Financial statements
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Condensed Consolidated Interim Financial Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars) (Unaudited) Index Page Notice of No Auditor Review 2 Condensed Consolidated Interim Financial Statements Condensed Consolidated Interim Statements of Comprehensive Loss 3 Condensed Consolidated Interim Statements of Financial Position 4 Condensed Consolidated Interim Statements of Changes in Equity 5 Condensed Consolidated Interim Statements of Cash Flows 6 Notes to the Condensed Consolidated Interim Financial Statements 7-17
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2 Notice of no Auditor Review of Condensed Consolidated 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 accompanying unaudited condensed interim financial statements of the Company have been prepared by and are the responsibility of the Company’s management. The Company’s independent auditor has not performed a review of these condensed interim financial statements in accordance with standards established by the Chartered Professional Accountants of Canada for a review of interim financial statements by an entity’s auditor.
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Southern Silver Exploration Corp. (An Exploration Stage Company) Condensed Consolidated Interim Statements of Comprehensive Loss Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 3 Three months ended Six months ended October 31, October 31, October 31, October 31, Note 2024 2023 2024 2023 $ $ $ $ Administration 6 15,000 15,000 30,000 30,000 Consulting 6 148,585 66,765 240,242 131,145 Exploration and evaluation 5 & 6 314,517 404,009 863,876 988,369 Investor relations and corporate development 6 130,542 104,386 214,387 200,417 Office and general 6 19,578 18,457 39,728 27,871 Professional fees 6 116,609 78,492 198,467 176,302 Regulatory fees and taxes 15,189 16,205 25,057 31,104 Share-based payments 7 1,328,926 - 1,328,926 - Shareholders' communication 12,440 9,411 15,647 11,892 Transfer agent 19,822 16,829 26,294 31,722 2,121,208 729,554 2,982,624 1,628,822 Foreign exchange 7,248 7,160 13,027 13,299 Loss on disposal of subsidiary 10 9,738 - 9,738 - Mineral property impairment 5 193,375 - 193,375 - Other income (14,989) (28,116) (16,867) (78,422) Loss and comprehensive loss for the period 2,316,580 708,598 3,181,897 1,563,699 Loss per share - basic and diluted 0.01 - 0.01 0.01 Weighted average number of shares outstanding - basic and diluted 7 307,835,333 291,546,757 300,595,630 291,546,757 The accompanying notes form an integral part of these condensed consolidated interim financial statements
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Southern Silver Exploration Corp. (An Exploration Stage Company) Condensed Consolidated Interim Statements of Financial Position (Expressed in Canadian Dollars, Unaudited) 4 October 31, April 30, Note 2024 2024 $ $ Assets Current Cash and cash equivalents 4 2,570,729 730,456 Other receivables 24,053 22,143 Prepaid expenses 64,340 91,312 2,659,122 843,911 Non-current Reclamation bonds 148,518 146,898 Mineral properties 5 34,520,594 34,527,618 34,671,898 34,674,516 37,328,234 35,518,427 Liabilities Current Account payable and accrued liabilities 343,878 444,760 Due to related parties 6 63,186 46,402 407,064 491,162 Shareholders' Equity Share capital 7 86,054,653 82,225,073 Share-based payments reserve 7,510,015 6,740,912 Other reserve 9,270 9,270 Deficit (56,652,768) (53,947,990) 36,921,170 35,027,265 37,328,234 35,518,427 Nature of Operations and Going Concern (Note 1) Approved on behalf of the Board “Lawrence Page” “Gina Jones” Lawrence Page, K.C. Gina Jones The accompanying notes form an integral part of these condensed consolidated interim financial statements
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Southern Silver Exploration Corp. (An Exploration Stage Company) Condensed Consolidated Interim Statements of Changes in Shareholders’ Equity Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 5 Share capital Share capital Share-based payments reserve Other reserve Deficit Total Number $ $ $ $ Balance, April 30, 2023 291,546,757 82,225,073 8,514,546 9,270 (52,028,452) 38,720,437 Fair value of options expired - - (1,090,413) - 1,090,413 - Fair value of warrants expired - - (678,844) - 678,844 - Net loss - - - - (1,563,699) (1,563,699) Balance, October 31, 2023 291,546,757 82,225,073 6,745,289 9,270 (51,822,894) 37,156,738 Share capital Share capital Share-based payments reserve Other reserve Deficit Total Number $ $ $ $ Balance, April 30, 2024 291,546,757 82,225,073 6,740,912 9,270 (53,947,990) 35,027,265 Issued Private Placement 16,381,978 3,604,035 - - - 3,604,035 Exercise of stock options 935,000 237,450 - - - 237,450 Exercise of warrants 150,000 37,500 - - - 37,500 Share issue costs - (227,602) 69,192 - - (158,410) Fair value of options exercised - 178,197 (178,197) - - - Fair value of options expired - - (404,989) - 404,989 - Fair value of warrants expired - - (45,829) - 45,829 - Share-based compensation - - 1,328,926 - - 1,328,926 Adjustment on disposal of subsidiary - - - - 26,301 26,301 Net loss - - - - (3,181,897) (3,181,897) Balance, October 31, 2024 309,013,735 86,054,653 7,510,015 9,270 (56,652,768) 36,921,170 The accompanying notes form an integral part of these condensed consolidated interim financial statements
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Southern Silver Exploration Corp. (An Exploration Stage Company) Condensed Consolidated Interim Statements of Cash Flows Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 6 October 31, October 31, 2024 2023 $ $ Operating activities Net Loss (3,181,897) (1,563,699) Items not involving cash Share-based payments 1,328,926 - Unrealized foreign exchange (1,858) (3,566) Loss on disposal of subsidiary 9,738 - Mineral property impairment 193,375 - Changes in non-cash working capital Taxes and other receivables (1,910) 8,549 Prepaids 26,972 23,270 Accounts payable and accrued liabilities (84,319) (123,834) Due to related parties 16,784 (15,986) Cash used in operating activities (1,694,189) (1,675,266) Investing activity Mineral property acquisition costs, net (186,351) (237,515) Cash used in investing activity (186,351) (237,515) Financing Activity Shares issued for cash, net 3,720,575 - Cash provided by financing activity 3,720,575 - Foreign exchange effect on cash 238 1,114 Increase / (Decrease) in cash during the period 1,840,273 (1,911,667) Cash, beginning of period 730,456 4,670,767 Cash, end of period 2,570,729 2,759,100 Cash and cash equivalents consist of: Cash 417,378 702,609 Cash equivalents 2,153,351 2,056,491 Supplemental Cash Flow Information – Note 9 The accompanying notes form an integral part of these condensed consolidated interim financial statements
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 7 1. Nature of Operations and Going Concern Southern Silver Exploration Corp. (the “Company”) is an exploration stage company incorporated under the laws of British Columbia, Canada. The Company’s principal business activities include the acquisition, exploration, and development of natural resource properties for enhancement of value and disposition pursuant to sales agreements or development by way of third-party option and/or joint venture agreements. The Company’s registered office is 1710 - 1177 West Hastings Street, Vancouver, British Columbia, Canada, V6E 2L3. The business of exploring for minerals involves a high degree of risk and there can be no assurance that any of the Company’s current or future exploration programs will result in profitable mining operations. The recoverability of amounts shown for mineral properties is dependent upon the discovery of economically recoverable reserves, the ability of the Company to obtain financing to complete their exploration and development, and establish future profitable opera tions, or realize proceeds from their sale. The carrying value of the Company’s mineral properties does not reflect present or future value. These condensed consolidated interim financial statements were 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. The Company incurred a net loss of $ 3,181,897 for the six months ended October 31, 2024 (2023 ‐ $1,563,699) and had an accumulated deficit of $ 56,652,768 as of October 31, 2024 (April 30, 2024 - $53,947,990). As of October 31, 2024, the Company does not have sufficient working capital to meet its administrative overheads and continue its exploration programs. The Company has relied upon the issuance of share capital and short -term debt to finance its activities. Future capital requirements will depend on many factors including the Company’s ability to execute its business plan. In order to finance future activities, the Company will be required to raise further financing which may include issuing further share capital through private placements and the exercise of options and warrants or obtaining short-term debt. While the Company has been successful in the past in raising financing to fund its operations, t here can be no assurance that such financing will be available to the Company or on favourable terms to the Company. These matters create material uncertaint ies which may cast significant doubt over the Company’s ability to continue as a going concern. These condensed consolidated interim financial statements do not include the adjustments to assets and liabilities that would be necessary should the Company be unable to continue as a going concern. Such adjustments could be material. The economic uncertainties around persistent inflation pressure, geopolitical and other global factors have the potential to slow growth in the global economy. Future developments in these challenging areas could impact on the Company’s results and financial condition and the full extent of that impact remains unknown. However, as at October 31, 2024, the Company has not been significantly impacted by these matters. 2. Basis of Preparation and Consolidation These condensed consolidated interim financial statements have been prepared in accordance with International Financial Accounting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") applicable to the preparation of interim financial statements, inclu ding IAS 34 - Interim Financial Reporting , using historical cost and the accrual basis , except for cash flow information and financial instruments measured at fair value. The Company’s functional and presentation currency is the Canadian dollar. These condensed consolidated interim financial statements should be read in conjunction with the annual audited consolidated financial statements for the year ended April 30, 2024 which have been prepared in accordance with IFRS as issued by the IASB.
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 8 2. Basis of Preparation and Consolidation, continued Control is based on whether an investor has power over the investee, exposure of rights to variable returns from its involvement with the investee, and the ability to use its power over the investee to affect the amount of returns. All inter -company transactions and balances have been eliminated upon consolidation. The condensed consolidated interim financial statements of the Company include the following entities controlled by the Company: Entity Country of Incorporation Principal Activity Southern Silver Holdings Limited ("SSHL") British Virgin Islands Holding company - 100% owned by the Company Minera Plata del Sur S.A de C.V. ("MPS") Mexico Mineral exploration - 100% owned by SSHL Southern Silver Projects Limited ("SSPL") British Virgin Islands Holding company - 100% owned by the Company Exploraciones Magistral S.A de C.V. Mexico Dissolved and deconsolidated effective October 2024 (Note 10) Southern Silver Exploration Corp. (US) United States of America Mineral exploration - 100% owned by the Company Exploraciones Minasol S.A de C.V. Mexico Mineral exploration - 100% owned by the Company These condensed consolidated interim financial statements were approved and authorized for issue by the Board of Directors on December 19, 2024. 3. Summary of Material Accounting Policies and Future Accounting Standards The same material accounting policies are used in the preparation of these condensed consolidated interim financial statements as for the most recent audited annual consolidated financial statements and reflect all the adjustments necessary for fair presentation in accordance with IFRS of the results for the interim periods presented. Significant Accounting Estimates and Judgments The preparation of financial statements requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, and revenue and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and further periods if the review affects both current and future periods. Areas of significant judgement and estimates for the six months ended October 31, 2024 in the application of IFRS that have a significant effect on these condensed consolidated interim financial statements and estimates with a significant risk of material adjustment in the current and following fiscal years are discussed in Note 3 of the Company’s audited annual consolidated financial statements for the year ended April 30, 2024.
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 9 Future Accounting Standards In April 2024, the IASB issued IFRS 18 – Presentation and Disclosure in Financial Statements (“IFRS 18”) to replace IAS 1 – Presentation of Financial Statements. This standard focuses on updates to the statement of profit or loss, including: (a) the structure of the statement of profit or loss; (b) required disclosures in the financial statements for certain profit or loss performance measures that are reported outside an entity’s financial statements (that is, management-defined performance measures); and (c) enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes in general. It will be effective for the Company for the annual period beginning September 1, 2027, and will be required to be applied retrospectively. The Company is currently assessing the effect of this new standard on its financial statements. Apart from IFRS 18, other new standards or amendments to existing standards issued but which have not yet been applied by the Company based on the effective date are not currently expected to have a material impact on the Company’s financial statements. 4. Financial Instruments The Company’s financial instruments include: cash and cash equivalents, other receivables and reclamation bonds which are classified as financial assets at amortized cost, and accounts payable and accrued liabilities and due to related parties, which are classified as financial liabilities at amortized cost. The carrying values of all of these instruments approximate their fair values due to the short period to maturity. The Company’s financial instruments are exposed to certain financial risks, including currency risk, interest rate risk and credit risk. Currency risk is considered immaterial. The Company’s exposure to the other risks and its methods of managing these risks are summarized as follows: Interest Rate Risk Interest rate risk is the risk that future cash flows or fair values will fluctuate as a result of changes in market interest rates. The Company has limited exposure at October 31, 2024 to interest rate risk. Cash equivalents consist of $143,104 (April 30, 2024 - $339,831) in a 90-day cashable GIC term deposit which earns an effective interest rate of 5.20% per annum and matured November 1, 2024; $1,004,995 (April 30, 2024 - $nil) in a High Interest Saving account which earns an effective interest rate of 4.15% per annum; and $1,005,252 (April 30, 2024 - $nil) in a High Interest Saving account which earns an effective interest rate of 4.15% per annum. Credit Risk Credit risk is the risk that a counterparty to a financial instrument will fail to discharge its contractual obligations. The Company is exposed to credit risk with respect to managing its cash and cash equivalents. The Company’s risk management policies require significant cash deposits or any short -term investments be invested with Canadian chartered banks rated BBB or better. All investments must be less than one year in duration. The maximum exposure to credit risk is the carrying value of the Company’s cash and cash equivalents.
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 10 4. Financial Instruments, continued Liquidity Risk Liquidity risk is the risk that the Company will be unable to meet financial obligations as they fall due. The Company’s approach to managing liquidity risk is to provide reasonable assurance that it will have sufficient funds to meet liabilities when due by forecasting cash flows for operations, anticipated investing, and financing activities and through management of its capital structure. As at October 31, 2024, the Company had a working capital of $2,252,058 (April 30, 2024 - $352,749). As at October 31, 2024, all of the Company’s financial liabilities are either due immediately or have contractual maturities of less than 90 days. Currency Risk Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company is exposed to currency risk to the extent expenditures incurred, funds received, and balances maintained by the Company are denominated in currencies other than the Canadian dollar (primarily US dollars and Mexican pesos) . The Company does not manage currency risks through hedging or other currency management tools. There has been no significant change in the Company’s net exposure to currency risk compared with April 30, 2024. Other Price Risk Other price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from interest rate risk or foreign currency risk. The Company is not exposed to significant other price risk.
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 11 5. Mineral Properties Mineral property acquisition costs as at October 31, 2024 were: Cerro Las Minitas El Sol Oro Hermanas Total $ $ $ $ $ Balance, April 30, 2023 33,021,803 384,610 717,747 96,414 34,220,574 Additions 53,850 - 207,429 45,765 307,044 Balance, April 30, 2024 33,075,653 384,610 925,176 142,179 34,527,618 Additions (Recoveries) (2,786) - 132,320 56,817 186,351 Impairments - - (193,375) - (193,375) Balance, October 31, 2024 33,072,867 384,610 864,121 198,996 34,520,594 (a) Cerro Las Minitas - Durango, Mexico The property consists of a fully owned interest in twenty-five mineral concessions located in Durango, Mexico. The Company has future and possible obligations as follows: (i) On April 20, 2017, two contiguous concessions were acquired by staking. One of these claims is subject to a finder’s fee whereby minimum periodic payments are due on a semi - annual basis accelerating from US $5,000 to US $25,000 over a ninety-six-month period and a 1% Net Smelter Royalty (“ NSR”) with such periodic payments being credited to NSR payments. The royalty will be reduced to 0.5% s ubsequent to payment of US $5,000,000 in NSR payments. (ii) One additional concession may be acquired if the underlying owner can deliver registered title and by making a payment, excluding applicable local taxes, of US $200,000. During the six months ended October 31, 2024, the Company sold certain claims forming part of the property for US$22,040 which were applied as a recovery against the carrying costs of the property. (b) El Sol - Durango, Mexico The property consists of a fully owned interest in certain mineral claims located in Durango, Mexico. The claims total sixty-three hectares and are situated contiguous with Cerro Las Minitas. The property is subject to a 2% NSR payable to the optionor who has granted the Company an option to purchase the NSR at any time for US $1,000,000. (c) Oro - New Mexico, USA The property consists of certain un patented mining cla ims in the Eureka Mining District , Grant County, New Mexico , patented lode mining claims, which are adjacent to these claims, and patented surface rights to a contiguous property . The property is subject to a 2% NSR payable to the optionors whom have granted the Company an option to purchase the NSR at any time in 0.5% increments at US $500,000 for each increment. Pursuant to a lease with option to purchase agreement dated May 1, 2011, as amended, the Company can earn a 100% interest in six unpatented lode mining claims also located in the Eureka Mining District, Grant County, New Mexico. Remaining lease payments are due as: (i) US $30,000 May 1, 2024 (paid); and (ii) US $60,000 annually from May 1, 2025 to May 1, 2031.
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 12 5. Mineral Properties, continued (c) Oro - New Mexico, USA, continued The Company can purchase the property at any time by paying any amounts remaining under the lease, subject to a 1% NSR payable to the optionors, which terminates when aggregate payments thereunder equal US $500,000. On September 9, 2024, the Company, due to the pending expiry in the near future with no ability to renew, high cost of maintenance and their distance from encouraging mineralization, filed an advice of relinquishment with the New Mexico State Land Office to release its claim, with immediate effect, on two mineral leases comprising an aggregate 1,079.28 acres of the total Oro land package. Accordingly, during the three months ended October 31, 2024, a n impairment provision of $ 193,275 (2023 - $nil) was recog nized in profit and loss with respect to costs previously capitalized relating to these leases. (d) Hermanas – New Mexico, USA On December 7, 2021, the Company entered into an agreement to purchase eighty-three lode claims in Luna County, New Mexico, east of the Oro property. Upon payment of Annual Minimum Royalty (“AMR”) payments , commencing at US $15,000 on October 15, 2022 and increasing by US $5,000 per annum until October 15, 2027, the Company will have earned a full interest in the property. The Company has paid all required AMR payments as of October 31, 2024. Remaining AMR payments are due as follows: (i) US $25,000 on October 15, 2024 (paid); (ii) US $30,000 on October 15, 2025; (iii) US $35,000 on October 15, 2026; and (iv) US $40,000 on October 15, 2027. A minimum AMR of US $50,000 will continue to be due each year commencing October 15, 2028. The property is subject to a 2% NSR payable to the optionor. The NSR will be reduced to 1% upon completion of cumulative AMR and NSR payments totaling US $10,000,000. (e) Exploration and Evaluation Expenditures Exploration and evaluation expenditures for the six months ended October 31, 2024, and 2023 were: Cerro Las Minitas El Sol Oro Hermanas Total 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 $ $ $ $ $ $ $ $ $ $ Assays and analysis - 48,803 - - - 24,778 - - - 73,581 Camp and supplies 111,440 139,650 - - 5,916 5,297 - - 117,356 144,947 Claim taxes 116,416 116,571 1,013 - - - - - 117,429 116,571 Geological services 260,469 261,344 - - 20,481 49,099 821 11,341 281,771 321,784 Project supervision 285,690 252,518 51 100 10,137 17,857 - 337 295,878 270,812 Travel 7,241 2,316 - - 9,511 11,447 - 2,655 16,752 16,418 IVA 24,269 40,660 - - - - - - 24,269 40,660 Other - 3,503 - - 2,162 - - 93 2,162 3,596 805,525 865,365 1,064 100 48,207 108,478 821 14,426 855,617 988,369 General 8,259 - 863,876 988,369
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 13 6. Related Party Balances and Transactions Except as disclosed elsewhere, the Company entered into the following related party transactions: (a) Pursuant to a service agreement between the Company and Manex Resource Group Inc., a company indirectly controlled by Killian Ruby, an officer of the Company, the Company was charged as follows: • $30,000 (2023 - $30,000) for office space and general administration services; • $23,671 (2023 - $10,973) for professional services; • $19,750 (2023 - $10,780) for Chief Financial Officer services; • $31,360 (2023 - $8,145) for consulting services; • $84,650 (2023 - $60,165) for corporate development services; • $53,618 (2023 - $49,138) for geological services; and • $1,621 (2023 - $3,361) for the mark-up on out-of-pocket expenses. Amounts payable as at October 31, 2024 were $43,359 (April 30, 2024 - $29,958). (b) Consultancy fees in the amount of $78,000 (2023 - $78,000) were charged by Advocate Services Limited, a company controlled by Lawrence Page, a director and officer of the Company. (c) Consultancy fees in the amount of $30,000 (2023 - $30,000) were charged by Rob Macdonald, an officer of the Company, and were included in consulting fees or mineral property expenditures as applicable. (d) Consultancy fees in the amount of $ 30,000 (2023 - $30,000) were charged by QDBS Resources Inc., a company controlled by Russell Ball, a director of the Company . Amounts payable as at October 31, 2024 were $15,750 (April 30, 2024 - $15,750). (e) Corporate Development fees in the amount of $ 9,000 (2023 - $1,500) were charged by John Oness, an officer of the Company. (f) Legal fees in the amount of $ 22,240 (2023 - $9,200) were charged by Page Law Corporation, a company controlled by Arie Page, an officer of the Company, and included in professional fees , share issue costs or mineral property expenditures as applicable. Amounts payable as at October 31, 2024 were $4,077 (April 30, 2024 - $694). These transactions were in the normal course of operations . Amounts due to related part ies are unsecured, non-interest-bearing, and have no formal terms of repayment. The Company has no long- term employee or post ‐employment benefits. Key management personnel of the Company are identified in (a) to (e) above and compensation awarded was: October 31, October 31, 2024 2023 $ $ Short-term benefits 166,750 148,750 Share-based payments 960,916 - 1,127,666 148,750 One executive officer , Lawrence Page, is entitled to termination benefits in the event of a change of control equal to thirty-six months’ compensation. Upon a change of control, and assuming the triggering event took place on the period-end date, the payment would have been $468,000.
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 14 7. Share Capital The authorized share capital of the Company consists of an unlimited number of common sha res without par value. Equity Issuances On July 19, 2024, the Company closed the first tranche of a non-brokered private placement by issuing 9,508,978 units at a price of $0.22 per unit for gross proceeds of $2,091,975. On August 12, 2024, the Company closed the second tranche of this private placement by issuing 5,911,500 units at a price of $0.22 per unit for gross proceeds of $1,300,530. On August 29, 2024, the Company closed the final tranche of its non-brokered private placement by issuing 961,500 units at a price of $0.22 per unit for gross proceeds of $211,530. Each unit consists of one common share and one-half of one warrant. Each whole warrant entitles the holder thereof to purchase one common share for a period of 3 years at an exercise price of $0.30 per common share. In connection with the first tranche financing, the Company issued an aggregate 457,029 finders’ warrants, with each finder’s warrant exercisable to purchase one common share for a period of 3 years, of which 36,000 finders’ warrants are exercisable at an exercise price of $0.22 per common share and 421,029 finders’ warrants are exercisable at an exercise price of $0.30 per common share, with a fair value of $5,279 and $53,264 respectively. In connection with the second tranche financing, the Company issued 36,000 finders’ warrants with each finder’s warrant exercisable to purchase one common share for a period of 3 years at an exercise price of $0.30 per common share, with fair value of $3,835. In connection with the third tranche financing, the Company issued 51,360 finders’ warrants with each finder’s warrant exercisable to purchase one common share for a period of 3 years at an exercise price of $0.30 per common share, with a fair value of $6,814. The Company also incurred cash finders’ fees and other ancillary issue costs totalling $158,410. Stock Options On September 25, 2024, the Company granted stock options to directors, officers, and consultants to purchase 6,500,000 common shares of the Company at an exercise price of $0.31 per share for a period of five years. Stock options outstanding and exercisable as at October 31, 2024 were: Number of options Weighted average exercise price (per share) Weighted average remaining life (years) Balance, April 30, 2024 24,550,000 $0.37 1.64 Granted 6,500,000 $0.31 Exercised (935,000) $0.25 Expired (2,065,000) $0.275 Balance, October 31, 2024 28,050,000 $0.37 2.14
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 15 7. Share Capital, continued Expiry date Exercise price Remaining life (years) Options Outstanding December 6, 2024 $0.29 0.10 300,000 December 20, 2024 $0.20 0.14 100,000 April 3, 2025 $0.12 0.42 1,400,000 May 24, 2025 $0.255 0.56 500,000 September 24, 2025 $0.51 0.90 9,000,000 October 19, 2025 $0.58 0.97 100,000 February 11, 2026 $0.50 1.28 200,000 August 13, 2026 $0.40 1.78 200,000 September 29, 2026 $0.31 1.91 9,550,000 April 29, 2025 $0.20 0.49 200,000 September 25, 2029 $0.31 4.90 6,500,000 28,050,000 The weighted average fair value of stock options exercised was $0.19 (2023 - $nil) and stock options expired was $0.20 (2023 - $0.11). The weighted average share price of stock options exercised was $0.31 (2023 - $nil). The weighted average fair value of compensation options expired was $nil (2023 - $0.30). Share Purchase Warrants Share purchase warrants outstanding as at October 31, 2024 were: Number of warrants Weighted average exercise price (per share) Weighted average remaining life (years) Balance, April 30, 2024 51,273,339 $0.42 1.22 Issued 8,735,378 $0.30 Exercised (150,000) $0.25 Expired (13,822,862) $0.25 Balance, October 31, 2024 46,035,855 $0.45 1.38
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 16 7. Share Capital, continued Expiry date Exercise price Remaining life (years) Warrants Outstanding August 14, 2025 $0.35 0.79 15,597,500 August 14, 2025 $0.38 0.79 8,502,977 September 11, 2025 $0.50 0.86 1,200,000 June 16, 2026 $0.75 1.62 9,000,000 June 21, 2026 $0.75 1.64 3,000,000 July 19, 2027 $0.30 2.72 4,754,489 July 19, 2027 $0.22 2.72 36,000 July 19, 2027 $0.30 2.72 421,029 August 12, 2027 $0.30 2.78 2,955,750 August 12, 2027 $0.30 2.78 36,000 August 29, 2027 $0.30 2.83 480,750 August 29, 2027 $0.30 2.83 51,360 46,035,855 The weighted average fair value of share purchase warrants exercised was $ nil (2023 - $nil) and expired was $0.19 (2023 - $0.28). Fair Value Determination The weighted average fair value of stock options granted was $0.20 (2023 - $nil) and finders’ warrants issued was $0.13 (2023 - $nil). Fair values were estimated using the Black‐Scholes option pricing model with the following weighted average assumptions whereby the expected volatility assumptions have been developed taking into consideration the historical volatility of the Company’s share price: Stock Options Finders’ Warrants 2024 2023 2024 2023 Risk-free interest rate 2.79% 0.00% 3.57% 0.00% Expected volatility 80.95% 0.00% 76.35% 0.00% Expected life in years 5.00 0.00 3.00 0.00 Expected dividend yield 0.00% 0.00% 0.00% 0.00% Diluted Loss per Share Excluded from the calculation of diluted loss per share were 28,050,000 stock options and 46,035,855 share purchase warrants (2023 – 24,450,000 stock options, 51,273,339 share purchase warrants), that could potentially dilute basic earnings per share in the future but were not included as being antidilutive for each of the three or six-month periods ended October 31, 2024 and 2023.
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 17 8. Segmented Information The Company conducts its business as a single operating segment, being the acquisition and exploration of mineral properties. As at October 31, 2024, the Company’s non -current assets were located in Mexico ($33, 457,477 (April 30, 2024 - $33,460,263)) and in the United States of America ($1,211,635 (April 30, 2024 - $1,214,253)). 9. Supplemental Cash Flow Information October 31, October 31, 2024 2023 $ $ Cash: Interest received 16,867 78,422 Operating Activities: Liabilities extinguished on disposal of subsidiary 16,563 - Retained deficit adjustment on disposal of subsidiary 26,301 - Investing Activities: Mineral property acquisition in accounts payable - 27,776 Financing Activities: Fair value of options exercised 178,197 - Fair value of options expired 404,989 1,090,413 Fair value of warrants issued 69,192 - Fair value of warrants expired 45,829 678,844 10. Disposal of Subsidiary During October 2024, the Company filed a non -reversible application to liquidate Exploraciones Magistral S. A de C.V. , a non -trading dormant subsidiary. A loss on disposal o f subsidiary was recognized as follows: October 31, 2024 $ Retained deficit adjustment on subsidiary disposal 26,301 Liabilities extinguished on subsidiary disposal (16,563) 9,738 11. Events After the Reporting Period Other than disclosed elsewhere, the following events occurred subsequent to October 31, 2024: • On November 4, 2024, 100,000 stock options exercisable at $0.20 per common share and 300,000 stock options exercisable at $0.12, were exercised for gross proceeds of $56,000.
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Southern Silver Exploration Corp. (An Exploration Stage Company) Notes to the Condensed Consolidated Interim Statements Three and Six Months Ended October 31, 2024 and 2023 (Expressed in Canadian Dollars, Unaudited) 18 11. Events After the Reporting Period, continued • On November 25, 2024, the Company announced a non-brokered private placement consisting of 10,000,000 units at $0.22 for gross proceeds of $2,200,000. Each unit will be comprised of one common share and one-half of one share purchase warrant. Each whole warrant entitles the holder thereof to purchase one common share for a period of 2 years at a price of $0.32. • On December 6, 2024, 300,000 stock options exercisable at $0. 29 per common share expired unexercised. • On December 6, 2024, 300,000 stock options exercisable at $0.29 per common share for a period of two years were granted to a consultant.