Original News Release
SEDAR Interim Financial Statements
1 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited and unreviewed by the Company’s Independent Auditors) For the three-month and nine-month periods ended December 31, 2025 and 2024 2 NOTICE TO READER The accompanying unaudited condensed consolidated interim financial statements of Cerro de Pasco Resources Inc., (the “Company”) for the three-month and nine-month periods ended December 31, 2025 and 2024 have been prepared by and are the responsibility of the Company’s management. In accordance with National Instrument 51 - 102 - Continuous Disclosure Obligations, the Company discloses that its independent auditor has not performed a review of these condensed consolidated interim financial statements. Cerro de Pasco Resources Inc. Condensed Interim Consolidated Statements of Financial Position As of December 31, 2025 and March 31, 2025 (Expressed in US dollars unless otherwise noted) 3 December 31, March 31, Note 2025 2025 $ $ Assets Current assets: Cash and cash equivalents 26,859,927 11,472,112 Other financial assets 61,217 48,016 Other receivables 6 190,103 153,493 Prepaid expenses 128,029 110,009 Total current assets 27,239,276 11,783,630 Non-current assets: Property, plant & equipment 7 65,404 31,534 Right-of-use assets 54,613 54,970 Mining properties, exploration and evaluation assets 8 6,122,599 4,399,410 Other asset 161,173 - Total non-current assets 6,403,789 4,485,914 Total assets 33,643,065 16,269,544 Liabilities and Equity (Deficiency) Current liabilities: Trade accounts payable and other liabilities 9 1,240,309 1,384,065 Current portion of loan 10 731,381 - Lease liabilities 3,170 5,991 Balance of purchase payable 11 - 1,584,164 Current portion of contingent consideration payable 11 - 2,500,000 Total current liabilities 1,974,860 5,474,220 Non-current liabilities: Loan, net of current 10 4,082,894 4,073,314 Lease liabilities, net of current 52,500 50,054 Total non-current liabilities 4,135,394 4,123,368 Total liabilities 6,110,254 9,597,588 Equity (deficiency): Share capital 12 64,993,966 44,707,044 Warrants 12 7,644,359 5,788,168 Share options 13 2,470,062 1,535,328 Contributed surplus 3,045,264 2,372,082 Deficit (52,178,051) (48,384,500) Accumulated other comprehensive income 1,557,211 653,834 Total shareholders' equity 27,532,811 6,671,956 Total liabilities and shareholders' equity 33,643,065 16,269,544 The accompanying notes are an integral part of these condensed interim consolidated financial statements Going concern, see Note 2. Contingency, see Note 18. Subsequent events, see Note 19. These financial statements were approved and authorized for issue by the Board of Directors on February 17, 2026 On behalf of the board, Guy Goulet /s/, CEO, Director Steven Zadka /s/, Executive Chairman Cerro de Pasco Resources Inc. Condensed Interim Consolidated Statements of Comprehensive Income (Loss) (Expressed in US dollars unless otherwise noted) 4 Three-month period ended December 31, Nine-month period ended December 31, Note s 2025 2024 2025 2024 $ $ Expenses: General and administrative expenses 14 2,987,954 1,052,111 5,918,494 3,262,961 Operating income (loss) before other expenses (revenues) and income tax (2,987,954) (1,052,111) (5,918,494) (3,262,961) Other Income(expenses): Other and financial income - 95,268 - 95,268 Financial expenses 14 (82,434) (316,100) (446,073) (654,887) Change in fair value of other financial assets - (17,825) - (1,817) Loss on extinguishment of note - 65 - (3,626) Gain on modification
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of note - - - 6,279,835 Gain on modification of convertible debt - (1,734) - 95,582 Gain on settlement of purchase payable and contingent consideration payable 11 2,654,657 - 2,654,657 - Exchange loss (41,252) 246,966 (83,641) 225,546 Gain on sale of subsidiaries - - - 30,562,850 2,530,971 6,640 2,124,943 36,598,751 Income (loss) before income taxes (456,983) (1,045,471) (3,793,551) 33,335,790 Income and mining taxes - - - - Net income (loss) from continuing operations (456,983) (1,045,471) (3,793,551) 33,335,790 Other comprehensive income (loss) from continuing operations Currency translation adjustment 334,453 (92,390) 903,377 (103,754) Other comprehensive income (loss) net of tax 334,453 (92,390) 903,377 (103,754) Net comprehensive income (loss) from continuing operations (122,530) (1,137,861) (2,890,174) 33,232,036 Net income (loss) from discontinued operations - - - (5,584,718) Other comprehensive income (loss) from discontinued operations Currency translation adjustment - - - 331 Net comprehensive income (loss) from discontinued operations - - - (5,584,387) Net comprehensive income (loss) - continuing operations and discontinued operations (122,530) (1,137,861) (2,890,174) (5,584,387) Net income (loss) (456,983) (1,045,471) (3,793,551) 27,751,072 Other comprehensive income (loss) 334,453 (92,390) 903,377 (103,423) Net comprehensive income (loss) (122,530) (1,137,861) (2,890,174) 27,647,649 Basic weighted average number of common shares outstanding: 570,855,616 455,786,905 536,748,906 455,786,905 Diluted weighted average number of common share outstanding: 570,855,616 455,786,905 536,748,906 563,077,645 Basic income (loss) per share – continuing operations: $ (0.00) $ (0.00) $ (0.01) $ 0.07 Diluted income (loss) per share – continuing operations: $ (0.00) $ (0.00) $ (0.01) $ 0.06 Basic and diluted loss per share – discontinued operations: - - - (0.01) Basic income (loss) per share $ (0.00) $ (0.00) $ (0.01) $ 0.06 Diluted income (loss) per share $ (0.00) $ (0.00) $ (0.01) $ 0.05 The accompanying notes are an integral part of these condensed interim consolidated financial statements Cerro de Pasco Resources Inc. Condensed Interim Consolidated Statements of Changes in Equity (Deficiency) (Expressed in US dollars unless otherwise noted) 5 Number of shares Share Share Contributed Accumulated other comprehensive Total equity Note outstanding capital Warrants options surplus Deficit income (loss) (deficiency) $ $ $ $ $ $ $ Balance as of March 31, 2025 509,384,503 44,707,044 5,788,168 1,535,328 2,372,082 (48,384,500) 653,834 6,671,956 Shares and units issued: - Private placements 12 47,366,957 13,473,062 - - - - - 13,473,062 Share issuance costs 12 - (1,432,120) 549,089 - - - - (883,031) Warrants granted to shareholders as part of private placements 12 - - 2,692,846 - - - - 2,692,846 Warrants exercised 12 41,713,040 7,851,667 (1,277,817) - - - - 6,573,850 Warrants expired 12 - - (107,927) - 107,927 - - - Share options granted 13 - - - 1,499,989 - - - 1,499,989 Share options forfeited 13 - - - (260,672) 260,672 - - - Share options exercised 13 2,390,000 394,313 - (304,583) 304,583 - - 394,312 Transactions with owners 91,469,997 20,286,922 1,856,191 934,734 673,182 - - 23,751,029 Net loss and comprehensive loss for the period - - - - - (3,793,551) 903,377 (2,890,174) Balance as of December 31, 2025 600,854,500 64,993,966 7,644,359 2,470,062 3,045,264 (52,178,051) 1,557,211 27,532,811 The accompanying notes are an integral part of these cond
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ensed interim consolidated financial statements. Cerro de Pasco Resources Inc. Condensed Interim Consolidated Statements of Changes in Equity (Deficiency) (Expressed in US dollars unless otherwise noted) 6 The accompanying notes are an integral part of these condensed interim consolidated financial statements. Number of Shares Outstanding Share Capital Warrants Share Options Contribut ed Surplus Deficit Accumulated Other Comprehensi ve Income (Loss) Share Subscripti on Receivable Total Equity (Deficiency) $ $ $ $ $ $ $ $ Balance as of March 31, 2024 347,813,434 27,020,881 1,718,039 691,624 2,310,974 (72,954,894) 752,120 (349,894) (40,811,150) Shares and units issued: Private placements 128,980,000 13,426,488 - - - - - 349,894 13,776,382 As payment of consulting fees 100,000 10,521 - - - - - - 10,521 Share issuance costs - (784,469) 253,945 - - - - - (530,524) Warrants granted as part of private placements - - 3,778,439 - - - - - 3,778,439 Warrants issued as penalty interest on convertible debenture - - 74,244 - - - - - 74,244 Warrants exercised 2,612,580 473,528 (54,999) - - - - - 418,529 Warrants expired - - (137,282) - 137,282 - - - - Extended warrants - - 336,223 - (336,223) - - - - Issuance of shares as conversion of convertible debenture 11,459,989 1,133,601 - - - - - - 1,133,601 Share options granted - - - 251,262 - - - - 251,262 Share options forfeited - - - (116,198) 116,198 - - - - Reclassification of AOCI to retained earnings upon sale of subsidiary - - - - - (27,740) 27,740 - , Reclassification of current year AOCI to retained earnings upon sale of subsidiary - - - - - - (319) - (319) Transactions with owners 143,152,569 14,259,669 4,250,570 135,064 (82,743) (27,740) 27,421 349,894 18,912,135 Net and comprehensive loss for the period - - - - - 27,751,072 (103,423) - 27,647,649 Balance as of December 31, 2024 490,966,003 41,280,550 5,968,609 826,688 2,228,231 (45,231,562) 676,118 - (5,748,634) Cerro de Pasco Resources Inc. Condensed Interim Consolidated Statements of Cash Flows For the nine-months ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 7 For the nine months ended December 31, Note 2025 2024 $ $ Cash flows from operating activities: Net (loss) income from continuing operations (3,793,551) 33,335,790 Adjustments for: Consulting fees paid through issuance of shares - 54,206 Share-based compensation 1,499,989 247,096 Change in fair value of other financial assets - 2,614 Gain on settlement of purchase payable and contingent consideration payable 11 (2,654,657) - Gain on extinguishment of convertible debenture - (95,582) Gain on modification of convertible debenture - (6,279,835) Loss on extinguishment of debt - 3,626 Gain on sale of subsidiary - (30,562,850) Accretion expense on loan 10 443,510 - Interest on loan 10 303,387 - Interest on lease liabilities - 2,014 Presumed interest on loan - 303,779 Presumed interest on convertible debenture - 392,034 Presumed interest and penalties paid on promissory note - 41,777 Foreign exchange effect (14,958) - Loss on sale of property, plant, and equipment 2,994 - Depreciation of right-of-use assets - 4,759 Depreciation of property, plant, and equipment 2,593 3,294 Continuing operating activities before changes in working capital items (4,210,693) (2,547,278) Discontinued operating activities before changes in working capital items - (4,879,276) Operating activities before changes in working capital items (4,210,693) (7,426,554) Changes in non-cash w
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orking capital items: Trade receivables - 302 Other receivables (36,610) (307,108) Prepaids (18,020) (27,606) Other asset (161,173) - Trade accounts payable and accrued liabilities (143,756) (403,294) Changes in continuing working capital items 16 (359,559) (737,706) Changes in discontinued working capital items - 5,316,480 Changes in working capital items 16 (359,559) 4,578,774 Cash flows used in continuing operating activities (4,570,252) (3,284,984) Cash provided by discontinued operating activities - 437,204 Net cash provided by operating activities (4,570,252) (2,847,780) Cash flows from investing activities Acquisition of exploration and evaluation assets (1,723,189) (976,720) Acquisition of property, plant, and equipment (38,744) (8,218) Sale of property, plant, and equipment 1,026 Investment in mining concessions and mining development - (973,160) Cash flows used in continuing investing activities (1,760,907) (1,958,098) Cash used in discontinued investing activities - (525,897) Net cash provided by investing activities (1,760,907) (2,483,995) Cash flow from financing activities: Proceeds from shares issued 16,165,908 17,587,502 Proceeds from exercise of warrants, net of issuance costs 6,573,850 - Proceeds from exercise of options 394,313 - Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 8 Cash paid to settle contingent consideration and purchase price payable (1,429,507) - Repayment of convertible debenture - (200,090) Repayment of promissory note and interest - (673,030) Repayment of loan payable (5,936) (70,044) Repayment of lease liabilities - (5,511) Share issuance costs (883,031) (531,627) Cash flows provided by continuing financing activities 20,815,597 16,107,200 Cash provided by discontinued financing activities - - Net cash provided by financing activities 20,815,597 16,107,200 Effect of exchange rate fluctuations on cash held in foreign currencies 903,377 (129,685) Net change in cash during the period 15,387,815 10,645,740 Cash, beginning of period - continued operations 11,472,112 69,887 Cash, beginning of period - discontinued operations - 66,834 11,472,112 136,721 Less cash disposed as part of disposal of subsidiary - - Cash, end of period 26,859,927 10,782,461 Non-cash transactions Fair value reversal of exercise of warrants 1,277,817 - Fair value reversal on exercise of options 304,583 - Fair value reversal on forfeiture of options 260,672 116,198 Warrants issued as part of private placements 2,692,846 3,778,439 Share issuance costs attributable to broker warrants granted - 22,198 Revaluation of amended warrants - 336,223 Expiration of warrants 107,927 137,282 Conversion of convertible debenture into shares - 1,133,601 Establishment of ROU asset - 65,229 The accompanying notes are an integral part of these condensed interim consolidated financial statements Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 9 1. REPORTING ENTITY AND NATURE OF OPERATIONS: Cerro de Pasco Resources Inc. and its subsidiaries (hereafter the “Company” or “Cerro de Pasco” or “CDPR”) is a natural resource company engaged in the acquisition, and exploration of mineral properties. Cerro de Pasco Resources Inc. is a company located in Canada. The Company was in
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corporated on June 6, 2003 under the Business Corporations Act (Alberta). The Company's head office, which is also the main establishment is located at 205-68 Av de la Gare, Saint-Sauveur, Québec, J0R 1R0, Canada and its web site is www.pascoresources.com. The Company is trading on the TSX Venture Exchange (“TSX- V”) under symbol “CDPR”. The Company sold its subsidiaries Cerro de Pasco Resources Subsidiaria del Perú S.A.C. and El Metalurgista S.A.C. (collectively “Santander” or the “Purchased Corporations”) on August 29, 2024 (see Note 5 – Sale of Subsidiary for details). The sale included the Santander mine and processing facilities. The Company, however, maintained ownership of their El Metalurgista Concession encompassing the Quiulacocha Tailings and the Excelsior Stockpile, which are held through Cerro de Pasco Resources del Perú S.A.C. (“CDPR del Peru”, formerly Cerro de Pasco Resources Sucursal del Peru). These assets remain at the exploration stage. 2. GOING CONCERN: The accompanying consolidated financial statements have been prepared on a going concern basis. In assessing whether the going concern assumption is appropriate, management considers all available information about the future, which is at least, but not limited to, twelve months from the end of the reporting period. Management is aware, in making its assessment, of material uncertainties related to events and conditions that may cast a significant doubt on the Company’s ability to continue as a going concern and, accordingly, the appropriateness of the use of accounting principles applicable to a going concern. These condensed interim consolidated financial statements do not reflect the adjustments to the carrying values of assets and liabilities, expenses and financial position classifications that would be necessary if the going concern assumption was not appropriate. These adjustments could be material. For the nine-months ended December 31, 2025, the Company recorded a net loss of $3,793,551 (net income of $33,335,790 for the nine-month period ended December 31, 2024). The accumulated deficit of $52,178,051 as of December 31, 2025 ($48,384,500 as of March 31, 2025) is attributable to all sectors of the Company. As of December 31, 2025, the Company had a working capital of $25,264,416 ($6,309,410 as of March 31, 2025). The Company’s ability to continue operations is dependent on securing future funding through various means, including, but not limited to, the issuance of new equity instruments and the renegotiation of existing debt and payables. The Company completed a brokered and concurrent non- brokered private placement for combined gross proceeds of approximately CAD $22.7 million. While this financing significantly improved the Company’s liquidity position, it does not eliminate the material uncertainty that may cast significant doubt on the Company’s ability to continue to operate as a going concern at least twelve months from the reporting date. The Company has ongoing cash requirements for operating activities, planned exploration efforts, and to satisfy principal and interest obligations on its outstanding debt. These circumstances may cast significant doubt regarding the Company's ability to continue as a going concern. The recovery of the cost of exploration and evaluation assets as well as other tangible and intangible assets, is subject to certain conditions: the discovery of economically recoverable reserves, the continued support from the Company’s
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suppliers and lenders, the ability of the Company to obtain the necessary financing to continue the exploration, evaluation, development, construction and ultimately disposal of these assets. 3. BASIS OF PREPARATION: Statement of compliance: These condensed interim consolidated financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting, and comply with IFRS Accounting Standards as issued by the IASB. Certain information, particularly the accompanying notes, normally included in the audited annual consolidated financial statements prepared in accordance with IFRS has been omitted or condensed. Accordingly, these unaudited condensed interim consolidated financial statements do not include all the information required for full annual financial statements, and, therefore, should be read in conjunction with the audited annual consolidated financial statements of the Company and the notes thereto for the year ended March 31, 2025. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 10 Basis of measurement: The condensed interim consolidated financial statements have been prepared on a historical cost basis except for where IFRS requires recognition at fair value. Basis of consolidation: A subsidiary is an entity over which the Company has control. The Company controls an entity when the group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is acquired and de-consolidated from the date that control ceases. The financial statements of the subsidiaries are prepared for the same reporting period as the Company, using consistent accounting policies. The Company attributes total comprehensive loss of subsidiaries between the owners of the parent and the non-controlling interests based on their respective ownership interests. All intra-group transactions and balances are eliminated in consolidation. Subsidiary Status Jurisdiction of Incorporation Principal activity % Of Ownership Cerro de Pasco Resources del Perú S.A.C. Active Peru Exploration 100% On July 3, 2023, the Company sold its 80%-stake in the research subsidiary, H2-Sphere GmbH (“H2 Sphere”), back to the original owners of the Company. On August 29, 2024, the Company completed the sale of its full ownership interest in Santander (See Note 5). Functional and presentation currency The condensed interim consolidated financial statements are presented in United States dollars (“USD”). The functional currency of Cerro de Pasco Resources Inc. is the Canadian dollar (“CAD”). The functional currency of CDPR del Peru and Santander is USD. The functional currency of H2-Sphere GmbH was the Euro. Use of estimates and judgments: Critical judgments in applying the accounting policies of the Company in the preparation of these condensed interim consolidated financial statements and key assumptions related to these estimation uncertainties are the same as the ones listed and described in the annual audited consolidated financial statements of the Company as of March 31, 2025. 4. MATERIAL ACCOUNTING POLICY INFORMATION: The accounting policies set out below have been applied consistently to all years presented in these condensed interim consolidated fin
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ancial statements, unless otherwise indicated. Foreign currency transactions and balances: The condensed interim consolidated financial statements are presented in US dollars (see Note 3 on Functional and presentation currency). Foreign currency transactions and balances are translated in their respective functional currency using the following method: • Monetary assets and liabilities in foreign currency are translated at the closing exchange rate in effect at the reporting date, whereas other assets and liabilities are translated at the exchange rate in effect at the transaction date. • Revenues and expenses are translated at the average rate in effect during the year. • Gains and losses resulting from the settlement of such transactions and from the remeasurement of monetary items at year end exchange rates are included in profit or loss. • Non-monetary items are not re-translated at year-end and are measured at historical cost (translated using the exchange rates at the date of the transaction). Non-monetary items measured at fair value are translated using the exchange rates at the date when fair value was determined. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 11 Assets, liabilities, and transactions of the subsidiary with a functional currency other than the US dollar are translated into US dollars on consolidation. On consolidation, assets and liabilities are translated into US dollars at the closing rate of the reporting date. Income and expenses are translated under the Company's presentation currency at the average rate over the reporting year. Exchange differences are presented as other comprehensive loss and recognized in Accumulated other comprehensive income in equity (deficiency). On disposal of a foreign operation, the cumulative translation differences recognized in equity are reclassified to profit or loss and recognized as part of the gain or loss on disposal. Goodwill, intangibles and fair value adjustments arising on the acquisition of a foreign subsidiary are treated as assets and liabilities of the foreign subsidiary and translated at the rate in effect at the statement of financial position date. Financial instruments: (a) Recognition and derecognition: Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the financial instrument. Financial assets are derecognized when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial liability is derecognized when it is extinguished, discharged, cancelled, or expired. (b) Classification and initial measurement of financial assets: All financial assets are initially measured at fair value adjusted for transaction costs (where applicable). Financial assets are classified into the following categories: • amortized cost; • fair value through profit or loss ("FVTPL"); • fair value through other comprehensive income ("FVOCI"). In the periods presented, the Company does not have any financial assets categorized as fair value through other comprehensive income. The classification is determined by both: • the entity’s business model for managing the financial asset; • the contractual cash flow characteristics of the financial asset. All income and e
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xpenses relating to financial assets that are recognized in profit or loss are presented within finance expenses, finance income or other financial items, except for impairment of trade receivables which is presented within general and administrative expenses. (c) Subsequent measurement of financial assets: (i) Financial assets at amortized cost: Financial assets are measured at amortized cost if the assets meet the following conditions (and are not designated as FVTPL): • they are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows. • the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding. After initial recognition, these are measured at amortized cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. The Company’s cash, cash and cash equivalent – restricted, accounts receivable, and other receivables (except sales tax receivable) fall into this category of financial instruments. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 12 (ii) Financial assets at fair value through profit or loss (FVTPL): Financial assets that are held within a different business model other than ‘hold to collect’ or ‘hold to collect and sell’ are categorized at fair value through profit and loss. Further, irrespective of business model financial assets whose contractual cash flows are not solely payments of principal and interest are accounted for at FVTPL. All derivative financial instruments fall into this category, except for those designated and effective as hedging instruments, for which the hedge accounting requirements apply. The category contains marketable securities in a quoted company (presented within other financial assets). The Company accounts for the investments at FVTPL and did not make the irrevocable election to account for the investment in Genius Metal Inc. and listed equity securities at fair value through other comprehensive income (FVOCI). The fair value was determined in line with the requirement of IFRS 9, which does not allow for measurement at cost. Assets in this category are measured at fair value with gains or losses recognized in profit or loss. The fair values of financial assets in this category are determined by reference to active market transactions or using a valuation technique where no active market exists. (d) Compound financial instruments: The component parts of compound financial instruments (convertible debentures) issued by the Company are classified separately as financial liabilities and equity components in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument. At the date of issue, the liability component is recognized at fair value, which is estimated using the borrowing rate available for similar non-convertible instruments. Subsequently, the liability component is measured at amortized cost using the effective interest method until extinguished upon conversion or at maturity. The value of the conversion option classified as equity component is determined at the date of issue by deducting the amount of the liability component from the fair value of the compound instrument.
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This amount is recognized in equity, net of income tax effects, and is not subsequently remeasured. When and if the conversion option is exercised, the equity component of convertible debentures will be transferred to share capital. If the conversion option remains unexercised at the maturity date of the convertible debentures, the equity component of the convertible debentures will be transferred to contributed surplus. No gain or loss is recognized upon conversion or expiration of the conversion option. Transaction costs related to the issue of convertible debentures are allocated to the liability and equity component in proportion to the initial carrying amounts. Transaction costs relating to the equity component are recognized directly in equity. Transaction costs relating to the liability component are included in the carrying amount of the liability component and are amortized over the term of the convertible debenture using the effective interest method. Impairment of financial assets: IFRS 9’s impairment requirements use more forward-looking information to recognize expected credit losses - the ‘expected credit loss (ECL) model’. Instruments within the scope of the requirements included accounts receivable and other receivables (except sales tax receivable). The Company considers a broader range of information when assessing credit risk and measuring expected credit losses, including past events, current conditions, reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument. In applying this forward-looking approach, a distinction is made between: • Stage 1: financial instruments that have not deteriorated significantly in credit quality since initial recognition or that have low credit risk; • Stage 2: financial instruments that have deteriorated significantly in credit quality since initial recognition and whose credit risk is not; • Stage 3: there is objective evidence of impairment as of the reporting date. 12-month expected credit losses are recognized for the first category while ‘lifetime expected credit losses’ are recognized for the second category. Measurement of the expected credit losses is determined by a probability-weighted estimate of credit losses over the expected life of the financial instrument. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 13 Classification and measurement of financial liabilities: The Company’s financial liabilities at amortized cost include trade accounts payable and other liabilities, promissory note, balance of purchase price payable, convertible debenture and loan. The Company's financial liabilities designated at FVTPL, which includes items such as the contingent consideration payable. Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Company designated a financial liability at fair value through profit or loss. Subsequently, financial liabilities are measured at amortized cost using the effective interest method except for derivatives and financial liabilities designated at FVTPL, which are carried subsequently at fair value with gains or losses recognized in profit or loss (other than derivative financial instruments that are designated and effective as hedging instruments). All interest-related charges an
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d, if applicable, changes in an instrument’s fair value that are reported in profit or loss are included within finance expenses or finance income. Basic and diluted loss per share: Basic loss per share is calculated by dividing the loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the period. Diluted loss per share is calculated by adjusting loss attributable to common shareholders of the Company, and the weighted average number of common shares outstanding, for the effects of all dilutive potential common shares which include options and warrants. Dilutive potential common shares are deemed to have been converted into common shares at the average market price at the beginning of the period or, if later, at the date of issue of the potential common shares. The Company was in a loss position for the periods presented as a result, the diluted loss per share is equal to the basic loss per share as a result of the anti-dilutive effect of the outstanding warrants and share options. The table below identifies the equity instruments excluded from the calculation of diluted loss per share because their inclusion would be anti-dilutive in the nine months ended December 31, 2025: Issuable shares as of Financial Instrument December 31, 2025 Outstanding warrants 131,781,770 Issuable and exercisable outstanding options 24,875,000 156,656,770 Cash and restricted cash and cash equivalents: Cash and cash equivalent consists of cash and cash in trust, as well as other highly liquid short-term investments, easily convertible in a known amount of cash and subject to negligible risk of value impairment. Restricted cash was not available for use by the Company and therefore is not considered highly liquid, for example, cash set aside to cover remediation obligations. The Company does not have any restricted cash or cash equivalents as of December 31, 2025 or March 31, 2025. Marketable securities: Marketable securities comprise shares of other publicly traded companies and are recorded at fair value as of the date of the statement of financial position. The difference from the original basis related to the shares of other publicly traded companies is recorded in profit or loss. Property, plant, and equipment: Property, plant, and equipment are held at cost less accumulated depreciation and accumulated impairment losses. Cost includes all costs incurred initially to acquire or construct an item of property, plant and equipment, costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management and costs incurred subsequently to add to or replace part thereof. Recognition of costs in the carrying amount of an item of property, plant and equipment ceases when the asset is in the location and condition necessary for it to be capable of operating in the manner intended by management. The Santander mining unit depreciation is determined using the units of production (PU) method calculated based on the economically recoverable resources. Other fixed assets including buildings, facilities, other equipment, computer equipment, communication equipment, and furniture and fixtures are depreciated using the straight-line method over the useful life of assets. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expre
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ssed in US Dollars unless otherwise noted) 14 Depreciation is recognized on a straight-line basis to write down the cost to its estimated residual value, with a constant charge over the useful life of the asset. Depreciation of an asset begins when it is available for use, i.e., when it is in the location and condition necessary for it to be capable of operating in the manner intended by management. Land and works in progress are not depreciated. The estimated useful lives as of December 31, 2025 and March 31, 2025 are as follows: Depreciation method Useful life Buildings Straight-line 10 Mining unit PU 4 Plant PU 4 Facilities Straight-line 10 Miscellaneous equipment Straight-line 10 Computer equipment Straight-line 3 to 5 Communication equipment Straight-line 5 Software Straight-line 2 Furniture and fixtures Straight-line 5 to 10 The residual value, depreciation method, and useful life of each asset are reviewed at least at each financial year-end. The carrying amount of an item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. The gain or loss arising from the derecognition of an item of property, plant and equipment is included in profit or loss when the item is derecognized. Mining properties and exploration and evaluation assets: Exploration and evaluation expenditures are costs incurred during the initial search of mineral resources before the technical feasibility and commercial viability of extracting mineral resources are demonstrable. Costs incurred before the legal right to undertake exploration and evaluation activities are recognized in profit or loss when they are incurred. Once the legal right to undertake exploration and evaluation activities has been obtained, all costs of acquiring mineral rights, expenses related to the exploration and evaluation of mining properties, and less refundable tax credits related to these expenses, are recognized as exploration and evaluation assets. Expenses related to exploration and evaluation include topographical, geological, geochemical, geophysical, exploration drilling, trenching, sampling, general expenses, financial charges, management fees and other costs related to the evaluation of the technical feasibility and commercial viability of extracting a mineral resource. The various costs are capitalized on a property-by-property basis pending determination of the technical feasibility and commercial viability of extracting a mineral resource. These assets are recognized as intangible assets and are carried at cost less any accumulated impairment losses. No depreciation expenses are recognized for these assets during the exploration and evaluation phase. Whenever a mining property is considered no longer viable, or is abandoned, the capitalized amounts are written down to their recoverable amounts, the difference is then immediately recognized in profit or loss. When technical feasibility and commercial viability of extracting a mineral resource are demonstrable, exploration and evaluation assets related to the mining property are transferred to property, plant, and equipment. Before the reclassification, exploration and evaluation assets are tested for impairment and any impairment loss is recognized in profit or loss before reclassification. Although the Company has taken steps to verify title to the mining properties in which it holds an interest, in accordance with industry practices for the c
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urrent stage of exploration of such properties, these procedures do not guarantee the validity of the Company’s titles. Property titles may be subject to unregistered prior agreements and non-compliance with regulatory requirements. Impairment of mining properties, exploration and evaluation assets and property, plant and equipment: For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are largely independent cash inflows (cash- generating units). As a result, some assets are tested individually for impairment, and some are tested at a cash-generating unit level. Whenever events or changes in circumstances indicate that the carrying amount may not be recoverable, an asset or cash- generating unit is reviewed for impairment. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 15 Impairment reviews for exploration and evaluation assets are carried out on a project-by-project basis, with each project representing a potential single cash-generating unit. An impairment review is undertaken when indicators of impairment arise, but typically when one of the following circumstances apply: • the right to explore the areas has expired or will expire in the near future with no expectation of renewal; • no further exploration or evaluation expenditures in the area are planned or budgeted; • no commercially viable deposits have been discovered, and the decision has been made to discontinue exploration in the area; • sufficient work has been performed to indicate that the carrying amount of the expenditure carried as an asset will not be fully recovered. Additionally, when technical feasibility and commercial viability of extracting a mineral resource are demonstrable, the exploration and evaluation assets of the related mining property are tested for impairment before these items are transferred to property, plant and equipment. An impairment loss is recognized in profit or loss for the amount by which the assets or cash-generating unit’s carrying amount exceeds its recoverable amount. The recoverable amount of an asset or a cash-generating unit is the higher of its fair value less cost to sell and its value in use. An impairment charge is reversed if the assets or cash-generating unit’s recoverable amount exceeds its carrying amount. Provisions, contingent liabilities, and contingent assets: Provisions are recognized when present legal or constructive obligations as a result of a past event will probably lead to an outflow of economic resources from the Company and amounts can be estimated reliably. Timing or amount of the outflow may still be uncertain. A present obligation arises from the presence of a legal or constructive commitment that has resulted from past events, for example, legal disputes, decommissioning, restoration and similar liabilities, or onerous contracts. Provisions are measured at the estimated expenditure required to settle the present obligation, based on the most reliable evidence available at the reporting date, including the risks and uncertainties associated with the present obligation. Provisions are discounted when the time value of money is significant. The Company’s operations are governed by government environmental protection legislation. Environmental consequences are difficult to identify in terms of amounts, timetable, and impact. A
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s of the reporting date, management believes that the Company’s operations are in compliance with current laws and regulations. To take into account the estimated cash flows required to settle its obligations arising from environmentally acceptable closure plans (such as dismantling and demolition of infrastructures, removal of residual matter and site restoration), provisions are recognized in the year, when the Company has an actual restoration mining site obligation and it is likely that an outflow will be required in settlement of the obligation and the obligation is reasonably determinable. These provisions are determined on the basis of the best estimates of future costs, based on information available on the reporting date. All provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. Income taxes: When applicable, tax expense recognized in profit or loss comprises the sum of deferred tax and current tax not recognized directly in equity. Currently, income tax assets and/or liabilities comprise those obligations to, or claims from, fiscal authorities relating to the current or prior reporting periods, that are unpaid at the reporting date. Current tax is payable on taxable profit, which differs from profit or loss in the financial statements. Calculation of current tax is based on tax rates and tax laws that have been enacted or substantively enacted by the end of the year. Deferred income taxes are calculated using the liability method on temporary differences between the carrying amounts of assets and liabilities and their tax bases. However, deferred tax is not provided on the initial recognition of goodwill, or on the initial recognition of an asset or liability unless the related transaction is a business combination or affects tax or accounting profit. Deferred tax assets and liabilities are calculated, without discounting, at tax rates that are expected to apply to their respective period of realization, provided they are enacted or substantively enacted by the end of the reporting period. Deferred tax assets are recognized to the extent that it is probable that the underlying tax loss or deductible temporary difference will be utilized against future taxable income. This is assessed based on the Company’s forecast of future operating results, adjusted for significant non-taxable income and expenses and specific limits on the use of any unused tax loss or credit. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 16 Deferred tax assets and liabilities are offset only when the Company has a right and intention to set off current tax assets and liabilities from the same taxation authority. Changes in deferred tax assets or liabilities are recognized as deferred income tax in profit or loss, except where they relate to items that are recognized directly in equity, in which case the related deferred tax is also recognized in equity. Leases: At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. At inception or on reassessment of a contract that contains a lease component, the Company allocates the consideration in the contract to each lease component
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based on their relative stand-alone prices. The Company recognizes a right-of-use asset (“ROU asset”) and a lease liability at the lease commencement date. The ROU asset is initially measured at cost, which comprises the initial amount of the lease liability, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received. The ROU asset is subsequently depreciated on a straight-line basis from the commencement date to the earlier of the end of the useful life of the ROU asset or the end of the lease term. If the lease transfers ownership of the underlying asset to the Company by the end of the lease term or if the cost of the ROU asset reflects that the Company will exercise a purchase option, the ROU asset is depreciated from the commencement date to the end of the useful life of the underlying asset. The estimated useful lives of ROU assets are determined on the same basis as those of property, plant and equipment assets. In addition, the ROU asset is periodically reduced by impairment losses, if any, and adjusted for certain re-measurements of the lease liability. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s incremental borrowing rate. The lease liability is measured at amortized cost using the effective interest rate method and is re- measured when there is a change in future lease payments. When the lease liability is re-measured, a corresponding adjustment is made to the carrying amount of the ROU asset or is recorded in profit or loss if the carrying amount of the ROU asset has been reduced to zero. The Company presents ROU assets and lease liabilities on the consolidated statements of financial position. The Company has elected not to recognize ROU assets and lease liabilities for short-term leases that have a lease term of 12 months or less and leases of low-value assets. The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease. As of December 31, 2025, the Company has an ROU asset recognized on their office lease maintained in Quebec, Canada. Share capital: Share capital represents the amount received on the issue of shares, less issuance costs, net of any underlying income tax benefit from these issuance costs. If shares are issued following the exercise of share options, or warrants, this account also includes the charge previously accounted to the share options and warrant accounts. Unit placements: The funds from unit placement are allocated between shares and warrants using the relative fair value method. The fair value of the common shares is recognized in equity based on the share price at the date of issue. The fair value of the warrants is determined using the Black-Scholes valuation model and is recorded separately under "warrants". Other elements of equity: Warrants and share options accounts include unrealized charges related to share options and warrants until they are exercised, if applicable. Contributed surplus includes compensation expense related to share options and warrants not exercised and expired. Deficit includes all current and prior year retained losses. Accumulated other comprehensive l
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osses include all foreign currency translation adjustments. Equity-settled share-based compensation: The Company has an equity-settled share-based compensation plan for its eligible directors, employees, and consultants. The Company's plan is not cash-settled. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 17 All goods and services received in exchange for the grant of any share-based compensations are measured at fair value unless that fair value cannot be estimated reliably. If the Company cannot estimate reliably the fair value of the goods or services received, it must measure their value indirectly by reference to the fair value of the equity instruments granted. For transactions with employees and with parties providing similar services, the Company evaluates the fair value of services received by reference to the fair value of equity instruments granted. All equity-settled share-based compensation (except warrants to brokers) are ultimately recognized as an expense in the profit or loss with a corresponding credit to the Share options account. Equity-settled share-based compensation to brokers, in respect of an equity financing are recognized as issuance cost of the equity instruments with a corresponding credit to warrants, in equity. If vesting periods or other vesting conditions apply, the expense is allocated over the vesting period, based on the best available estimate of the number of share options expected to vest. Non-market vesting conditions are included in assumptions about the number of options that are expected to become exercisable. Estimates are subsequently revised if there is any indication that the number of share options expected to vest differs from previous estimates. Any cumulative adjustment prior to vesting is recognized in the current period. No adjustment is made to any expense recognized in prior period if share options ultimately exercised are different to that estimated on vesting. Discontinued Operations: The Company classifies assets held for sale in accordance with IFRS 5, Non-Current Assets Held for Sale and Discontinued Operations. When the Company makes the decision to sell an asset or to stop some part of its business, the Company assesses if such assets should be classified as an asset held for sale. To classify as an asset held for sale, the asset or disposal group must meet all of the following conditions: i) the asset is available for immediate sale in its present condition, ii) management is committed to a plan to sell, iii) an active program to locate a buyer and complete the plan has been initiated, iv) the asset is being actively marketed for sale at a sales price that is reasonable in relation to its fair value, v) the sale is highly probable within one year from the date of classification, and vi) actions required to complete the plan indicate that it is unlikely that the plan will be significantly changed or withdrawn. Assets held for sale are measured at the lower of its carrying amount or fair value less cost to sell (“FVLCTS”) unless the asset held for sale meets the exceptions as denoted by IFRS 5. FVLCTS is the amount obtainable from the sale of the asset in an arm’s length transaction, less the costs of disposal. Once classified as held for sale, any depreciation and amortization cease to be recorded. A discontinued operation is a comp
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onent of an entity that either has been disposed of, or is classified as held for sale, and meets one of the following conditions: i) represents a separate major line of business or geographical area of operations, ii) is part of a single coordinated plan to dispose of a separate major line of business or geographical area of operations, or iii) is a subsidiary acquired exclusively with a view to resale. Results from discontinued operations are presented separately from continuing operations in the condensed interim consolidated statements of profit and loss and the condensed interim consolidated statements of cash flows. New standards and interpretations that have not yet been adopted: In April 2024, the IASB issued a new IFRS accounting standard to improve the reporting of financial performance. IFRS 18 Presentation and Disclosure in the Financial Statements replaces IAS 1 Presentation of Financial Statements. The standards will become effective January 1, 2027, with early adoption permitted. Management is currently evaluating the impact of the new standard on the Company’s financial statements. 5. SALE OF SUBSIDIARY: Cerro de Pasco Resources Subsidiaria del Perú S.A.C. (“Santander”) Overview of Transaction On August 29, 2024, the Company completed the sale of its subsidiaries Cerro de Pasco Resources Subsidiaria del Perú S.A.C. and El Metalurgista S.A.C. (collectively, “Santander” or the “Purchased Corporations”) to Fondo de Inversión Privado under a Share Purchase Agreement (“SPA”). The sale included the Santander Mine and processing facilities located in the Huaral Province of Peru. The Company maintained ownership of its El Metalurgista Concession encompassing the Quiulacocha Tailings and Excelsior Stockpile, which remain held through Cerro de Pasco Resources del Perú S.A.C. (“CDPR del Peru”). Consideration and Contingent Royalty The Company received nominal consideration of $2 at closing. Under the SPA, the Company may receive contingent consideration of up to $10,000,000 in mining royalties. The royalty becomes payable if commercial production is achieved at the Santander Pipe, as defined in the SPA, once production reaches at least 70% of plant capacity over a consecutive 30-day period. The Company has assessed the likelihood of receipt as remote, and therefore no amount has been recognized in these financial statements. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 18 Intercompany Balances At the date of sale, the Purchased Corporations were owed $9,253,781 by CDPR and CDPR del Peru under intercompany balances previously eliminated on consolidation. Under the SPA, these balances became payable to the buyer and are now recognized as a loan liability in the consolidated financial statements. Further details, including repayment terms and subsequent amendments, are disclosed in Note 10. Financial Statement Impact The sale resulted in the deconsolidation of Santander effective August 29, 2024. The business is presented as a discontinued operation for the nine months ended December 31, 2024, and prior periods have been recast. The net liabilities disposed of totaled $35,863,535, resulting in a gain on disposal of the same amount. A detailed schedule of assets and liabilities relinquished, along with the statement of comprehensive loss for discontinued operations, is presented below: Cash
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and cash equivalents $ 19,910 Cash and cash equivalents -restricted cash 4,589,876 Prepaid expenses 146,809 Accounts receivable 311,753 Other receivables 153,647 Inventories 1,722,969 Property, plant, & equipment 10,006,645 Mining properties, exploration, and evaluation assets 7,995,425 Intercompany loan 9,253,781 Sales tax receivable 2,102,199 Trade accounts payable and other liabilities (55,701,480) Provisioning for rehabilitation and mine closure, current and long-term (12,617,052) Provision for taxes payable (279,058) Loans (3,568,959) Net liabilities $ (35,863,535) Cash proceeds - Net gain on sale of subsidiary $ 35,863,535 Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 19 For the three- months ended For the nine- months ended December 31, December 31, 2024 2024 $ $ Revenue - 1,475,533 Cost of Sales - (2,009,811) Gross Profit - (534,278) Expenses: Selling Expenses - 42,461 Care and maintenance - 4,402,209 General and administrative expenses - 684,982 Operating income (loss) before other expenses (income) and income tax - (5,663,930) Other income and expenses: Financial income - 399,975 Financial expenses - (145,177) Other expenses - (121,777) Exchange loss (gain) - (53,809) - 79,212 Income (loss) before income taxes - (5,584,718) Income taxes - - Net income (loss) from discontinued operations - (5,584,718) Currency translation adjustment - 331 Net comprehensive income (loss) from discontinued operations - (5,584,387) Net loss attributable to (discontinued) operations (5,584,387) 6. OTHER RECEIVABLES: December 31, March 31, 2025 2025 $ $ Sales tax receivable (Corporate) 72,717 88,955 Other receivables 78,324 30,077 Advances to third parties 39,062 33,173 Temporary tax on net assets (ITAN) - 1,288 Other receivables (current) 190,103 153,493 Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 20 7. PROPERTY, PLANT, AND EQUIPMENT: The movement of this item and its accumulated depreciation for the nine-months ended December 31, 2025 are as follows: Cost Balance as of March 31, 2025 Additions Write-off/ Disposal/ Balance as of December 31, 2025 Adjustments/excha nge Sale/Write- off Software 28,669 30,278 - - 58,947 Computer equipment 15,073 6,460 1,739 (6,039) 17,233 Furniture and fixtures 12,085 - - - 12,085 55,827 36,738 1,739 (6,039) 88,265 Accumulated Depreciation and Amortization Balance as of March 31, 2025 Depreciation and Amortization Write-off/ Disposal/ Balance as of December 31, 2025 Adjustments/excha nge Sale/Write- off Software (5,319) (1,267) - - (6,586) Computer equipment (6,889) (1,626) - 4,325 (4,190) Furniture and fixtures (12,085) - - - (12,085) (24,293) (2,893) - 4,325 (22,861) Net carrying value 31,534 33,845 1,739 (1,714) 65,404 8. EXPLORATION AND EVALUATION ASSETS: Mining properties, Exploration and Evaluation assets by properties are detailed as follows: March 31, 2025 Additions December 31, 2025 $ $ $ Quiulacocha Tailings and Excelsior Stockpile Mining properties 2,676,406 296,000 2,972,406 Exploration and evaluation 1,723,004 1,427,191 3,150,193 4,399,410 1,723,191 6,122,599 Quiulacocha Tailings and Excelsior Stockpile, Cerro de Pasco, Peru: CDPR owns a 100% interest in the El Metalurgista Concession (where the Quiulacocha Tailings
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and Excelsior Stockpile are located), located in Cerro de Pasco, Peru (“Quiulacocha”). Quiulacocha consists of tailings, stockpiles and metal slag generated by legacy mining operations at the Cerro de Pasco Mine located near Lima, Peru. On May 24, 2024, the Company signed an Easement Agreement with Activos Mineros S.A.C (AMSAC) with the participation of the General Directorate of Mining (the Peruvian Ministry of Energy and Mines) allowing the Company to proceed with engineering studies and a 40-hole drilling program at its Quiulacocha Tailings Project (“QT Project”) including the payment of approximately $1 million into the Peruvian National Bank on May 29, 2024 (paid). Quiulacocha is subject to a 2.0% Net Smelter Return (“NSR”) on production. The total 2% may be purchased by the Company as per the following deadlines and payments: Cash Payments $ In the first 24 months after the start of commercial production 3,000,000 Between the 25th and 36th months after the start of commercial production 3,500,000 Between the 37th and 48th months after the start of commercial production 4,000,000 Santander Mine: On August 29, 2024, CDPR sold 100% of its interest in Santander Mine which consists of a processing facility and mineral rights, located near the city of Lima, in the district of Santa Cruz de Andamarca, province of Huaral, department of Lima, Peru (Note 5). Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 21 9. TRADE ACCOUNTS PAYABLE AND OTHER LIABILITIES: Trade accounts payable and other liabilities recognized in the consolidated statements of financial position can be analyzed as follows: December 31, 2025 March 31, 2025 $ $ Trade accounts payable and accrued liabilities: Trade accounts payable 1,005,477 1,083,236 Accrued payroll and benefits 158,332 139,495 Other payables and accrued expenses 35,364 51,246 Related parties 29,791 98,070 Income taxes 11,345 12,018 1,240,309 1,384,065 10. LOANS: The Company’s outstanding loans are as follows: December 31, March 31, 2025 2025 $ $ Loan from Santander (b) 4,795,122 4,051,023 Banque Royale du Canada (a) 19,050 22,291 Total Loans 4,814,275 4,073,314 Less: Current Portion 731,381 - Non-Current Portion 4,082,894 4,073,314 (a) Banque Royale du Canada loan The Company has a loan with the Banque Royale du Canada of CAD $40,000 originated on January 17, 2024. The loan accrues interest at a rate of 2.84% with monthly payments of approximately $628. The loan matures in 5 years from date of refinancing. (b) Loan from Santander As described in Note 5 – Sale of Subsidiary, on August 29, 2024 the Company entered into a Share Purchase Agreement (“SPA”) for the sale of 100% of its interest in Santander. At the time of the transaction, the Company and its subsidiary, CDPR del Perú, had outstanding intercompany balances payable to the Purchased Corporations totaling $9,253,781. These balances had previously been eliminated on consolidation. Following the sale, the Purchased Corporations ceased to be consolidated subsidiaries, and the intercompany loan is now recognized as a liability in the consolidated financial statements. Original SPA Terms: The liability accrued interest at 4% per annum, compounded monthly. The SPA required an initial payment of $1.0 million within 90 days of closing, with the remaining balance deferred for five years and repayable over the subseque
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nt five years in quarterly installments of $414,689 plus annual interest payments. Initial Recognition and Valuation: On initial recognition, the fair value of the loan was determined to be $3,863,025, based on a discount rate of 19.76%, as determined by an independent valuation specialist. The effective interest rate on the restructured loan was calculated at 30.15%. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 22 First Amendment (January 31, 2025): The Company and the buyer executed a First Amendment to the SPA which revised the repayment terms of the initial $1.0 million as follows: • $68,619 due on December 30, 2024 • $200,000 due by February 14, 2025 • $731,381 due by July 1, 2026, accruing interest at a monthly effective rate of 1.00% beginning January 1, 2025. Following this amendment and revised payment schedule, the updated effective interest rate was recalculated to 13.43%. Current Period Impact: For the nine months ended December 31, 2025, the Company recognized interest expense of $304,064 and accretion expense of $439,891 on this loan. Summary: At December 31, 2025, the total carrying value of the Santander loan was $4,795,122. The current portion of the loan was $731,381 and the non-current portion was $4,063,844. The liability will continue to be measured at amortized cost using the effective interest rate method, with subsequent accretion and interest expense recognized in profit or loss. 11. PURCHASE PAYABLE AND CONTINGENT CONSIDERATION PAYABLE: On December 3, 2021, the Company acquired the Santander mine from Trevali Mining Corporation. As part of the purchase consideration, the Company agreed to pay CAD $1.0 million plus the amount of excess closing date working capital, minus any shortfall in closing date working capital. At the date of closing, the balance due under this purchase price adjustment was calculated to be approximately CAD $2.17 million. As of March 31, 2025, the remaining balance of USD 1,584,164 continues to be recorded within current liabilities. In addition to the purchase payable, the acquisition terms included a contingent consideration obligation of USD 2,500,000. The fair value at the time of acquisition was USD 1,115,816, recognized using the fair value through profit and loss method and subsequently revalued until fully estimable. The contingent consideration became payable on January 9, 2023, upon satisfaction of the condition related to the average official zinc price remaining above USD 1.30 per pound during the specified period. As of March 31, 2025, the full USD 2,500,000 balance is recorded within current liabilities. The Santander mine was subsequently sold by the Company on August 29, 2024. The liabilities described above relate to the original acquisition of the Santander mine in 2021 and do not relate to the sale transaction completed in 2024. In December 2025, the Company entered into a settlement agreement (the “Settlement Agreement”) with Trevali Mining Corporation (“Trevali”), to resolve all claims and counterclaims arising from arbitration related to the Share Purchase Agreement for Trevali Peru S.A.C. and the Santander Mine. Under the terms of the Settlement Agreement, the Company has agreed to pay CAD $2.0 million in full and final settlement of all claims within ten days of the issuance of the arbitrator’s termination order. All cla
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ims and counterclaims between the parties will be mutually released, and each party will bear its own legal costs. As of December 31, 2025, the Company derecognized all Trevali-related liabilities recorded on its consolidated balance sheet, including a purchase price payable of USD $1,584,164 and a contingent consideration payable of USD $2,500,000. As a result, the Company recognized a gain on settlement of USD $2,654,657 during the period ended December 31, 2025. 12. SHARE CAPITAL AND WARRANTS: Authorized: The Company is authorized to issue an unlimited number of common shares without par value. Issued and outstanding: As of December 31, 2025, the Company had 600,854,500 issued and outstanding common shares (March 31, 2025 – 509,384,503). Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 23 Transactions during the nine months ended December 31, 2025: On November 7, 2025, the Company issued a total of 47,366,957 units in a brokered and concurrent non-brokered private placement at a price of CAD $0.48 per unit for combined gross proceeds of CAD $22,736,139 (USD $16,165,908). Each unit comprising one common share and one-half of one common share purchase warrant. Each whole warrant entitles the holder to acquire one additional common share of the Company at an exercise price of CAD $0.68 per share until November 7, 2027. The Company paid an additional 6% in warrants as broker fees in connection with the private placement, equivalent to 1,910,892 warrant units at an exercise price of CAD $0.46 with a term of two years. The warrant units include 1,910,892 additional underlying warrants, which have an exercise price of CAD $0.68 with a term of two years. In connection with the offering, the Company paid total cash commissions of approximately CAD $917,000 (USD $650,000) and issued finders fees warrants with a value of $549,089. Warrant holders paid an aggregate CAD $9,104,412 (USD $6,573,850) to exercise 41,713,040 warrants outstanding in exchange for 41,713,040 shares of the Company’s common stock at exercise prices ranging from CAD $0.15 to $0.40. Transactions during the nine months ended December 31, 2024: On April 10, 2024, the Company granted 250,000 and 150,000 share options to consultants at an exercise price of CAD $0.15 per share, expiring April 10, 2029 and April 10, 2027 respectively. Each share option entitles the holder to acquire one common share. The fair value of the options was estimated at $0.04 per share option at the grant date for a total of $17,075 using the Black-Scholes option pricing model. The share options are classified as equity-settled share-based payments under IFRS 2. On April 22, 2024, the Company issued 2,000,000 shares of common stock in exchange for the conversion of $200,000 of principal on their outstanding convertible debenture utilizing the previously agreed-upon conversion price of $0.10 CAD per share. On May 24, 2024, the Company issued a total of 25,500,000 units in a private placement at a price of $0.10 CAD per unit for proceeds of $1,222,413, net of share issuance costs. Each unit consists of one common share and half of one common share purchase warrant. Each warrant entitles the holder to acquire one additional common share of the Company at an exercise price of $0.15 CAD and an underlying warrant at an exercise price of $0.25 CAD, with an expiration of
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May 24, 2026 for both instruments. The Company paid $38,442 and also paid additional finder fees warrants, equivalent to 210,000 in warrants and 210,000 in underlying warrants. On July 5, 2024, the Company issued a total of 32,980,000 units in a private placement at a price of $0.10 CAD per unit for proceeds of approximately $3.3 million, net of share issuance costs. Each unit consists of one common share. Each warrant entitles the holder to acquire one additional common share of the Company at an exercise price of $0.15 CAD with an expiration of July 5, 2026. On July 9, 2024, the Company issued a total of 50,000 shares of common stock at a price of $0.12 CAD per unit for proceeds of $6,000 for consulting services. On July 30, 2024, the Company issued a total of 500,000 shares of common stock at a price of $0.12 CAD per share as payment for termination fees with a vendor. On September 26, 2024, the Company issued a total of 20,000,000 units in a private placement at a price $0.15 CAD per unit for proceeds of approximately $2.2 million, net of share issuance costs. Each unit consists of one common share. Each warrant entitles the holder to acquire one additional common share of the Company at an exercise price of $0.20 CAD, with an expiration of September 26, 2026. On October 7, 2024, the Company issued 50,000 shares with a value of CAD $6,000 to a consultant. On October 10, 2024, the Company elected to convert a portion of the indebtedness outstanding on their convertible debenture in the amount of CAD $250,000 for 1,666,666 shares, converted at the agreed-upon conversion rate of CAD $0.15 per share. On October 23, 2024, a warrant holder paid approximately $14,000 to exercise 125,000 of their warrants outstanding in exchange for 125,000 of the Company’s common stock, at an exercise price of CAD $0.15 per share. On October 25, 2024, the Company elected to convert the total remaining indebtedness on their convertible debenture in the amount of $813,506 for 7,793,323 shares, converted at the agreed-upon conversion rate of CAD $0.15 per share. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 24 On October 25, 2024, various warrant holders paid an aggregate of approximately $150,000 to exercise 800,000 warrants outstanding in exchange for 800,000 of the Company’s common stock, at an exercise price of CAD $0.20 per share. On October 28, 2024, various warrant holders paid an aggregate of approximately $11,000 to exercise 70,080 warrants outstanding in exchange for 70,080 of the Company’s common stock. 25,000 warrants were exercised at an exercise price of CAD $0.15 and 45,080 warrants were exercised at an exercise price of CAD $0.25 per share. On November 6, 2024, various warrant holders paid an aggregate of approximately $6,000 to exercise 50,000 warrants outstanding in exchange for 50,000 of the Company’s common stock, at an exercise price of CAD$0.15 per share. On November 8, 2024, two warrant holders paid an aggregate of approximately $40,000 to exercise 220,000 warrants outstanding in exchange for 220,000 of the Company’s common stock, at an exercise price of CAD$0.25 per share. On November 11, 2024, a warrant holder paid approximately $19,000 to exercise 100,000 warrants outstanding in exchange for 100,000 of the Company’s common stock, at an exercise price of CAD$0.25 per share. On November 18, 2
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024, a warrant holder paid approximately $6,000 to exercise 50,000 warrants outstanding in exchange for 50,000 of the Company’s common stock, at an exercise price of CAD$0.15 per share. On November 20, 2024, a warrant holder paid approximately $8,900 to exercise 50,000 warrants outstanding in exchange for 50,000 of the Company’s common stock, at an exercise price of CAD $0.25 per share. On November 27, 2024, the Company issued a total of 50,000,000 units in a private placement at a price of CAD $0.30 per unit for proceeds of approximately $10,700,000, net of share issuance costs. Each unit consists of one common share and one-half warrant. Each warrant entitles the holder to acquire one additional common share of the Company at an exercise price of CAD $0.50 with an expiration of November 27, 2026. The share issuance costs associated with this private placement amounted to approximately $511,000. The Company paid an additional 6% in warrants as broker fees in connection with the private placement, equivalent to 2,000,000 warrant units at an exercise price of CAD $0.30. The warrant units further include 1,000,000 of additional underlying warrants, which have an exercise price of CAD $0.50. On November 29, 2024, a warrant holder paid approximately $13,300 to exercise 125,000 warrants outstanding in exchange for 125,000 of Company’s common stock, at an exercise price of CAD $0.25 per share. On December 2, 2024, a warrant holder paid approximately $36,000 to exercise 200,000 warrants outstanding in exchange for 200,000 of the Company’s common stock, at an exercise price of CAD $0.25 per share. On December 5, 2024, a warrant holder paid approximately $9,000 to exercise 50,000 warrants outstanding in exchange for 50,000 of the Company’s common stock, at an exercise price of CAD$0.25 per share. On December 6, 2024, a warrant holder paid approximately $32,000 to exercise 300,000 warrants outstanding in exchange for 300,000 of the Company’s common stock, at an exercise price of CAD$0.15 per share. On December 16, 2024, a warrant holder paid approximately $18,000 to exercise 100,000 warrants outstanding in exchange for 100,000 of the Company’s common stock, at an exercise price of CAD$0.25 per share. On December 23, 2024, a warrant holder paid approximately $65,000 to exercise 372,500 warrants outstanding in exchange for 372,500 of the Company’s common stock, at an exercise price of CAD$0.25 per share. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 25 Warrants: The changes to the number of outstanding warrants granted by the Company and their weighted average exercise price are as follows: The following table provides outstanding warrants information as of December 31, 2025: Outstanding warrants Expiry date Number of outstanding warrants Exercise price $ January 17, 2026 686,000 0.15 January 17, 2026 ** 851,000 0.25 February 26, 2026 400,000 0.25 March 28, 2026 925,000 0.15 March 28, 2026 ** 1,425,000 0.25 April 8, 2026 4,105,427 0.40 May 24, 2026 11,118,640 0.15 May 24, 2026 ** 11,635,440 0.25 July 5, 2026 * 29,630,000 0.15 September 26, 2026 10,000,000 0.20 November 27, 2026 25,000,000 0.50 November 27, 2026 1,000,000 0.30 November 7, 2027 27,505,263 0.68 January 31, 2028 5,000,000 0.15 May 1, 2028 2,500,000 0.15 131,781,770 0.35 * Under the terms of the warrant agreement, the warrants are subject to a
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cceleration of the expiry date, at the discretion of the Company, in the event that the 20-day volume-weighted average trading price of the common shares on the TSX-V exceeds CAD $0.60. **These represent underlying warrants, which cannot be exercised until the purchase warrants held by the shareholder have been exercised. December 31, 2025 March 31, 2025 Number of warrants granted Weighted average exercise price (CAD) Number of warrants granted Weighted average exercise price (CAD) $ $ Outstanding at beginning 148,944,797 0.26 79,545,877 0.26 Granted 27,505,263 0.67 99,400,000 0.26 Exercised (41,713,040) 0.22 (20,831,080) 0.25 Expired/ Cancelled (2,955,250) 0.41 (9,170,000) 0.25 Outstanding at end 131,781,770 0.35 148,944,797 0.26 Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 26 13. SHARE-BASED COMPENSATION: Share option plan: The Company has a stock option plan whereby the Board of Directors may grant directors, officers or consultants of the Company options to acquire common shares. The Board of Directors has the authority to determine the terms and conditions of the grant of options. On March 10, 2025, the Board of Directors moved to adopt a new fixed number stock option plan (the “Plan”) to replace the rolling stock option plan, which the Company adopted in 2016. The Board approved 30,000,000 common shares to be allotted and reserved for issuance under the Plan. The exercise price of any option granted under the Plan is fixed by the Board of Directors at the time of the grant and cannot be less than the market price per common share the day before the grant. The term of an option will not exceed five years from the date of grant. Options are not transferable and can be exercised while the beneficiary remains a director, an officer, an employee, or consultant of the Company or up to 90 days after the beneficiary has left. The following table provides outstanding share options information as of December 31, 2025 and March 31, 2025: The following table provides outstanding share options information as of December 31, 2025: Expiry date Number of granted share options Number of exercisable share options Exercise price Remaining life $ (years) March 2, 2027 1,040,000 1,040,000 0.40 1.2 April 16, 2027 150,000 150,000 0.35 1.3 September 5, 2028 2,600,000 2,600,000 0.20 2.7 April 10, 2029 250,000 250,000 0.15 3.3 September 19, 2029 11,235,000 11,235,000 0.20 3.7 December 16, 2027 1,600,000 1,200,000 0.68 2.0 December 16, 2030 9,000,000 8,400,000 0.68 5.0 25,875,000 24,875,000 0.41 3.9 Activity during the period ended December 31, 2025: On December 16, 2025, the Company granted 1,600,000 options to various employees an exercise price of CAD $0.68 per share, expiring December 16, 2027. The share options entitles the holders to acquire one common share. The fair value of the options was estimated at CAD $0.20 per share options at the grant date for a total of CAD $113,408 (USD $81,853) using the Black-Scholes option pricing model. On December 16, 2025, the Company granted 9,000,000 options to various employees at an exercise price of CAD $0.68 per share, expiring December 16, 2030. The share options entitles the holders to acquire one common share. The fair value of the options was estimated at CAD $0.32 per share options at the grant date for a total of CAD $1,943,640 (USD $1,402,849) using the Black
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-Scholes option pricing model. December 31, 2025 March 31, 2025 Number of outstanding share options Weighted average exercise price (CAD) Number of outstanding share options Weighted average exercise price (CAD) $ $ Outstanding at beginning 20,180,000 0.23 8,880,000 0.29 Granted 10,750,000 0.68 12,800,000 0.20 Exercised (2,390,000) 0.23 (150,000) 0.20 Forfeited/Expired (2,665,000) 0.32 (1,350,000) 0.33 Outstanding at end 25,875,000 0.41 20,180,000 0.23 Exercisable at end 24,875,000 0.38 20,080,000 0.23 Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 27 On April 16, 2025, the Company granted 150,000 options to a consultant at an exercise price of CAD $0.35 per share, expiring April 16, 2027. The share option entitles the holder to acquire one common share. The fair value of the options was estimated at CAD $0.14 per share option at the grant date for a total of CAD $20,568 (USD $15,287) using the Black-Scholes option pricing model. During the nine-month period ended December 31, 2025, 2,390,000 share options were exercised, resulting in the issuance of 2,390,000 common shares for total cash proceeds of CAD $399,511 (USD $304,583). The following table provides the weighted average fair value of share options granted: December 31, 2025 March 31, 2025 $ $ Weighted average fair value of share options granted CAD $0.48 ($0.35) CAD $0.10($0.07) The fair value of each share option granted is estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions: December 31, 2025 March 31, 2025 Weighted average expected dividend yield 0% 0% Weighted average share price at grant date CAD $0.48 CAD $0.16 Weighted average expected volatility (1) 86.82% 90.70% Weighted average risk-free interest rate 2.55% 2.82% Weighted average exercise price at grant date CAD $0.68 CAD $0.20 Weighted average expected life 2.15 years 4.98 years 14. INFORMATION REGARDING STATEMENTS OF COMPREHENSIVE LOSS: (a) General and administrative expenses by nature: General and administrative expenses recognized in the net loss of the periods is as follows: Three-month period ended Nine-month period ended December 31 December 31 December 31 December 31 2025 2024 2025 2024 General and administrative expenses: Salaries and employee benefit expense 227,564 (118,194) 701,280 210,978 Management and consulting fees 400,360 145,048 1,306,539 1,009,102 Professional fees 407,911 299,742 1,092,131 713,480 Business development 347,840 337,150 923,509 686,345 Share-based compensation 1,499,989 251,262 1,499,989 251,262 Rent and office expenses 75,297 61,841 258,134 167,712 Registration, listing fees and shareholder information 21,390 51,193 117,626 104,329 Project implementation cost 118 12,811 1,135 42,722 Depreciation of property and equipment 1,363 769 2,593 3,353 Other general and administrative expenses 6,122 10,490 15,558 73,679 2,987,954 1,052,111 5,918,494 3,262,961 Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 28 (b) Finance expenses: Finance expenses recognized in the net loss of the periods is as follows: Three-month period ended Nine-month period ended December 31 December 31 December 31 December 31 2025 2024 2025 2024 Fines, penalties, bank charges and oth
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er interest (163,175) (42,841) (297,882) (35,771) Financial expenses - 13,225 - 31,028 Accretion expense on loan 156,691 60,765 439,891 104,259 Interest on promissory note 88,918 33,688 304,064 33,688 Interest on convertible debenture - 11,602 - 175,344 Presumed interest on convertible debenture - 108,618 - 136,802 Presumed interest on promissory note - 131,041 - 209,537 82,434 316,100 446,073 654,887 15. RELATED PARTY TRANSACTIONS: Related parties include the Company's joint key management personnel. Unless otherwise stated, balances are usually settled in cash. Key management includes directors and senior executives. The remuneration of key management personnel includes the following expenses: For the 3 - Month period For the 9 - Month period December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024 $ $ $ $ Management and consulting fees 194,954 241,633 625,021 623,810 Director's salaries and fees 124,624 204,632 339,552 397,656 Share-based compensation 1,369,447 - 1,369,447 139,752 Total 1,689,784 446,264 2,334,020 1,161,218 As of December 31, 2025, the Company owed $29,791 to various related parties (included in trade accounts payable and other liabilities). A related party of the Company participated in the private placement offering, as described in note twelve, for total proceeds of approximately CAD $4,000,000. The transaction constituted a related party transaction under MI 61-101 – Protection of Minority Security Holders in Special Transactions, in which the Company relied on available exemptions from the formal valuation and minority shareholder approval requirements. These transactions, entered into 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. Unless otherwise stated, none of the transactions incorporated special terms and conditions and no guarantees were given or received. Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 29 16. SEGMENT REPORTING: The Company presents and discloses segment information based on information that is regularly reviewed by the chief operating decision- maker, i.e. the President, the Chief Executive Officer and the Board of Directors for business activities from which it may earn revenues and/or incur expenses from which discrete financial information is available. The Company has determined that it has two major segments (2024 – three which included mining operations of Santander prior to its sale in September 2024): 1) Exploration, evaluation, and development; and 2) Corporate management Significant information relating to the Corporation’s reportable operating segments is summarized in the tables below: Nine-month period ended December 31, 2025 and 2024 Operating Expenses Other income (expense) Net Income (Loss) $ $ $ Exploration, evaluation, and development (Quiulacocha and Excelsior) 2025 (1,640,838) (438,273) (2,079,111) 2024 (447,901) 6,124,878 5,676,977 Corporate (Canada and other) 2025 (4,277,656) 2,563,216 (1,714,440) 2024 (2,815,060) 30,473,873 27,658,813 Consolidated 2025 (5,918,494) 2,124,943 (3,793,551) 2024 (3,262,961) 36,598,751 33,335,790 Three-month period ended December 31, 2025 and 2024 Operating Expenses Other income (expense) Net Income (Loss) $ $ $ Exploration, evaluation, and development (Quiulacocha and Ex
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celsior) 2025 (953,794) (116,022) (1,069,816) 2024 38,804 (44,444) (5,640) Corporate (Canada and other) 2025 (2,034,160) 2,646,993 612,833 2024 (1,090,915) 51,084 (1,039,831) Consolidated 2025 (2,987,954) 2,530,971 (456,983) 2024 (1,052,111) 6,640 (1,045,471) 17. CASH FLOW DETAIL OF WORKING CAPITAL: December 31, 2025 December 31, 2024 $ $ Change in trade receivables - 302 Change in other receivables (36,610) (307,108) Change in prepaid expenses (18,020) (27,606) Change in other asset (161,173) - Change in trade accounts payable and accrued liabilities (143,756) (403,294) Changes in continuing working capital items (359,559) (737,706) Changes in discontinued working capital items - 5,316,480 Changes in working capital items (359,559) 4,578,774 Cerro de Pasco Resources Inc. Notes to Condensed Interim Consolidated Financial Statements Nine-month periods ended December 31, 2025 and 2024 (Expressed in US Dollars unless otherwise noted) 30 18. CONTINGENCY: On October 5, 2018, Genius Properties Ltd. completed an Asset Transfer Agreement pursuant to which the Company transferred to Genius Metals Inc. ('Genius Metals’) the ownership of all mining rights and titles, a part of its trade accounts payable and other liabilities and the other liability related to flow-through shares estimated at $23,086. In consideration for such transfer, Genius Metals issued to the Company 9,797,970 Genius Metals common shares for a consideration of $2,685,007. The transfer was recorded at the carrying amount of the assets and liabilities transferred. Notwithstanding that the liabilities related to the flow-through shares were transferred to Genius Metals, the Company retains the ultimate responsibility for the tax liability related to this financing. Genius Metals would indemnify the Company for any such liability. 19. SUBSEQUENT EVENTS: Subsequent to the nine-month period ended December 31, 2025, several warrant holders exercised their warrants in an aggregate of 6,422,451. The exercise price ranged from CAD $0.15 to $0.68 per share and total proceeds were approximately CAD $1,724,451. Subsequent to the nine-month period ended December 31, 2025, two option holders exercised their options in an aggregate of 685,000. The exercise price for the options was CAD $0.20 per share and total proceeds were CAD $137,000.
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