Exhibit 99.2

 

 

Blue Moon Metals Inc.

 

Unaudited Condensed Interim Consolidated Financial Statements

 

For the three and nine months ended September 30, 2025 and 2024

 

(Expressed in Canadian dollars)

 

 

 

 

Blue Moon Metals Inc.

Condensed Interim Consolidated Statements of Financial Position
(unaudited)

(Expressed in Canadian dollars)

 

    Note     September 30, 2025     December 31, 2024  
        $     $  
ASSETS                  
Cash and cash equivalents             28,068,467       3,001,720  
Restricted Cash             -       27,006,386  
Other receivables and prepaid expenses     8       6,559,270       251,802  
Deferred financing costs     11       1,698,125       -  
Deferred share issuance costs             -       417,101  
Deferred acquisition costs             -       527,744  
Marketable securities     6       1,147,500       467,500  
CURRENT ASSETS             37,473,362       31,672,253  
                         
Restricted cash             250,805       -  
Mineral property interests     4       116,292,216       698,007  
Property, plant and equipment     4       29,259,007       2,684  
NON-CURRENT ASSETS             145,802,028       700,691  
ASSETS             183,275,390       32,372,944  
                         
LIABILITIES                        
Accounts payable and accrued liabilities     9       10,287,871       902,700  
Deferred income             72,709       -  
Subscription receipts     12       -       27,000,084  
Debt and lease liabilities     11       34,568       -  
Other liabilities-current     10       209,232       7,295  
CURRENT LIABILITIES             10,604,380       27,910,079  
                         
Debt and lease liabilities     11       15,290,600       -  
Other liabilities non-current     10       762,817       6,079  
NON-CURRENT LIABILITIES             16,053,417       6,079  
LIABILITIES             26,657,797       27,916,158  
                         
SHAREHOLDERS’ EQUITY                        
Share capital     12       179,887,261       16,455,925  
Contributed surplus             2,956,764       1,714,965  
Accumulated other comprehensive income             (840,382 )     -  
Deficit             (30,505,825 )     (13,714,104 )
Non-controlling interest             5,119,775       -  
SHAREHOLDERS’ EQUITY             156,617,593       4,456,786  
LIABILITIES AND SHAREHOLDERS’ EQUITY             183,275,390       32,372,944  
                         
Nature of operations and going concern     1                  
Commitments     19                  
Subsequent events     20                  

 

Approved by the Board of Directors on November 19, 2025    
     
/s/ Christian Kargl-Simard   /s/ Karin Thorburn
Christian Kargl-Simard, Director   Karin Thorburn, Director

 

The accompanying notes are an integral part of these condensed unaudited interim consolidated financial statements

 

- 2 -

 

 

Blue Moon Metals Inc.

Condensed Interim Consolidated Statements of Loss and Comprehensive Loss
(unaudited)

(Expressed in Canadian dollars)

 

       Three months ended   Nine months ended 
       September 30,   September 30, 
   Note   2025   2024   2025   2024 
         $    $    $    $ 
Employee benefits        570,205    -    1,304,104    - 
Share-based payments   13    585,295    2,047    1,318,136    34,167 
Professional and consulting fees        990,439    14,565    2,067,666    50,862 
General exploration expenses   7    9,671,354    23,632    14,315,762    91,648 
Filing and regulatory fees        15,170    27,541    135,340    49,774 
General administrative costs        69,935    2,084    157,077    8,523 
Shareholder communication and travel        185,933    900    410,768    8,695 
Depreciation   4    445,712    -    955,249    - 
Foreign exchange loss        65,085    963    81,610    1,007 
Interest expense        251,097    -    251,142    2,172 
Interest income        (101,938)   -    (361,261)   (7,392)
Other income   5    (2,310,183)   -    (2,368,199)   - 
Fair value gain   6    (637,500)   -    (680,000)   - 
                          
NET LOSS        9,800,604    71,732    17,587,394    239,456 
                          
NET LOSS ATTRIBUTABLE TO:                         
Blue Moon Metals Inc. shareholders        9,271,255    71,732    16,791,721    239,456 
Non-controlling interests        529,349    -    795,673    - 
NET LOSS        9,800,604    71,732    17,587,394    239,456 
                          
OTHER COMPREHENSIVE INCOME                         
Foreign currency translation differences        965,030    -    840,382    - 
TOTAL COMPREHENSIVE LOSS        10,765,634    71,732    18,427,776    239,456 
                          
Basic and diluted loss per common share attributable to Blue Moon Metals Inc. shareholders        0.18    0.02    0.40    0.08 
                          
Weighted average number of common shares outstanding – basic and diluted        52,102,345    3,529,974    42,076,649    2,939,095 

 

The accompanying notes are an integral part of these condensed unaudited interim consolidated financial statements

 

- 3 -

 

 

Blue Moon Metals Inc.

Condensed Interim Consolidated Statements of Cash Flows
(unaudited)

(Expressed in Canadian dollars)

 

          Nine months ended  
          September 30,  
    Note     2025     2024  
              $       $  
OPERATING ACTIVITIES                        
Net loss             (17,587,394 )     (239,456 )
                         
Items not affecting cash                        
Share-based payments     13       1,318,136       34,167  
Depreciation     4       955,249       -  
Interest expense             251,098          
Recognition of deferred income             (101,465 )     -  
Other income     5       (2,092,294 )     -  
Foreign exchange loss             81,610       -  
Unrealized gain on marketable securities     6       (680,000 )     -  
                         
Change in non-cash working capital items     16       2,284,531       (46,923 )
                         
CASH USED IN OPERATING ACTIVITIES             (15,570,529 )     (252,212 )
                         
INVESTING ACTIVITIES                        
Investment in property, plant and equipment             (1,527,854 )     -  
Transaction costs to acquire mineral properties             (3,856,508 )     -  
Acquisition of REAS, net of cash acquired             (11,042,287 )     -  
Cash acquired in Nussir             792,997       -  
Cash acquired in NSG             9,611       -  
                         
CASH USED IN INVESTING ACTIVITIES             (15,624,041 )     -  
                         
FINANCING ACTIVITIES                        
Net proceeds from debt             16,705,717       -  
Net proceeds from issuance of shares             12,793,156       909,380  
Repayment of loan             -       (65,000 )
Interest paid on loan             -       (1,626 )
                         
CASH PROVIDED BY IN FINANCING ACTIVITIES             29,498,873       842,754  
                         
Effect of foreign exchange on cash balances             (243,942 )     -  
                         
CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH             (1,939,639 )     (590,542 )
                         
Cash and restricted cash – beginning             30,008,106       355,343  
                         
CASH, CASH EQUIVALENTS AND RESTRICTED CASH - ENDING             28,068,467       945,885  

 

Supplemental disclosure with respect to cash flow information (Note 16)

 

The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements

 

- 4 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024
(unaudited)

(Expressed in Canadian dollars)

 

                          Accumulated                    
                          Other                    
        Number of     Share     Contributed     Comprehensive           Non-controlling     Shareholders’  
    Note   Shares     Capital     Surplus     Income     Deficit     interests     Equity  
              $     $     $     $     $     $  
DECEMBER 31, 2023           2,640,409       12,525,301       1,574,516       -       (13,218,348 )     -       881,469  
                                                               
Private Placement           2,640,000       924,000       -       -       -       -       924,000  
Private placement issuance costs           -       (14,620 )     -       -       -       -       (14,620 )
Share-based compensation           -       -       34,167       -       -       -       34,167  
Loss and comprehensive loss           -       -       -       -       (239,456 )     -       (239,456 )
                                                               
SEPTEMBER 30, 2024           5,280,409       13,434,681       1,608,683       -       (13,457,804 )     -       1,585,560  
                                                               
Private placement           1,000,003       3,000,009       -       -       -       -       3,000,009  
Private placement issuance costs           -       (44,679 )     -       -       -       -       (44,679 )
Option exercise           45,000       65,914       (20,914 )     -       -       -       45,000  
Share-based compensation           -       -       127,196       -       -       -       127,196  
Loss and comprehensive loss           -       -       -       -       (256,300 )     -       (256,300 )
                                                               
DECEMBER 31, 2024           6,325,412       16,455,925       1,714,965       -       (13,714,104 )     -       4,456,786  
                                                               
Conversion of subscription receipt     12     9,000,035       27,000,084       -       -       -       -       27,000,084  
Private placements     12     4,266,666       13,420,479       -       -       -       -       13,420,479  
Share issuance costs           -       (1,036,306 )     -       -       -       -       (1,036,306 )
Bonus share issuance to lender           1,045,000       3,396,250       -       -       -       -       3,396,250  
Nussir acquisition     3a     24,168,149       85,796,930       -       -       -       5,915,448       91,712,378  
NSG acquisition     3b     5,608,000       19,908,399       -       -       -       -       19,908,399  
REAS acquisition     3c     4,210,000       14,945,500       -       -       -       -       14,945,500  
Share-based compensation           -       -       1,241,799       -       -       -       1,241,799  
Net loss           -       -       -       -       (16,791,721 )     (795,673 )     (17,587,394 )
Other comprehensive income           -       -       -       (840,382 )     -       -       (840,382 )
                                                               
SEPTEMBER 30, 2025           54,623,262       179,887,261       2,956,764       (840,382 )     (30,505,825 )     5,119,775       156,617,593  

 

The accompanying notes are an integral part of these condensed unaudited interim consolidated financial statements

 

- 5 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024
(unaudited)

(Expressed in Canadian dollars)

 

1 . NATURE OF OPERATIONS AND GOING CONCERN

 

a)Nature of Operations

 

Blue Moon Metals Inc. (“Blue Moon” or the “Company”) is an exploration stage company which is focused on the exploration and development of mineral resource properties.

 

The Company was incorporated on January 15, 2007 under British Columbia’s Business Corporations Act. Its registered office is at 2700-1133 Melville Street, Vancouver BC V6E 4E5 and its head office is at 550-220 Bay Street, Toronto, Ontario, M5J 2W4.

 

The Company owns the zinc-silver-gold-copper Blue Moon project in California through its wholly owned subsidiary Keystone Mines Inc. (“Keystone Mines”), the Nussir copper-gold-silver property (“Nussir Project”) in Norway through its 93.55% owned subsidiary Nussir ASA (“Nussir”), and the Sulitjelma copper-zinc property (“Sulitjelma Project”) in Norway through its wholly owned subsidiary Nye Sulitjelma Gruver SA (“NSG”). See Note 3 for more details.

 

On March 14, 2025, the Company completed a 10:1 share consolidation. All references to the number of shares and per share amounts have been retroactively restated to reflect the consolidation.

 

These financial statements were approved for issue by the Company’s Board of Directors on November 19, 2025.

 

b)Going Concern

 

The nature of the Company’s operations requires significant expenditures for the acquisition, exploration, and evaluation of mineral properties. To date, the Company has not received any revenue from mining operations and is considered to be in the advanced exploration stage. The Company’s operations have been primarily funded from equity financings. The Company will continue to require additional funding to maintain its ongoing exploration and evaluation programs, property maintenance payments, and operations.

 

These unaudited condensed interim consolidated financial statements have been prepared using IFRS as issued by the International Accounting Standards (“IFRS® Accounting Standards”) applicable to a going concern, which assumes the realization of assets and settlement of liabilities in the normal course of business as they come due.

 

The Company’s ability to continue as a going concern is dependent upon its ability to obtain additional funding from equity transactions or through other arrangements. Over the past year, the Company has been successful in securing financing and subsequent to the September 30, 2025, strengthened its liquidity position through the closing of a bought-deal equity financing for total gross proceeds of $86.5 million (see note 20). In addition, the Company has secured a project financing package for the Nussir project, which is expected to become available upon a positive final investment decision. Together, these transactions provide sufficient liquidity to meet its obligations over a 12-month period from September 30, 2025.

 

Based on this assessment, management has concluded that no material uncertainties exist that would cast significant doubt upon the Company’s ability to continue as a going concern, and the use of the going concern basis of preparation is appropriate.

 

- 6 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024
(unaudited)

(Expressed in Canadian dollars)

 

2 . BASIS OF PRESENTATION AND SUMMARY OF MATERIAL ACCOUNTING POLICIES

 

a)Basis of Presentation

 

These unaudited condensed interim consolidated financial statements have been prepared in accordance with IFRS® Accounting Standards as applicable to the preparation of interim financial statements under IAS 34, Interim Financial Reporting. The unaudited condensed interim consolidated financial statements should be read in conjunction with the Company’s annual consolidated financial statements for the years ended December 31, 2 024 and 2023, which have been prepared in accordance with IFRS® Accounting Standards.

 

The Company’s presentation currency is Canadian (“C$”) dollars. Reference herein of $ or C$ is to Canadian Dollars. US$ is to United States Dollars and NOK is to Norwegian Krone.

 

The functional currency of the parent company and the Keystone Mines is Canadian dollars. The functional currency of the Company’s Norwegian subsidiaries, acquired during the first quarter, is Norwegian Krone. These entities are translated into Canadian dollars for consolidation in accordance with IAS 21.

 

Balance sheet items are classified as current if receipt or payment is due within twelve months. Otherwise, they are presented as non-current.

 

b)Material Accounting Policies

 

Acquisition of Norwegian properties

 

Management determined that the Company’s acquisition of Nussir, NSG and Repparfjord Eiendom AS (“REAS”), did not meet the definition of a business combination under IFRS 3 and each transaction was accounted for as an asset acquisition. In each case, the fair value of the consideration transferred was determined to be the most reliable basis to value the transaction.

 

This conclusion was based on an assessment under both IFRS 3 and IFRS 10. Management applied the optional concentration test under IFRS 3, which was met in all cases. For the Nussir and NSG acquisitions, substantially all of the fair value of the gross assets acquired were concentrated in the mineral properties. In the case of REAS, which has a ground lease agreement with the Finnmark Estate, a legal entity established by law in Norway to manage most of the area in the Finnmark county where the Nussir project is located, for the use of the Øyen industrial land, the concentration was primarily in the property, plant and equipment. The land covered by the ground lease agreement is the proposed process plant site for the Nussir project. The REAS agreement is renewable and it is the intention of the Company to renew it for the life of mine of the Nussir project. The allocation of consideration was performed on a proportionate basis using relative fair values of the individually identifiable acquired assets. Additionally, control indicators under IFRS 10 were evaluated, including the ability to direct relevant activities and the sequencing of transactions. Blue Moon retained control over the strategy, financing and operations of the combined assets throughout. Accordingly, the acquisitions have been accounted for as an asset acquisition in accordance with IFRS 2 – Share-based Payment.

 

- 7 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024
(unaudited)

(Expressed in Canadian dollars)

 

c)Significant Judgements and Estimates in Applying the Company’s Accounting Policies

 

Significant Judgments

 

The preparation of these unaudited condensed interim consolidated financial statements requires the Company to make significant judgments in applying the Company’s accounting policies and the basis of consolidation. These include but are not limited to the following:

 

Going concern: The assumption of the going concern of the Company as discussed in Note 1(b) above.

 

Reverse Acquisition Assessment

 

The Company completed multiple acquisitions during the period and assessed whether any constituted a reverse acquisition under IFRS 3, considering control indicators under both IFRS 3 and IFRS 10. This involved an evaluation of control, including an assessment of the relative voting rights in the combined entity, board and management composition and relative decision-making power over relevant activities. Management concluded that none of the transactions met the criteria for a reverse acquisition and the Company remained the accounting acquirer in all cases.

 

Measurement of Fair Values at Acquisition Date

 

In accounting for the acquisitions of Nussir, NSG and REAS, significant judgement was exercised in determining the relative fair values of the identifiable assets acquired and liabilities assumed. The Company applied the relative fair value method to allocate the purchase consideration to property, plant and equipment and mineral properties. The excess of the consideration paid for the identifiable assets and liabilities acquired for the Nussir and NSG projects was attributed to the mineral properties, and in the case of REAS, the fair value of the purchase price was proportionately allocated to the values of the individual identifiable asset as property, plant and equipment. The determination of the relative fair values requires significant judgments on the current asset values, future production profile, metal prices, discount rates, and exchange rates. Changes in assumptions or estimates could affect the relative fair value of the assets acquired and liabilities assumed in the purchase price allocation.

 

Recoverability of Asset Carrying Values

 

The Company assesses its property, plant and equipment for impairments if there are events or changes in circumstances that indicate that carrying values may not be recoverable at each statement of financial position date. Such indicators include changes in the Company’s business plans, changes in the market and evidence of physical damage.

 

Determination as to whether and how much an asset is impaired involves management’s judgement on highly uncertain matters such as estimates of project future production, estimated quantities of mineral reserves and resources, expected future production costs, and discount rates.

 

Valuation of Exploration and Evaluation Assets

 

The carrying amount of the Company’s exploration and evaluation assets properties does not necessarily represent present or future values, and the Company’s exploration and evaluation assets have been accounted for under the assumption that the carrying amount will be recoverable. Recoverability is dependent on various factors, including the discovery of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete the development and upon future profitable production or proceeds from the disposition of the mineral properties themselves. Additionally, there are numerous geological, economic, environmental and regulatory factors and uncertainties that could impact management’s assessment as to the overall viability of its properties or to the ability to generate future cash flows necessary to cover or exceed the carrying value of the Company’s exploration and evaluation assets.

 

- 8 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024
(unaudited)

(Expressed in Canadian dollars)

 

Estimations and Assumptions

 

Significant assumptions about the future and other sources of estimation uncertainty that management has made at the end of the reporting period, that could result in a material adjustment to the carrying amounts of assets and liabilities in the event that actual results differ from assumptions made, relate to, but are not limited to, the following:

 

i) Share-based Payments

 

The estimation of share-based payments includes estimating the inputs used in calculating the fair value for share-based payments expense included in profit or loss and share-based share issuance costs included in equity. Share-based payments expense and share-based share issuance costs are estimated using the Black-Scholes options-pricing model as measured on the grant date to estimate the fair value of stock options. This model involves the input of highly subjective assumptions, including the expected price volatility of the Company’s common shares, the expected life of the options, and the estimated forfeiture rate.

 

ii) Income Taxes

 

The estimation of income taxes includes evaluating the recoverability of deferred tax assets based on an assessment of the Company’s ability to utilize the underlying future tax deductions against future taxable income prior to expiry of those deductions. Management assesses whether it is probable that some or all of the deferred income tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income, which in turn is dependent upon the successful discovery, extraction, development and commercialization of mineral reserves. To the extent that management’s assessment of the Company’s ability to utilize future tax deductions changes, the Company would be required to recognize more or fewer deferred tax assets, and future income tax provisions or recoveries could be affected.

 

iii) Incremental Borrowing Rate – Lease Liability Measurement

 

When the Company enters into leases as lessee and where the interest rate implicit in a lease cannot be readily determined, the Company determines its incremental borrowing rate in order to measure its lease liability. The incremental borrowing rate is the rate of interest that a lessee would have to pay to borrow over a similar term, and with similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. In determining its incremental borrowing rate, the Company considers the term of the lease, the nature of the leased asset, and its level of indebtedness with reference to market risk-free interest rates.

 

- 9 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024
(unaudited)

(Expressed in Canadian dollars)

 

New standards and interpretations not yet adopted

 

IFRS 18 – Presentation and Disclosure in Financial Statements

 

In April 2024, the IASB issued IFRS 18, which replaces IAS 1. IFRS 18 introduces a revised structure for the income statement, requiring presentation of income and expenses within operating, investing and financing categories and mandating specified subtotals. It also sets disclosure requirements for management-defined performance measures and provides enhanced guidance on aggregation and disaggregation in the financial statements and notes.

 

IFRS 18 does not change the recognition or measurement of items, nor the classification of items within other comprehensive income. It is effective for annual reporting periods beginning on or after January 1, 2027, with retrospective application required and early adoption permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements.

 

Amendments to IFRS 9 and IFRS 7 – Classification and Measurement of Financial Instruments

 

In May 2024, the IASB issued amendments to IFRS 9 and IFRS 7 to clarify classification, measurement and disclosure requirements for financial instruments. The updates address the derecognition of financial liabilities settled electronically and provide guidance on assessing contractual cash flows for features such as ESG-linked terms under the solely payments of principal and interest criterion. New disclosure requirements were also introduced for contingent features and equity instruments designated at fair value through other comprehensive income.

 

In December 2024, further amendments were issued relating to contracts referencing nature-dependent electricity. These clarify the ‘own-use’ exception, cash flow hedge accounting and introduce new disclosure requirements.

 

The amendments are effective for annual periods beginning on or after January 1, 2026, with early application permitted. The Company is evaluating the impact of these amendments on its consolidated financial statements.

 

- 10 -

 

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

 

(Expressed in Canadian dollars)

 

3. ACQUISITION OF NORWEGIAN ASSETS

 

a)Nussir

 

On February 26, 2025, the Company closed the acquisition of Nussir, which owns the Nussir Project, for a purchase price of $89,940,936. On closing, the Company issued 24,168,149 common shares in the Company to the shareholders of Nussir for 93.55% of the issued and outstanding shares of Nussir.

 

Management determined that substantially all of the fair value of the gross assets acquired is concentrated in the Nussir brownfield property and therefore accounted for the transaction as an asset acquisition.

 

The purchase price is as follows:    
     
Fair value of 24,168,149 common shares issued by the Company (i)  $85,796,930 
Transaction costs   4,144,006 
Total purchase price  $89,940,936 
      
Assets acquired and liabilities assumed:     
      
Cash  $792,997 
Other receivables and prepaid expenses   39,423 
Mineral properties   95,222,303 
Total assets   96,054,723 
Accounts payable and accrued liabilities   (177,125)
Other liabilities – current   (21,214)
Total liabilities   (198,338)
Total assets acquired and liabilities assumed, net  $95,856,384 
Less: Non-controlling interests   5,915,448 
Blue Moon’s 93.55% share of Nussir  $89,940,936 

 

i.The fair value of the common shares issued was determined using the Company’s share price of C$3.55 at the close of business on February 26, 2025 (Note 12).

 

The Company used the proportionate method in measuring non-controlling interests at the acquisition date. No goodwill was recognized as the transaction was accounted for as an asset acquisition.

 

b)NSG

 

On February 26, 2025, the Company closed the acquisition of NSG, which owns the Sulitjelma Project, for a purchase price of $20,148,644. On closing, the Company issued 5,608,000 common shares in the Company to the shareholders of NSG for 100% of the issued and outstanding shares of NSG.

 

Management determined that substantially all of the fair value of the gross assets acquired is concentrated in the Sulitjelma brownfield property and therefore accounted for the transaction as an asset acquisition.

 

- 11 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

The purchase price is as follows:    
     
Fair value of 5,608,000 common shares issued by the Company (i)  $19,908,399 
Transaction costs   240,245 
Total purchase price  $20,148,644 
      
Assets acquired and liabilities assumed:     
      
Cash  $9,611 
Other receivables and prepaid expenses   20,941 
Mineral properties   20,151,896 
Total assets   20,182,448 
Accounts payable and accrued liabilities   (31,232)
Other liabilities – current   (2,572)
Total liabilities   (33,804)
Total assets acquired and liabilities assumed, net  $20,148,644 

 

i.The fair value of the common shares issued was determined using the Company’s share price of C$3.55 at the close of business on February 26, 2025 (Note 12).

 

As part of the NSG acquisition, the Company may be required to make future milestone payments contingent upon the achievement of certain development and permitting events. These payments were not recognized as liabilities at the acquisition date as the underlying conditions had not been met and the probability and timing of the payments could not be reliably measured. The Company will reassess the contingent amounts in future periods as project milestones are progressed.

 

No goodwill was recognized as the transaction was accounted for as an asset acquisition.

 

c)REAS

 

On March 6, 2025, the Company closed the acquisition of REAS from Wergeland Eiendom AS (“WG”) for a purchase price of $26,172,452. On closing, the Company issued 4,210,000 common shares in the Company and $ 11,006,855 in cash to WG.

 

Management determined that substantially all of the fair value of the gross assets acquired is concentrated in the Øyen industrial land and its infrastructure and therefore accounted for the transaction as an asset acquisition.

 

The purchase price is as follows:    
     
Cash consideration  $11,006,855 
Fair value of 4,210,000 common shares issued by the Company (i)   14,945,500 
Transaction costs   220,097 
Total purchase price  $26,172,452 

 

- 12 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

Assets acquired and liabilities assumed:    
     
Cash  $184,665 
Other receivables and prepaid expenses   254,236 
Property, plant and equipment   28,350,863 
Total assets   28,789,764 
Accounts payable and accrued liabilities   (67,844)
Deferred income   (367)
Other liabilities – current   (2,549,101)
Total liabilities   (2,617,312)
Total assets acquired and liabilities assumed, net  $26,172,452 

 

i.The fair value of the common shares issued was determined using the Company’s share price of C$3.55 at the close of business on March 7, 2025 (Note 12).

 

No goodwill was recognized as the transaction was accounted for as an asset acquisition.

 

4.    MINERAL PROPERTIES, PLANT AND EQUIPMENT

 

Mineral properties, plant and equipment are comprised of the following:

 

   Mineral   Property, Plant     
             
   Properties   and Equipment   Total 
Cost  $   $   $ 
As at January 1, 2024   698,007    -    698,007 
Additions   -    5,706    5,706 
As at December 31, 2024   698,007    5,706    703,713 
Nussir acquisition (Note 3a)   95,222,303    -    95,222,303 
NSG acquisition (Note 3b)   20,151,896    -    20,151,896 
REAS acquisition (Note 3c)   -    28,350,863    28,350,863 
Additions   -    1,817,695    1,817,695 
Effects of foreign exchange   220,010    45,129    265,139 
As at September 30, 2025   116,292,216    30,219,393    146,511,609 
                
Accumulated depreciation, depletion and amortization               
As at January 1, 2024   -    -    - 
Depreciation   -    3,022    3,022 
As at December 31, 2024   -    3,022    3,022 
Depreciation   -    955,249    955,249 
Effects of foreign exchange   -    2,115    2,115 
As at September 30, 2025   -    960,386    960,386 
                
Net book value               
As at December 31, 2024   698,007    2,684    700,691 
As at September 30, 2025   116,292,216    29,259,007    145,551,223 

 

- 13 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

During the first quarter of 2025, the Company completed the acquisitions of Nussir, NSG and REAS (Note 3). As a result, the following amounts were recognized:

 

Nussir

 

Acquired $95.2 million in mineral properties, plant and equipment, which included $4.1 million of transaction costs directly related to the acquisition were capitalized to mineral properties.

 

NSG

 

Acquired $20.2 million in mineral properties, plant and equipment, which included $0.2 million of transaction costs directly related to the acquisition were capitalized to mineral properties.

 

REAS

 

Acquired $28.4 million in property, plant and equipment, which included $0.2 million of transactions costs directly related to the acquisition were capitalized to property, plant and equipment. The Company also recognized a right-of-use (“ROU”) asset of $26.9 million relating to the Øyen industrial land. The ROU asset has been capitalized within property, plant and equipment and amortized over its estimated useful life, consistent with the underlying use of the leased property. The corresponding lease liability is immaterial, as the arrangement represents a favourable lease.

 

The following table summarizes the Company’s leases, which currently consist solely of the lease for the Øyen industrial land and the movement of the related ROU asset within property, plant and equipment.

 

   Net book value 
   $ 
As at December 31, 2024   - 
REAS Acquisition   26,900,000 
Additions   289,842 
Depreciation   (937,904)
As at September 30, 2025   26,251,938 

 

5.   OTHER INCOME

 

During the three months ended September 30, 2025 the Company recognized other income of $2,310,183, primarily relating to the reversal of a historic NOK 15 million provision associated with the Hammerfest Port dispute (Note 10). As part of the settlement outcome, the Company agreed to settle a NOK 5 million balance with Hammerfest Port, payable on January 1, 2028 and recorded a receivable from the previous owner for the reimbursement of this amount (Note 8), in accordance with the REAS share purchase agreement.

 

During the nine months ended September 30, 2025, total other income was $2,368,199, which consists mainly of the Hammerfest Port provision reversal.

 

6. MARKETABLE SECURITIES

 

As at September 30, 2025, the Company held 4,250,000 common shares of Honey Badger Silver Inc. (TSXV: TUF), received in connection with the disposition of a mineral property in 2024. The investment is classified as a financial asset measured as fair value through profit or loss. The fair value of the shares was $1,147,500 based on the closing market price at period end. During the nine months ended September 30, 2025, a fair value gain of $680,000 was recorded.

 

- 14 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

7. GENERAL EXPLORATION EXPENSES

 

   Three months ended   Nine months ended 
   September 30,   September 30, 
   2025   2024   2025   2024 
   $   $   $   $ 
Claims costs   9,230    3,326    56,994    12,304 
Camp operations   1,731,944    6,477    3,052,990    51,262 
Development and site preparation   5 ,628,686    -    7,711,528    - 
Engineering studies   1,702,787    10,454    2,651,549    10,454 
Prospecting and geology   457,905    -    484,779    14,253 
Permitting   140,802    3,375    357,922    3,375 
TOTAL   9,671,354    23,632    14,315,762    91,648 

 

8. OTHER RECEIVABLES AND PREPAID EXPENSES

 

   September 30,   December 31, 
   2025   2024 
   $   $ 
Supplier advance   3,409,265    50,000 
Value added tax receivable   2,016,463    41,139 
Receivable from Wergeland Eiendom AS – Hammerfest Port (Note 5)   758,289      
Prepaid expenses   231,407    - 
Other receivables   143,846    160,663 
TOTAL   6,559,270    251,802 

 

9. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

 

   September 30,   December 31, 
   2025   2024 
   $   $ 
Accounts payable   4,973,430    400,891 
Accrued liabilities and other   5,314,441    501,809 
TOTAL   10,287,871    902,700 

 

- 15 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

10. OTHER LIABILITIES

 

   September 30,   December 31, 
   2025   2024 
   $   $ 
Other liabilities          
Provision – Port of Hammerfest claim (Note 5)   722,040    - 
Other (i)   250,009    6,079 
Other liabilities   972,049    - 
Less: current portion   209,232    - 
Long-term portion   762,817    6,079 

 

 

i.Other liabilities primarily relate to an accrual for site remediation costs related to the Nussir project, required under the agreement with Finnmarkseiendommen (“FeFo“) and accrued liabilities related to the issuance of restricted share units.

 

11. DEBT AND LEASE LIABILITIES

 

  Debt and lease liabilities are comprised of the following:

 

   September 30,   December 31, 
   2025   2024 
   $   $ 
Lease liabilities (i)   343,529   - 
Bridge loan (ii)   14,981,639   - 
Debt and lease liabilities   15,325,168   - 
Less: current portion   34,568   - 
Long-term portion   15,290,600   - 

 

The changes in debt and lease liabilities are comprised of the following:

 

   Leases   Debt   Total 
   $   $   $ 
As at December 31, 2024   -    -    - 
Additions   289,842    17,608,873    17,898,715 
Deferred financing fee   -    (2,601,280)   (2,601,280)
Interest   48,048    150,832    198,880 
Financing fee amortization   -    28,709    28,709 
Effects of foreign exchange   5,639    (205,495)   (199,856)
As at September 30, 2025   343,529    14,981,639    15,325,168 
Less: current portion   34,568    -    34,568 
Long-term portion   308,961    14,981,639    15,290,600 

 

- 16 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

i.Lease liabilities relate to arrangements associated with operations at the Nussir project. The arrangement with the Hammerfest port relating to quay repairs and continued use was assessed as a variable lease with no fixed minimum payment. As the quay lease payments were not fixed, no lease liability or ROU asset has been recognized at this stage.

 

ii.On August 19, 2025, the Company entered into a bridge loan agreement with Hartree Partners, LP and Opps XII BL MN Holdings LP.

 

The bridge loan provided a total facility of US$25,000,000, available in two advances of US$12,500,000 each. The first advance was drawn on September 4, 2025 by Nussir. The second advance remains undrawn as at September 30, 2025.

 

Interest is calculated at the base rate plus 8% per annum. The base rate is the greater of:

 

i)Adjusted Term SOFR, defined as 3-month Term SOFR + 0.10%; and
ii)3.00%

 

Interest is calculated on a 360-day year and payable in arrears on a quarterly basis. The Company has the option to pay interest in kind, in which case the accrued interest is capitalized to the loan principal, subject to lender approval.

 

The bridge loan matures on June 30, 2027 and is secured by pledges over the shares and assets of Nussir, Blue Moon Norway, REAS and Keystone Mines.

 

In connection with the initial advance, the Company paid a structuring premium of 2% of the total commitment and incurred legal fees, both of which were deducted from the proceeds on initial recognition in accordance with IFRS 9. The Company also issued 1,045,000 bonus shares to the lender as consideration for providing the facility. The bonus shares issued, the fair value of which was $3,396,250, was recorded as a deferred financing cost and recognized as a deduction from the carrying amount of the loan and amortized over the term of the bridge loan using the effective interest method. For the initial draw, 50% of the value of the bonus shares has been recognized, with the remaining 50% to be recognized when the second tranche is drawn.

 

The bridge loan is classified as a financial liability at amortized cost and is measured using the effective interest method. The effective interest rate on the first advance is approximately 16.78%.

 

As at September 30, 2025, the carrying amount of the bridge loan was $14,981,640, including accrued interest of $179,541. The fair value of the loan approximates its carrying amount given its recent issuance and fixed interest rate.

 

The schedule of undiscounted lease payment and debt obligations is as follows:

 

   Leases   Debt   Total 
   $   $   $ 
Less than one year   34,568    2,182,255    2,216,823 
One to five years   144,612    19,187,541    19,332,153 
More than five years   521,237    -    521,237 
Total undiscounted obligations as at September 30, 2025   700,417    21,369,796    22,070,213 

 

- 17 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

12. SHARE CAPITAL

 

a)Authorized share capital

 

Authorized share capital consists of an unlimited number of common shares without par value, unlimited Class “A” preferred shares with par value of $10 per share, and unlimited Class “B” preferred shares without par value. No preferred shares have been issued.

 

b)Common shares

 

The following shows the Corporation’s issued and outstanding common shares and the prices at which the shares are issued.

 

   Number of     
   Common   Weighted Average 
   Shares    Share Price 
Balance as at January 1, 2024   2,640,409      
Shares issued under private placement   2,640,000   $0.35 
Unit Shares issued under Concurrent Offering   1,000,003   $3.00 
Shares issued on exercise of options   45,000   $1.00 
Balance as at December 31, 2024   6,325,412      
Conversion of subscription receipts   9,000,035   $3.00 
Shares issued under private placement   4,266,666   $3.15 
Bonus share issuance to lender   1,045,000   $3.25 
Nussir acquisition   24,168,149   $3.55 
NSG acquisition   5,608,000   $3.55 
REAS acquisition   4,210,000   $3.55 
Balance as at September 30, 2025   54,623,262      

 

i.            Acquisitions

 

On February 26, 2025, the Company closed the acquisitions of Nussir and NSG (Note 3) and issued 24,168,149 and 5,608,000 shares respectively at a price of $3.55 per common share.

 

On March 6, 2025, the Company closed the acquisition of REAS (Note 3) and issued 4,210,000 shares at a price of $3.55 per common share.

 

ii.            Financing

 

On September 4, 2025 the Company issued 2,092,173 common shares at a price of $3.30 per share for gross proceeds of $6,897,000 to Oaktree Capital Management LP as part of the initial equity tranche under the Hartree Partners LP and Oaktree Capital Management LP project finance package to fund early works and pre-construction activities at Nussir.

 

- 18 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

Concurrent with the first draw under the related bridge loan, the Company issued 1,045,000 bonus shares to Hartree Partners LP for no cash consideration as part of the financing arrangement. The fair value of the bonus shares was based on the Company’s closing share price on September 4, 2025.

 

On May 8, 2025, the Company issued 376,833 shares at a price of $3.00 per share to Leonard Nilsen & Sønner AS (“LNS”) for gross proceeds of $1,130,499. The subscription formed part of the follow-on equity investment originally agreed to on December 19, 2024 and was triggered upon the Company achieving the first milestone - the LNS underground mobilization at Nussir.

 

On February 26, 2025, on closing of the Nussir and NSG transactions, 9,000,028 Subscription Receipts, issued as part of the December 19, 2024 unit financing were automatically converted into 9,000,035 common shares of the Company without payment of additional consideration (rounding due to the 10:1 share consolidation).

 

On February 26, 2025, the Company issued 47,660 shares at a price of $3.00 per common share for gross proceeds of $142,980.

 

On March 7, 2025, the Company closed the second tranche of financing from Hartree Partners LP (“Hartree”) in connection with the Nussir and NSG Transactions. Hartree purchased 1,750,000 shares at a price of $3.00 per share for total gross proceeds of $5,250,000.

 

On December 19, 2024, the Company completed a brokered unit financing in connection with the Nussir and NSG transactions, issuing 1,000,003 units at $30.00 per common share and nine subscription units. Proceeds of $3.0 million related to the common shares were released at closing, while $27.0 million related to the subscription units was held in escrow until converted into common shares on February 26, 2025. Share issuance costs of $44,679 were recorded in Q4 2024, and deferred share issuance costs of $417,101 were reclassified to equity in the first quarter upon conversion.

 

On August 30, 2024, the Company issued 2,640,000 shares at a price of $0.35 per common share for gross proceeds of $924,000.

 

13. WARRANTS, STOCK OPTIONS, RESTRICTED STOCK UNITS (“RSUS”), AND DEFERRED STOCK UNITS (“DSUS”)

 

a)Warrants

 

The following table summarizes the Company’s outstanding warrants and the changes during the period ended September 30, 2025.

 

   Warrants   Weighted Average
Exercise Price
 
Balance as at January 1, 2024   196,380   $12.00 
Expired unexercised   (196,380)   - 
Balance as at December 31, 2024 and September 30, 2025   -    - 

 

- 19 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

b)Stock options

 

The following table summarizes the stock option activity for the period:

 

   Number of   Weighted average 
   Stock options   exercise price 
Balance as at January 1, 2024   39,500   $5.23 
Granted   235,000   $2.17 
Exercised   (45,000)  $1.00 
Expired, unexercised   (48,000)  $3.52 
Balance as at December 31, 2024   181,500   $2.77 
Granted   593,000   $3.52 
Expired, unexercised   (11,500)  $5.00 
Balance as at September 30, 2025   763,000   $3.32 

 

Stock options outstanding and exercisable are as follows:  

 

       Number of   Average remaining     
       Stock options   contractual life   Number of stock 
Expiry Date  Exercise Price   outstanding   (years)   options exercisable 
January 9, 2029  $1.00    55,000    3.28    36,666 
November 1, 2029  $3.40    115,000    4.09    - 
February 26, 2030  $3.55    275,000    4.41    - 
April 21, 2030  $4.10    60,000    4.56    - 
May 8, 2030  $3.00    24,000    4.61    - 
July 3, 2030  $3.37    200,000    4.76      
August 20, 2030  $3.57    34,000    4.89      
September 30, 2025        763,000    4.41    36,666 

 

During the nine months ended September 30, 2025, the Corporation recorded share-based compensation expense of $715,639 (nine months ended September 30, 2024: $34,167) relating to stock options. 593,000 options were granted during the nine months ended September 30, 2025 (nine months ended 30, 2024: 120,000). The options granted to date vest over a three-year period.

 

The weighted-average fair value of stock options granted during the nine months ended September 30, 2025, was estimated on the dates of grant to be $3.52 per option granted using the Black-Scholes option pricing model with the following assumptions:

 

Nine months ended September  2025   2024 
Expected life (years)   5.0    3.0 
Risk-free interest rate (%)   2.7    3.77 
Expected volatility (%)   208    120 
Expected dividend yield (%)   -    - 
Expected forfeitures (%)   -    - 

 

- 20 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

c)RSUs

 

The following table summarizes the RSU activity for the period:

 

        Weighted 
    Number of   Average Value at 
    RSUs   Date of Grant 
Balance as at January 1, 2024    -   $- 
Granted    37,500    3.40 
Balance as at December 31, 2024    37,500   $3.40 
Granted    25,000    3.95 
Balance as at September 30, 2025    62,500   $3.62 

 

Under the Corporation’s Plan, RSUs are granted to employees, directors and non-employees as approved by the Corporation’s Board of Directors. Each RSU represents a unit with the underlying value equal to the value of one common share of the Corporation, vests over a specified period of service in accordance with the plan and can be equity or cash settled at the discretion of the Corporation. RSUs granted to date vest over a period of three years. None of the RSUs granted have vested as of September 30, 2025.

 

On November 1, 2024, 37,500 RSUs were granted. On April 21, 2025, an additional 25,000 RSUs were granted. As the Company intends to settle in cash, the cost of the RSUs is recognized as an other liability in the statement of financial position and as an expense over the vesting period in the consolidated statements of loss. The liability is re-measured to fair value at each reporting date with changes in fair value recognized in the consolidated statements of loss. As at September 30, 2025, the fair value of the RSU liability was $89,710 (note 10) and a total of 62,500 RSUs were outstanding (2024: NIL).

 

During the nine months ended September 30, 2025, an amount of $76,334 (nine months ended September 30, 2024: $NIL) was recorded in stock-based compensation expense.

 

d)DSUs

 

The following table summarizes the DSU activity for the period:

 

        Weighted 
    Number of   Average Value at 
    DSUs   Date of Grant 
Balance as at January 1, 2024    -   $- 
Granted    140,000    3.40 
Balance as at December 31, 2024    140,000   $3.40 
Granted    84,506    3.55 
Balance as at September 30, 2025    224,506   $3.46 

 

Under the Corporation’s Plan, DSUs are granted to directors as approved by the Corporation’s Board of Directors. Each DSU represents a unit with the underlying value equal to the value of one common share of the Corporation and is settled upon a director’s departure from the Board. DSU’s vest over the later of (i) one year from the grant date and (ii) the date the director ceases to serve on the Board, in accordance with the terms of the plan. None of the DSUs granted have vested as of September 30, 2025.

 

- 21 -

 

 

Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

On March 7, 2024, 84,506 DSUs were granted. As the Company intends to equity settle the awards, the cost of the DSUs is recognized as a component of contributed surplus in the statement of financial position and as an expense in the consolidated statements of loss. The fair value is not remeasured after the grant date. During the nine months ended September 30, 2025, an amount of $526,163 (nine months ended September 30, 2024: $NIL) relating to DSUs on grant date was recorded in stock-based compensation expense.

 

14. RELATED PARTY TRANSACTIONS

 

Management Compensation

 

The Company’s related parties include its directors and officers, who are the key management of the Company. The remuneration of directors and officers during the years presented was as follows:

 

   Three months ended   Nine months ended 
   September 30,   September 30, 
   2025   2024   2025   2024 
   $   $   $   $ 
Wages and salaries   521,283    -    1,188,331    - 
Consulting fees   374,813    9,000    826,511    27,000 
Share-based payments   536,734    5,180    1,209,602    29,270 
MANAGEMENT COMPENSATION   1,432,830    14,180    3,224,444    56,270 

 

As at September 30, 2025, no amounts are due to related parties (September 30, 2024 - $65,000) of the Company. These amounts due to related parties in 2024 were unsecured, non-interest bearing and had no specific terms of repayment and were fully repaid in 2024.

 

15. SEGMENTED INFORMATION

 

The Company is engaged in the acquisition, exploration and development of mineral properties in Norway and the United States. Segment reporting is aligned with the manner in which management monitors business performance. Prior to aggregation, each exploration project is considered an individual operating segment. The Nussir and REAS acquisitions have been aggregated into a single reportable segment.

 

All non-current assets and exploration expenditures are located in, and incurred within, the United States or Norway. Materially all of the cash and general administrative costs are held and incurred by the Canadian parent company. The following is a summary of non-current assets by reportable segment:

 

   September 30, 2025   September 30, 2024 
       Property, Plant       Property, Plant 
   Mineral Properties   and Equipment   Mineral Properties   and Equipment 
   $   $   $   $ 
Blue Moon   698,007    14,524    698,007    - 
Nussir/REAS   95,332,308    31,028,832    -    - 
NSG   20,261,901    35,086    -    - 
Corporate   -    18,905    -    - 
Total   116,292,216    31,097,347    698,007    - 

 

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Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

16. SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS

 

The changes in the Company’s non-cash working capital items relating to operating activities for the years indicated below are as follows:

 

For the nine months ended September 30,  2025   2024 
   $   $ 
Changes in other receivables and prepaid expenses   (6,243,672)   2,232 
Changes in accounts payable and accrued liabilities   8,528,203    (49,155)
CHANGE IN NON-CASH WORKING CAPITAL   2,284,531    (46,923)

 

17. CAPITAL MANAGEMENT

 

The Company is a mineral exploration and development company focusing on advancing its projects in Norway and the United States, including the Nussir and Sulitjelma copper projects and the Blue Moon polymetallic project. Its principal source of funding is the issuance of equity securities.

 

The Company considers capital to be equity attributable to common shareholders, comprised of share capital, contributed surplus, and deficit. It is the Company’s objective to safeguard its ability to continue as a going concern so that it can continue to explore and develop its projects.

 

The Company manages its capital structure based on the funds available for its operations and makes adjustments for changes in economic conditions, capital markets and the risk characteristics of the underlying assets. To maintain its objectives, the Company may attempt to issue new shares, seek debt financing, acquire or dispose of assets or change the timing of its planned exploration and development projects. There is no assurance that these initiatives will be successful.

 

The Company monitors its cash position on a regular basis to determine whether sufficient funds are available to meet its short-term and long-term corporate objectives.

 

There has been no change in the Company’s capital management practices during the year. Blue Moon does not pay dividends. Neither the Company nor any of its subsidiaries is subject to externally imposed capital requirements.

 

18. FINANCIAL INSTRUMENT RISK

 

The Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The Company has exposure to liquidity and credit risks from the use of financial instruments. The carrying value of the Company’s financial instruments consisting of cash, restricted cash, other receivables and prepaid expenses, marketable securities, accounts payable and accrued liabilities, deferred income and subscription receipts approximate fair value due to the short term nature of the instruments. As at September 3 0, 2025, the carrying amount of the bridge loan was $14,981,639, including accrued interest of $150,832. The fair value of the loan approximates its carrying amount given its recent issuance and fixed interest rate.

 

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Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

a)Liquidity risk

 

Liquidity risk is the risk that the Company will be unable to meet its financial obligations as they come due. Certain conditions cast significant doubt on the Company’s ability to meet its financial obligations. Refer to note 1(b) for more information regarding the Company’s liquidity risk.

 

b)Credit risk

 

The Company is exposed to credit risk on its cash, restricted cash and value added tax receivables. To reduce credit risk, substantially all cash is on deposit at major banks. Restricted cash are deposits held by the Bureau of Land Management (“BLM”) in California, and FeFo the land management authority in Norway. As at September 3 0, 2025, sales tax recoverables were $2,016,463 (December 31, 2024 - $41,139). Restricted cash is comprised of bonds valued at $94,536 (December 31, 2024 - $6,302) held by the BLM and cash held in a restricted account valued at $156,269 held by FeFo. The Company’s exposure to credit risk is limited to the carrying amount of its cash, restricted cash and sales tax recoverable. Accordingly, the Company considers its exposure to credit risk minimal.

 

c)Market Risk

 

Market risk is the risk of loss that may arise from changes in market factors such as interest rates, foreign exchange rates, and commodity and equity prices.

 

Interest rate risk

 

The Company has cash balances which are not subject to significant risks in fluctuating interest rates. The Company’s current policy is to invest excess cash in high rate savings or investment-grade short-term deposit certificates issued by its banking institutions. The Company periodically monitors the investments it makes and is satisfied with the credit ratings of its banks. An increase to interest rates by 1% would have an insignificant effect on the Company’s operations.

 

Foreign currency risk

 

The Company is exposed to foreign currency risk on fluctuations related to cash, restricted cash, receivables, accounts payable and accrued liabilities, and capital expenditures that are denominated in US dollars and Norwegian Kroner.

 

Sensitivity Analysis

 

The Company, through its subsidiaries, operates in the United States and Norway and is exposed to foreign exchange risk arising from changes in the US dollar and Norwegian krone against the Canadian dollar. A 10% fluctuation in either the US dollar or Norwegian krone relative to the Canadian dollar would have a minimal impact on the Company’s loss and comprehensive loss.

 

Market Price risk

 

i.Equity price risk

 

The Company is exposed to equity price risk through fluctuations in the market price of its own common shares. Equity price risk is defined as the potential adverse impact on the Company’s earnings, or ability to obtain equity financing, due to movements in individual equity prices or broader stock market movements.

 

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Blue Moon Metals Inc.

Notes to the Condensed Interim Consolidated Financial Statements

For the three and nine months ended September 30, 2025 and 2024

(unaudited)

(Expressed in Canadian dollars)

 

In addition, the Company holds equity instruments which are classified as marketable securities and are subject to equity price risk. The market price or value of these investments can vary from period to period. A 10% fluctuation in the quoted market price of marketable securities would have a minimal impact on the Company’s loss and comprehensive loss.

 

ii.Commodity price risk

 

Commodity price risk is defined as the potential adverse impact on earnings and economic value due to commodity price movements and volatility. The Company closely monitors commodity prices of zinc, copper, gold, silver, individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company.

 

19. COMMITMENTS

 

The Company entered into contracts for underground mining and associated development work related to the Nussir project. As at September 30, 2025, the Company has contractual commitments to spend in accordance with such contracts totaling approximately $30.2 million. Except as otherwise disclosed in the financial statements, there are no other commitments.

 

20. SUBSEQUENT EVENTS

 

a) Springer mine and mill acquisition

 

On October 10, 2025, the Company entered into a Memorandum of Understanding (“MOU”) with Goods LG LLC to acquire the Springer mine, mill and associated infrastructure located in Pershing County, Nevada (the “Property”). The MOU grants the Company exclusivity over the Property in exchange for a non-refundable cash payment of US $ 500,000 and contemplates the negotiation of a definitive purchase agreement and satisfaction of certain customary closing conditions, including the extension of certain water rights and transfer of major operating permits.

 

b) Bought-deal public offering

 

On October 1, 2025, pursuant to a prospectus supplement to the Company’s short form base shelf prospectus, the Company closed a bought-deal public offering issuing 26,220,000 common shares at a price of $3.30 per share for total gross proceeds of $86.5 million. Net proceeds from the offering are expected to be used for the development of the Blue Moon project, further exploration at Nussir and NSG and general corporate and working capital purposes.

 

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