What changed in this filing

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Item 1. Financial Statements

2025-07-14 compared with 2025-04-14 · 66 added, 45 removed, 287 unchanged (28% of the section changed)

Financial Statements.

Our unaudited condensed financial statements for the six-month period February 28, 2025 form part of this quarterly report.

Our unaudited condensed financial statements for the nine-month period May 31, 2025 form part of this quarterly report.

They are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles.

10 unchanged sentences

Accounts payable and accrued liabilities

Accounts payable - Related Party

Total Liabilities

3 unchanged sentences

Issued and outstanding:

7,759,394 common shares at February 28, 2025 and 7,758,305 at August 31, 2024

8,799,394 common shares at May 31, 2025 and 7,758,305 at August 31, 2024

Additional paid-in capital (Note 9)

6 unchanged sentences

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED)

(Expressed in U.S.

PAID-IN CAPITAL

ADDITIONAL PAID-IN

STOCKHOLDERS'

20 unchanged sentences

Balance, February 28, 2025

Common stock issued for cash

Comprehensive loss

Balance, May 31, 2025

(Expressed in U.S.

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

3 unchanged sentences

THREE MONTHS ENDED

SIX MONTHS ENDED

NINE MONTHS ENDED

Accounting and audit

28 unchanged sentences

(Expressed in U.S.

SIX MONTHS ENDED

NINE MONTHS ENDED

Cash flows used in operating activities

14 unchanged sentences

Net cash used in investing activities

Cash flows from financing activities

Net proceeds from common shares issued for cash

Net cash from financing Activities

Decrease in cash and cash equivalents

7 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED)

February 28, 2025

(Expressed in U.S.

The unaudited condensed consolidated interim financial statements for the period ended February 28, 2025 included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission.

The unaudited condensed consolidated interim financial statements for the period ended May 31, 2025 included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission.

Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with United States generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations.

5 unchanged sentences

The accompanying unaudited condensed consolidated interim financial statements have been prepared on a going concern basis which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business.

The Company incurred net cash outflows from operating activities of $ 195,628 for the six months ended February 28, 2025 ($ 373,224 for the six months ended February 28, 2024) and as at February 28, 2025 has incurred cumulative losses of $ 15,723,557 that raises substantial doubt about its ability to continue as a going concern.

The Company incurred net cash outflows from operating activities of $ 282,534 for the nine-months ended May 31, 2025 ($ 582,444 for the nine-months ended May 31, 2024) and as at May 31, 2025 has incurred cumulative losses of $ 15,853,921 that raises substantial doubt about its ability to continue as a going concern.

Management has been able, thus far, to finance the operations through equity financing and cash on hand.

20 unchanged sentences

Cash and cash equivalents include cash in bank accounts and money market funds with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value.

As of February 28, 2025 and August 31, 2024, cash and cash equivalents consisted of the following:

As of May 31, 2025 and August 31, 2024, cash and cash equivalents consisted of the following:

Cash equivalents

48 unchanged sentences

On January 10, 2025, the Company effectuated a 1 for 20 reverse stock split of its issued and outstanding common stock, rounding up to account for any fractional shares (the "Reverse Stock Split").

The Reverse Stock Split had no effect on the Company’s authorized shares of common stock or preferred stock and the par value will remain unchanged at $0.001, respectively.

The Reverse Stock Split had no effect on the Company's authorized shares of common stock and the par value will remain unchanged at $0.001.

All common stock share, option, warrant and per share amounts (except our authorized but unissued shares and previously reserved shares) have been retroactively adjusted in these consolidated financial statements and related disclosures.

13 unchanged sentences

During January 2023 Cypress underwent a name change to Century Lithium Corp ("Century").

Marketable securities as at February 28, 2025 consist of the Company's investment in 3,000,000 shares of Century of which a total of 3,000,000 have been sold, 350,600 of which were sold during the six month period ended February 28, 2025 (six months ended February 29, 2024 - 902,000 ).

As at February 28, 2025, the movement in the Company's marketable securities is as follows:

As at May 31, 2025 the Company has disposed of all 3,000,000 shares of Century, of which 350,600 were sold during the nine-month period May 31, 2025 (nine-month period May 31, 2024 - 1,214,500 ).

As at May 31, 2025, the movement in the Company's marketable securities is as follows:

Balance, August 31, 2024

Mark to market

Unrealized foreign exchange gain (loss)

Proceeds from disposal

2 unchanged sentences

Balance, November 30, 2024

Mark to market

Balance, February 28, 2025

Balance, May 31, 2025

MINERAL PROPERTY

On February 25, 2022, the Company staked approximately 1,818 acres of unpatented mineral claims in Esmeralda County, Nevada for cash consideration of $ 10,500 .

During the six month period ended February 28, 2025, the Company expensed $ 13,963 in expenses relating to travel and storage expenses.

During the six month period ended February 29, 2024, the Company expensed $ 50,364 in expenses relating to geologist work, sample assays, travel expenses and 43-101 report expenses.

During the nine-months ended May 31, 2025, the Company expensed $ 23,124 relating to travel and storage expenses.

During the nine month period ended May 31, 2024, the Company expensed $ 57,444 in expenses relating to geologist work, sample assays, and travel expenses.

Sample Assays

5 unchanged sentences

By acquiring this Hydrogen Technology, the Company is currently researching the opportunity to create process gas that can be used in commercial, industrial and mining applications by splitting the hydrogen from water via electrolysis.

The technology has advanced to the R&D phase and is in the patent filing process as at the period ended February 28, 2025.

The technology has advanced to the prototype phase and the provisional patent number 63/782/745 was filed with the USPTO on April 3, 2025.

On February 11, 2025, the United States Patent Trademark Office (USPTO) notified the Company that patent #12224704 had been issued for the Heat Recovery System.

4 unchanged sentences

The Company created a Joint Venture ("JV") with 51 %, now 76 %, controlling interest in CapNTrack to run the commercial and industrial operations related to the EMS.

As of February 28, 2025, one of the co inventors passed away and per the agreement 2.5 million shares held in escrow will be returned to treasury and cancelled.

The company is waiting for the estate to provide the completed agreed to Release and Settlement Agreement to complete the return to treasury of the shares held in escrow.

As at the period ended date of February 28, 2025, there have been no operations in the JV and only office costs have been incurred.

The EMS is still in the research and development phase and it has not obtained commercial or operational feasibility as at the period end date of February 28, 2025.

As of May 31, 2025, one of the co inventors passed away.

At this time the 2.5 million shares pre share consolidation, 125,000 post consolidation shares are being reviewed by all parties with respect to the necessary probate and other paperwork to be released or cancelled.

As at the period ended date of May 31, 2025, there have been no operations in the JV and only office costs have been incurred.

The EMS is still in the research and development phase and it has not obtained commercial or operational feasibility as at the period end date of May 31, 2025.

On November 19, 2024 the USPTO notified the Company that patent number 12149091 was issued for EMS (Energy Management System).

During the nine months ended May 31, 2025 and 2024 the Company incurred the following research and development expenses:

Clean Technologies

Energy Management Systems

Total Research and Development

RELATED PARTY TRANSACTIONS

For the six month periods ended February 28, 2025, the Company was party to the following related party transactions:

The Company incurred $ 0 (February 29, 2024:

For the nine-month periods ended May 31, 2025, the Company was party to the following related party transactions:

The Company incurred $ 0 (May 31, 2024:

$ 85,500 ) to the President of the Company in consulting fees.

The Company incurred $ 15,000 (February 29, 2024:

As at May 31, 2025, the Company had a balance owing of $ 8,744 owing to the President (August 31 2024, $ 0 )

The Company incurred $ 22,500 (May 31, 2024:

$ 22,500 ) to the CFO of the Company in consulting fees.

The Company incurred $ 184 to a director of the Company in geological consulting services

The Company incurred $ 4,346 in total to two directors of the Company for director fees.

The Company incurred $ 184 (May 31, 2024:

$ 581 ) to a director of the Company in geological consulting services

The Company incurred $ 4,384 (May 31, 2024 $ 6,976 ) in total to two directors of the Company for director fees.

SHARE CAPITAL

The Company is authorized to issue up to 500 million shares.

During the six months ended February 28, 2025 the Company issued 1,089 post consolidation round up shares for the fractional shares with respect to the Companies 1 for 20 share consolidation with the effective date of January 10, 2025 .

During the nine-month period May 31 2025 the Company issued 1,089 post consolidation round up shares for the fractional shares with respect to the Companies 1 for 20 share consolidation with the effective date of January 10, 2025 .

During the six months ended February 29, 2024, the Company issued no shares.

As at February 28, 2025 the Company had 7,759,394 (August 31, 2024:

During the nine months ended May 31, 2025, the Company issued 1,040,000 units for CAD$ 0.10 per unit, that included one common share and one whole warrant, exercisable at $ 0.10 per warrant for two years expiring May 8, 2027 for gross proceeds of CAD$ 104,000 .

A cash finder's fee of CAD$ 2,400 and 74,000 full broker warrants valued at $ 6,915 (Note 9) was paid to third parties.

As at May 31, 2025 the Company had 8,799,394 (August 31, 2024:

7,758,305 ) shares issued and outstanding.

As at February 28, 2025 the Company had 350,000 (August 31 2024 - 350,000 ) shares held in escrow, that are included in the total shares issued and outstanding.

125,000 of the shares held in Escrow are in process for release with respect to the issuance of the Energy Management System Patent, United States Patent Trademark Office (USPTO) #12149091, as per the terms and conditions of the contract.

As at May 31, 2025 the Company had 175,000 (August 31 2024 - 350,000 ) shares held in escrow, that are included in the total shares issued and outstanding.

125,000 of the shares held in Escrow are being reviewed by all parties with respect to the necessary probate and other paperwork to be released or cancelled with respect to the issuance of the Energy Management System Patent, United States Patent Trademark Office (USPTO) #12149091, as per the terms and conditions of the contract.

STOCK OPTIONS AND WARRANTS

12 unchanged sentences

Management plans to issue all new option grants under the 2023 Plan and to cancel the 2014 Plan once all currently issued options are either exercised or expire.

During the six months ended February 28, 2025 the Company did not issue any options.

During the six months ended February 28, 2025 and 2024, the Company recorded $ 0 as stock based compensation expenses.

A summary of the changes in stock options for the six months ended February 28, 2025 is presented below:

During the nine-months ended May 31, 2025 the Company did not issue any options.

During the nine-months ended May 31, 2025 and 2024, the Company recorded $ 0 as stock based compensation expenses.

A summary of the changes in stock options for the nine-months ended May 31, 2025 is presented below:

Options Outstanding

1 unchanged sentence

Remaining Life

Intrinsic Value $

Balance, August 31, 2023

Balance, August 31, 2024

Balance, February 28, 2025 (Outstanding & Exercisable)

The Company has the following options outstanding and exercisable as at February 28, 2025:

Balance, May 31, 2025 (Outstanding & Exercisable)

The Company has the following options outstanding and exercisable as at May 31, 2025:

Exercise Price

1 unchanged sentence

Balance outstanding and exercisable

There were no warrants issued during the period ended February 28, 2025.

There were no warrants outstanding as of February 28, 2025 and August 31, 2024.

During the period ended May 31, 2025, 1,040,000 whole warrants were issued as part of units issued in the private placement that closed during May 2025, and 74,000 whole broker warrants.

The warrants expire on May 8, 2027, with an exercise price of $ 0.10 during the 24-month period.

The warrants were valued at $ 97,184 and $ 6,915 , respectively, and included in additional paid in capital.

As of May 31, 2025, the intrinsic value of the warrants was $ 30,078 .

Exercise Price

Intrinsic Value

*Each warrant entitles a holder to purchase one common share.

There were no warrants outstanding as of August 31, 2024.

The Company has a consulting agreement with the President of the Company for corporate administration and consulting services for $ 9,500 per month plus goods and services tax ("GST") on a continuing basis, the financial terms of the contract have been suspended since July 1, 2024 pending improvement in financing conditions.

The Company has a consulting agreement with the CFO of the Company for corporate administration and consulting services for $ 7,500 per quarter plus goods and services tax ("GST") on a continuing basis.

The Company has a director fee agreement with two directors for CDN $ 1,500 each plus GST per quarter, the financial terms of the agreement have been suspended since Feb 28, 2025 pending improvement in financing conditions.

The Company has a rental agreement for a corporate office for CDN $ 853 per month plus GST that expires May 31, 2025.

Rent expense for the six months ended February 28, 2025 and 2024 were $ 3,666 and $ 4,563 , respectively.

The Company has a director fee agreement with two directors for CAD$ 1,500 each plus GST per quarter, the financial terms of the agreement have been suspended since Feb 28, 2025 pending improvement in financing conditions.

The Company has a rental agreement for a corporate office for CAD$ 853 per month plus GST that expires June 30, 2025.

Rent expense for the nine-months ended May 31, 2025 and 2024 were $ 5,470 and $ 6,441 , respectively.

SEGMENTED INFORMATION

2 unchanged sentences

The Company has three reportable segments:

Natural Resources, Technology and Corporate, none of which are revenue generating as at the period ended date and for the period ended February 28, 2025.

Natural Resources, Technology and Corporate, none of which are revenue generating as at the period ended date and for the period ended May 31, 2025.

Long term Assets

United States of America

Balance February 28, 2025

Balance May 31, 2025

Natural Resources

Consolidated Total

February 28, 2025

Other income (Note 4)

18 unchanged sentences

Management has evaluated subsequent events through the date these financial statements were issued.

Based on our evaluation the are no material events have occurred that require disclosure.

Based on our evaluation the following events have occurred that require disclosure.

On June 6, 2025, the Company granted 510,000 stock options at $ 0.15 vesting on grant and expiring June 6, 2028.

125,000 were issued to an officer, 150,000 to directors, and 235,000 to consultants.

In June 2025, an officer and director of the company exercised 500,000 warrants at $ 0.10 for a total of $ 50,000 .

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements