TRISTAR GOLD, INC.

CONSOLIDATED AUDITED FINANCIAL STATEMENTS

(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

 Independent Auditors’ Report

To the Board of Directors and Shareholders of

TriStar Gold, Inc.

Opinion

We have audited the consolidated financial statements of TriStar Gold, Inc. and subsidiaries (the “Company”),
which comprise the consolidated statements of financial position as of December 31, 2024 and 2023, the
consolidated statements of comprehensive loss, consolidated statements of changes in shareholders’ equity and
consolidated statements of cash flows for the years ended, and notes to the consolidated financial statements,
including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements referred to above present fairly, in all material
respects, the financial position of TriStar Gold, Inc. as of December 31, 2024 and 2023, and its financial performance
and its cash flows for the years then ended in accordance with International Financial Reporting Standards (“IFRS”).

Basis for Opinion

We conducted our audit in accordance with Canadian generally accepted auditing standards. Our responsibilities
under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated
Financial Statements section of our report. We are independent of the Company in accordance with the ethical
requirements that are relevant to our audit of the consolidated financial statements in Canada, and we have fulfilled
our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we
have obtained is sufficient and appropriate to provide a basis for our opinion.

Material Uncertainty Related to Going Concern

We draw attention to Note 2 in the consolidated financial statements, which indicates that the Company is still in
the exploration stage and, as such, no revenue has been generated from operating activities and the Company has
a history of operating losses through the year ended December 31, 2024. As stated in Note 2, these conditions,
along with other matters as set forth in Note 2, indicate that a material uncertainty exists that may cast significant
doubt about the Company’s ability to continue as a going concern. Our opinion is not modified in respect of this
matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of
the consolidated financial statements of the current period. These matters were addressed in the context of our
audit of the consolidated financial statements as a whole, and in forming our opinion thereon, but we do not provide
a basis for a separate opinion on these matters.
Except for the matter described in the Material Uncertainty Related to Going Concern section of our report, we have
determined that there are no other key audit matters to be communicated in our report.

Other Information

Management is responsible for the other information. The other information compromises the information included
in the Management Discussion and Analysis document, but does not include the consolidated financial statements
and our auditors’ report thereon.
Our opinion on the consolidated financial statements does not cover the other information and we do not express
any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the consolidated
financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If,
based on the work we have performed, we conclude that there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial
Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in
accordance with IFRS, and for such internal control as management determines is necessary to enable the
preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or
error.
In preparing the consolidated financial statements, management is responsible for assessing the Company’s ability
to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless management either intends to liquidate the Company or to cease operations,
or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes
our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not
a guarantee that an audit conducted in accordance with Canadian generally accepted auditing standards will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions
of the users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise professional
judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the consolidated financial statements, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a
material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness
of the Company's internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that
may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditors' report to the related
disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report.
However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial statements, including
the disclosures, and whether the consolidated financial statements represent the underlying transactions
and events in a manner that achieves fair presentation.
 • Plan and perform the group audit to obtain sufficient appropriate audit evidence regarding the financial
information of the entities or business units within the Company as a basis for forming an opinion on the
Company’s financial statements. We are responsible for the direction, supervision and review of the audit
work performed for purposes of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including any significant deficiencies in internal control that we
identify during the audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of
most significance in the audit of the financial statements of the current period and are therefore the key audit
matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure
about the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.

The engagement director on the audit resulting in this independent auditors’ report is Ryan Istre.

April 2, 2025
 TriStar Gold, Inc.
Consolidated Statements of Financial Position
(Expressed in United States Dollars)

December 31, 2024 December 31, 2023

Assets
Current assets:
Cash and cash equivalents (Note 6) $ 502,590 $ 3,766,073
Accounts receivable, other 9,175 47,655
Prepaid expenses 85,107 89,598
Total current assets 596,872 3,903,326
Non-current assets:
Mineral properties and deferred expenditures (Note 7) 28,243,096 26,517,768
Equipment, net (Note 8) 2,374 7,182
Total non-current assets 28,245,470 26,524,950
Total assets $ 28,842,342 $ 30,428,276

Liabilities and Shareholders’ equity

Current liabilities:
Accounts payable and accrued liabilities $ 244,914 $ 312,704
Total current liabilities 244,914 312,704
Non-current liabilities:
Provisions (Note 9) 187,621 219,837
Warrants liability (Note 10) 480,369 361,164
Total non-current liabilities 667,990 581,001
Total liabilities 912,904 893,705

Shareholders’ equity:
Share capital (Note 11) 57,870,319 57,870,319
Capital reserve (Note 11, Note 12, Note 13, Note 14 and Note 17) 4,420,529 4,091,468
Accumulated deficit (34,361,410) (32,427,216)
Total shareholders’ equity 27,929,438 29,534,571
Total liabilities and shareholders’ equity $ 28,842,342 $ 30,428,276

Nature of Operations and Going Concern (Note 2)

Commitments and Contingencies (Note 18)

Approved on behalf of the Board of Directors. Director: “Scott M. Brunsdon”

Jessica Van
Director: DenVan
“Jessica Akker”
Den Akker”

See accompanying notes which are an integral part of these consolidated audited financial statements.

1
 TriStar Gold, Inc.
Consolidated Statements of Comprehensive Loss
(Expressed in United States Dollars)

Year ended Year ended

December 31, 2024 December 31, 2023
Expenses:
General and administrative (Note 8, Note 9, Note 13, Note 14 and Note 17) $ 1,759,074 $ 1,513,567
Foreign exchange loss 115,026 14,038
1,874,100 1,527,605
Other income (expenses):
Warrants liability fair value change (Note 10) (119,205) 723,774
Bank charges (5,921) (6,950)
Interest income 65,032 123,365
Other expenses - (22,042)
Gain on sale of equipment - 2,000
(60,094) 820,147
Net loss and comprehensive loss for the year $ (1,934,194) $ (707,458)

Basic and diluted Loss per Share (Note 15) $ (0.01) $ (0.00)

Basic and diluted weighted-average number of shares outstanding (Note 15) 279,928,441 263,287,583

See accompanying notes which are an integral part of these consolidated audited financial statements.

2
 TriStar Gold, Inc.
Consolidated Statements of Changes in Shareholders’ Equity
(Expressed in United States Dollars)

Deficit and
Accumulated
Common Shares Other Total
Capital Comprehensive Shareholders’
Number Amount Reserve Loss Equity
Balance at December 31, 2022 255,128,672 55,922,758 4,073,531 (31,719,758) 28,276,531
Shares issued on financing, net of share issue cost (Note 11) 24,799,769 1,947,561 - - 1,947,561
Stock-based compensation (Note 12, Note 13, Note 14, and Note 17) - - 17,937 - 17,937
Net loss and comprehensive loss for the year - - - (707,458) (707,458)
Balance at December 31, 2023 279,928,441 $57,870,319 $4,091,468 $(32,427,216) $29,534,571
Stock-based compensation (Note 12, Note 13, Note 14, and Note 17) - - 329,061 - 329,061
Net loss and comprehensive loss for the year - - - (1,934,194) (1,934,194)
Balance at December 31, 2024 279,928,441 $57,870,319 $4,420,529 $(34,361,410) $27,929,438

See accompanying notes which are an integral part of these consolidated audited financial statements.

3
 TriStar Gold, Inc.
Consolidated Statements of Cash Flows
(Expressed in United States Dollars)

Year ended Year ended

December 31, 2024 December 31, 2023
Operating activities
Net loss for the year $ (1,934,194) $ (707,458)
Adjustments to reconcile net loss to net cash provided by (used in)
operating activities:
Depreciation (Note 8 and Note 14) 723 1,810
Stock-based compensation (Note 12, Note 13, Note 14 and Note 17) 329,061 17,937
Warrants liability fair value change (Note 10) 119,205 (723,774)
Gain on sale of equipment - (2,000)
Changes in non-cash operating working capital:
Accounts receivable, other 35,215 3,264
Prepaid expenses 3,110 52,658
Accounts payable and accrued liabilities (23,173) 62,252
Provisions (Note 9 and Note 14) 18,169 (24,997)
Net cash used in operating activities (1,451,884) (1,320,308)
Investing activities
Mineral properties acquisition and exploration (Note 7 and Note 8) (1,720,665) (2,257,305)
Sale of equipment (Note 8) - 2,000
Purchase of equipment (Note 8) (577) (7,509)
Net cash used in investing activities (1,721,242) (2,262,814)
Financing activities
Net proceeds from financing (Note 11) - 2,341,746
Net cash provided by financing activities - 2,341,746
Net decrease in cash and cash equivalents (3,173,126) (1,241,376)
Effect of exchange rate change on cash and cash equivalents (90,357) 29,135
Cash and cash equivalents, beginning of year 3,766,073 4,978,314
Cash and cash equivalents, end of year $ 502,590 $ 3,766,073

See accompanying notes which are an integral part of these consolidated audited financial statements.

4
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

1. Corporate Information

TriStar Gold, Inc. (“TriStar” or the “Company”) was incorporated on May 21, 2010, in British Columbia, Canada. The Company is
listed on the TSX Venture Exchange (“TSX”), under the symbol TSG.V and on the OTCQX, under the symbol TSGZF. The address of
the Company’s corporate office and principal place of business is 7950 E Acoma Drive, Suite 209, Scottsdale, Arizona, United States,
85260.

TriStar was created to hold certain existing Brazauro Resources Corporation (“Brazauro”) assets as a result of an Arrangement
Agreement (the “Arrangement”) between Brazauro and Eldorado Gold Corporation (“Eldorado”). Under the “spin out” Arrangement,
Brazauro transferred certain Brazilian mineral exploration properties and Eldorado provided a cash contribution for working capital of
$10 million to TriStar. The completion of the Arrangement occurred on July 20, 2010.

2. Nature of Operations and Going Concern

TriStar’s primary business focus is the acquisition, exploration and development of precious metal prospects in the Americas, including
its current focus on advancing the exploration success of Castelo de Sonhos (“CDS”) located in the Tapajós Gold District of Brazil’s
northerly Pará State. The Company is concentrating its exploration activities on the CDS property because the Company believes CDS
has the potential to host several million ounces of gold.

The Company’s current properties are in the exploration stage and have not yet been proven to be commercially developable. The
continued operations of the Company and the recoverability of the amounts shown for mineral property are dependent upon the existence
of economically recoverable mineral reserves, the ability of the Company to obtain necessary financing to complete the exploration and
development of such properties, and the future profitable production from or disposition of such properties.

The Company has no source of revenue. Its ability to continue as a going concern and meet its commitments as they become due,
including completion of the exploration and development of its mineral property interests and to meet its general and administrative
expenses, is dependent on the Company’s ability to obtain the necessary financing. The Company relies primarily on the sale of its
treasury securities to fund its operations and the Company’s cash position is currently insufficient to maintain operations for an
additional twelve months. Management must raise additional capital to finance operations. Although the Company has been successful
in raising funds in the past, there can be no assurance that adequate funding will be available in the future, or available under terms
favorable to the Company.

For the year ended December 31, 2024, the Company reported a net loss of $1,934,194 (December 31, 2023: net loss of $707,458). The
Company’s accumulated deficit at December 31, 2024, was $34,361,410 (December 31, 2023: $32,427,216). The consolidated audited
financial statements have been prepared by management in accordance with International Financial Reporting Standards (“IFRS”)
applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its
next fiscal year, adverse financial conditions may cast substantial doubt upon the validity of this assumption.

These consolidated audited financial statements do not include any additional adjustments to the recoverability and classification of
certain recorded asset amounts, classification of certain liabilities and changes to the Consolidated Statements of Comprehensive Loss
that may be necessary if the Company was unable to continue as a going concern.

3. Basis of Presentation

Statement of Compliance

These consolidated audited financial statements have been prepared in accordance with IFRS and related IFRS Interpretations
Committee (“IFRICs”) as issued by the International Accounting Standards Board (“IASB”) in effect at December 31, 2024.

These consolidated audited financial statements were authorized for issuance by the Board of Directors of the Company on April 2,
2025.

5
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

3. Basis of Presentation (continued)

Basis of Measurement

These consolidated audited financial statements have been prepared on a historical cost basis, as modified by the revaluation of available-
for-sale financial assets, and financial assets and financial liabilities at fair value through profit or loss.

These consolidated audited financial statements are presented in United States dollars (“U.S. dollars”), unless otherwise noted.

Reclassifications

Certain reclassifications have been made to the prior year financial statements for consistency with the current year presentation. The
change in presentation has no effect on prior year equity or net loss.

4. Material Accounting Policies

The material accounting policies set out below have been applied consistently to all periods presented in these consolidated audited
financial statements, unless otherwise indicated, and are consistent with IFRS as adopted in Canada.

Principles of Consolidation

These consolidated audited financial statements include the accounts of the Company and the following subsidiaries:

Company Country of Incorporation Principal activity

TexOro U.S. LLC United States of America (“USA”) Administrative services
TriStar Gold (Brazil), Inc. Canada Holding Company
TriStar Mineracao Do Brasil Ltda. Brazil Administrative services. Owns mineral properties
Mineracao Castelo de Sonhos Ltda. Brazil Owns mineral properties

These subsidiaries are controlled by the Company and are wholly-owned. Control exists when the Company is exposed, or has rights,
to variable returns from its involvement with the subsidiary and has the ability to affect those returns through its power over the company.

All intercompany transactions and balances have been eliminated upon consolidation.

Foreign Currency Translation and Functional Currency

The individual financial statements of each subsidiary are presented in the currency of the primary economic environment in which that
entity operates (its functional currency). The functional currency of the Company and the presentation currency of the consolidated
audited financial statements is the U.S. dollar. The Company’s Brazilian and USA operations also have the U.S. dollar as their functional
currency.

Management determines the functional currency by examining the primary economic environment of each exploration project. The
Company considers the following factors in determining its functional currency:

• The main influences of sales prices for goods procured or consumed and the country whose competitive forces and regulations
mainly determine the sales price;
• The currency that mainly influences labor, material and other costs of providing goods;
• The currency in which funds from financing activities are generated; and
• The currency in which receipts from operating activities are usually retained.

6
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

4. Material Accounting Policies (continued)

Foreign Currency Translation and Functional Currency (continued)

In preparing the functional currency financial statements of the Company and its subsidiaries, transaction amounts denominated in
foreign currencies (currencies other than the functional currency of the respective subsidiary) are translated into the Company’s
functional currency using exchange rates prevailing at the transaction dates. Foreign currency monetary items are translated at the
exchange rate prevailing at the balance sheet statement date. Foreign currency non-monetary items that are measured at fair value in a
foreign currency are translated at the exchange rate prevailing at the fair value date.

Cash and Cash Equivalents

Cash and cash equivalents include cash on hand and demand deposits that are readily convertible into known amounts of cash within a
year or less and are subject to an insignificant risk of change in value.

Mineral Properties and Deferred Expenditures

Expenditures incurred prior to the Company obtaining the right to explore are expensed in the period in which they are incurred.

Direct acquisitions costs, costs directly related to exploration and evaluation expenditures are recognized and capitalized and reduced
by related sundry income. The net amount is then amortized over the recoverable mineral reserves when a property is commercially
developed. When an area is abandoned or no exploration is planned on it in the foreseeable future, capitalized expenditures are written
down to the recoverable amount. Write-downs due to impairment in value are charged to profit and loss.

Recorded costs of mineral properties are not intended to reflect present or future values of the properties. Management’s capitalization
of exploration and development costs and assumptions regarding the future recoverability of such costs are subject to significant
measurement uncertainty. Management’s assessment of recoverability is based on, among other things, the Company’s estimate of
current mineral reserves and resources which are supported by geological estimates, estimated gold and commodity prices, and the
procurement of all necessary regulatory permits and approvals. These assumptions and estimates could change in the future and this
could materially affect the carrying value and the ultimate recoverability of the amounts recorded for mineral properties and deferred
expenditures.

Equipment

On initial recognition, equipment are valued at cost, being the purchase price and directly attributable costs related to its acquisition.
Subsequently, they are measured at cost less accumulated depreciation, less any accumulated impairment losses.

Gains and losses on disposal of an item of equipment are determined by comparing the proceeds from disposal with the carrying amount
and are recognized net in the Consolidated Statements of Comprehensive Loss.

Depreciation is recognized in “general and administrative expenses” (Note 14) in the Consolidated Statements of Comprehensive Loss
and is provided on a straight-line basis over the estimated useful life of the assets as follows:

Furniture 3-5 years

Office equipment 2-5 years
Vehicles 2 years
Field equipment 2 years

Depreciation methods, useful lives and residual values are reviewed at each financial year-end with any changes accounted for
prospectively.

7
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

4. Material Accounting Policies (continued)

Impairment of Long-Lived Assets

Long-lived assets include mineral properties and deferred expenditures, and equipment. The Company reviews and evaluates its
exploration projects for indicators of impairment at the end of each reporting period. Impairment assessments are conducted at the level
of cash generating units (“CGU”). A CGU is the lowest level of identifiable group of assets that generates cash inflows that are largely
independent of the cash inflows from other assets or groups of assets, with each development and exploration project representing a
separate CGU. If an indication of impairment exists, the recoverable amount of the CGU is estimated. An impairment loss is recognized
when the carrying amount of the CGU is in excess of its recoverable amount.

The Company assesses at the end of each reporting period whether there is any indication that an impairment loss recognized in prior
periods for a long-lived asset that may no longer exist or may have decreased. If any such indication exists, the Company estimates the
recoverable amount of that CGU. A reversal of an impairment loss is recognized up to the lesser of the recoverable amount or the
carrying amount that would have been determined (net of depreciation) had no impairment loss been recognized for the CGU in prior
years. Management has determined that no impairment was required at December 31, 2024 and 2023.

Provisions

Provisions are recorded when a legal or constructive obligation may exist as a result of past events where it is probable that an outflow
of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate of the amount of the obligation
can be made. The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation
estimated at the end of each reporting period, taking into account the risks and uncertainties surrounding the obligation and reflecting
amounts which are expected to become due.

Warrants Liability

Warrants issued have exercise prices denominated in Canadian dollars, and therefore do not qualify for classification as equity as their
exercise price is not in the Company’s functional currency. These warrants have been classified as warrants liability and are recorded at
the estimated fair value at each reporting date, computed using the Black-Scholes valuation method using level two observable inputs.
Changes in fair value for each period are included in the Consolidated Statements of Comprehensive Loss for the year.

Income Taxes

Current income taxes are measured at the amount expected to be paid to tax authorities, based on taxable profit for the year, net of
recoveries using enacted tax rates at the balance sheet date. Taxable profit differs from profit as reported in the Consolidated Statements
of Comprehensive Loss because of items of income or expense that are taxable or deductible in other periods and items that may not be
taxable or deductible. Deferred income tax liabilities are recognized using the asset and liability method on taxable temporary differences
between the tax basis and carrying amounts of assets and liabilities. Deferred income tax assets are recognized for all deductible
temporary differences to the extent that it is probable that deductions can be utilized. Deferred income tax assets and liabilities are
measured at tax rates that are expected to apply in the year when the asset is realized or the liability settled, using enacted or substantively
enacted tax rates at the balance sheet date. Valuation allowances are provided if it is uncertain that a deferred tax asset will be realized.

Share-based Payments

The Company maintains a stock option plan for employees, directors and consultants.

The Company uses the fair-value based method to account for all stock options issued to employees and other individuals granted by
measuring the compensation cost of the stock options using the Black-Scholes option-pricing model. The earnings effect of stock
options which vest immediately is recorded at the date of grant. The earnings effects of stock options that vest over time are recorded
over the vesting period using the straight line method. Stock options issued to outside consultants that vest over time are valued at the
grant date and subsequently re-valued on each vesting date. The fair value of the share-based payments is recorded as a charge to net
earnings based on the vesting period with a credit to capital reserve. Upon exercise of the stock options, consideration paid by the option
holder, together with the amount previously recognized in capital reserve, is recorded as an increase to share capital.

8
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

4. Material Accounting Policies (continued)

Earnings Per Share

Earnings per share are calculated by dividing net income (loss) by the weighted average number of common shares issued and
outstanding during the year. The Company follows the treasury stock method in the calculation of diluted earnings per share. Under
this method, the weighted average number of shares includes the potential net issuances of common shares for “in-the-money” options
and warrants assuming the proceeds are used to repurchase common shares at the average market price during the year, if dilutive. The
effect of potential issuances of shares under options and warrants would be anti-dilutive if a loss is reported, and therefore basic and
diluted losses per share are the same.

Financial Instruments

Non‐derivative financial assets

The Company recognizes all financial assets initially at fair value and classifies them into one of the following four categories: held‐to‐
maturity, available‐for‐sale (“AFS”), loans and receivables or other financial liabilities, or fair value through profit or loss (“FVTPL”).
Financial assets held to maturity and loans and receivables are measured at amortized cost. Available‐for‐sale instruments are measured
at fair value with unrealized gains and losses recognized in other comprehensive income (loss). Instruments classified as FVTPL are
measured at fair value with unrealized gains and losses recognized in net income (loss).

The fair value of financial instruments traded in active markets (such as FVTPL and AFS securities) are based on quoted market prices
at the date of the statement of financial position.

The Company has classified cash and cash equivalents and receivables as loans and receivables. The fair value of cash and cash
equivalents and accounts receivable are approximated by their carrying value due to the short-term nature of these financial instruments.

Non‐derivative financial liabilities

Financial liabilities are classified as either financial liabilities at FVTPL or other financial liabilities. Financial liabilities classified as
FVTPL are measured at fair value with unrealized gains and losses recognized in the Consolidated Statement of Comprehensive Income
(Loss). Other financial liabilities are initially measured at fair value net of transaction costs, and subsequently measured at amortized
cost.

Accounts payable and accrued liabilities and provisions are classified as other financial liabilities. The fair value of accounts payable
and accrued liabilities is approximated by their carrying value due to the short term nature of these financial instruments.

Derivative instruments

Derivative instruments are recorded at fair value on initial recognition and at each subsequent reporting period. Any gains or losses
arising from changes in fair value on derivatives that do not qualify for hedge accounting are recorded in net income (loss).

The Company’s share purchase warrants are derivative liabilities and accordingly, they are recorded at fair value at each reporting
period, with the gains or losses recorded in the Consolidated Statement of Comprehensive Income (Loss) for the period.

New Standards

In January 2020, the IASB issued amendments to IAS 1, Presentation of Financial Statements that clarified the classification of liabilities
as current or non-current is based on contractual rights that are in existence at the end of the reporting period. In October 2022, the IASB
issued amendments to IAS 1 that specified how an entity assesses whether it has the right to defer settlement of a liability when that
right is subject to compliance with covenants within twelve months after the reporting period. These amendments were effective January
1, 2024, with early adoption permitted. Retrospective application is required on adoption. These amendments did not have a material
effect on the Company’s consolidated financial statements

9
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

4. Material Accounting Policies (continued)

New Standards (continued)

Several other new accounting standards, and amendments to standards and interpretations, have been issued but are not yet effective for
the year ended December 31, 2024. The following have not yet been adopted and are being evaluated to determine their impact on the
Company.

IFRS 9 and IFRS 7 - In May 2024, the IASB issued amendments to IFRS 9 Financial Instruments and IFRS 7 Financial Instruments –
Disclosures. The amendments clarify the derecognition of financial liabilities and introduces an accounting policy option to derecognize
financial liabilities that are settled through an electronic payment system. The amendments also clarify how to assess the contractual
cash flow characteristics of financial assets that include environmental, social and governance linked features and other similar
contingent features and the treatment of non-recourse assets and contractually linked instruments. Further, the amendments mandate
additional disclosures in IFRS 7 for financial instruments with contingent features and equity instruments classified at fair value through
other comprehensive income. The amendments are effective for annual periods starting on or after January 1, 2026. Retrospective
application is required and early adoption is permitted.

IFRS 18 – In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements to improve reporting of financial
performance. The new standards replaces IAS 1 Presentation of Financial Statements. IFRS 18 introduces new categories and required
subtotals in the statement of profit and loss and also requires disclosure of management-defined performance measures. It also includes
new requirements for the location, aggregation and disaggregation of financial information. The standard is effective for annual reporting
periods beginning on or after January 1, 2027, including interim financial statements. Retrospective application is required and early
adoption is permitted.

5. Critical Accounting Judgments and Key Sources of Estimation Uncertainty

The preparation of the Company’s consolidated audited financial statements in conformity with IFRS requires management to make
estimates based on assumptions about future events that affect the reported amount of assets and liabilities and disclosures of contingent
assets or liabilities at the date of the financial statements, and the reported amounts of income and expenses during the reported periods.

The estimates and associated assumptions are based upon historical experience and various other factors that are believed to be
reasonable under the circumstances, the results of which form the basis of making judgments about carrying values of assets and
liabilities that are not readily apparent from other sources. Actual results could differ from those estimates.

The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognized
prospectively in the period in which the estimate is revised.

Material areas that require estimates and assumptions as the basis for determining the reported amounts include, but are not limited to,
the following:

Going concern. Management considers whether there exists any events or conditions that may cast doubt on the Company’s ability to
continue as a going concern. Considerations take into account all available information about the future including the availability of
debt and equity financing as well as the Company’s working capital balance and future cash commitments.

Functional currency. The functional currency of each of the Company’s entities is measured using the currency of the primary economic
environment in which that entity operates. The functional currency of all entities within the group is the U.S. dollar. Functional currency
of each of the entities was determined based on the currency that mainly influences sales prices for goods and services, labor, material
and other costs and the currency in which funds from financing activities are generated.

10
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

5. Critical Accounting Judgments and Key Sources of Estimation Uncertainty (continued)

Impairment of assets. Management assesses each CGU at each reporting period to determine whether any indication of impairment
exists. In addition, management assesses a CGU for impairment if events or changes in circumstances indicate that the carrying value
may not be recoverable. Where an indicator of impairment exists, a formal estimate of the recoverable amount is made which is
considered to be the higher of the fair value less costs to sell and its value in use. These assessments require the use of estimates and
assumptions such as future capital requirements and assessments of preliminary assay results. Fair value is determined as the amount
that could be obtained from the sale of the asset in an arm’s-length transaction between knowledgeable and willing parties.

Fair value of derivative financial instruments (warrants liability). Management assesses the fair value of the Company’s financial
derivatives in accordance with the accounting policy stated in Note 4 to the consolidated audited financial statements. Fair values of
warrants have been measured using the Black-Scholes model, taking into account the terms and conditions upon which the warrants are
granted. These calculations require the use of estimates and assumptions. Changes in assumptions concerning volatilities, interest rates
and expected life could have significant impact on the fair valuation attributed to the Company’s financial derivatives. When these
assumptions change or become known in the future, such differences will impact asset and liability carrying values in the period in
which they change or become known.

Fair value of stock options and stock-based compensation. Management assesses the fair value of stock options granted in accordance
with the accounting policy stated in Note 4 to the consolidated audited financial statements. The fair value of the options granted is
measured using the Black-Scholes model, taking into account the terms and conditions upon which the options are granted. Changes in
assumptions concerning volatilities, interest rates and expected life could have significant impact on the fair valuation attributed to the
Company’s stock options.

Mineral resources. The Company estimates its measured and indicated and inferred mineral resources for Castelo de Sonhos based upon
information compiled by Qualified Persons, as defined in National Instrument 43-101. Information relative to geological data on the
size, depth, grade and shape of the mineralized body requires complex geological and geo-statistical judgements to interpret data, which
judgements themselves contain significant estimates and assumptions.

Changes in the measured and indicated and inferred mineral resources may impact the carrying value of mineral properties and deferred
expenditures.

Provisions. Provisions recognized in the consolidated financial statements involve judgments on the occurrence of future events which
could result in a material outlay for the Company. In determining whether an outlay will be material, the Company considers the
expected future cash flows based on facts, historical experience and probabilities associated with such future events. Uncertainties exist
with respect to estimates made by management and as a result, the actual expenditure may differ from amounts currently reported.

6. Cash and Cash Equivalents

Cash and cash equivalents include:

Balance at Balance at
December 31, 2024 December 31, 2023
Cash:
Cash at bank $ 464,989 $ 954,277
Investment accounts 37,601 2,811,796
Total $ 502,590 $ 3,766,073

At December 31, 2024, the investment accounts include saving accounts with a balance of $37,601 (December 31, 2023: $14,226). At
December 31, 2023, the investment accounts include Redeemable Short Term Investment Certificates for a total balance of $2,797,570
(December 31, 2024: nil) with annual interest rate between 4.75% and 5.00% (December 31, 2024: nil) and maturity date of less than a
year.

11
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

7. Mineral Properties and Deferred Expenditures

Although the Company has taken steps to verify title to mineral properties in which it has an interest, these procedures cannot guarantee
the Company’s title to all of its properties. Such properties may be subject to prior mineral rights applications with priority, prior
unregistered agreements or transfers or indigenous land claims, and title may be affected by undetected defects. Certain of the mineral
rights held by the Company are held under applications for mineral rights or renewal of mineral rights and, until final approval of such
applications is received, the Company's rights to such mineral rights may not materialize and the exact boundaries of the Company's
properties may be subject to adjustment. The Company does not maintain title insurance on its properties.

Castelo de Sonhos Property (Brazil)

On November 9, 2010, the Company entered into an agreement with a third-party vendor to acquire 100% of the mineral rights to the
Castelo de Sonhos property in Brazil. Pursuant to this agreement and subsequent amendments (three such amendments were agreed to),
between 2010 and 2016, the Company made monetary payments totaling $2,750,000 and issued the vendors a total of 2,000,000 common
shares of the Company.

All agreed fixed price payments have been made. However, under the Second Amending Agreement, the Company agreed to pay the
vendor $3,600,000 out of production from the property over and above its royalty. At its option, TriStar may pay to the vendor
$1,500,000 on or prior to the making of a construction decision in lieu of the payment out of production.

Under the original agreement, the vendors had the right to receive a payment equal to $1.00 per ounce should a gold deposit with proven
and probable reserves in excess of 1 million troy ounces be identified and the property owner will retain a 2% Net Smelter Return
(“NSR”) royalty, half of which can be purchased by TriStar (purchase right subsequently transferred to Royal Gold) at any time and
which amount will be calculated based on the proven and probable reserves identified by a feasibility study.

On August 2, 2019, the Company, through its subsidiary Mineracao Castelo de Sonhos Ltda., entered into a Royalty Agreement with
RG Royalties, LLC (“RG”), a subsidiary of Royal Gold, Inc. Under the Royalty Agreement, TriStar will sell and grant to RG a newly
created 1.5% NSR royalty (incrementally earned pro-rata with the funding schedule) on the CDS property for the purchase price of
$7,250,000. Additionally, as part of the agreement, for a total consideration of $250,000, the Company has granted International Royalty
Corporation (“IRC”), a wholly-owned subsidiary of RG, a total of 19,640,000 common share purchase warrants (issued pro-rata with
the funding schedule), each entitling IRC to purchase one common share of TriStar Gold Inc. at an exercise price of Can$0.25 per
common share for a period of five years. A total of 11,784,000 these commons shares purchase warrants expired unexercised on August
5, 2024 . All payments have been received pursuant to this agreement.

Mineral properties and deferred expenditures were as follows:

Balance at Balance at
December 31, 2023 Additions December 31, 2024
Castelo de Sonhos Properties:
Acquisition costs $ 3,303,945 $ - $ 3,303,945
Exploration costs 29,352,233 1,725,328 31,077,561
Total Deferred Expenditures 32,656,178 1,725,328 34,381,506
Sale of Royalty (6,138,410) - (6,138,410)
Total Carrying Amount $ 26,517,768 $ 1,725,328 $ 28,243,096

Balance at Balance at
December 31, 2022 Additions December 31, 2023
Castelo de Sonhos Properties:
Acquisition costs $ 3,303,945 $ - $ 3,303,945
Exploration costs 27,091,844 2,260,389 29,352,233
Total Deferred Expenditures 30,395,789 2,260,389 32,656,178
Sale of Royalty (6,138,410) - (6,138,410)
Total Carrying Amount $ 24,257,379 $ 2,260,389 $ 26,517,768

During the years ended December 31, 2024 and 2023, the additions to exploration cost include the following:

12
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

7. Mineral Properties and Deferred Expenditures (continued)

Castelo de Sonhos Property (Brazil) (continued)

Year ended Year ended

December 31, 2024 December 31, 2023
Castelo de Sonhos Properties:
Camp costs (Note 8) $ 299,520 $ 523,552
Wages, salaries and benefits costs (Note 17) 848,109 932,948
Geological analysis costs 21,533 85,304
Licenses and permits costs 186,205 226,722
Engineering and economic costs 299,550 430,467
Other costs 70,411 61,396
Total Exploration Costs $ 1,725,328 $ 2,260,389

8. Equipment, Net

During the year ended December 31, 2024, depreciation expenses in the amount of $4,663 were reported in mineral properties and
deferred expenditures (Note 7) under camp costs of the exploration cost of the Castelo de Sonhos project (December 31, 2023: $3,084).

Equipment were as follows:

Balance at Balance at
December 31, 2023 Additions Write-off December 31, 2024
Cost:
Furniture $ 2,464 $ - $ (2,464) $ -
Office equipment 22,200 - (11,227) 10,973
Vehicles 208,540 - (402) 208,137
Field equipment 90,884 577 (34,731) 56,731
Total costs 324,088 577 (48,824) 275,841
Accumulated Depreciation:
Furniture (2,464) - 2,464 -
Office equipment (21,016) (999) 11,227 (10,789)
Vehicles (208,540) - 402 (208,137)
Field equipment (84,886) (4,387) 34,731 (54,541)
Total accumulated depreciation (316,906) (5,386) 48,824 (273,467)
Total net book value $ 7,182 $ (4,809) $ - $ 2,374

Balance at Balance at
December 31, 2022 Additions Disposals December 31, 2023
Cost:
Furniture $ 2,464 $ - $ - $ 2,464
Office equipment 21,647 553 - 22,200
Vehicles 234,941 - (26,401) 208,540
Field equipment 83,928 6,956 - 90,884
Total costs 342,980 7,509 (26,401) 324,088
Accumulated Depreciation:
Furniture (2,464) - - (2,464)
Office equipment (19,073) (1,943) - (21,016)
Vehicles (234,941) - 26,401 (208,540)
Field equipment (81,934) (2,952) - (84,886)
Total accumulated depreciation (338,412) (4,895) 26,401 (316,906)
Total net book value $ 4,568 $ 2,614 $ - $ 7,182

13
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

9. Provisions

The provision represents the Company estimates of the taxes it may have to pay on a possible contingent liability for labor severance
obligations in Brazil. The Company is uncertain about the amount or timing of any outflows of funds, if any were to occur.

The following table presents the changes in the provision:

Amount
Balance at December 31, 2022 $ 227,887
Change in provision estimate (8,050)
Balance at December 31, 2023 219,837
Change in provision estimate (32,216)
Balance at December 31, 2024 $ 187,621

Each reporting period the Company reviews estimated amounts and other assumptions used in the valuation of the provision to reflect
events, changes in circumstances and new information available. Changes in these estimates and assumptions may have a corresponding
impact on the value of the provision. The changes in the provision estimate are reported in general and administrative expenses (Note
14) and the foreign exchange effects, which accounted for the variation in the provision, are included in foreign exchange gains and
losses.

During the year ended December 31, 2024, the change in the provision estimate includes the amount of $50,385 from effect of exchange
rates (December 31, 2023: $16,947).

10. Warrants Liability

Warrants have their exercise prices denominated in Canadian dollars which is not the Company’s functional currency and therefore the
warrants have been accounted for as a non-hedged derivative financial liability. The derivative liability is recorded at the estimated fair
value though profit and loss at each reporting date based upon a Black-Scholes option pricing model. At initial recognition when warrants
are issued with the issuance of shares the Company allocates their full fair value as a warranty liability at issuance with the residual
value of proceeds raised from the shares issued recorded in common shares. Subsequent changes in the fair value of the warrant’s
liability are recorded in the Consolidated Statements of Comprehensive Loss for the period. These activities are non-cash transactions
and are excluded from the Consolidated Statements of Cash Flows.

During the year ended December 31, 2024, a total of 28,212,000 (December 31, 2023: nil) share purchase warrants with a weighted
average exercise price of Can$0.27 expired unexercised. The estimated fair value of the warrant liability at expiry date was nil.

During the year ended December 31, 2023, under a non-brokered private placement announced on August 2, 2023, the Company issued
12,399,885 share purchase warrants (December 31, 2024: nil) exercisable to acquire 12,399,885 shares at Can$0.20 per share and a
three year term to maturity. The estimated fair value of the warrant liability at issuance was $394,185.

The following is a summary of changes in warrants:

14
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

10. Warrants Liability (continued)

Number of Weighted Average

Warrants Exercise Price Amount
Balance at December 31, 2022 32,140,000 Can$0.27 $ 690,753
Warrants issued 12,399,885 Can$0.20 394,185
Warrants liability fair value change - - (723,774)
Balance at December 31, 2023 44,539,885 Can$0.25 361,164
Warrants expired (28,212,000) Can$0.27 -
Warrants liability fair value change - - 119,205
Balance at December 31, 2024 16,327,885 Can$0.21 $ 480,369

At December 31, 2024, outstanding warrants are as follows:

Number of Weighted Average

Warrants Exercise Price Issuance Date Expiry Date
3,928,000 Can$0.25 March 31, 2020 March 31, 2025
6,369,116 Can$0.20 August 30, 2023 August 30, 2026
6,030,769 Can$0.20 September 5, 2023 September 5, 2026
16,327,885

At December 31, 2024 and 2023, the fair value of the Company’s warrants were estimated using the Black-Scholes option-pricing model
with the following assumptions:

December 31, 2024 December 31, 2023

Expected dividend yield 0% 0%
Expected volatility 101.89% - 155.96% 80.61% - 91.06%
Risk-free interest rate 2.92% 4.18%
Expected life 3 months – 2.4 years 4 months – 2.7 years
Share Price Can$0.13 Can$0.09

11. Share Capital and Capital Reserve

The Company’s authorized share capital consists of an unlimited number of common shares without par value. At December 31, 2024,
the Company had 279,928,441 common shares outstanding, and a total of 23,252,885 common shares were reserved for issuance after
exercise of options and warrants outstanding.

On September 5, 2023, the Company closed the final tranche of a non-brokered private placement consisting of 24,799,769 units at the
price of Can$0.13 per unit for gross proceeds of $2,365,748. Each unit consists of one common share and one half of a common share
purchase warrant. The fair value of warrants issued in the amount of $394,185 was recorded in warrants liability. The Company deducted
the amount of the fair value of warrants from the net proceeds and recorded the remaining amount of $1,947,561, net of offering costs,
in Common Shares.

15
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

12. Stock Option Plan

The Company maintains a stock option plan (“the Plan”) for directors, senior officers, employees and consultants of TriStar and its
subsidiaries. Under the terms of the Plan, the options are exercisable over periods of up to ten years, and the exercise price of each option
equals the closing market price of the Company’s stock on the trading day immediately before the date of grant. Any consideration paid
by the option holder on the exercise of options is credited to share capital and offset against amounts previously recorded in capital
reserve.

The number of shares which may be issued pursuant to options previously granted and those granted under the Plan shall not exceed
18,800,000 at the time of the grant. The options granted under the Plan vest at determination of the Board. In addition, the number of
shares which may be reserved for issuance to any one individual may not exceed 5% of the issued and outstanding shares on a yearly
basis.

The Plan will terminate when all of the options have been granted or when the Plan is otherwise terminated by TriStar. Any options
outstanding when the Plan is terminated will remain in effect until they are exercised or they expire.

The following is a summary of the changes in options outstanding and exercisable:

Weighted Average
Number of Options Number of Exercise Price of
Outstanding Options Vested Options (in Can$)
Balance at December 31, 2022 6,085,000 6,085,000 $0.19
Options granted 300,000 225,000 $0.16
Options expired (100,000) (100,000) $0.28
Balance at December 31, 2023 6,285,000 6,210,000 $0.19
Options granted 3,250,000 3,325,000 $0.20
Options expired (2,610,000) (2,610,000) $0.20
Balance at December 31, 2024 6,925,000 6,925,000 $0.19

During the year ended December 31, 2024, a total of 3,250,000 stock options exercisable to acquire 3,250,000 shares at Can$0.195 per
share until August 28, 2029, were granted to directors, employees, and consultants of the Company. The total estimated fair value at the
grant date of $323,082 was recorded in capital reserve.

During the year ended December 31, 2023, a total of 300,000 stock options exercisable to acquire 300,000 shares at Can$0.16 per share
until February 14, 2028, were granted to an investor relation consultant. The options vested over a period of one year at a rate of 75,000
every 3 months starting May 15, 2023. The total estimated fair value at the grant date was $23,916. A total of 225,000 stock options
vested during the the year ended December 31, 2023, and 75,000 stock options vested during the year ended December 31, 2024, and
their total estimated fair value at the grant date of $17,937 and $5,979; respectively, was recorded in capital reserve.

The weighted average fair value at grant date of options granted during the year ended December 31, 2024, was Can$0.13 per option
(December 31, 2023: Can$0.11).

During the year ended December 31, 2024, a total of 2,610,000 stock options (December 31, 2023: 100,000) with a weighted average
exercise price of Can$0.195 expired unexercised (December 31, 2023: Can$0.28).

During the years ended December 31, 2024, and 2023, the estimated forfeiture rates were nil.

The fair value of options granted during the years ended December 31, 2024 and 2023, has been estimated as of the date of grant using
the Black-Scholes option-pricing model with the following assumptions:

16
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

12. Stock Option Plan (continued)

Year ended Year ended

December 31, 2024 December 31, 2023
Expected dividend yield 0% 0%
Expected volatility 90.01% 82.25%
Risk-free interest rate 3% 2.99%
Expected life 5 years 5 years
Share price Can$0.20 Can$0.16
Weighted average fair value of options granted Can$0.13 Can$0.11

Option pricing models require the input of subjective assumptions including the expected price volatility, the expected life and forfeiture
rate. Changes in these assumptions can materially affect the estimated fair value of the stock options granted. The expected price
volatility used was based on the historic volatility of the Company’s share price.

The following table summarizes stock options outstanding at December 31, 2024:

Proceeds upon Weighted

exercise of options Fair Value of Average
Options Options Exercise outstanding Options Remaining Life Expiration
Grant Date Outstanding Vested Price (in Can$) Outstanding in Years Date
10/27/2020 200,000 200,000 Can$0.28 56,000 27,364 0.8 10/27/2025
10/28/2020 200,000 200,000 Can$0.28 56,000 28,328 0.8 10/27/2025
12/18/2020 300,000 300,000 Can$0.245 73,500 35,345 1.0 12/17/2025
01/19/2021 300,000 300,000 Can$0.27 81,000 42,032 1.0 01/18/2026
02/08/2021 300,000 300,000 Can$0.25 75,000 39,753 1.1 02/07/2026
10/01/2022 300,000 300,000 Can$0.125 37,500 17,900 2.7 09/30/2027
12/01/2022 1,775,000 1,775,000 Can$0.145 257,375 128,242 2.9 11/30/2027
02/15/2023 300,000 300,000 Can$0.16 48,000 23,917 3.1 02/14/2028
08/29/2024 3,250,000 3,250,000 Can$0.195 633,750 323,082 4.7 08/28/2029
6,925,000 6,925,000 $ 1,318,125 $ 665,963 3.4

13. Stock-based Compensation

During the year ended December 31, 2024, stock-based compensation expense in the amount of $329,061 (December 31, 2023: $17,937)
related to options granted, vested and were reported in the Consolidated Statements of Comprehensive Loss. The amount of $209,769
was included in the consulting expense account (Note 14) (December 31, 2023: $17,937), and $119,292 in the salary and benefits
expenses account (December 31, 2023: nil). These amounts have been recorded as capital reserve in the Consolidated Statements of
Financial Position.

17
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

14. General and Administrative Expenses

General and administrative expenses consist of the following:

Year ended Year ended
December 31, 2024 December 31, 2023
Consulting and professional fees (Note 9, Note 13 and Note 17) $ 489,626 $ 298,866
Change in provisions (Note 9) 18,169 (24,997)
Depreciation (Note 8) 723 1,810
Insurance 11,431 12,214
Office 41,024 55,280
Rent 27,624 26,304
Salaries and benefits (Note 12, Note 13 and Note 17) 906,236 771,556
Shareholder relations 213,492 311,722
Travel and meals 50,749 60,812
$ 1,759,074 $ 1,513,567

15. Basic and Diluted Loss per Share

The following table sets forth the computation of basic and diluted loss per share:

Year ended Year ended

December 31, 2024 December 31, 2023
Numerator:
Numerator for basic loss per share: Net loss for the period $ (1,934,194) $ (707,458)
Effect of warrants dilution - (723,774)
Numerator for total diluted loss per share $ (1,934,194) $ (1,431,232)
Denominator:
Initial balance of issued common shares 279,928,441 255,128,672
Effect of shares issued on financing - 8,158,911
Denominator for basic and diluted loss per share:
Basic weighted average number of common shares 279,928,441 263,287,583
Basic and diluted loss per share $ (0.01) $ (0.00)

For the years ended December 31, 2024, and 2023, the stock options and share purchase warrants were excluded from the computation
of diluted loss per share as their inclusion would be antidilutive.

16. Income Taxes

The following table reconciles the income taxes calculated at statutory rates with the income tax expense in the Consolidated Statements
of Comprehensive Loss:
Year ended Year ended
December 31, 2024 December 31, 2023
Loss before income taxes $ (1,934,194) $ (707,456)
Statutory rates 27% 27%
Loss tax expenses at statutory rates (522,233) (191,013)
Non-deductible items 122,415 (189,526)
Differences in foreign tax rates 51,627 44,349
Foreign exchange non-monetary assets 83,836 (447,577)
Effect of expired losses 1,478,794 110,868
Unrecognized tax benefits (1,214,440) 672,899
Net income tax expense $ - $ -

18
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

16. Income Taxes (continued)

At December 31, 2024, the Company has net deductible temporary differences of approximately $22,149,671 (December 31, 2023:
$24,977,884) for which no deferred tax asset has been recognized. Deferred tax assets have not been recognized in respect of these items
because the Company does not have a history of earnings and their utilization is not more likely than not.

The following table summarizes the Company's losses and net deductible temporary differences that can be applied against future taxable
profits:

Type Country Amount Expire Date

Net operating losses Canada $ 8,423,788 2031 – 2044
Net operating losses USA 21,708,169 2024 - 2044
Net operating losses Brazil 4,308,097 No expiration
Net temporary differences Canada 24,102 No expiration
Net temporary differences USA 1,519 2027
Net temporary differences Brazil (12,316,004) No expiration
Total $ 22,149,671

17. Related Party Transactions

Key management personnel compensation comprised:

Year ended Year ended

December 31, 2024 December 31, 2023
Short term employee benefits: Salaries (Note 14) $ 594,188 $ 587,831
Consulting fees 558,563 564,271
Director fees 108,000 108,000
Stock-based compensation (Note 12, Note 13 and Note 14) 278,348 -
$ 1,539,099 $ 1,260,102

During year ended December 31, 2024, a total of $514,751 (December 31, 2023: $519,811) consulting fees paid to directors and officers
for advisory services were reported in mineral properties and deferred expenditures (Note 7) under exploration cost of the Castelo de
Sonhos project, and the amount of $43,812 (December 31, 2023: $44,460) was recorded in the consulting fees account (Note 14) in the
Consolidated Statements of Comprehensive Loss.

For the year ended December 31, 2024, a total of 2,800,000 stock options with a value of $278,348 (December 31, 2023: nil) received
by key management personnel and directors were recorded as capital reserve on the Consolidated Statements of Financial Position (Note
12 and Note 13). They were also included in the consulting and salaries expenses accounts (Note 14) in the Consolidated Statements of
Comprehensive Loss.

At December 31, 2024, the total number of options held by directors and officers of the Company was 5,750,000 units (December 31,
2023: 4,850,000).

During the years ended December 31, 2024 and 2023, the Company paid legal fees in the amounts of $35,601 and $27,692, respectively,
to a company where one director has ownership interests. These amounts were recorded in professional fees (Note 14) in the
Consolidated Statements of Comprehensive Loss.

During the year ended December 31, 2024, a total of 1,900,000 stock options granted to directors and officers with an exercise price of
Can$0.20 expired unexercised (December 31, 2023: nil).

During the year ended December 31, 2023, directors participated for a total of 846,231 units in the non-brokered private placement
tranche closed on August 30, 2023 (December 31, 2024: nil).

19
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

17. Related Party Transactions (continued)

Related party transactions are in the normal course of operations and are measured at the exchange amount, which is the amount of
consideration established and agreed to by the related parties and the Board of Directors.

18. Commitments and Contingencies

The Company leases offices in United States with an expiration date June 2025, for an estimated cost of $2,417 per month and is
cancellable within three months’ notice.

The Company has various property access agreements related to its projects at an estimated cost of approximately $1,500 per month.

There are no material pending legal proceedings to which the Company or any of its subsidiaries is a party or to which any of their
property is subject.

19. Segmented Information

Segments are defined as material components of an enterprise about which separate financial information is available and deemed
relevant in managing the business. All of the Company’s operations are within the mineral exploration sector. The Company’s
exploration operations are centralized whereby the Company’s head office is responsible for the exploration results and for providing
support in addressing local and regional issues. The Company’s mineral properties are located in Brazil.

Information relating to each of the Company’s reportable segments is presented as follows:

Balance at Balance at
December 31, 2024 December 31, 2023
Assets:
Corporate Office $ 581,472 $ 3,876,368
Mineral Exploration 28,260,870 26,551,908
Total assets $ 28,842,342 $ 30,428,276

Balance at Balance at
December 31, 2024 December 31, 2023
Liabilities:
Corporate Office $ 592,212 $ 468,872
Mineral Exploration 320,692 424,833
Total liabilities $ 912,904 $ 893,705

Year ended Year ended

December 31, 2024 December 31, 2023
Net loss and comprehensive loss
Corporate Office $ (1,863,882) $ (536,387)
Mineral Exploration (70,312) (171,071)
Total $ (1,934,194) $ (707,458)

20
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

19. Segmented Information (continued)

Geographical information related to non-current assets is presented as follows:

United States Brazil Total

As at December 31, 2024
Mineral properties and deferred expenditures (Note 7) $ - $ 28,243,096 $ 28,243,096
Equipment (Note 8) - 2,374 2,374
Total non-current assets $ - $ 28,245,470 $ 28,245,470

As at December 31, 2023

Mineral properties and deferred expenditures (Note 7) $ - $ 26,517,768 $ 26,517,768
Equipment (Note 8) 722 6,460 7,182
Total non-current assets $ 722 $ 26,524,228 $ 26,524,950

20. Capital Management and Liquidity

The Company considers its cash and cash equivalents, common shares, stock options and warrants as capital. The Company’s objective
in managing capital is to maintain adequate levels of funding to support exploration of its mineral property interests, maintain corporate
and administrative functions necessary to support organizational management oversight, and obtain funding sufficient for advancing the
Company’s investments.

The Company manages its capital structure in a manner that intends to provide sufficient funding for operational activities. Funds are
primarily secured through equity capital obtained in private placements. There can be no assurances that the Company will be able to
continue raising capital in this manner.

In order to facilitate management of its capital requirements, the Company prepares expenditure budgets that are updated as necessary
with actual spending compared to budget on a monthly basis. The Company’s investment policy, in general, is to invest short-term
excess cash in highly liquid short-term interest bearing investments with maturities of less than one year or that may be liquidated with
no reduction in principal. This is to ensure working capital is available to meet the Company’s short-term obligations while maximizing
liquidity and preserving its invested balances.

21. Financial Instruments and Management of Financial Risk

The Company is exposed to potential loss from various risks including currency risk, interest rate risk, liquidity risk, market risk and
commodity price risk.

Market Risks

The significant market risks to which the Company is exposed include commodity price risk and interest rate risk.

Credit Risk

Financial instruments that potentially subject the Company to credit risk consist of cash and cash equivalents, and accounts receivable.
The Company invests any excess capital in short-term, highly liquid and highly-rated financial instruments such as cash and short-term
guaranteed deposits, all held with Canadian and USA based financial institutions.

Liquidity Risk

The Company manages liquidity risk by maintaining sufficient cash and cash equivalents balances. Liquidity requirements are managed
based on expected cash flow to ensure there is sufficient capital to meet short-term obligations. The Company estimates that its
contractual obligations pertaining to accounts payable and accrued liabilities should be satisfied within one year.

21
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

21. Financial Instruments and Management of Financial Risk (continued)

Commodity Price Risk

The Company’s ability to raise capital to fund exploration or development activities is subject to risk associated with fluctuations in the
market price of gold. The Company does not have any sales revenue and accordingly no hedging or other commodity-based risks impact
its operations.

Market prices for gold historically have fluctuated widely and are affected by numerous factors outside of the Company’s control,
including, but not limited to, levels of worldwide production, short-term changes in supply and demand, industrial and retail demand,
central bank lending, and forward sales by producers and speculators. The Company has elected not to actively manage its commodity
price risk.

Interest Rate Risk

Interest rate risk is the risk that the fair value or the future cash flows of a financial instrument will fluctuate because of changes in
market interest rates.

In respect of financial assets, the Company’s policy is to invest cash at variable rates of interest in cash equivalents, in order to maintain
liquidity, while preserving capital. The Company is exposed to interest rate risk on its short‐term investments which were included in
cash and cash equivalents at December 31, 2024. The short‐term investment interest earned is based on prevailing one day to one year
market interest rates which may fluctuate. Based on amounts at December 31, 2024, a one percent change in the interest rate would
change annual interest income by approximately $14,000 (December 31, 2023: $31,000). The Company has not entered into any
derivative contracts to manage this risk.

Currency Risk

The Company operates in USA, Canada, and Brazil. As a result, the Company has foreign currency exposure with respect to items not
denominated in U.S. dollars. The three main types of foreign exchange risk of the Company can be categorized as follows:

Transaction exposure

The Company operates and incurs costs in different currencies. This creates exposure at the operational level, which may affect the
Company’s profitability as exchange rates fluctuate. The Company has not hedged its exposure to currency fluctuations.

Exposure to currency risk

The Company is exposed to currency risk through the following assets and liabilities denominated in currencies other than the U.S.
dollar: cash and cash equivalents, accounts receivables, prepaid expenses, accounts payables and other liabilities, provisions and
warrants liability. The currencies of the Company’s financial instruments and other foreign currency denominated liabilities, based on
notional amounts, were as follows:

December 31, 2024 December 31, 2023

Canadian dollar Brazilian real Canadian dollar Brazilian real
Cash and cash equivalents $ 426,554 $ 9,019 $ 2,841,818 $ 10,933
Accounts receivable, other 3,031 6,144 39,286 8,369
Prepaid expenses 81,985 238 78,404 8,378
Accounts payable and accrued liabilities (54,589) (133,070) (45,726) (204,996)
Provisions - (187,621) - (219,837)
Warrants liability (480,369) - (361,164) -
Net balance sheet exposure $ (23,388) $ (305,290) $ 2,552,618 $ (397,153)

22
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

21. Financial Instruments and Management of Financial Risk (continued)

Currency Risk (continued)

Translation exposure

A strengthening of the U.S. dollar by 10% against the Canadian dollar and the Brazilian real at December 31, 2024, with all other
variables held constant would have increased the Company’s before tax net loss by approximately $11,000 (December 31, 2023:
increased the Company’s before tax net loss by approximately $330,000) as a result of a change in value of the financial assets and
liabilities denominated in those currencies.

22. Fair Value Measurements

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market
participants at the measurement date.

Fair values are determined directly by reference to published price quotations in an active market, when available, or by using a valuation
technique that uses inputs observed from relevant markets.

The fair value hierarchy categorizes into three levels the inputs to valuation techniques used to measure fair value.

• Level 1 inputs are unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the entity can
access at the measurement date.
• Level 2 inputs are quoted prices in markets that are not active, quoted prices for similar assets or liabilities in active markets,
inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly (for example, interest
rate and yield curves observable at commonly quoted interval and volatility measurements used to value option contracts), or
inputs that are derived principally from or corroborated by observable market data or other means.
• Level 3 inputs are prices or valuation techniques that require inputs that are both significant to the fair value measurement and
unobservable (i.e., supported by little or no market activity).

The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs.

At December 31, 2024, the Company’s assets and liabilities measured at fair value on a recurring basis were as follows:

Level 1 Level 2 Level 3

Liabilities
Warrants liability (Note 10) $ - $ 480,369 $ -
$ - $ 480,369 $ -

The following table provides the carrying value and the fair value of financial instruments at December 31, 2024:

23
 TriStar Gold, Inc.
Notes to the Consolidated Audited Financial Statements
(Expressed in United States Dollars)

For the years ended December 31, 2024 and 2023

22. Fair Value Measurements (continued)

Carrying Amount Fair Value

Financial assets
Cash and cash equivalents (Note 6) $ 502,590 $ 502,590
Accounts receivable, other 9,175 9,175
$ 511,765 $ 511,765
Financial liabilities
Accounts payable and accrued liabilities $ 244,914 $ 244,914
Derivative instruments
Warrants liability (Note 10) $ 480,369 $ 480,369

23. Subsequent Events

On January 28, 2025, the Company issued a total of 769,230 common shares to an employee, as a termination payment, in accordance
with his employment agreement. The common shares were valued at Can$0.13, the closing price of TriStar’s common shares on
December 31, 2024.

On February 21, 2025, the Company closed the final tranche of a non-brokered private placement consisting of 8,319,777 units at the
price of Can$0.13 per unit for gross proceeds of Can$1,081,571. Two directors of the Company participated for a total of 538,000 units
in the non-brokered private placement first tranche closed on February 6, 2025. A 3% finder’s fee in the amount of Can$5,070 was paid
to a Canadian-based financial services firm with respect to the sale of the final tranche.

On March 2, 2025, a total of 100,000 stock options with an exercise price of Can$0.145 were cancelled.

On March 31, 2025, a total of 3,928,000 warrants with an exercise price of Can$0.25 expired unexercised.

24