EXHIBIT 99.1

 

 

First Mining Gold Corp.

 

Condensed Interim Consolidated Financial Statements

For the three months ended March 31, 2026 and 2025

(Presented in thousands of Canadian dollars unless otherwise noted)

(Unaudited)

 

 

 

 

FIRST MINING GOLD CORP.                   

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AS AT MARCH 31, 2026 AND DECEMBER 31, 2025

(Unaudited - Presented in thousands of Canadian dollars unless otherwise noted)  

 

 

 

 

 

 

 

 

 

 

March 31, 2026

 

 

December 31, 2025

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

Current

 

 

 

 

 

 

Cash and cash equivalents

 

$ 41,856

 

 

$ 43,346

 

Assets held for sale

 

 

-

 

 

 

27,060

 

Marketable securities (Note 3)

 

 

2,952

 

 

 

2,006

 

Prepaid expenses, accounts and other receivables (Note 4)

 

 

1,646

 

 

 

1,461

 

Total current assets

 

 

46,454

 

 

 

73,873

 

 

 

 

 

 

 

 

 

 

Non-current

 

 

 

 

 

 

 

 

Mineral properties (Note 5)

 

 

265,991

 

 

 

251,497

 

Investment in Seva Mining Corp. (Note 6)

 

 

24,806

 

 

 

-

 

Investment in PC Gold Inc. (Note 7)

 

 

21,523

 

 

 

21,524

 

Property and equipment

 

 

1,679

 

 

 

1,694

 

Deferred consideration receivable (Note 6(b))

 

 

1,720

 

 

 

-

 

Other assets

 

 

185

 

 

 

204

 

Total non-current assets

 

 

315,904

 

 

 

274,919

 

TOTAL ASSETS

 

$ 362,358

 

 

$ 348,792

 

 

 

 

 

 

 

 

 

 

LLIABILITIES

 

 

 

 

 

 

 

 

Current

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities (Note 9)

 

$ 12,702

 

 

$ 13,802

 

Liabilities directly associated with assets held for sale

 

 

-

 

 

 

373

 

Current portion of lease liability

 

 

81

 

 

 

78

 

Flow-through share premium liability (Note 10)

 

 

1,196

 

 

 

1,280

 

Provision for environmental remediation (Note 5(b))

 

 

2,806

 

 

 

2,806

 

Option - PC Gold (Note 7)

 

 

4,692

 

 

 

4,692

 

Current portion of other liabilities

 

 

-

 

 

 

200

 

Total current liabilities

 

 

21,477

 

 

 

23,231

 

 

 

 

 

 

 

 

 

 

Non-current

 

 

 

 

 

 

 

 

Lease liability

 

 

76

 

 

 

97

 

Pickle Crow reclamation liability (Note 7)

 

 

151

 

 

 

151

 

Silver Stream derivative liability (Note 8)

 

 

120,131

 

 

 

107,260

 

Total non-current liabilities

 

 

120,358

 

 

 

107,508

 

TOTAL LIABILITIES     

 

$ 141,835

 

 

$ 130,739

 

 

 

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Share capital (Note 11)

 

 

432,330

 

 

 

418,169

 

Warrant and share-based payment reserve (Note 11)

 

 

61,112

 

 

 

62,866

 

Accumulated other comprehensive loss

 

 

(3,222)

 

 

(4,168)

Accumulated deficit

 

 

(269,697)

 

 

(258,814)

Total shareholders’ equity

 

 

220,523

 

 

 

218,053

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

$ 362,358

 

 

$ 348,792

 

Nature of Operations (Note 1)

 

 

 

 

 

 

 

 

Subsequent Events (Note 16)

 

 

 

 

 

 

 

 

 

The consolidated financial statements were approved by the Board of Directors:

 

Signed: “Keith Neumeyer”, Director

Signed: “Raymond Polman”, Director

 

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

 

 
2

 

 

FIRST MINING GOLD CORP.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF NET LOSS AND COMPREHENSIVE LOSS

FOR THE THREE MONTHS ENDED MARCH 31, 2026 AND 2025

(Unaudited - Presented in thousands of Canadian dollars unless otherwise noted)

  

 

 

Three months ended

March 31,

 

 

 

2026

 

 

2025

 

 

 

 

 

 

 

 

OPERATING EXPENSES (Note 12)

 

 

 

 

 

 

General and administration

 

$ (1,657)

 

$ (1,128)

Exploration and evaluation

 

 

(252)

 

 

(210)

Investor relations and marketing communications

 

 

(488)

 

 

(422)

Corporate development and due diligence

 

 

(272)

 

 

(236)

Loss from operational activities

 

 

(2,669)

 

 

(1,996)

 

 

 

 

 

 

 

 

 

OTHER ITEMS

 

 

 

 

 

 

 

 

Interest and other income

 

 

282

 

 

30

Marketable securities fair value gain

 

 

-

 

 

 

33

Foreign exchange gain

 

 

139

 

 

6

Other expenses

 

 

(487)

 

 

 

(25)

 

Fair value loss on Silver Stream liability (Note 8)

 

 

(12,871)

 

 

 

(17,246)

 

Gain on disposal of subsidiary (Note 6(c))

 

 

4,564

 

 

-

 

Loss before income taxes

 

$ (11,042)

 

$ (19,198)

Deferred income tax recovery

 

 

84

 

 

 

113

 

Equity loss and fair value adjustment of equity accounted investments (Note 6, 7)

 

 

(62)

 

 

(2)

Net loss for the year

 

$ (11,020)

 

$ (19,087)

 

 

 

 

 

 

 

 

 

OTHER COMPREHENSIVE LOSS

 

 

 

 

 

 

 

 

Items that will not be reclassified to net income/(loss):

 

 

 

 

 

 

 

 

Investments fair value gain / (loss)

 

 

946

 

 

 

(68)

Other comprehensive income/(loss)

 

 

946

 

 

 

(68)

 

 

 

 

 

 

 

 

 

Net loss and other comprehensive loss for the year

 

$ (10,074)

 

$ (19,155)

Loss per share

 

 

 

 

 

 

 

 

Basic and diluted

 

$ (0.01)

 

$ (0.02)

Weighted average number of shares outstanding

 

 

 

 

 

 

 

 

Basic

 

 

1,367,866,903

 

 

 

1,080,236,818

 

Diluted

 

 

1,356,668,973

 

 

 

1,080,872,358

 

 

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

 

 
3

 

 

FIRST MINING GOLD CORP.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2026 AND 2025

(Unaudited - Presented in thousands of Canadian dollars unless otherwise noted)

 

 

 

 

 

Three months ended March 31,

 

 

 

2026

 

 

2025

 

 

 

 

 

 

 

 

Cash flows from operating activities

 

 

 

 

 

 

Net loss for the period

 

$ (11,020)

 

$ (19,087)

Adjustments for non-cash items:

 

 

 

 

 

 

 

 

Share-based payments (Note 11(d))

 

 

798

 

 

 

541

 

Depreciation

 

 

107

 

 

 

116

 

Gain on sale of asset

 

 

-

 

 

 

(33)

Fair value adjustment on performance share units

 

 

-

 

 

 

(106)

Fair value loss on Silver Stream derivative liability (Note 8)

 

 

12,871

 

 

 

17,246

 

Accrued interest receivable

 

 

(2)

 

 

(1)

Intercompany loan forgiveness

 

 

204

 

 

 

-

 

Other expenses/(income)

 

 

318

 

 

 

(84)

Unrealized foreign exchange (gain)/loss

 

 

(135)

 

 

84

 

Deferred income tax recovery

 

 

(84)

 

 

(113)

Equity and dilution loss on equity accounted investments

 

 

62

 

 

 

2

 

Gain on disposal of subsidiary (Note 6(c))

 

 

(4,564)

 

 

-

 

Operating cash flows before movements in working capital

 

 

(1,445)

 

 

(1,435)

Changes in non-cash working capital items:

 

 

 

 

 

 

 

 

(Increase)/Decrease in accounts and other receivables

 

 

(10)

 

 

339

 

(Increase)/Decrease in prepaid expenditures

 

 

(200)

 

 

89

 

(Decrease)/Increase in accounts payables and accrued liabilities

 

 

(1,153)

 

 

(810)

Total cash used in operating activities

 

$ (2,808)

 

$ (1,817)

Cash flows from investing activities

 

 

 

 

 

 

 

 

Mineral property expenditures (Note 5)

 

 

(8,451)

 

 

(7,107)

Proceeds from sale of investments

 

 

-

 

 

 

723

 

Proceeds from sale of Cameron Gold (Note 6)

 

 

5,000

 

 

 

-

 

Property and equipment purchases

 

 

(72)

 

 

(5)

Cash expended in acquisitions

 

 

(1,721)

 

 

(100)

Total cash used by investing activities

 

$ (5,244)

 

$ (6,489)

Cash flows from financing activities

 

 

 

 

 

 

 

 

Share issuance cost

 

 

(121)

 

 

-

 

Proceeds from exercise of options and warrants

 

 

6,570

 

 

 

-

 

Repayment of lease liability

 

 

(19)

 

 

(9)

Finance costs paid for lease liability

 

 

(4)

 

 

(5)

Cash received from Silver Stream

 

 

-

 

 

 

7,155

 

Total cash provided by financing activities

 

$ 6,426

 

 

$ 7,141

 

Foreign exchange effect on cash

 

 

136

 

 

 

(84)

Change in cash and cash equivalents

 

 

(1,490)

 

 

(1,249)

Cash and cash equivalents, beginning

 

 

43,346

 

 

 

11,351

 

Cash and cash equivalents, ending

 

$ 41,856

 

 

$ 10,102

 

Cash

 

 

41,687

 

 

 

9,933

 

Term deposits

 

 

169

 

 

 

169

 

Cash and cash equivalents, ending

 

$ 41,856

 

 

$ 10,102

 

 

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

 

 
4

 

 

FIRST MINING GOLD CORP.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE THREE MONTHS ENDED MARCH 31, 2026 AND 2025

(Presented in thousands of Canadian dollars, except share and per share amounts)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of common shares

 

 

Share

capital

 

 

Warrant

reserve

 

 

Share-based payment reserve

 

 

Accumulated other comprehensive income (loss)

 

 

Accumulated

deficit

 

 

Total

 

Balance as at December 31, 2024

 

 

1,079,863,747

 

 

$ 373,630

 

 

$ 28,099

 

 

$ 29,014

 

 

$ (5,406)

 

$ (180,895)

 

$ 244,442

 

Silver Stream warrant revaluation

 

 

-

 

 

 

-

 

 

 

1,287

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,287

 

PSU assessment for 2022 grant

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(180)

 

 

-

 

 

 

-

 

 

 

(180)

Settlement of restricted share units

 

 

1,078,130

 

 

 

115

 

 

 

-

 

 

 

(115)

 

 

 

-

 

 

 

 

 

 

 

Share-based payments

 

 

-

 

 

 

-

 

 

 

-

 

 

 

827

 

 

 

-

 

 

 

-

 

 

 

827

 

Loss for the period

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(19,087)

 

 

(19,087)

Other comprehensive loss

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(68)

 

 

-

 

 

 

(68)

Balance as at March 31, 2025

 

 

1,080,941,877

 

 

$ 373,745

 

 

$ 29,386

 

 

$ 29,546

 

 

$ (5,474)

 

$

(199,982)

 

$ 227,221

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at December 31, 2025

 

 

1,343,755,162

 

 

$ 418,169

 

 

$ 31,694

 

 

$ 31,172

 

 

$ (4,168)

 

$

(258,814)

 

$ 218,053

 

Financing issuance Cost

 

 

-

 

 

 

(121)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(121)

Exercise of options (Note 11(d))

 

 

6,410,000

 

 

 

3,527

 

 

 

-

 

 

 

(1,276)

 

 

-

 

 

 

-

 

 

 

2,251

 

Exercise of warrants (Note 11(c))

 

 

20,291,020

 

 

 

4,940

 

 

 

(621)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

4,319

 

Shares issued on acquisition of mineral properties (Note 5(a))

 

 

7,017,000

 

 

 

4,651

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

4,651

 

Common share obligation

 

 

3,535,906

 

 

 

666

 

 

 

-

 

 

 

(666)

 

 

-

 

 

 

-

 

 

 

-

 

Settlement of restricted share units (Note 11(e))

 

 

1,965,050

 

 

 

210

 

 

 

-

 

 

 

(210)

 

 

-

 

 

 

-

 

 

 

-

 

Settlement of performance share units (Note 11(f))

 

 

1,000,000

 

 

 

221

 

 

 

-

 

 

 

(221)

 

 

-

 

 

 

-

 

 

 

-

 

Sunset Clause cancellation

 

 

(426,614)

 

 

(137)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

137

 

 

 

-

 

Intercompany loan forgiveness

 

 

-

 

 

 

204

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

204

 

Share-based payments (Note 11(d))

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,240

 

 

 

-

 

 

 

-

 

 

 

1,240

 

Loss for the period

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(11,020)

 

 

(11,020)

Other comprehensive income/(loss)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

946

 

 

 

-

 

 

 

946

 

Balance as at March 31, 2026

 

 

1,383,547,524

 

 

$ 432,330

 

 

$ 31,073

 

 

$ 30,039

 

 

$ (3,222)

 

$ (269,697)

 

$ 220,523

 

 

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

 

 
5

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

1. NATURE OF OPERATIONS

 

First Mining Gold Corp. (the “Company” or “First Mining”) is a public company which is listed on the Toronto Stock Exchange (the “TSX”) under the symbol “FF”, on the “OTCQX” under the symbol “FFMGF”, and on the Frankfurt Stock Exchange under the symbol “FMG”. The Company’s head office and principal address is Suite 2070 – 1188 West Georgia Street, Vancouver, British Columbia, Canada, V6E 4A2.

 

First Mining was incorporated on April 4, 2005 and changed its name to First Mining Gold Corp. in January 2018.

 

First Mining is advancing a portfolio of gold projects in Canada, with the most advanced projects being the Springpole Gold Project in northwestern Ontario and the Duparquet Gold Project in the Abitibi region of Québec. In addition, the Company holds a 20% interest in PC Gold Inc., the legal entity which holds the Pickle Crow gold project which is being advanced by Bellavista Resources Limited (“Bellavista”) formerly owned by FireFly Metals Ltd. (“FireFly Metals”), and a 47.83% interest in Seva Mining Corp. (“Seva Mining”), the Company which is advancing the Cameron Gold Project.

 

The Company’s unaudited condensed interim consolidated financial statements (“financial statements”) have been prepared on a going concern basis, which contemplates that the Company will be able to continue its operations for at least twelve months from March 31, 2026 and will be able to realize its assets and discharge its liabilities and commitments in the normal course of business. The Company has not generated revenue from operations to date and may require additional financing or outside participation to undertake further advanced exploration of its mineral properties.

 

2. BASIS OF PRESENTATION

 

These financial statements have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS® Accounting Standards”) applicable to the preparation of interim financial statements under International Accounting Standard 34 Interim Financial Reporting. These financial statements do not include all disclosures required for annual financial statements. Accordingly, they should be read in conjunction with the Company’s audited financial statements for the years ended December 31, 2025 and 2024.

 

The financial statements are presented in thousands of Canadian dollars, unless otherwise noted, and tabular amounts are presented in thousands of Canadian dollars. These consolidated annual financial statements include the accounts of the Company and its subsidiaries. The functional currency of the Company and its subsidiaries is the Canadian dollar. In preparing the Company’s financial statements for the three months ended March 31, 2026, the Company used the consistent accounting policies, except as described below, methods of computation and accounting policy judgments and estimates as in the annual consolidated financial statements for the year ended December 31, 2025. Additionally, the areas of estimation uncertainty remain unchanged from those disclosed in the annual consolidated financial statements.

 

The Company adopted the Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7) effective January 1, 2026. Following assessment, the optional exception for derecognition of financial liabilities settled via electronic payment systems (where criteria are met) has been incorporated into the Company's ongoing accounting policies, with no material impact on the condensed interim financial statements.

 

 
6

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

Certain new accounting standards and interpretations have been published that are either applicable in the current year or not mandatory for the current period. We have assessed these standards and determined they do not have a material impact on the Company in the current reporting period. In addition, the following standards have been issued by the International Accounting Standards Board (“IASB”) and we are currently assessing the impact on our consolidated financial statements.

 

·

IFRS 18 Presentation and Disclosure in Financial Statements with mandatory application of the standard in annual reporting periods beginning on or after January 1, 2027.

 

a) Investment in associates

 

An associate is an entity over which the Company has significant influence. The Company has significant influence over an entity when it has the power to participate in the financial and operating policy decisions of the associate but does not have control or joint control.

 

The Company’s investment in the common shares of Seva Mining (Note 6) is accounted for as an investment in an associate using the equity method under IAS 28.  

 

Under the equity method, the Company’s investment in the common shares of the associate is initially recognized at cost and subsequently increased or decreased to recognize the Company’s share of net income and losses of the associate, after any adjustments necessary to give effect to uniform accounting policies, any other movement in the associate’s reserves, and for impairment losses after the initial recognition date. The Company’s share of income and losses of the associate is recognized in net income during the period.

 

Dividends and repayment of capital received from an associate are accounted for as a reduction in the carrying amount of the Company’s investment.

 

At the end of each reporting period, the Company assesses whether there is any objective evidence that an investment in an associate is impaired. Objective evidence includes observable data indicating there is a measurable decrease in the estimated future cash flows of the investee’s operations. When there is objective evidence that an investment is impaired, the carrying amount of such investment is compared to its recoverable amount, being the higher of its fair value less costs of disposal and value-in-use. If the recoverable amount of an investment is less than its carrying amount, the carrying amount is reduced to its recoverable amount and an impairment loss, being the excess of carrying amount over the recoverable amount, is recognized in the period in which the relevant circumstances are identified.

 

b) Accounting policy judgments and estimation uncertainty

 

The Company’s management makes judgments in applying the Company’s accounting policies in the preparation of its unaudited condensed interim consolidated financial statements. In addition, the preparation of these financial statements requires management to make estimates that affect the carrying amounts of the Company’s assets and liabilities at the end of the reporting period, and the reported amounts of revenues and expenses during the reporting period. Actual results may differ from those estimates as the estimation process is inherently uncertain. Estimates are reviewed on an ongoing basis based on historical experience and other factors that are considered relevant under the circumstances. Revisions to estimates and the resulting impacts on the carrying amounts of the Company’s assets and liabilities are accounted for prospectively. During the three months ended March 31, 2026, management applied significant judgment and estimation uncertainty in accounting for the disposition of Cameron Gold Operations Ltd. (“Cameron Gold”) and the initial recognition of the Company’s retained interest in Seva Mining.

 

 
7

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

Loss of control on Cameron Gold Transaction

 

Management applied judgment in determining that the Company lost control of Cameron Gold on March 10, 2026 and therefore derecognized the subsidiary. In assessing whether control existed, management considered the Company’s ability to direct the relevant activities, and the rights and obligations arising from the transaction and related agreements. Following completion of the transaction, management concluded that the Company retained significant influence, but no control, over Seva Mining, based on its ownership interest, board representation and governance rights, and therefore accounted for the retained interest as an investment in associate using the equity method under IAS 28.

 

Fair value of Seva Mining share consideration

 

The Company applied judgment in estimating the fair value of the Seva Mining share consideration, as described in Note 6b. The fair value of the shares at initial recognition was determined using the quoted price of Seva Mining common shares based on a 10-day volume-weighted average price (“VWAP”) from the first trading day on March 18 to March 31, 2026. A blended discount for lack of marketability (“DLOM”) was applied to reflect reduced liquidity arising from the applicable transfer restrictions in the Amalgamation and Investors Rights Agreement. Because the valuation required the use of assumptions and estimation inputs, the fair value measurement is subject to estimation uncertainty.

 

Deferred Consideration Receivable – Stockpile Agreement

 

As part of the consideration received on the sale of Cameron Gold, the Company is entitled to quarterly participation payments under a stockpile agreement (“Stockpile Agreement”), subject to a minimum aggregate payment of $2.0 million. Management applied judgment in determining the fair value of this receivable at initial recognition. The Company recognized only the fair value of the $2.0 million minimum payment amount, as management concluded that the amount and timing of any variable participation payments in excess of the minimum amount could not be reasonably estimated at the transaction date due to uncertainties relating to processing results, recoveries, commodity prices, deductions and timing of realization.

 

The accounts of material subsidiaries are prepared for the same reporting period as the parent company. All subsidiaries apply consistent accounting policies. Inter-company transactions, balances and unrealized gains or losses on transactions are eliminated. The following table highlights the Company’s material subsidiaries with their projects:

 

Name of the subsidiary

Ownership  Percentage

Project

Location

Gold Canyon Resources Inc.

100%

Springpole Gold Project (“Springpole”)

Birch-Uchi Projects (“Birch-uchi”)

Northwestern Ontario, Canada

Duparquet Gold Mines Inc.

100%

Duparquet Gold Project (“Duparquet”)

Central Duparquet (“Duparquet”)

Duquesne Gold Project (“Duquesne”)

Pitt Gold Project (“Pitt”)

Québec, Canada

 

These financial statements were approved by the Board of Directors on May 12, 2026.

 

 
8

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

3. MARKETABLE  SECURITIES

 

The Company’s marketable securities are classified as FVTOCI and are carried at fair value. The movements in marketable securities during the three months ended March 31, 2026 and year ended December 31, 2025 are summarized as follows:

 

 

 

Total Marketable Securities

(FVTOCI)

 

Balance as at December 31, 2024

 

$ 2,388

 

Additions

 

 

1,120

 

Disposals

 

 

(2,743)

Gain on marketable securities

 

 

3

 

Gain recorded in other comprehensive income

 

 

1,238

 

Balance as at December 31, 2025

 

$ 2,006

 

Gain recorded in other comprehensive loss

 

 

946

 

Balance as at March 31, 2026

 

$ 2,952

 

 

The Company owns securities of publicly traded companies. The investments where the Company does not have significant influence are classified as marketable securities which are designated as FVTOCI.

 

4. PREPAID EXPENSES AND OTHER RECEIVABLES

 

 

 

 

 

 

 

 

 

March 31,

2026

 

 

December 31,

2025

 

GST and HST receivables

 

$ 618

 

 

$ 680

 

Other receivables

 

 

82

 

 

 

7

 

Prepaid expenses

 

 

946

 

 

 

774

 

 

 

$ 1,646

 

 

$ 1,461

 

 

 
9

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

5. MINERAL PROPERTIES

 

As at March 31, 2026 and December 31, 2025, the Company had the following mineral properties:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Springpole

(Note 5(a))

 

 

Birch-Uchi

 

 

Duparquet

(Note 5(b))

 

 

Cameron

(Note 6)

 

 

Hope

Brook

 

 

Total

 

Balance as at December 31, 2025

 

$ 172,038

 

 

$ 11,447

 

 

$ 68,012

 

 

$ -

 

 

$ -

 

 

$ 251,497

 

Acquisition

 

 

6,010

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

6,010

 

Concessions, taxes, and royalties

 

 

48

 

 

 

-

 

 

 

51

 

 

 

8

 

 

 

-

 

 

 

107

 

Salaries and share-based payments

 

 

1,707

 

 

 

6

 

 

 

277

 

 

 

-

 

 

 

-

 

 

 

1,990

 

Drilling, exploration, and technical consulting

 

 

3,307

 

 

 

-

 

 

 

86

 

 

 

1

 

 

 

-

 

 

 

3,394

 

Environmental, assaying, and field supplies

 

 

2,039

 

 

 

27

 

 

 

65

 

 

 

-

 

 

 

-

 

 

 

2,131

 

Travel and other expenses

 

 

857

 

 

 

-

 

 

 

14

 

 

 

-

 

 

 

-

 

 

 

871

 

Total Expenditures

 

$ 13,968

 

 

$ 33

 

 

$ 493

 

 

$ 9

 

 

$ -

 

 

$ 14,503

 

Assets held for sale

 

 

-

 

 

 

-

 

 

 

-

 

 

 

27,016

 

 

 

-

 

 

 

27,016

 

Disposal of properties

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(27,025)

 

 

-

 

 

 

(27,025)

Balance as at March 31, 2026

 

$ 186,006

 

 

$ 11,480

 

 

$ 68,505

 

 

$ -

 

 

$ -

 

 

$ 265,991

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Springpole

(Note 5(a))

 

 

Birch-Uchi

 

 

Duparquet

(Note 5(b))

 

 

Cameron

(Note 6)

 

 

Hope

Brook

 

 

Total

 

Balance as at December 31, 2024

 

$ 154,237

 

 

$ 10,446

 

 

$ 55,212

 

 

$ 33,066

 

 

$ 3,098

 

 

$ 256,059

 

Acquisition

 

 

5

 

 

 

273

 

 

 

5,005

 

 

 

-

 

 

 

-

 

 

 

5,283

 

Concessions, taxes, and royalties

 

 

811

 

 

 

-

 

 

 

115

 

 

 

22

 

 

 

4

 

 

 

952

 

Salaries and share-based payments

 

 

3,322

 

 

 

255

 

 

 

1,622

 

 

 

148

 

 

 

-

 

 

 

5,347

 

Drilling, exploration, and technical consulting

 

 

1,695

 

 

 

348

 

 

 

2,210

 

 

 

23

 

 

 

-

 

 

 

4,276

 

Environmental, assaying, and field supplies

 

 

10,127

 

 

 

74

 

 

 

1,550

 

 

 

178

 

 

 

-

 

 

 

11,929

 

Travel and other expenses

 

 

1,840

 

 

 

51

 

 

 

162

 

 

 

5

 

 

 

-

 

 

 

2,058

 

Total Expenditures

 

$ 17,801

 

 

$ 1,001

 

 

$ 10,664

 

 

$ 376

 

 

$ 4

 

 

$ 29,846

 

Environmental remediation

 

 

-

 

 

 

-

 

 

 

2,136

 

 

 

-

 

 

 

-

 

 

 

2,136

 

Assets held for sale

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(27,016)

 

 

-

 

 

 

(27,016)

Impairment of assets held for sale

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(6,426)

 

 

-

 

 

 

(6,426)

Disposal of properties

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(3,102)

 

 

(3,102)

Balance as at December 31, 2025

 

$ 172,038

 

 

$ 11,447

 

 

$ 68,012

 

 

$ -

 

 

$ -

 

 

$ 251,497

 

 

 

 
10

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

5. MINERAL PROPERTIES (continued)

 

The Company has various underlying agreements and commitments with respect to its mineral properties, which define annual or future payments in connection with maintenance of property interests, the most significant of which is discussed below.

 

a) Springpole Project

 

During the three months ended March 31, 2026, the Company completed an amendment to a royalty agreement related to the Springpole Project with a private holder. In connection with the amendment, the Company issued 6,017,000 common shares and made a cash payment of $1.4 million. The total consideration was capitalized to mineral property acquisition costs.

 

b) Duparquet Project

 

As at March 31, 2026, the Company’s provision for environmental remediation activities is $2,806,000 (year ended December 31, 2025 - $2,806,000). The environmental remediation includes site preparation, construction of a storage area, construction of an access road, excavation and transportation of mining material, and site restoration and rehabilitation of the historical storage area. The Company has received permit approval in 2025 from the Ministry of Environment, the Fight Against Climate Change, Wildlife and Parks (“MELCCFP”). Phase 1 of the remediation project, which primarily involved construction of the new storage area, was completed in November 2025. Phase 2 of the environmental remediation cost is based on the current scope of work and management’s best estimate of the remaining costs required to complete the remediation activities. The final environmental remediation cost may vary depending on additional feedback received from MELCCFP and the execution of the work.

 

6. INVESTMENT IN SEVA MINING CORP.

 

a) Seva Mining Purchase Agreement Overview

 

On March 10, 2026, the Company completed the sale of its previously owned subsidiary, Cameron Gold, which owns the Cameron Gold Project to Seva Mining under an amalgamation agreement pursuant to which the Company received (i) $5.0 million in cash; (ii) 80.0 million common shares of Seva Mining; and (iii) a future cash payment of at least $2.0 million to be received upon the processing of a stockpile at the Cameron Gold Project pursuant to the Stockpile Agreement. The transaction was previously announced as having a total estimated consideration of approximately $27.0 million. The final consideration amount was measured at fair value upon closing of the transaction on March 10, 2026 as described below.

 

b) Recognition of Consideration Received

 

The components of the consideration received in connection with the sale of Cameron Gold comprised the following:

 

 

 

 

Transaction Consideration

 

 

 

Cash

 

$ 5,000

 

Seva Mining shares

 

 

24,867

 

Deferred consideration related to Stockpile Agreement

 

 

1,720

 

Total

 

$ 31,587

 

 

 
11

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

Share Consideration

 

The Company accounts for its investment in Seva Mining using the equity method under IAS 28. The fair value of the Seva shares at closing of $24,867,000 was determined using the quoted price of Seva Mining common shares on the 10-day VWAP from start of the first trading day on March 18 to March 31, 2026. The Company was unable to use the quoted price on March 10, 2026 as the shares of Seva was not actively traded at that date. A blended DLOM was applied to account for the reduced liquidity to reflect the applicable transfer restrictions in accordance with the Amalgamation and Investors Rights Agreement between First Mining and Seva Mining.

 

Deferred Consideration Receivable - Stockpile Agreement

 

As part of the consideration received for the disposition of Cameron Gold, the Company is entitled to a future payment related to the processing and sale of ore stockpiles under the Stockpile Agreement. The stockpile receivable has been recognized as a financial asset and measured at fair value at initial recognition under IFRS 9 at the transaction date. Subsequent measurement will be measured at FVTPL.

 

The fair value of the future payment of the ore stockpile was $1,720,000. The fair value was determined using a discounted cash flow model based on expected future cash flows from the processing and sale of the stockpile, incorporating assumptions, including: (i) the expected timing of funds received; and (ii) a risk-adjusted discount rate. The measurement is classified as Level 3 in the fair value hierarchy because it incorporates significant unobservable inputs. Changes in these assumptions could have a material impact on the estimated fair value.

 

c) Disposal reconciliation

 

The carrying amount of Cameron Gold at March 10, 2026 was $27,023,000 and was held for sale. Upon closing, the Cameron Gold assets held for sale were derecognized and the gain on disposal was determined by comparing its carrying amount with the fair value of the consideration received.

 

 

 

 

Disposal of Cameron Gold

 

 

 

Fair value of consideration received on March 10, 2026

 

$ 31,587

 

Less: Carrying amount of disposal group at December 31, 2025

 

 

26,687

 

          Mineral property expenditures from Jan 1 to Mar 10, 2026

 

 

9

 

          Net asset change from Jan 1 to Mar 10, 2026

 

 

327

 

          Carrying amount of Cameron disposal group at March 10, 2026

 

$ (27,023)

Gain on Disposal of Cameron / loss of control

 

 

4,564

 

Less: Transaction costs of disposal

 

 

(402)

Fair value less costs to sell

 

$ 4,162

 

 

d) Equity Accounting Method for Investment in Seva

 

In accounting for the disposition of Cameron Gold and the resulting investment in Seva Mining, management applied judgment in determining that the Company lost control of Cameron Gold on March 10, 2026 and therefore derecognized the subsidiary in accordance with IFRS 10. Following the transaction, the Company retained approximately 47.85% ownership in Seva and after evaluating of governance rights, board representation and ability to participate in Seva’s policy decisions, management concluded that it has significant influence over Seva.  Accordingly, the retained interest was classified as an investment in associate and is accounted for using the equity method from the acquisition date.

 

 
12

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

Upon closing of the transaction, First Mining held 47.85% of Seva common shares (on an undiluted basis). The Company has concluded it has significant influence over Seva and accounts for its investment using the equity method from the acquisition date.

 

 

 

 

 

Investment in Seva Mining

 

Balance, December 31, 2025

 

$ -

 

Initial Recognition on March 10, 2026

 

 

24,867

 

Equity profit/(loss) – March 11 to March 31, 2026

 

 

(61)

Balance, March 31, 2026

 

$ 24,806

 

 

f) Seva Mining Summarized Statement of Financial Position

 

The assets and liabilities of Seva are summarized in the following table and the March 31, 2026 numbers are taken from Seva’s audited statements as at December 31, 2025, adjusted for the estimated equity pick-up for the period.

 

g) Reconciliation of Investment Carrying Amount

 

 

 

 

 

Net assets Seva (100%)

 

$ 36,029

 

First Mining’s share of net assets (47.83%)

 

 

17,233

 

Incremental fair value

 

 

7,634

 

Equity loss (March 11, 2026 to March 31, 2026)

 

 

(61)

Carrying value

 

$ 24,806

 

 

7. INVESTMENT IN PC GOLD INC.

 

As at March 31, 2026, the Company owns a 30% interest in PC Gold Inc. and maintains significant influence, which requires the investment to be accounted for using equity accounting. As at March 31, 2026 the investment in PC Gold Inc. was $21,523,000 (December 31, 2025 - $21,524,000). The subsequent equity accounting for PC Gold is based on audited results that are publicly available information for the year ended June 30, 2025, and on the unaudited financial information for the six-month period ended December 31, 2025.

 

As at March 31, 2026, the Company has recorded an option liability of $4,692,000 (December 31, 2025 - $4,692,000), which represents the additional net dilution that would result from FireFly Metals completing its additional 10% equity interest in PC Gold Inc. Following receipt of $3,000,000 under this option, First Mining’s ownership would reduce to 20%. The FireFly Metals Earn-In Agreement requires First Mining to contribute its prorata share of environmental reclamation funding, which was 30% as at March 31, 2026.

 

 
13

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

7. INVESTMENT IN PC GOLD INC. (continued) 

 

As at March 31, 2026, the Company has recorded a liability for reclamation funding of $151,000 (December 31, 2025 - $151,000), which is in line with FireFly Metals’ estimate of the environmental reclamation provision.

 

On February 9, 2026, Firefly Metals Ltd. (“Firefly”) announced the sale of its 70% interest in PC Gold Inc. (“PC Gold”) to Bellavista Resources Limited for 60 million shares as upfront consideration upon completion of the Acquisition, together with 50 million performance rights as contingent consideration (“Bellavista Transaction”). In connection with this transaction, Bellavista has indicated its intention to exercise the PC Gold buydown right to increase their ownership to 80% of the Project by paying $3.0 million in cash, subject to completion of the transaction. Management performed an impairment assessment at March 31, 2026, and concluded no impairment was required as the estimated recoverable amount exceeded the carrying value of $21.5 million.

 

The Bellavista Transaction closed on April 29, 2026 and Bellavista exercised the PC Gold buydown right to increase their ownership to 80% of the Project by paying $3 million in cash to the Company. The Company’s ownership interest in PC Gold after the transaction closed has been reduced from 30% to 20%.

 

8. SILVER STREAM DERIVATIVE LIABILITY

 

a) Silver Purchase Agreement Overview and Consideration Received

 

On June 10, 2020, the Company entered into a silver purchase agreement (the “Silver Purchase Agreement”) with First Majestic Silver Corp. (“First Majestic”), closing on July 2, 2020. Under the agreement, First Majestic paid total consideration of US$22.5 million, and the Company issued common share purchase warrants, for the right to purchase 50% of payable silver produced from the Springpole Gold Project over the life of mine (the “Silver Stream”). The Company has received the total consideration in full, and all common share purchase warrants issued to First Majestic under the Silver Purchase Agreement have been exercised. Refer to the Company’s audited annual financial statements for the year ended December 31, 2025 for full details.

 

The Company retains the option to repurchase 50% of the Silver Stream for US$22.5 million (approximately $31.4 million as at March 31, 2026) at any time prior to commencement of production at the Springpole Gold Project. A Monte Carlo simulation was used to evaluate the buy-back option under the Silver Stream Agreement.

 

The Silver Stream has an initial term of 40-year term from July 2, 2020, with automatic 10-year extensions for the life of mine. If, upon expiry, the advance payment has not been fully credited through silver deliveries, the uncredited balance is refundable to First Majestic without interest. Silver may be substituted with refined silver from other sources, excluding silver purchased on a commodity exchange.

 

 
14

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

8. SILVER STREAM DERIVATIVE LIABILITY (continued)

  

b) Silver Stream Derivative Liability Fair Value

 

The Company has determined that the Silver Stream is a standalone derivative measured at FVTPL. The estimated fair value of the Silver Stream derivative liability is determined using a discounted cash flow model which incorporates a Monte Carlo simulation, with the following key input assumptions: 1) Observable assumptions including implied volatility of COMEX silver, COMEX silver future curve, silver spot price, USD risk-free rate, USD/CAD foreign exchange rates, and share price of the Company, and 2) Unobservable assumptions including the timing of commencement of production (2030 based on the updated prefeasibility study), estimated annual silver production volumes (averaging 1.47 million payable ounces a year over the life of mine based on the updated prefeasibility study), the Company’s credit spread, and payable silver quantities.

 

The fair value of the Silver Stream derivative liability is classified within Level 3 of the fair value hierarchy because certain significant inputs are unobservable. The fair value is determined by a third party valuation expert using an independent Monte Carlo model reviewed quarterly by management. Unobservable inputs are updated based on recent comparable market data.

 

The estimated fair value is sensitive to changes in key assumptions, particularly silver spot prices, silver forward prices, foreign exchange rates, volatility assumptions, the Company’s credit spread and payable silver quantities, and a change in any of these assumptions could result in a material change in the estimated fair value. The table below summarizes the sensitivity of the fair value of the Silver Stream derivative liability to reasonably possible changes in key assumptions, with all other variables held constant.

 

 
15

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

8. SILVER STREAM DERIVATIVE LIABILITY (continued)

 

 

 

 

 

 

 

 

 

 

 

 

March 31,

 

 

December 31,

 

 

 

Key valuation inputs

 

2026

 

 

2025

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Volatility of COMEX Silver

 

 

0.736

 

 

 

0.815

 

 

 

-10 %

Silver spot price

 

 

75.169

 

 

 

71.663

 

 

 

5 %

Silver price forward curve (weighted average)

 

 

89.736

 

 

 

84.559

 

 

 

6 %

 USD /CAD foreign exchange rate

 

 

1.394

 

 

 

1.371

 

 

 

2 %

 

The fair value of the Silver Stream derivative liability is valued using a Monte-Carlo simulation, with gains or losses recorded in the statement of net loss and comprehensive loss. As at March 31, 2026, the fair value of the Silver Stream derivative liability is US$86,184,000 ($120,131,000). The fair value of the Silver Stream derivative liability as at December 31, 2025 was US$78,258,000 ($107,260,000).

 

 

 

 

 

 

 

 

 

 

March 31,

2026

 

 

December 31,

2025

 

Balance, beginning of the period

 

$ (107,260)

 

$ (34,414)

Advanced payment received

 

 

-

 

 

 

(5,867)

Change in fair value

 

 

(12,871)

 

 

(66,979)

Balance, end of the period

 

$ (120,131)

 

$ (107,260)

 

The change in fair value of the Silver Stream derivative liability reflects the net impact of changes in key valuation inputs, including silver prices, forward curves, volatility and foreign exchange rates. During the period, the movement was primarily influenced by the increase in forward curve, spot prices and foreign exchange partially offset by volatility. The valuation is sensitive to changes in these assumptions, as illustrated in the sensitivity analysis above.

 

 
16

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

9. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

 

 

 

 

 

 

 

 

 

March 31,

2026

 

 

December 31,

2025

 

Accounts payable

 

$ 3,325

 

 

$ 3,662

 

Accrued liabilities

 

 

9,377

 

 

 

10,140

 

Total

 

$ 12,702

 

 

$ 13,802

 

 

During the year ended December 31, 2025, the Company recognized a liability of $5 million related to an obligation to the royalty holders of the Duquesne NSR. The amount reflects management’s current estimate of the consideration that may be required to settle or repurchase the royalty interest.  The Company continues to record this liability as of March 31, 2026, based on ongoing discussions with the royalty holders.

 

10. FLOW-THROUGH SHARE PREMIUM LIABILITY

 

The following is a continuity schedule of the liability portion of the Company’s flow-through share issuances:

 

 

 

 

 

 

 

 

 

 

 

 

June 14, 2024

 

 

August 5, 2025

 

 

Total

 

Balance, December 31, 2024

 

$ 977

 

 

$ -

 

 

$ 977

 

Liability incurred for flow-through share issued August 5,2025

 

 

-

 

 

 

1,745

 

 

 

1,745

 

Settlement of flow-through share premium liability upon incurring eligible expenditures

 

 

(977)

 

 

(465)

 

 

(1,442)

Balance, December 31, 2025

 

$ -

 

 

$ 1,280

 

 

$ 1,280

 

Settlement of flow-through share premium liability upon incurring eligible expenditures

 

 

-

 

 

 

(84)

 

 

(84)

Balance, March 31, 2026

 

$ -

 

 

$ 1,196

 

 

$ 1,196

 

 

As at March 31, 2026 the Company had unspent flow-through expenditure commitments of $5,270,000 (December 31, 2025 – $5,631,000), which are required to be spent by December 31, 2026.

 

11. SHARE CAPITAL

 

a) Authorized

 

Unlimited number of common shares with no par value.

Unlimited number of preferred shares with no par value.

 

b) Issued and Fully Paid

 

Common shares as at March 31, 2026: 1,383,547,524 (December 31, 2025 - 1,343,755,162).

Preferred shares as at March 31, 2026: nil (December 31, 2025 - nil).

 

During the three months ended March 31, 2026, 426,614 common shares were cancelled pursuant to sunset clause provisions related to historical acquisitions in 2016. No consideration was paid or received by the Company. The cancellation reduced shares issued and outstanding by 426,614 and resulted in a reduction in share capital with a corresponding reclassification within equity, with no impact on total equity or recognition of any gain or loss. This movement is included within share-based payment movements in the Statement of Changes in Equity.

 

 
17

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

11. SHARE CAPITAL (continued)

 

c) Warrants

 

The movements in warrants during the three months ended March 31, 2026 and year ended December 31, 2025 are summarized as follows:

 

 

 

 

 

 

 

 

 

Number

 

 

Weighted average

exercise price

 

Balance as at December 31, 2024

 

 

141,686,740

 

 

$ 0.242

 

Warrants issued

 

 

97,509,993

 

 

 

0.270

 

Warrants exercised

 

 

(53,808,807)

 

 

0.203

 

Balance as at December 31, 2025

 

 

185,387,926

 

 

$ 0.237

 

Warrants exercised

 

 

(20,291,020)

 

 

0.213

 

Balance as at March 31, 2026

 

 

165,096,906

 

 

$ 0.243

 

 

The following table summarizes information about warrants outstanding as at March 31, 2026:

 

 

 

 

Exercise price

Number of warrants

outstanding

Weighted average exercise

price ($ per share)

Weighted average

remaining life (years)

$0.200

64,124,392

$0.200

1.16

$0.270

100,972,514

$0.270

2.14

 

165,096,906

$0.243

1.76

 

d) Stock Options

 

The Company has adopted a stock option plan that allows for the granting of stock options to Directors, Officers, employees and certain consultants of the Company for up to 10% of the Company’s issued and outstanding common shares. Stock options granted under the plan may be subject to vesting provisions as determined by the Board of Directors.

 

During the three months ended March 31, 2026, the Company issued 6,410,000 (year ended December 31, 2025 – 8,012,500) common shares pursuant to the exercise of stock options, for net proceeds of $2,251,000 (2025 - $1,157,000). The weighted average share price at the date of exercise of these stock options was $0.35 per share (2025 - $0.23). In connection with the exercises, the Company transferred $1,276,000 (2025 - $583,000) from share-based payment reserve to share capital.

 

 
18

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

11. SHARE CAPITAL (continued)

 

The movements in stock options during the three months ended March 31, 2026 and year ended December 31 2025 are summarized as follows:

 

 

 

 

 

 

 

 

 

Number

 

 

Weighted average

exercise price

 

Balance as at December 31, 2024

 

 

58,467,500

 

 

$ 0.200

 

Options granted

 

 

19,800,000

 

 

 

0.147

 

Options exercised

 

 

(8,012,500)

 

 

0.144

 

Options expired

 

 

(4,825,000)

 

 

0.287

 

Options forfeited

 

 

(700,000)

 

 

0.125

 

Balance as at December 31, 2025

 

 

64,730,000

 

 

$ 0.185

 

Options granted

 

 

7,180,000

 

 

 

0.580

 

Options exercised

 

 

(6,410,000)

 

 

0.351

 

Balance as at March 31, 2026

 

 

65,500,000

 

 

$ 0.212

 

 

The following table summarizes information about the stock options outstanding as at March 31, 2026:

 

 

 

 

 

Options Outstanding

 

Options Exercisable

Exercise

price

Number of

options

Weighted

average

exercise price

($ per share)

Weighted

average

remaining life

(years)

 

Number of

options

Weighted average

exercise price

($ per share)

Weighted

average

remaining life

(years)

$0.10 - 0.18

35,885,000

$0.121

3.30

 

31,265,000

$0.121

3.21

$0.185 - 0.25

12,235,000

$0.191

1.86

 

12,235,000

$0.191

1.86

$0.26 - 0.58

17,380,000

$0.412

2.88

 

10,645,000

$0.333

1.64

 

65,500,000

$0.212

2.92

 

54,145,000

$0.178

2.60

 

During the three months ended March 31, 2026, there were 7,180,000 (year ended December 31, 2025 – 19,800,000) stock options granted with an aggregate fair value at the date of grant of $2,077,000 (year ended December 31, 2025 - $1,462,000). As at March 31, 2026, 11,355,000 (year ended December 31, 2025 – 10,000,000) stock options remain unvested with an aggregate grant date fair value of $2,100,000 (December 31, 2025 - $360,000).

 

Certain stock options granted were directly attributable to exploration and evaluation expenditures on mineral properties and were therefore capitalized to mineral properties.

 

In addition, certain stock options were subject to vesting provisions. These two factors result in differences between the aggregate fair value of stock options granted and total share-based payments expensed during the periods.

 

 
19

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

11. SHARE CAPITAL (continued)

 

For the three months ended March 31, 2026, share-based payments expense is comprised of stock options for $905,000, restricted share units (“RSUs”) for $183,000, deferred share units (“DSUs”) for $22,000, and performance share units (“PSUs”) for $130,000, which are classified within the financial statements as follows:

 

 

 

 

 

 

For the three months ended

March 31,

 

Statements of Net Loss:

 

2026

 

 

2025

 

General and administration

 

$ 525

 

 

$ 334

 

Exploration and evaluation

 

 

61

 

 

 

14

 

Investor relations and marketing communications

 

 

82

 

 

 

41

 

Corporate development and due diligence

 

 

130

 

 

 

46

 

Subtotal

 

$ 798

 

 

$ 435

 

Statements of Financial Position:

 

 

 

 

 

 

 

 

Mineral Properties

 

 

442

 

 

 

392

 

Total

 

$ 1,240

 

 

$ 827

 

 

The grant date fair value of the stock options granted in the period has been estimated using the Black-Scholes option pricing model with the following weighted average assumptions:

 

 

 

 

 

 

 

 

 

For the three months ended March 31,

 

 

For the year ended December 31,

 

 

 

2026

 

 

2025

 

Risk-free interest rate

 

2.81%

 

 

2.80%

 

Share price at grant date (in dollars)

 

$ 0.58

 

 

$ 0.15

 

Exercise price (in dollars)

 

$ 0.58

 

 

$ 0.15

 

Expected life (years)

 

5.00 years

 

 

5.00 years

 

Expected volatility (1)

 

58.62%

 

 

57.70%

 

Forfeiture rate (2)

 

2.81%

 

 

3.50%

 

Expected dividend yield

 

Nil

 

 

Nil

 

 

(1)

The computation of expected volatility was based on the Company’s historical price volatility, over a period which approximates the expected life of the option.

 

(2)

The computation of the forfeiture rate was based on management’s estimate of expected forfeitures over the vesting period, using historical forfeiture experience and expected employee turnover.

 

e) Restricted Share Units

 

During the three months ended March 31, 2026, the Company granted 1,262,500 (year ended December 31, 2025 – 7,756,956) RSUs under its share-based compensation plan to the Company’s executive officers and management as part of the Company’s long-term incentive plan (“LTIP”). Unless otherwise stated, the awards typically have a graded vesting schedule over a three-year period and will be settled in equity upon vesting.

 

During the three months ended March 31, 2026, the Company issued 1,965,050 (year ended December 31, 2025 – 3,511,533) common shares pursuant to the exercise of RSUs for an aggregate settlement value of $210,000 (2025 - $433,000).

 

 
20

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

11. SHARE CAPITAL (continued)

 

The associated compensation cost, which is based on the underlying share price on the date of grant, is recorded as share-based payments expense against share-based payment reserve.

 

The following table summarizes the changes in RSU’s for the three months ended March 31, 2026 and the year ended December 31 2025:

 

 

 

 

 

 

 

 

 

Number

 

 

Weighted average fair value

 

Balance as at December 31, 2024

 

 

9,680,449

 

 

$ 0.115

 

RSUs granted

 

 

7,756,956

 

 

 

0.108

 

RSUs settled

 

 

(3,511,533)

 

 

0.123

 

Balance as at December 31, 2025

 

 

13,925,872

 

 

$ 0.112

 

RSUs granted

 

 

1,262,500

 

 

 

0.501

 

RSUs settled

 

 

(1,965,050)

 

 

0.107

 

Balance as at March 31, 2026

 

 

13,223,322

 

 

$ 0.150

 

 

f) Deferred Share Units

 

During the three months ended March 31, 2026, the Company granted 90,000 (year ended December 31, 2025 - 400,000) DSUs under its share-based compensation plan to a director as part of the Company’s LTIP. DSUs have a graded vesting schedule over an 18-month period and will be settled in equity upon vesting.

 

The associated compensation cost, which is based on the underlying share price on the date of grant, is recorded as share-based payments expense against share-based payment reserve.

 

 

 

 

 

 

 

 

 

Number

 

 

Weighted average fair value

 

Balance as at December 31, 2024

 

 

1,509,000

 

 

$ 0.212

 

DSUs granted

 

 

400,000

 

 

 

0.125

 

Balance as at December 31, 2025

 

 

1,909,000

 

 

$ 0.192

 

DSUs granted

 

 

90,000

 

 

 

0.580

 

Balance as at March 31, 2026

 

 

1,999,000

 

 

$ 0.209

 

 

g) Performance Share Units

 

During the three months ended March 31, 2026, the Company granted 1,050,000 (year ended December 31, 2025 – 3,600,000) PSUs under the Plan to certain executives as part of the Company’s LTIP. The amount of shares ultimately to be issued will vary from a factor of 0 to 2 based on the number of PSUs granted, depending on the Company’s share performance as compared to the share performance of a selected group of peer companies.

 

 
21

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

11. SHARE CAPITAL (continued)

 

During the three months ended March 31, 2026, the Company issued 1,000,000 (year ended December 31, 2025 – 758,000) common shares pursuant to the settlement of PSUs for an aggregate value of $221,000 (year ended December 31, 2025 - $180,000).

 

The following table summarizes the changes in PSUs for the three months ended March 31, 2026 and year ended December 31, 2025:

 

 

 

 

 

 

 

 

 

Number

 

 

Weighted average fair value

 

Balance as at December 31, 2024

 

 

10,466,000

 

 

$ 0.157

 

PSUs granted

 

 

3,600,000

 

 

 

0.131

 

PSUs settled

 

 

(758,000)

 

 

0.238

 

PSUs forfeited

 

 

(758,000)

 

 

0.238

 

Balance as at December 31, 2025

 

 

12,550,000

 

 

$ 0.142

 

PSUs granted

 

 

1,050,000

 

 

 

0.613

 

PSUs settled

 

 

(1,000,000)

 

 

0.221

 

Balance as at March 31, 2026

 

 

12,600,000

 

 

$ 0.193

 

 

12. OPERATING EXPENSES

 

Operating expenses by nature, which map to the Company’s functional operating expense categories presented in the consolidated statements of net loss and comprehensive loss, are as follows:

 

 

 

 

 

 

For the three months ended March 31, 2026

 

 

 

General and administration

 

 

Exploration and evaluation

 

 

Investor relations and marketing communications

 

 

Corporate development and due diligence

 

 

Total

 

Administrative and office

 

$ 102

 

 

$ 54

 

 

$ 2

 

 

$ 1

 

 

$ 159

 

Consultants

 

 

126

 

 

 

6

 

 

 

17

 

 

 

49

 

 

 

198

 

Depreciation (non-cash)

 

 

29

 

 

 

78

 

 

 

-

 

 

 

-

 

 

 

107

 

Directors’ fees

 

 

79

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

79

 

Exploration and evaluation

 

 

-

 

 

 

4

 

 

 

-

 

 

 

-

 

 

 

4

 

Marketing and conferences

 

 

-

 

 

 

1

 

 

 

220

 

 

 

3

 

 

 

224

 

Professional fees

 

 

41

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

41

 

Salaries

 

 

488

 

 

 

44

 

 

 

138

 

 

 

73

 

 

 

743

 

Share-based payments (non-cash) (Note 11)

 

 

525

 

 

 

61

 

 

 

82

 

 

 

130

 

 

 

798

 

Transfer agent and filing fees

 

 

262

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

262

 

Travel and accommodation

 

 

5

 

 

 

4

 

 

 

29

 

 

 

16

 

 

 

54

 

Operating expenses total

 

$ 1,657

 

 

$ 252

 

 

$ 488

 

 

$ 272

 

 

$ 2,669

 

 

 
22

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

12. OPERATING EXPENSES (continued)

 

 

 

 

 

 

For the three months ended March 31, 2025

 

 

 

General and administration

 

 

Exploration and evaluation

 

 

Investor relations and markkleting communications

 

 

Corporate development and due diligence

 

 

Total

 

Administrative and office

 

$ 104

 

 

$ 72

 

 

$ 10

 

 

$ 1

 

 

$ 187

 

Consultants

 

 

91

 

 

 

6

 

 

 

-

 

 

 

9

 

 

 

106

 

Depreciation (non-cash)

 

 

34

 

 

 

82

 

 

 

-

 

 

 

-

 

 

 

116

 

Directors’ fees

 

 

75

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

75

 

Marketing and conferences

 

 

-

 

 

 

1

 

 

 

181

 

 

 

2

 

 

 

184

 

Professional fees

 

 

129

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

129

 

Salaries

 

 

234

 

 

 

34

 

 

 

170

 

 

 

159

 

 

 

597

 

Share-based payments (non-cash) (Note 11)

 

 

334

 

 

 

14

 

 

 

41

 

 

 

46

 

 

 

435

 

Transfer agent and filing fees

 

 

115

 

 

 

-

 

 

 

13

 

 

 

-

 

 

 

128

 

Travel and accommodation

 

 

12

 

 

 

1

 

 

 

7

 

 

 

19

 

 

 

39

 

Operating expenses total

 

$ 1,128

 

 

$ 210

 

 

$ 422

 

 

$ 236

 

 

$ 1,996

 

 

13. SEGMENT INFORMATION

 

The Company operates in a single reportable operating segment, being the acquisition, exploration, development and strategic disposition of its Canadian mineral properties. All of the Company’s non-current assets as at March 31, 2026 and December 31, 2025 are located in Canada.

 

14. RELATED PARTY TRANSACTIONS

 

The Company’s related parties consist of the key management personnel, as well as the Company’s Directors and Officers.

 

Key management of the Company consists of the Company’s Directors, Officers, and Vice Presidents. The compensation paid or payable to key management for services during the three months ended March 31, 2026 and 2025 is as follows:

 

 

 

 

 

 

For the three months ended

March 31,

 

Service or Item

 

2026

 

 

2025

 

Directors’ fees

 

$ 79

 

 

$ 75

 

Salaries and consultants’ fees

 

 

467

 

 

 

478

(1)

Share-based payments (non-cash)

 

 

713

 

 

 

567

 

Total

 

$ 1,259

 

 

$ 1,120

 

 

(1)

The comparative amount for the three months ended March 31, 2025 has been revised from $602 to $478 to reflect a reclassification of $124 related to equity award settlements.

 

 
23

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

15. FAIR VALUE

 

Fair values have been determined for measurement and/or disclosure requirements based on the methods below.

 

The Company characterizes fair value measurements using a hierarchy that prioritizes inputs depending on the degree to which they are observable. The three levels of the fair value hierarchy are as follows:

 

 

·

Level 1 fair value measurements are quoted prices (unadjusted) in active markets for identical assets or liabilities;

 

·

Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

 

·

Level 3 fair value measurements are those derived from valuation techniques that include significant inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

The carrying values of cash and cash equivalents, prepaid expenses and other receivables, and accounts payable, accrued and other liabilities approximated their fair values because of the short-term nature of these financial instruments. These financial instruments are financial assets and liabilities at amortized cost.

 

The carrying value of marketable securities was based on the quoted market prices of the shares as at March 31, 2026 and was therefore considered to be Level 1.

 

The fair value of the Seva Mining shares was determined using the 10-day VWAP from the start of the first trading day on March 18 to March 31, 2026, and adjusted for a discount for lack of marketability to reflect applicable transfer restrictions.

 

As at March 31, 2026, the Company’s deferred consideration related to stockpile recovery is classified as a financial asset at FVTPL. The fair value was determined using a discounted cash flow model based on expected future cash flows in accordance with the Stockpile Agreement. The measurement is classified as Level 3 in the fair value hierarchy due to the use of significant unobservable inputs, including assumptions regarding recoverable quantities, timing of production, commodity prices and discount rates.

 

As at March 31, 2026, the Company’s option liability relating to PC Gold Inc. is classified as a financial liability at FVTPL. The fair value of the option liability was estimated using a fair value less costs of disposal benchmark implied by the February 2026 BellaVista Transaction. The measurement is classified as Level 3 in the fair value hierarchy as it incorporates significant unobservable inputs, including assumptions related to probability-weighted performance rights and other contingent terms.

 

The Silver Stream was determined to be a derivative liability, which is classified as a financial liability at FVTPL. The carrying value of the derivative liability was not based on observable market data and involved complex valuation methods and was therefore considered to be Level 3. Changes in key valuation assumptions, including commodity prices and discount rates, could result in significant fluctuations in the fair value of the liability. The loss on the Silver Stream derivative was due to a 10% decrease in volatility in the underlying precious metal, a 6% increase in the forward curve of the silver price, and a 5% increase in the silver spot price as at March 31, 2026 compared to December 31, 2025.

 

 
24

 

 

FIRST MINING GOLD CORP.

NOTES TO THE CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Presented in Canadian dollars unless otherwise noted, tabular amounts are presented in thousands of

Canadian dollars except for number of shares and per share amounts)

 

15. FAIR VALUE (continued)

 

The following table presents the Company’s fair value hierarchy for financial assets and liabilities that are measured at fair value:

 

 

 

 

 

 

 

 

 

March 31, 2026

 

 

December 31, 2025

 

 

 

 

 

Fair value measurement

 

 

 

 

Fair value measurement

 

 

 

Carrying value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Carrying value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marketable securities (Note 3)

 

$ 2,952

 

 

$ 2,952

 

 

$ -

 

 

$ -

 

 

$ 2,006

 

 

$ 2,006

 

 

$ -

 

 

$ -

 

Deferred consideration receivable

 

$ 1,720

 

 

$ -

 

 

$ -

 

 

$ 1,720

 

 

$ -

 

 

$ -

 

 

$ -

 

 

$ -

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Silver Stream derivative liability (Note 8)

 

$ 120,131

 

 

$ -

 

 

$ -

 

 

$ 120,131

 

 

$ 107,260

 

 

$ -

 

 

$ -

 

 

$ 107,260

 

Option - PC Gold (Note 7)

 

$ 4,692

 

 

$ -

 

 

$ -

 

 

$ 4,692

 

 

$ 4,692

 

 

$ -

 

 

$ -

 

 

$ 4,692

 

 

16. SUBSEQUENT EVENTS

 

a)

On April 29, 2026, the Company announced that pursuant to the announcement in February 2026, the Company’s new joint-venture partner at First Mining’s Pickle Crow project, Bellavista, has closed the acquisition of Firefly’s interest in PC Gold Inc, the entity that holds the project. Bellavista exercised its buy-down right at the Project and paid $3 million in cash to the Company to reduce the Company’s ownership in PC Gold from 30% to 20%. The Company’s interest in PC Gold is free carried to a decision to mine at Pickle Crow.

 

 
25