel during the nine months ended September 30, 2025 and 2024. 5. CAPITAL MANAGEMENT The Company defines its components of shareholders’ equity as capital. The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to pursue business opportunities and to maintain a flexible capital structure that optimizes the costs of capital at an acceptable risk. The Company manages its capital structure and makes adjustments --- to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust capital structure, the Company may consider issuing new shares, and/or issue debt, acquire or dispose of assets, or adjust the amount of cash on hand. The Company’s investment policy is to keep its cash on deposit in an interest-bearing Canadian chartered bank account. There have been no changes to the Company’s approach to capital management at any time during the nine months ended September 30, 2025. The Company is not subject to externally imposed capital requirements. 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 Company. These restrictions apply until completion of a QT by the Company pursuant to Policy 2.4 of the TSX-V. 6. FINANCIAL INSTRUMENTS Fair value Financial instruments are classified into one of the following categories: FVTPL, amortized cost and FVTOCI. The carrying values of cash, accounts payable and accrued liabilities approximate their fair values due to the relatively short period to maturity of those financial instruments. Financial instruments recorded at fair value on the statements of financial position are classified using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of the fair value hierarchy are as follows: Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities; Kalma Capital Corp. Notes to the Condensed Interim Financial Statements (unaudited) For the Nine Months Ended September 30, 2025 (Expressed in Canadian Dollars) Page 11 of 12 6. FINANCIAL INSTRUMENTS (CONTINUED) Fair value (continued) Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly (i.e., as prices) or indirectly (i.e., derived from prices); and Level 3: Inputs that are not based on observable market data. As of September 30, 2025 and December 31, 2024, there were no financial assets or liabilities measured and recognized in the statement of financial position at fair value that would be categorized as Level 1, 2 and 3 in the fair value hierarchy above. Set out below are the Company’s financial assets and liabilities by category: FVTPL Amortized costs FVTOCI September 30, 2025 $ $ $ Financial assets: ASSETS Cash 73,119 - 73,119 - Financial liabilities: LIABILITIES Accounts payable and accrued liabilities (11,870) - (11,870) - FVTPL Amortized costs FVTOCI December 31, 2024 $ $ $ Financial assets: ASSETS Cash 120,346 - 120,346 - Financial liabilities: LIABILITIES Accounts payable and accrued liabilities (17,231) - (17,231) - Financial risk management Credit risk Credit risk is the risk of an unexpected loss if a third party to a financial instrument fails to meet its contractual obligations. The Company manages its credit risk through its counterparty ratings and credit limits. The Company’s cash are primarily held through large Canadian financial institutions. The total cash represents the maximum credit exposure. The Company limits its credit risk exposure by holding cash w --- ith reputable financial institutions with high credit ratings. Liquidity risk Liquidity risk is the risk that an entity will encounter difficulty in raising funds to meet commitments associated with financial instruments. The Company manages liquidity by maintaining adequate cash balances to meet liabilities as they become due. Kalma Capital Corp. Notes to the Condensed Interim Financial Statements (unaudited) For the Nine Months Ended September 30, 2025 (Expressed in Canadian Dollars) Page 12 of 12 6. FINANCIAL INSTRUMENTS (CONTINUED) Financial risk management (continued) As at September 30, 2025, the Company had cash of $73,119 and accounts payable and accrued liabilities of $11,870. All accounts payable and accrued liabilities are current. Market risk The significant market risks to which the Company is exposed are interest rate risk and foreign currency risk. Interest Rate risk Interest rate risk is the risk that the fair value or the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s interest rate risk principally arises from the interest rate impact of interest earned on cash. The Company is not exposed to significant interest rate risk relating to its cash. Foreign Currency risk The Company is exposed to foreign currency risk to the extent that monetary assets and liabilities held by the Company are not denominated in Canadian dollars. All transactions incurred during the nine months ended September 30, 2025 and balances of the monetary assets and liabilities as of September 30, 2025 are denominated in Canadian dollars; as a result, management believes that the Company is not subject to any significant foreign exchange risk.