HIGHGLD MNG : Earnings Release

HIGHGOLD MINING INC.

CONSOLIDATED FINANCIAL STATEMENTS

AS AT DECEMBER 31, 2023

FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

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Independent Auditor's Report

To the Shareholders of HighGold Mining Inc.

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the consolidated financial statements of HighGold Mining Inc. (the "Company"), which comprise the consolidated statements of financial position as at December 31, 2023 and 2022, and the consolidated statements of loss and comprehensive loss, changes in shareholders' equity and cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of material accounting policy information.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects the financial position of the Company as at December 31, 2023 and 2022, and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards (IFRS).

Basis for Opinion

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

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

We have determined that there is the following key audit matter to communicate in our auditor's report:

Key audit matter:

How our audit addressed the key audit matter:

Assessment of impairment indicators of Exploration and evaluation assets.

Our approach to addressing the matter included the following procedures, among others:

Refer to note 2(d) - Judgments and estimates; note 3(f)

• Accounting policy: Exploration and evaluation properties; note 3(h) - Accounting policy: impairment of non-current assets; and note 6 Exploration and evaluation assets

Management assesses at each reporting period whether there is an indication that the carrying value of exploration and evaluation assets may not be recoverable. Management applies significant judgement in assessing whether indicators of impairment exist that necessitate impairment testing. Internal and external factors, such as (i) a significant decline in the market value of the Company's share price; (ii) changes in the Company's assessment of whether commercially viable quantities of mineral resources exist within the properties; and (iii) changes in metal prices, capital and operating costs, are evaluated by management in determining whether there are any indicators of

Evaluated the reasonableness of management's assessment of impairment indicators, which included the following:

• Assessed the Company's market capitalization in comparison to the Company's net assets, which may be an indication of impairment.
• Assessed the completeness of the factors that could be considered indicators of impairment, including consideration of evidence obtained in other areas of the audit.
• Confirmed that the Company's right to explore the properties had not expired.
• Obtained management's written representations regarding the Company's future plans for the exploration and evaluation assets.

impairment.	Assessed the reasonability of the Company's
∙
We considered this a key audit matter due to (i) the	financial statement disclosure regarding their
significance of the exploration and evaluation asset	exploration and evaluation assets.
balance and (ii) the significant audit effort and
subjectivity in applying audit procedures to assess the
factors evaluated by management in its assessment of
impairment indicators, which required significant
management judgement.

Other Information

Management is responsible for the other information. The other information comprises the information included in "Management's Discussion and Analysis", but does not include the consolidated financial statements and our auditor's report thereon.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

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

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

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

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

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

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

• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

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

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

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

The engagement partner on the audit resulting in this independent auditor's report is William Nichols.

CHARTERED PROFESSIONAL ACCOUNTANTS

Vancouver, BC, Canada

April 25, 2024

HIGHGOLD MINING INC.

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

AS AT DECEMBER 31, 2023 AND 2022

(Expressed in Canadian dollars)

	December 31,	December 31,
ASSETS		2023		2022
Current Assets	$	3,908,915
Cash and cash equivalents	$	7,637,197
Amounts receivable (Note 9)		194,335		57,751
Prepaid expenses and deposits		428,546		440,572
Marketable securities (Note 4)		1,258,250		447,000
		5,790,046		8,582,520
Equipment and right-of-use asset (Note 5)		304,371		315,744
Exploration and evaluation assets (Note 6)		48,379,110		52,649,435
	$	54,473,527	$	61,547,699
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities	$	184,340
Accounts payable and accrued liabilities (Note 9)	$	234,466
Lease liability (Note 7)		65,990		63,766
		250,330		298,232
Lease liability (Note 7)		5,863		66,650
		256,193		364,882
SHAREHOLDERS' EQUITY		59,168,188
Share capital (Note 8)			63,403,104
Contributed surplus (Note 8)		3,664,684		3,368,859
Deficit		(8,615,538)		(5,589,146)
		54,217,334		61,182,817
	$	54,473,527	$	61,547,699

Event subsequent to the end of the year (Note 15)

Approved on behalf of the Board of Directors of HighGold Mining Inc. on April 25, 2024

'Michael Cinnamond'		'Darwin Green'
Director		Director

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

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HIGHGOLD MINING INC.

CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in Canadian dollars)

		Year ended		Year ended
		December 31,		December 31,
EXPENSES		2023		2022
Advertising and promotion	$	333,103	$	318,321
Consulting fees (Note 9)		189,912		47,333
Depreciation (Note 5)		61,773		25,471
Filing and transfer agent		94,181		89,542
Foreign exchange gain		(19,983)		(197,651)
Insurance		101,708		106,106
Interest (Note 7)		11,795		6,904
Office and miscellaneous		115,523		150,830
Professional fees		255,522		193,984
Rent		91,642		68,785
Salaries, wages and benefits (Note 9)		611,598		483,805
Share-based compensation (Notes 8 and 9)		137,129		488,926
Travel		170,639		65,580

Net loss before other items		(2,154,542)		(1,847,936)
OTHER ITEMS
Interest income		285,781		164,102
Other income		49,500		-
Gain (loss) on marketable securities (Note 4)		(1,207,131)		127,474
Gain on sale of exploration and evaluation assets (Note 6)		-		55,371
Net loss and comprehensive loss	$	(3,026,392)	$	(1,500,989)
Basic and diluted loss per share	$	(0.04)	$	(0.02)
Weighted average number of common shares outstanding
Basic and diluted		83,743,849		73,207,059

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

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HIGHGOLD MINING INC.

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in Canadian dollars)

	Share Capital	Contributed
	Number of
	shares		Amount		surplus		Deficit		Total
As at December 31, 2021	73,020,210	$	63,139,804	$	2,311,974	$	(4,088,157)	$	61,363,621
Shares issued for exploration and evaluation assets	350,000		263,300		-		-		263,300
Share-based compensation	-		-		1,056,885		-		1,056,885
Net loss for the year	-		-		-		(1,500,989)		(1,500,989)
As at December 31, 2022	73,370,210	$	63,403,104	$	3,368,859	$	(5,589,146)	$	61,182,817
Private placement	14,029,243		9,259,300		-		-		9,259,300
Exercise of share purchase warrants	281,375		126,619		-		-		126,619
Share issue costs	-		(277,705)		-		-		(277,705)
Shares issued for exploration and evaluation assets	80,000		36,800		-		-		36,800
Disposition of assets upon spin-out (Note 13)	-		(13,379,930)		-		-		(13,379,930)
Share-based compensation	-		-		295,825		-		295,825
Net loss for the year	-		-		-		(3,026,392)		(3,026,392)
As at December 31, 2023	87,760,828	$	59,168,188	$	3,664,684	$	(8,615,538)	$	54,217,334

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

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HIGHGOLD MINING INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (Expressed in Canadian dollars)

OPERATING ACTIVITIES		December 31, 2023		December 31, 2022
$	(3,026,392)	$	(1,500,989)
Net loss
Adjustments for non-cash items:
Accretion and depreciation		73,568		32,375
Share-based compensation		137,129		488,926
(Gain) loss on marketable securities		1,207,131		(127,474)
Gain on sale of exploration and evaluation assets		-		(55,371)
Change in non-cash working capital:
Amounts receivable		(136,702)		150,166
Prepaid expenses and deposits		10,826		(17,723)
Accounts payable and accrued liabilities		(43,230)		62,157
Cash used in operating activities		(1,777,670)		(967,933)
INVESTING ACTIVITIES
Proceeds from sale of marketable securities		481,619		302,874
Proceeds from sale of Yukon mining claims		-		25,000
Purchase of equipment		(97,151)		(107,266)
Disposition of cash upon spin-out		(50,618)		-
Exploration and evaluation costs		(11,359,118)		(14,391,014)
Recovery of exploration and evaluation acquisition costs		36,800		-
Cash used in investing activities		(10,988,468)		(14,170,406)
FINANCING ACTIVITIES		9,259,300		-
Proceeds from private placements
Proceeds from exercise of share purchase warrants		126,619		-
Share issue costs		(277,705)		-
Payments on lease liability		(70,358)		(29,315)
Cash provided by (used in) financing activities		9,037,856		(29,315)
Decrease in cash and cash equivalents		(3,728,282)		(15,167,654)
Cash and cash equivalents, beginning of year		7,637,197		22,804,851
Cash and cash equivalents, end of year	$	3,908,915	$	7,637,197
Supplemental information with respect to cash flows:
Exploration and evaluation expenses included in accounts payable	$	87,772	$	80,014
Depreciation capitalized to exploration and evaluation assets	$	46,751	$	33,688
Common shares issued for exploration and evaluation assets	$	-	$	263,300
Common shares of Snowline Gold Corp. received from sale of
Yukon mining claims	$	-	$	275,000
Share-based compensation capitalized to exploration and
evaluation assets	$	158,696	$	567,959

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

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HIGHGOLD MINING INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in Canadian dollars)

1. CORPORATE INFORMATION

HighGold Mining Inc. (the "Company") is registered under the British Columbia Business Corporations Act and trades on the TSX Venture Exchange (TSXV: HIGH). The Company also trades under the symbol HGGOF on the US Over-the-Counter market. The Company is in the business of acquiring, exploring and developing mineral properties in Alaska, USA, and elsewhere.

The address of the Company's corporate office and its principal place of business is 405 - 375 Water Street, Vancouver, BC, V6B 5C6.

The Company's ability to fund ongoing operations and exploration is affected by the availability of financing. Due to market uncertainty the Company may be restricted in its ability to raise additional funding.

The impact of these factors on the Company over the past year was not materially significant, however, they may have a material impact on the Company's financial position, results of operations and cash flows in future periods. ln particular, there may be heightened risk of going concern uncertainty.

As the Company does not have production activities, its capacity to fund ongoing exploration is affected by the availability of equity financing on terms which are acceptable to it. The ability of the Company to realize the carrying values of its deferred property costs will also depend on its ability to develop an economically feasible project or projects and to ultimately achieve commercial production on that basis, or to profitably dispose of such interests to other parties.

The mineral exploration sector in general involves significant levels of inherent business risk and is subject to multiple variables which are not controllable by the Company, such as commodity prices and matters related to land access and use. The impact of these factors on the Company is not yet determinable; however, they may have a material impact on the Company's financial position, results of operations and cash flows in future periods. ln particular, there may be heightened risk of mineral property impairment and going concern uncertainty.

2. BASIS OF PREPARATION

1. Statement of compliance

These consolidated financial statements of the Company have been prepared in accordance with International Financial Reporting Standards ("IFRS"), as issued by the International Accounting Standards Board ("IASB") and interpretations of the International Financial Reporting Interpretation Committee ("IFRIC").

1. Basis of consolidation

These consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, JT Mining, Inc. ("JT Mining"). The Company's previously wholly-owned subsidiary, Epica Gold Inc. ("Epica"), ceased to be a wholly-owned subsidiary upon completion of the Plan of Arrangement with Onyx Gold Corp. ("Onyx Gold") effective on June 6, 2023 (Note 13). Inter-company balances and transactions are eliminated on consolidation.

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HIGHGOLD MINING INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022

(Expressed in Canadian dollars)

1. Basis of measurement

These consolidated financial statements have been prepared on a historical cost basis except for financial instruments classified as financial instruments at fair value through profit or loss, which are stated at their fair value. In addition, these consolidated financial statements have been prepared using the accrual basis of accounting except for cash flow information.

These consolidated financial statements are presented in Canadian dollars, which is also the Company's functional currency. The functional currency of JT Mining is also the Canadian dollar.

d) Judgments and estimates

The preparation of these consolidated financial statements requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, revenues and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances and which form the basis of making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and further periods if the revision affects both current and future periods.

1. • Significant areas requiring the use of estimates relate to the determination of impairment of exploration and evaluation properties, determination of the inputs to the Black Scholes option pricing model, the determination of the incremental borrowing rate used in the measurement of the lease liability, and any required provisions for closure and reclamation.
   • Significant judgment was required to determine that the deferred carrying costs applicable to the Company's gold property assets formed a reasonable and fair basis for the proceeds received on their disposition. Refer to Note 13.
   • Judgment was also involved in the determination that the Company and its wholly-owned subsidiary shared a common functional currency.
2. Accounting Standards Adopted, or Issued but not yet Effective

The Company adopted no material new accounting standards during the current fiscal year, and is unaware of any applicable, but not-yet-adopted standards that are expected to materially affect the financial statements of future periods.

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