# Valor Gold Carve Out Financial Statements Three Months Ended March 31 2026 FINAL Source Brief: https://evesgoldminers.com/research/source-briefs/valor-gold-corp-valor-gold-carve-out-financial-statements-three-months-ended-marc-7b141893 Original source: https://valorgold.ca/wp-content/uploads/2026/06/Valor_Gold_-_Carve_Out_Financial_Statements_-_Three_Months_Ended_March_31_2026_-_FINAL.pdf EGM generated: 2026-09-27 Company: Valor Gold Corp. (VGL) ## Use Note This is the Eve's Gold Miners normalized Markdown copy of an official or regulatory public source. It is provided for readability, search discovery, and research resilience. The original source remains authoritative for legal, regulatory, and investment decisions. ## Extracted Document Text # Valor Gold Carve Out Financial Statements Three Months Ended March 31 2026 FINAL Source: https://valorgold.ca/wp-content/uploads/2026/06/Valor_Gold_-_Carve_Out_Financial_Statements_-_Three_Months_Ended_March_31_2026_-_FINAL.pdf Fetched: 2026-09-12T07:12:38.158+00:00 Source artifact: 7b141893-a915-4763-9d35-84a7cbbd2df4 Normalizer input: text ## Content # Valor Gold Carve Out Financial Statements Three Months Ended March 31 2026 FINAL Valor Gold Corp. CONDENSED INTERIM CARVE-OUT FINANCIAL STATEMENTS For the three months ended March 31, 2026, and 2025 (Unaudited) (Expressed in Canadian dollars) VALOR GOLD CORP. (Expressed in Canadian dollars) Index CONDENSED INTERIM CARVE-OUT FINANCIAL STATEMENTS NOTICE OF NO AUDITOR REVIEW ……………………………………………………………………………………………………..3 CONDENSED INTERIM CARVE-OUT STATEMENTS OF FINANCIAL POSITION ........................................................... 4 CONDENSED INTERIM CARVE-OUT STATEMENTS OF LOSS AND COMPREHENSIVE LOSS……….…………….........5 CONDENSED INTERIM CARVE-OUT STATEMENTS OF CASH FLOW ................................................................................. 6 CONDENSED INTERIM CARVE-OUT STATEMENTS OF CHANGES IN EQUITY .................................................................. 7 NOTES TO CONDENSED INTERIM CARVE-OUT FINANCIAL STATEMENTS ...................................................................... 8 2 VALOR GOLD CORP. (Expressed in Canadian dollars) NOTICE OF NO AUDITOR REVIEW OF THE CONDENSED INTERIM CARVE-OUT FINANCIAL STATEMENTS In accordance with National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of condensed interim consolidated financial statements, they must be accompanied by a notice indicating that the statements have not been reviewed by an auditor. The accompanying unaudited condensed interim carve-out financial statements of Valor Gold Corp. (the “Company”) for the three months ended March 31, 2026, and 2025 have been prepared by, and are the responsibility of, the Company’s management and have not been reviewed by the Company’s auditors. 3 VALOR GOLD CORP. (Expressed in Canadian dollars) CONDENSED INTERIM CARVE-OUT STATEMENTS OF FINANCIAL POSITION Notes March 31, 2026 December 31, 2025 Assets Current assets Amounts receivable and prepaid expenses $ 37,192 $ 2,343 37,192 2,343 Non-current assets Mineral interests 3 2,042,282 1,869,428 Reclamation deposits 317,022 49,000 2,359,304 1,918,428 Total assets $ 2,396,496 $ 1,920,771 Liabilities and shareholders’ equity Current liabilities Accounts payable and accrued liabilities $ 467,656 $ 26,799 Provision for reclamation liabilities #VALUE! - Total liabilities 467,656 26,799 Equity Net parent's investment 1,928,840 1,893,972 Total equity $ 1,928,840 $ 1,893,972 Total liabilities and equity $ 2,396,496 $ 1,920,771 Nature of operations and going concern (Note 1) Subsequent events (Note 7) Approved on Behalf of the Board: Rudi Fronk C. Bruce Scott Director Director May 15, 2026 May 15, 2026 -The accompanying notes are an integral part of these condensed interim carve-out financial statements - 4 VALOR GOLD CORP. (Expressed in Canadian dollars) CONDENSED INTERIM CARVE-OUT STATEMENTS OF LOSS AND COMPREHENSIVE LOSS For the three months ended March 31, March 31, 2026 2025 Corporate and administrative expenses $ (600,000) $ - Foreign exchange loss (966) (15) Loss and comprehensive loss for the period $ (600,966) $ (15) -The accompanying notes are an integral part of these condensed interim carve-out financial statements - 5 VALOR GOLD CORP. (Expressed in Canadian dollars) CONDENSED INTERIM CARVE-OUT STATEMENTS OF CASH FLOWS For the three months ended March 31, March 31, 2026 2025 Operating Activities Loss for the period $ (600,966) $ (15) Changes in working capital items: Amounts receivable and prepaid expenses (34,849) 984 Reclamation deposits (268,022) - Accounts payable and accrued liabilities 440,857 30,863 Net cash from (used in) operating activities (462,980) 31,832 Investing Activities Expenditures on mineral interests (172,854) (164,803) Net cash used in investing activities (172,854) (164,803) Financing Activities Contributions from parent 635,834 132,971 Net cash from financing activities 635,834 132,971 Net increase (decrease) in cash and cash equivalents during the period Cash, beginning of the period - - Cash, end of the period $ - $ - -The accompanying notes are an integral part of these condensed interim carve-out financial statements - 6 VALOR GOLD CORP. (Expressed in Canadian dollars) CONDENSED INTERIM CARVE-OUT STATEMENTS OF CHANGES IN EQUITY For the three months ended March 31, 2026 March 31, 2025 Balance at the beginning of the period $ 1,893,972 $ 1,130,295 Contributions from parent 635,834 132,955 Loss for the period (600,966) (15) Balance at the end of the period $ 1,928,840 $ 1,263,235 -The accompanying notes are an integral part of these condensed interim carve-out financial statements - 7 VALOR GOLD CORP. NOTES TO UNAUDITED CONDENSED INTERIM CARVE-OUT FINANCIAL STATEMENTS For the three months ended March 31, 2026 ( 1 Nature of Operation and Going Concern: Seabridge Gold Inc. (“Seabridge”) and its subsidiaries are engaged in the acquisition, exploration, and advancement of mineral properties, with a focus on gold resources in Canada and the United States of America. Seabridge was incorporated under the laws of British Columbia, Canada on September 14, 1979, and continued under the laws of Canada on October 31, 2002. Seabridge’s common shares are listed on the Toronto Stock Exchange under the symbol “SEA” and on the New York Stock Exchange under the symbol “SA”. Seabridge is domiciled in Canada, with its registered office at 10th Floor, 595 Howe Street, Vancouver, British Columbia, Canada V6C 2T5, and its corporate office at 106 Front Street East, 4th Floor, Toronto, Ontario, Canada M5A 1E1. Seabridge intends to reorganize its Courageous Lake assets and operations into a separate listed entity, Valor Gold Corp. (“Valor”), incorporated, as a wholly owned subsidiary of Seabridge, on January 19, 2026. Under the proposed plan of arrangement pursuant to the Canada Business Corporations Act (the “Arrangement”), Valor will acquire from Seabridge 100% ownership of Seabridge Gold (NWT) Inc. (formerly 5073 N.W.T. Ltd) (“Seabridge NWT”) the owner of the Courageous Lake Project. Consideration under the Arrangement will consist of the issuance of an aggregate of 55 million new Valor shares and the payment of $5.1 million in cash. In addition, as part of the Arrangement, Valor will grant Seabridge a gold stream of 10% of future gold production from the Courageous Lake Project if the quarterly average spot gold price exceeds US$4,000 per ounce. Gold subject to the stream will be sold to Seabridge at a fixed price of US$4,000 per ounce. Seabridge will provide a $4.9 million cash deposit to Valor in respect of the grant of the gold stream. The aggregate $10 million cash from Seabridge (comprising the $5.1 million cash consideration and the $4.9 million stream deposit) is expected to enable Valor to fund exploration, evaluation, and administrative costs, which management expects will support planned activities for approximately 18 months. Under the Arrangement, all shares of Valor held by Seabridge will be distributed to Seabridge shareholders, resulting in Seabridge shareholders holding approximately one (1) Valor share for every 1.952 Seabridge shares held on the effective date of the Arrangement. This ratio reflects the number of Seabridge shares outstanding (107,373,183) relative to the 55,000,000 Valor shares to be distributed. Upon completion of the Arrangement, Valor will no longer be a subsidiary of Seabridge. Concurrent with the Arrangement, Valor is seeking a listing on the Toronto Stock Exchange and, in addition, for its shares to be quoted on the OTCQB (USA). Closing of the Arrangement is subject to customary conditions, including approval by Seabridge shareholders and receipt of court and regulatory approvals. References to “Valor” in these condensed interim carve-out financial statements relate to the name under which the Courageous Lake operations will be carried forward following the reorganization. These condensed interim carve-out financial statements present the financial position, results of operations, and cash flows attributable to the Courageous Lake project and have been prepared for inclusion in an Information Circular relating to the Arrangement. Valor did not exist during the periods covered; historical amounts relate to the operations and activities of the Courageous Lake project while under Seabridge. Valor has incurred operating losses to date and does not generate cash flows from operations. Its ability to continue as a going concern is dependent on obtaining sufficient financing through intercompany loans from Seabridge, future profitable production, proceeds from the disposal of mineral interests, and/or other sources. These conditions create a material uncertainty that may cast significant doubt on Valor’s ability to continue as a going concern. These condensed interim carve-out financial statements do not reflect adjustments to the carrying values and classifications of assets and liabilities that would be necessary should Valor be unable to continue as a going concern. Such adjustments could be material. 8 VALOR GOLD CORP. NOTES TO UNAUDITED CONDENSED INTERIM CARVE-OUT FINANCIAL STATEMENTS For the three months ended March 31, 2026 ( 2 Basis of Presentation: Statement of Compliance These condensed interim carve-out financial statements have been prepared on a carve-out basis from the books and records of Seabridge and have been prepared in accordance with IFRS® Accounting Standards as issued by the International Accounting Standards Board (“IASB”) and interpretations of the IFRS Interpretations Committee, effective for the period ended March 31, 2026. These condensed interim carve-out financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting (IAS 34). These condensed interim carve-out financial statements should be read in conjunction with Valor’s most recent annual carve-out financial statements for the year ended December 31, 2025, as some disclosures from the annual carve-out financial statements have been condensed or omitted. There are no IFRS or International Financial Reporting Interpretations Committee interpretations that are not yet effective that would be expected to have a material impact on Valor’s condensed interim carve-out financial statements. IFRS does not provide guidance for the preparation of carve-out financial statements and accordingly, in preparing the carve-out financial statements, certain accounting conventions commonly used for the preparation of historical financial statements have been applied. The carve-out financial statements have been prepared in accordance with the basis or preparation and accounting policies set out below. Since no financial statements of Valor have previously been prepared, the carve-out financial statements do not include any IFRS first-time adoption reconciliations These condensed interim carve-out financial statements were authorized for issue by the Board of Directors on May 15, 2026. Basis of Measurement Carve-out basis of presentation The condensed interim carve-out financial statements include the assets, liabilities, revenues and expenses that are directly attributable to the Valor operations. Expenses directly related to Valor have been fully attributed to Valor, and assets and liabilities specifically identifiable with Valor have been included in the condensed interim carve-out financial statements. Valor receives certain administrative and support services from Seabridge. The cost of these services has been allocated to Valor based on the proportion of exploration expenditures attributed to Valor compared to Seabridge’s total exploration expenditures. Management belie [Excerpt trimmed for readability. Open the original source for the complete filing or document.]