Q1 2026 - Financial Statements Download

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# Q1 2026 - Financial Statements Download

Source: https://www.lunrroyalties.com/_resources/financials/FS_20260331.pdf?v=091207
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# Q1 2026 - Financial Statements Download
LUNR ROYALTIES CORP.
(formerly 17156138 Canada Inc.)
Condensed Interim Financial Statements
For the three months ended March 31, 2026
(Unaudited – Expressed in United States Dollars)
LunR Royalties Corp. (formerly 17156138 Canada Inc.)
Statement of Financial Position
(Expressed in United States Dollars - Unaudited)
Note March 31, 2026 December 31, 2025
Assets
Current assets:
Cash $437,279 $1,372,453
Receivables and other assets 72,781 53,809
510,060 1,426,262
Royalty interests 6 1,649,801 1,677,848
Total assets $2,159,861 $3,104,110
Liabilities
Current liabilities:
Trade payables and accrued liabilities $1,142,344 $240,469
Total liabilities 1,142,344 240,469
Shareholders’ equity
Share capital 7 3,259,222 3,257,318
Contributed surplus 22,322 11,198
Deficit (2,318,980) (478,240)
Accumulated other comprehensive income 54,953 73,365
Total shareholders’ equity 1,017,517 2,863,641
Total liabilities and shareholders’ equity $2,159,861 $3,104,110
Nature of operations and liquidity risk (Note 1)
FDN Transaction (Note 3)
Commitment (Note 11)
On behalf of the Board:
/s/Adam I. Lundin /s/Martino de Ciccio
Director Director
The accompanying notes are an integral part of these condensed interim financial statements.
LunR Royalties Corp. (formerly 17156138 Canada Inc.)
Statement of Comprehensive Loss
(Expressed in United States Dollars - Unaudited)
Three months ended
Note March 31, 2026
Expenses
General and administration:
Corporate development $892,967
Listing and filing fees 68,761
Office and general 71,926
Professional fees 199,616
Promotion and public relations 6,335
Salaries and benefits 579,672
Share-based compensation 7 11,409
Travel 9,951
Operating loss 1,840,637
Other expenses
Foreign exchange loss 103
Net loss 1,840,740
Other comprehensive loss
Items that will not be reclassified to net loss:
Currency translation adjustment 18,412
Comprehensive loss $1,859,152
Basic and diluted loss per common share $0.03
Weighted average common shares outstanding 70,378,764
The accompanying notes are an integral part of these condensed interim financial statements.
LunR Royalties Corp. (formerly 17156138 Canada Inc.)
Statement of Cash Flow
(Expressed in United States Dollars - Unaudited)
Three months ended
Note March 31, 2026
Cash used in operating activities
Net loss for the period ($1,840,740)
Adjustments for:
Share-based compensation 7 11,409
Non-cash foreign exchange gain (3,874)
Changes in non-cash working capital:
Receivables and other assets (20,560)
Trade payables and accrued liabilities 920,690
(933,075)
Cash from financing activities
Proceeds from exercises of stock options 1,619
1,619
Effect of foreign exchange rate change on cash (3,718)
Decrease in cash during period (935,174)
Cash, beginning of the period 1,372,453
Cash, end of the period $437,279
The accompanying notes are an integral part of these condensed interim financial statements.
LunR Royalties Corp. (formerly 17156138 Canada Inc.)
Statement of Changes in Equity
(Expressed in United States Dollars - Unaudited)
Accumulated
other Total
Number of Share Contributed comprehensive shareholders’
Note shares capital surplus Deficit income equity
Opening balance, January 1, 2026 70,347,515 $3,257,318 $11,198 ($478,240) $73,365 $2,863,641
Share-based compensation 7 - - 11,409 - - 11,409
Exercise of options 7 37,500 1,904 (285) - - 1,619
Comprehensive loss for the period - - - (1,840,740) (18,412) (1,859,152)
Ending balance, March 31, 2026 70,385,015 $3,259,222 $22,322 ($2,318,980) $54,953 $1,017,517
The accompanying notes are an integral part of these condensed interim financial statements.
LunR Royalties Corp. (formerly 17156138 Canada Inc.)
Notes to the Condensed Interim Financial Statements
For the three months ended March 31, 2026
(Expressed in United States Dollars, unless otherwise stated - Unaudited)
1. NATURE OF OPERATIONS AND LIQUIDITY RISK
LunR Royalties Corp. (“LunR” or the “Company”) was incorporated on July 14, 2025, under the Canada
Business Corporations Act (the “CBCA”) as a wholly-owned subsidiary of NGEx Minerals Ltd. (“NGEx”),
under the name “17156138 Canada Inc.”. LunR was incorporated for the purpose of undertaking a
share capital reorganization with NGEx by way of a statutory plan of arrangement under the CBCA,
which, upon its completion on October 23, 2025, ultimately resulted in 80.1% of the common shares
of LunR (“LunR Shares”) being distributed to shareholders of NGEx (“NGEx Shareholders”) (the
“Arrangement”), with NGEx retaining a then 19.9% interest in LunR.
Following completion of the Arrangement, LunR is now a standalone royalty and streaming company,
which will focus on growing and diversifying a portfolio of royalties and metals purchase agreements
(“Streams”) in the mining and mineral resource industry through acquisitions and strategic investments,
leveraging deep industry knowledge and expertise of its board of directors and management. LunR
intends to accumulate and manage a portfolio of diversified royalty and Stream interests that may be
acquired directly from mine operators, as well as third-party holders of existing royalties and Streams,
across the spectrum of project stages, from grassroots to production. LunR currently holds net smelter
returns (“NSR”) royalties on the mineral concessions underlying NGEx’s Los Helados deposit in Chile
and its Lunahuasi deposit in Argentina (Note 6).
LunR’s registered office is located at Suite 2200, 885 West Georgia Street, Vancouver, British Columbia,
V6C 3E8, Canada and its head office is located at Suite 2800, 1055 Dunsmuir Street, Vancouver, British
Columbia V7X 1L2. The Company is listed on the TSX Venture Exchange under the symbol “LUNR”.
These condensed interim financial statements have been prepared on the basis that the Company will
continue as a going concern, which assumes that it will be able to meet its existing obligations and
commitments and fund ongoing operations in the normal course of business for at least twelve months
from March 31, 2026. While management expects cash flow from the FDN Transaction (as defined in
Note 3), there can be no assurance that the FDN Transaction will be approved by the Company
shareholders or the TSX Venture Exchange (the “TSXV”). If necessary, the Company may evaluate
other potential sources of funding, explore opportunities to defer the timing of certain discretionary
expenditures, and the Company’s planned initiatives may be postponed, or otherwise revised.
2. ARRANGEMENT
On July 21, 2025, the Company entered into a royalty purchase agreement with another wholly-
owned subsidiary of NGEx, Pampa Exploración S.A. (“Pampa”), whereby Pampa agreed to sell a 1.0%
net smelter returns (“NSR”) royalty on the Nacimiento I concession, located in San Juan Province,
Argentina, on which NGEx’s 100% owned Lunahuasi Project is currently defined, to LunR (the
“Lunahuasi Royalty”) in exchange for cash consideration of $700,000.
In addition, on August 5, 2025, LunR also entered into a royalty purchase agreement with another
wholly-owned subsidiary of NGEx, Minera Frontera del Oro SPA (“MFDO”), which holds the Los
Helados Project, located in Region III, Chile, on behalf of an unincorporated joint venture between
NGEx and Lundin Mining Corp., whereby MFDO agreed to sell a 1.38% NSR royalty to LunR on the
concessions underlying the Los Helados properties in Chile (the “Los Helados Royalty”) in exchange
for cash consideration of $938,400.
6
LunR Royalties Corp. (formerly 17156138 Canada Inc.)
Notes to the Condensed Interim Financial Statements
For the three months ended March 31, 2026
(Expressed in United States Dollars, unless otherwise stated - Unaudited)
2. ARRANGEMENT (cont’d)
In connection with the foregoing, on July 21, 2025, LunR also entered into an arrangement
agreement with NGEx (the “Arrangement Agreement”), pursuant to which NGEx would undertake
the Arrangement, which resulted in, among other things, the LunR Shares being distributed to the
NGEx Shareholders.
The Arrangement Agreement described the terms of the Arrangement, which, among other things,
included:
• Each common share of NGEx (each, a “NGEx Share”) outstanding at the close of business
on the business day immediately preceding the Effective Time (as defined below) was
redesignated and exchanged as part of a reorganization of the share capital of NGEx, and in
accordance with section 86 of the Income Tax Act (Canada), for (i) one (1) new common
share of NGEX (each, a “New NGEx Share”), which such New NGEx Share is identical to the
NGEx Shares immediately prior to the Effective Time and (ii) 1/4 of a LunR Share; and
• Each outstanding stock option of NGEx (each, a “NGEx Option”) that was outstanding
immediately before the Effective Time was exchanged for (i) one (1) replacement stock
option of NGEx (each, a “NGEx Replacement Option”) to purchase from NGEx one New NGEx
Share having an exercise price (rounded up to the nearest whole cent) equal to the product
of the exercise price of each NGEx Option so exchanged immediately before the Effective
Time multiplied by the fair market value of a New NGEx Share at the Effective Time divided
by the total of the fair market value of a New NGEx Share and the fair market value of 1/4
of a LunR Share at the Effective Time, and (ii) one (1) fully-vested stock option of LunR
(each, a “LunR Option”) to acquire 1/4 of a LunR Share, each whole LunR Option having an
exercise price (rounded up to the nearest whole cent) equal to the product of the exercise
price of the NGEx Option so exchanged immediately prior to the Effective Time multiplied by
the fair market value of 1/4 of a LunR Share at the Effective Time divided by the total of the
fair market value of one New NGEx Share and 1/4 of a LunR Share at the Effective Time.
On September 11, 2025, LunR changed its name from “17156138 Canada Inc.” to “LunR Royalties
Corp.”.
On October 15, 2025, prior to the completion of the Arrangement, LunR issued 13,370,107 LunR Shares
to NGEx for aggregate gross proceeds of C$4,350,000 (the “Capital Contribution”). Such Capital
Contribution was used to fund the acquisition of the Lunahuasi Royalty and Los Helados Royalty and
LunR’s working capital requirements for at least 12 months following completion of the Arrangement.
Following completion of the Capital Contribution, LunR closed the transactions contemplated by the
Lunahuasi Royalty Purchase Agreement and the Los Helados Royalty Purchase Agreement.
The Company’s acquisition of the Lunahuasi Royalty and Los Helados Royalty were considered
related party transactions as the sellers in the respective transactions at the time the transactions
were entered into and completed were related to LunR by way of a common controlling shareholder,
NGEx. On October 23, 2025, following completion of the Arrangement, NGEx ceased to be a
controlling shareholder of the Company.
7
LunR Royalties Corp. (formerly 17156138 Canada Inc.)
Notes to the Condensed Interim Financial Statements
For the three months ended March 31, 2026
(Expressed in United States Dollars, unless otherwise stated - Unaudited)
2. ARRANGEMENT (cont’d)
The Arrangement was approved by the NGEx Shareholders at the special meeting of NGEx Shareholders
held on September 12, 2025, and a final order approving the Arrangement was obtained from the
Supreme Court of British Columbia on September 18, 2025. Subsequently, the Arrangement was
completed and became effective at 12:01 a.m. on October 23, 2025 (the “Effective Time”). Upon
completion of the Arrangement, shareholders of NGEx held an aggregate of 53,816,239 LunR Shares,
representing a 80.1% ownership interest in LunR, and NGEx held 13,370,107 LunR Shares, being the
LunR Shares issued by LunR to NG

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