STOCK TITAN

Gold X2 Mining Q3 loss widens to C$24.4M

Available on EDGAR Accepted by SEC EDGAR Learn about SEC filing dates
(Moderate)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
6-K

Rhea-AI Filing Summary

Gold X2 Mining Inc. (AUXX) reported loss and comprehensive loss of C$52,532,467 for the nine months ended September 30, 2026, versus C$18,022,034 in the restated 2025 period; third-quarter loss was C$24,360,600 versus C$7,370,924.

Cash was C$79,241,804 at September 30, 2026. Private placements generated C$112,301,560 net, while operating activities used C$49,743,879 over nine months. The 160,000-meter 2026 Moss Gold Project drill program is fully funded. Gold X2 reported no revenue and said continued operations depend on raising equity or borrowing; material uncertainties may cast significant doubt on its ability to continue as a going concern.

A Moss Gold Project PEA reported after-tax NPV of C$3.152 billion and 28.1% IRR under long-term consensus prices. The proposed spin-out would distribute one-fifth of a SpinCo share per Gold X2 share, subject to Gold X2 securityholder, Supreme Court of British Columbia and TSX Venture Exchange approvals and customary closing conditions. On November 6, 2026, Gold X2 completed a mineral-claims acquisition from Bold Ventures Inc. for C$500,000 cash, 150,000 shares and a 2% net smelter returns royalty on Canadian Critical Minerals excluding copper; it can repurchase 1% for C$1,000,000.

0 points · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

1 major · 2 points

How the balance works

Positive

  • None.

Negative

  • Major pointGoing-concern disclosure cites a C$136,024,207 accumulated deficit.
  • Moderate pointNine-month loss and comprehensive loss increased to C$52,532,467 from C$18,022,034.

Filing Explained

If completed, each outstanding Gold X2 option or warrant would retain a Gold X2 right and carry one-fifth of a subsidiary right.

After September 30, 2026, Gold X2 issued 653,333 common shares on RSU vesting and issued another 7,222 and 68,648 shares upon exercises of stock and compensation options, respectively, and these issuances increase the share count and reduce existing holders’ percentage ownership absent offsetting changes.

The proposed Moss royalty distribution would give each outstanding Gold X2 option and warrant a replacement instrument exercisable for one Gold X2 share plus one-fifth of a subsidiary option or warrant, with exercise prices adjusted to reflect relative share values, while outstanding RSUs would be increased under their terms to account for any reduction in Gold X2 share value from the distribution.

Nine-month loss and comprehensive loss C$52,532,467 Nine months ended September 30, 2026; C$18,022,034 in the restated 2025 period
Third-quarter loss and comprehensive loss C$24,360,600 Three months ended September 30, 2026; C$7,370,924 in the 2025 quarter
Cash and cash equivalents C$79,241,804 As of September 30, 2026; C$12,601,306 as of December 31, 2025
Private placement net proceeds C$112,301,560 Net proceeds reported from financing activities for the nine months ended September 30, 2026
Cash used in operating activities C$49,743,879 Nine months ended September 30, 2026
After-tax PEA NPV5% C$3.152 billion Moss Gold Project; long-term consensus price assumptions
PEA IRR 28.1% Moss Gold Project under long-term consensus price assumptions
2026 Moss Gold Project drill program 160,000 meters Described as fully funded
going concern basis financial
"prepared assuming the Company will continue on a going concern basis"
An accounting assumption that a company will continue operating for the foreseeable future and will be able to meet its obligations, so assets and liabilities are recorded on that basis rather than at forced-sale or liquidation values. This matters to investors because it affects how items are measured and reported on the financial statements and can influence valuations and risk assessments; if the assumption is doubtful, auditors and companies disclose that uncertainty.
flow-through premium liability financial
"flow-through premium liability does not represent a cash liability"
net smelter returns royalty technical
"2% net smelter returns royalty on Canadian Critical Minerals"
A net smelter returns (NSR) royalty is a contractual right to receive a percentage of the revenue generated from mined minerals after the ore has been processed and sold, with common deductions for refining, smelting and transport costs. Think of it like a landlord taking a slice of a tenant’s monthly sales after the tenant pays basic operating bills. Investors care because an NSR affects the future cash flow and valuation of a mining project and shifts some upside and downside risk away from the operator to the royalty holder.
Preliminary Economic Assessment technical
"results of its Preliminary Economic Assessment"
A preliminary economic assessment is an initial analysis that estimates the potential profitability and feasibility of a project or resource, such as a new mineral deposit or development venture. It provides a rough idea of costs, benefits, and risks, helping investors decide whether to pursue more detailed studies. This early evaluation is important because it offers a snapshot of whether the project is worth further investment and development.
Mineral Resource Estimate technical
"updated Mineral Resource Estimate"
A mineral resource estimate is a calculated approximation of how much metal or mineral material likely exists in a particular deposit and where it sits underground, similar to estimating how many cookies are in a jar by peeking at the layers. It matters to investors because it provides a data-based starting point for judging a project's potential value, future production and risks, while not guaranteeing recoverable or profitable amounts.
anti-dilutive financial
"as they are anti-dilutive"
A claim, security feature, or action described as anti-dilutive prevents or does not cause a reduction in existing shareholders’ per-share values when additional shares could be issued. For example, certain convertible securities or corporate actions are treated as anti-dilutive for earnings-per-share calculations if including them would raise EPS rather than lower it; investors watch this because it affects reported per-share metrics, ownership percentages, and valuation comparisons, like keeping pie slices the same size instead of making them smaller.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much did Gold X2 (AUXX) lose in the third quarter of 2026?

Gold X2 reported loss and comprehensive loss of C$24,360,600 for the three months ended September 30, 2026, compared with C$7,370,924 in the 2025 quarter. Basic and diluted loss per share was C$0.24 versus C$0.09.

What economics did Gold X2 report for the Moss Gold Project?

Under long-term consensus prices of US$3,137 per ounce of gold and US$37.74 per ounce of silver, with a USD/CAD rate of 1.35, the PEA reported an after-tax NPV5% of C$3.152 billion, a 28.1% IRR and a 2.5-year payback.

How would Gold X2’s proposed SpinCo arrangement affect its options and warrants?

Each outstanding Gold X2 option would be exchanged for one replacement Gold X2 option and one-fifth of a SpinCo option; each outstanding share purchase warrant would similarly be exchanged for one replacement Gold X2 warrant and one-fifth of a SpinCo warrant. Exercise prices would be adjusted to reflect the relative value of the shares.

Why did Gold X2 disclose uncertainty about its ability to continue as a going concern?

Gold X2 reported an accumulated deficit of C$136,024,207, a nine-month loss of C$52,532,467 and no revenue. The company said its ability to continue depends on raising equity capital or borrowings until it becomes profitable, and that material uncertainties may cast significant doubt on its ability to continue as a going concern.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of November 2026

 

Commission File Number 001-43466

 

GOLD X2 MINING INC.

(Exact name of Registrant as specified in its charter)

 

N/A

(Translation of Registrant's name into English)

 

Suite 2300 – 1021 West Hastings Street
Vancouver, BC V6E 0C3
Tel: +1 (604) 288-8005

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F¨                       Form 40-F x

 

 

 

 

 

EXHIBIT INDEX

 

Exhibit Number Description
   
99.1 Condensed Consolidated Interim Financial Statements for the three and nine months ended September 30, 2026 and 2025
   
99.2 Management’s Discussion and Analysis for the three and nine months ended September 30, 2026 and 2025

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    GOLD X2 MINING INC.
     
Date: November 13, 2026 By: /s/ Michael Kanevsky
  Name: Michael Kanevsky
  Title: Chief Financial Officer

 

 

Exhibit 99.1

 

 

GOLD X2 MINING INC.

 

Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

Expressed in Canadian Dollars

 

 

 

 

Gold X2 Mining Inc.

Condensed Consolidated Interim Statements of Financial Position

(Unaudited – Expressed in Canadian Dollars)

 

    September 30,
2026
$
    December 31,
2025
$
 
          (audited)  
ASSETS                
Current assets                
Cash and cash equivalents (Note 10)     79,241,804       12,601,306  
Amounts receivable     2,911,416       541,304  
Prepaid expenses and deposits     1,169,606       292,936  
      83,322,826       13,435,546  
                 
Exploration and evaluation assets (Note 3)     77,856,750       77,779,455  
Right-of-use assets and equipment (Note 4)     645,482       443,284  
Long-term deposits     101,355       86,819  
Total Assets     161,926,413       91,745,104  
                 
LIABILITIES                
Current liabilities                
Accounts payable and accrued liabilities (Note 7)     8,547,089       4,471,554  
Current portion of lease liabilities     66,374       113,995  
Current portion of other liabilities (Note 3)     182,657       165,837  
Flow-through premium liability (Note 5)     16,895,030       997,309  
      25,691,150       5,748,695  
                 
Non-current portion of lease liabilities     53,572       170,372  
Non-current portion of other liabilities (Note 3)     341,915       481,090  
Total liabilities     26,086,637       6,400,157  
                 
EQUITY                
Share capital (Note 6)     257,007,268       161,790,773  
Obligation to issue shares (Notes 3 & 6)     300,000       300,000  
Reserves (Note 6)     14,556,715       7,384,771  
Deficit     (136,024,207 )     (84,130,597 )
Total equity     135,839,776       85,344,947  
Total Liabilities and Equity     161,926,413       91,745,104  

 

Nature of operations and going concern (Note 1)

Subsequent events (Notes 3 & 12)

 

These condensed consolidated interim financial statements were authorized for issue by the Board of Directors on November 13, 2026. They are signed on behalf of the Board of Directors by:

 

“Michael Henrichsen”  “Joanna Pearson”
CEO and Director  Director

 

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

- 1 - 

 

 

Gold X2 Mining Inc.

Condensed Consolidated Interim Statements of Loss and Comprehensive Loss

(Unaudited - Expressed in Canadian Dollars)

 

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2026
$
    2025
$
    2026
$
    2025
$
 
          Restated
(Note 11)
          Restated
(Note 11)
 
Expenses                                
Amortization (Note 4)     69,286       29,221       161,259       56,635  
Consulting fees (Note 7)     487,431       609,399       1,860,986       1,352,814  
Exploration expenses (Note 3)     24,311,732       8,027,532       46,142,800       20,300,714  
General and administrative costs     278,013       23,125       751,155       329,254  
Professional fees     798,245       286,400       1,315,263       671,956  
Regulatory and transfer agent fees     60,518       22,093       178,813       112,597  
Shareholder information and investor relations     492,843       437,166       1,335,215       1,095,378  
Stock-based compensation (Notes 6 & 7)     3,415,003       390,338       11,002,289       1,933,346  
Travel     60,529       45,301       464,578       107,309  
Loss from operating activities     (29,973,600 )     (9,870,575 )     (63,212,358 )     (25,960,003 )
Other income (expenses)                                
Interest expense (Note 3)     (21,687 )     (44,553 )     (82,476 )     (48,198 )
Interest and other income     668,114       223,882       1,563,810       361,465  
Part XII.6 tax (Note 5)     (28,137 )     (3,227 )     (98,372 )     (140,893 )
Settlement of flow-through share premium (Note 5)     4,994,710       2,323,549       9,296,929       5,320,595  
Total     5,613,000       2,499,651       10,679,891       5,492,969  
Loss before income tax for the period     (24,360,600 )     (7,370,924 )     (52,532,467 )     (20,467,034 )
Deferred income tax recovery     -       -       -       (2,445,000 )
                                 
Loss and comprehensive loss for the period     (24,360,600 )     (7,370,924 )     (52,532,467 )     (18,022,034 )
                                 
Loss per share – basic and diluted ($)     (0.24 )     (0.09 )     (0.54 )     (0.28 )
Weighted average number of common shares outstanding – basic and diluted (Note 9)     101,162,876       78,563,773       97,339,679       65,443,275  

 

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

- 2 - 

 

 

Gold X2 Mining Inc.

Condensed Consolidated Interim Statements of Changes in Equity

(Unaudited - Expressed in Canadian Dollars)

 

    Common
Shares
    Share
Capital
$
    Obligation to
issue shares
$
    Reserves
$
    Deficit
$
    Total equity
$
 
Balance, December 31, 2024   55,935,935     105,808,584     7,500,000     7,295,667     (59,092,102 )   61,512,149  
Shares issued for exercise of warrants (Note 6)   2,779,784     4,169,677     -     -     -     4,169,677  
Shares issued for exercise of compensation options (Note 6)   181,704     304,422     -     (119,084 )   -     185,338  
Shares issued for exercise of stock options (Note 6)   168,738     294,237     -     (100,707 )   -     193,530  
Issuance of common shares for exploration and evaluation assets (Notes 3 & 6)   2,083,333     9,538,333     (7,500,000 )   -     -     2,038,333  
Shares issued for private placement (Note 6)   16,424,577     36,085,000     -     -     -     36,085,000  
Flow-through share premium liability (Note 5)   -     (4,167,165 )   -     -     -     (4,167,165 )
Share issuance costs (Note 6)   -     (3,135,263 )   -     -     -     (3,135,263 )
Shares to be issued to acquire net profit interest (Note 3)   -     -     300,000     -     -     300,000  
Shares issued for vesting of restricted share units (Note 6)   68,199     836,079     -     (900,000 )   -     (63,921 )
Stock-based compensation (Note 6)   -     -     -     1,933,346     -     1,933,346  
Fair value of expired warrants, compensation options and stock options (Note 6)   -     -     -     (962,652 )   962,652     -  
Loss and comprehensive loss for the period   -     -     -     -     (18,022,034 )   (18,022,034 )
Balance, September 30, 2025 (as restated, Note 11)   77,642,270     149,733,904     300,000     7,146,570     (76,151,484 )   81,028,990  
Issuance of common shares for exploration and evaluation assets (Notes 3 & 6)   4,180,555     11,339,998     -     -     -     11,339,998  
Shares issued for exercise of compensation options (Note 6)   1,667     6,277     -     (1,527 )   -     4,750  
Shares issued for exercise of stock options (Note 6)   98,611     196,386     -     (65,386 )   -     131,000  
Shares issued for vesting of restricted share units (Note 6)   881,110     514,208     -     (640,688 )   -     (126,480 )
Stock-based compensation (Note 6)   -     -     -     1,293,632     -     1,293,632  
Fair value of replacement options - Kesselrun acquisition   -     -     -     4,558     -     4,558  
Fair value of expired warrants, compensation options and stock options (Note 6)   -     -     -     (352,388 )   352,388     -  
Loss and comprehensive loss for the period   -     -     -     -     (8,331,501 )   (8,331,501 )
Balance, December 31, 2025   82,804,213     161,790,773     300,000     7,384,771     (84,130,597 )   85,344,947  
Shares and units issued for private placement (Note 6)   16,576,603     114,708,300     -     1,190,000     -     115,898,300  
Flow-through share premium liability (Note 5)   -     (25,194,650 )   -     -     -     (25,194,650 )
Share issuance costs (Note 6)   -     (3,596,740 )   -     -     -     (3,596,740 )
Shares issued for vesting of restricted share units (Note 6)   87,500     194,250     -     (194,250 )   -     -  
Shares issued for exercise of warrants (Note 6)   168,000     177,587     -     (46,546 )   -     131,041  
Shares issued for exercise of compensation options (Note 6)   200,946     756,845           (184,150 )         572,695  
Shares issued for exercise of stock options (Note 6)   1,389,848     8,133,403     -     (3,956,542 )   -     4,176,861  
Fair value of expired options (Note 6)   -     -     -     (638,857 )   638,857     -  
Shares issued for exploration and evaluation assets (Notes 3 & 6)   3,531     37,500     -     -     -     37,500  
Stock-based compensation (Note 6)   -     -     -     11,002,289     -     11,002,289  
Loss and comprehensive loss for the period   -     -     -     -     (52,532,467 )   (52,532,467 )
Balance, September 30, 2026   101,230,641     257,007,268     300,000     14,556,715     (136,024,207 )   135,839,776  

 

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

- 3 - 

 

 

Gold X2 Mining Inc.

Condensed Consolidated Interim Statements of Cash Flows

(Unaudited – Expressed in Canadian Dollars)

 

   Nine months ended
September 30,
 
   2026
$
   2025
$
 
      Restated
(Note 11)
 
Cash flows from operating activities          
Loss for the period   (52,532,467)   (18,022,034)
Adjustments for:          
Amortization and interest expense   232,473    104,833 
Stock-based compensation   11,002,289    1,933,346 
Accrued part XII.6 tax expense   -    95,553 
Deferred income tax recovery   -    (2,445,000)
Other non-cash income   22,002    16,558 
Recovery of flow-through share premium   (9,296,929)   (5,320,595)
    (50,572,632)   (23,637,339)
Changes in non-cash working capital items:          
Amounts receivable, prepaid expenses and deposits   (3,246,782)   (422,570)
Accounts payable and accrued liabilities   4,075,535    2,556,836 
Cash and cash equivalents used in operating activities   (49,743,879)   (21,503,073)
           
Cash flows from investing activities          
Exploration and evaluation assets and long-term deposits   (54,331)   (5,256,140)
Net profit interest payment   (180,000)   (100,000)
Right-of-use assets and equipment   (491,950)   (183,509)
Cash and cash equivalents used in investing activities   (726,281)   (5,539,649)
           
Cash flows from financing activities          
Private placement, net of share issuance costs   112,301,560    32,949,737 
Proceeds from warrants exercised   131,041    4,169,677 
Proceeds from compensation options exercised   572,695    185,338 
Proceeds from stock options exercised   4,176,861    193,530 
Repayment of lease obligations   (71,499)   (69,545)
Settlement of restricted share units   -    (63,921)
Cash and cash equivalents generated from financing activities   117,110,658    37,364,816 
           
Change in cash and cash equivalents   66,640,498    10,322,094 
Cash and cash equivalents, beginning of period   12,601,306    15,379,270 
Cash and cash equivalents, end of period (Note 10)   79,241,804    25,701,364 
Supplemental cash flow information (Note 10)          

 

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

- 4 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

1.NATURE OF OPERATIONS AND GOING CONCERN

 

Gold X2 Mining Inc. (the “Company”) (“Gold X2”) is a gold focused Canadian mineral exploration company. The Company’s primary business is the acquisition, exploration and evaluation of resource properties in Canada. Gold X2 currently holds title to the Moss Gold Project, Huronian Project, Hillcrest Project, Coldstream Project and an option to earn into the Vanguard Project and Star Lake Project located in Ontario, Canada. The Company’s head office is located at Suite 2300 – 1021 West Hastings Street, Vancouver, British Columbia, V6E 0C3 and its registered and records office is at Suite 3500 – 1133 Melville Street Vancouver, British Columbia, V6E 4E5.

 

These condensed consolidated interim financial statements have been prepared assuming the Company will continue on a going concern basis, meaning it will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the ordinary course of operations. As at September 30, 2026, the Company had an accumulated deficit of $136,024,207 and incurred a loss of $52,532,467 for the nine months ended September 30, 2026. The Company’s ability to continue as a going concern is dependent upon its ability to raise equity capital or borrowings sufficient to meet future obligations until such a time as the Company is profitable. The business of mining and exploration involves a high degree of risk and there can be no assurance that management’s plans will be successful. The Company currently is not generating any revenue. Whether and when the Company can obtain profitability and positive cash flows from its operations is uncertain. These material uncertainties may cast significant doubt on the Company’s ability to continue as a going concern. These condensed consolidated interim financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. Such adjustments could be material.

 

2.MATERIAL ACCOUNTING POLICY INFORMATION

 

Statement of compliance

 

The Company’s condensed consolidated interim financial statements have been prepared in accordance with IFRS Accounting Standards (“IFRS”), as applicable to interim financial reports including International Accounting Standards 34 “Interim Financial Reporting” issued by the International Accounting Standards Board (“IASB”).

 

These condensed consolidated interim financial statements do not include all the information and note disclosures required by IFRS for annual financial statements and should be read in conjunction with the annual financial statements for the year ended December 31, 2025, which have been prepared in accordance with IFRS as issued by the IASB.

 

The policies applied in these condensed consolidated interim financial statements are the same as those applied in the most recent annual financial statements and were consistently applied to all the periods presented.

 

Basis of preparation

 

These condensed consolidated interim 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 (“FVTPL”), which are stated at their fair value. In addition, these condensed consolidated interim financial statements have been prepared using the accrual basis of accounting, except for cash flow information.

 

As described in Note 6, the Company completed a 6-for-1 share consolidation on July 29, 2026. All numbers related to shares, stock options, compensation options, RSU, warrants and per share amounts have been retroactively restated to reflect the share consolidation in these condensed consolidated interim financial statements.

 

Basis of consolidation

 

The condensed consolidated interim financial statements include the accounts of the Company and its wholly owned subsidiaries Goldshore Mining Inc. (formerly Moss Lake Project Inc.) (“Goldshore”), Kesselrun Resources Ltd (“Kesselrun”), 1602630 B.C. Ltd. and 1611028 B.C. Ltd. Intercompany balances and transactions, including unrealized income and expenses arising from inter-company transactions, are eliminated on consolidation.

 

The legal subsidiaries of the Company are as follows:

 

      Beneficial Ownership Interest 
Name of Subsidiary  Place of Incorporation  September 30,
2026
   December 31,
2025
 
Goldshore Mining Inc.  British Columbia, Canada   100%   100%
Kesselrun Resources Ltd  British Columbia, Canada   100%   100%
1602630 B.C. Ltd.  British Columbia, Canada   100%   - 
1611028 B.C. Ltd.  British Columbia, Canada   100%   - 

 

- 5 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

2.MATERIAL ACCOUNTING POLICY INFORMATION (continued)

 

Presentation and functional currency

 

The presentation and functional currency of the Company and its subsidiaries is the Canadian dollar. All amounts in these condensed consolidated interim financial statements are expressed in Canadian dollars, unless otherwise indicated.

 

Significant accounting judgments and estimates

 

The preparation of these condensed consolidated interim financial statements requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of expenses during the reporting period. Actual outcomes could differ from these estimates. In preparing these condensed consolidated interim financial statements, the Company applied the critical judgments and estimates disclosed in Note 2 of its audited consolidated financial statements for the year ended December 31, 2025.

 

Initial application of standards, interpretations and amendments to standards and interpretations in the reporting period

 

The IASB issued certain new accounting standards or amendments that are mandatory for accounting periods on or after January 1, 2026. The effect of such new accounting standards or amendments did not have a material impact on the Company and therefore the Company did not record any adjustments to the financial statements.

 

New and amended IFRS standards not yet effective

 

Certain new accounting standards or interpretations have been published that are not mandatory for the current period and have not been early adopted. These standards and interpretations are not expected to have a material impact on the Company’s financial statements, except for IFRS 18 “Presentation and Disclosure in Financial Statements”.

 

IFRS 18 includes requirements for all entities applying IFRS for the presentation and disclosure of information in financial statements and has an effective date of January 1, 2027. The effects of the adoption of IFRS 18 on the Company’s financial statements have not yet been determined.

 

3.EXPLORATION AND EVALUATION ASSETS

 

The schedules below summarize the carrying amounts of acquisition costs as at September 30, 2026 and December 31, 2025 and exploration expenditures incurred during the nine months ended September 30, 2026 and 2025:

 

   Moss Gold Project
$
   Other Projects
$
   Total
$
 
Exploration and evaluation assets               
Balance, December 31, 2024 (restated)   52,055,250    314,000    52,369,250 
Acquisition costs   8,364,527    348,650    8,713,177 
Acquisition cost – Coldstream Project   200,000    -    200,000 
Acquisition costs – Huronian Project   16,497,028    -    16,497,028 
Balance, December 31, 2025   77,116,805    662,650    77,779,455 
Acquisition costs   9,672    67,623    77,295 
Balance, September 30, 2026   77,126,477    730,273    77,856,750 
                
Exploration and evaluation expenditures               
Assays   3,498,255    -    3,498,255 
Camp and transportation   4,466,731    -    4,466,731 
Community   444,250    -    444,250 
Consulting and salaries   4,619,298    -    4,619,298 
Database management   549,771    -    549,771 
Drilling   24,402,817    -    24,402,817 
Engineering studies   709,521         709,521 
Environmental consulting   5,558,150    -    5,558,150 
Geochemistry and geophysics   1,489,255    -    1,489,255 
Other   131,051    4,300    135,351 
Resource estimate   269,401    -    269,401 
Nine months ended September 30, 2026   46,138,500    4,300    46,142,800 

 

- 6 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

3.EXPLORATION AND EVALUATION ASSETS (continued)

 

Exploration and evaluation expenditures               
Assays   3,289,183    -    3,289,183 
Camp costs   1,221,414    -    1,221,414 
Consulting and salaries   3,612,426    22,721    3,635,147 
Database management   207,287    -    207,287 
Drilling   7,312,229    -    7,312,229 
Environmental consulting   3,145,496    -    3,145,496 
Geochemistry and geophysics   472,875    -    472,875 
Government grant   (200,000)   -    (200,000)
Other costs   1,217,083    -    1,217,083 
Nine months ended September 30, 2025 (restated, Note 11)   20,277,993    22,721    20,300,714 

 

Moss Gold Project

 

On January 25, 2021, the Company entered into a purchase agreement with Moss Lake Gold Mines Ltd. and Wesdome Gold Mines Ltd. (“Wesdome”) to acquire a 100% interest in the Moss Gold Project located in Ontario, Canada (the “Transaction”). The Transaction closed on September 4, 2021 (“Closing”). In exchange for a 100% interest in the project, the Company will:

 

·Pay $12,500,000 cash to Wesdome upon closing (paid);

·Issue common shares with a fair value equal to the greater of a) $19,500,000 and b) 30% of the issued and outstanding common shares of the Company to Wesdome at closing (issued 30,085,000 common shares);

·Issue $20,000,000 in common shares to Wesdome in the form of milestone payments consisting of:

o$5,000,000 within 12 months of Closing (issued 1,388,889 common shares on June 6, 2022);

o$7,500,000 upon the earlier of (i) the Company completing an updated Preliminary Economic Assessment (“PEA”) or pre-feasibility study; and (ii) 30 months from Closing (issued 2,083,333 common shares on December 4, 2023); and

o$7,500,000 upon the earlier of (i) the Company completing a feasibility study, (ii) the date on which the Company makes a development decision on the Moss Gold Project, and (iii) 48 months from Closing (issued 2,083,333 common shares on May 30, 2025).

·Grant to Wesdome a 1.0% net smelter royalty (“NSR”) on all metal production from the Moss Gold Project. The Company had the right to repurchase the NSR for $7,500,000 ($5,500,000 cash payment and $2,000,000 common share issuance) between December 4, 2023 and September 4, 2025 (30 and 48 months after Closing). On May 26, 2025, the Company provided notice to Wesdome of its intent to repurchase the NSR. On July 21, 2025 the Company paid $5,500,000 cash payment and issued 555,556 common shares with a fair value of $2.49 per common share.

·Grant Wesdome the option of representation on the Company’s Board of Directors with two appointees relative to Wesdome’s total share ownership of the Company (completed). This nomination right lapsed during the year ended December 31, 2024.

 

The Moss Gold Project carries an underlying advanced royalty commitment due quarterly until the project enters production, which was inherited from Wesdome at the time of acquisition, presented as other costs in the table above.

 

On May 1, 2025, the Company entered into an agreement to repurchase 1.5% of a 2.5% net profit interest (“NPI”) on the Moss Gold Project for a total purchase price of $1,590,000 through a combination of share consideration and cash payments over a term of 48-months. On August 1, 2025, the Company completed an initial share issuance of 166,667 common shares. Key terms of the option agreement are as follows:

 

1.Monthly cash payments of $20,000 over four years (as at September 30, 2026, $340,000 has been paid);

2.Issuance of 166,667 common shares (issued on August 1, 2025, at a value of $435,000, Note 6);

3.On the fourth anniversary of the agreement date, on May 1, 2029, issue to the seller that number of common shares in the capital of the Company having a total value of $300,000.

 

The deferred payments were discounted using a rate of 12.95% per annum, resulting in a present value of $746,194 recognized as part of exploration and evaluation assets and a corresponding liability. As of September 30, 2026, the current portion of the liability was $182,657, the non-current portion was $341,915, and interest accretion of $57,646 was recorded during the nine months ended September 30, 2026. After the NPI repurchase, the annual underlying advanced royalty commitment is $18,125, payable on a quarterly basis.

 

- 7 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

3.EXPLORATION AND EVALUATION ASSETS (continued)

 

Moss Gold Project (continued)

 

Huronian Project

 

On November 28, 2025, the Company acquired a 100% interest in the Huronian Gold Project (“Huronian Project”), located adjacent to the Company’s Moss Gold Project in Northern Ontario, through the acquisition of all of the issued and outstanding common shares of Kesselrun for total consideration paid of $13,846,269 in cash and common shares of the Company.

 

The transaction closed on November 28, 2025. Under the terms of the arrangement, each Kesselrun shareholder received $0.02 in cash and 0.0359 of a Gold X2 common share. As part of the transaction, Gold X2 also assumed $2.0 million of Kesselrun’s outstanding debt and provided a $0.5 million interest-free bridge loan prior to closing. The acquisition enhances the regional scale and strategic potential of the Company’s Northern Ontario gold assets through consolidation of complementary land positions. The consideration paid on the acquisition of Kesselrun was accounted for as an acquisition of exploration and evaluation assets with the fair value of the shares issued valued using the market value of the Company’s shares on the date of change of control. The acquisition of Kesselrun was recorded in the accounts of the Company at its fair value determined as follows:

 

Consideration paid for 100% interest is as follows:    
Cash paid to shareholders  $2,000,000 
Common shares issued   11,339,998 
Fair value of replacement options granted   4,558 
Transaction costs   501,713 
Total consideration paid  $13,846,269 
      
Allocation of purchase price     
Cash  $117,774 
Amounts receivables   77,525 
Huronian Project   16,497,028 
Cash paid to settle Kesselrun debt   (2,000,000)
Inter-company loan   (500,000)
Accounts payable and accrued liabilities   (346,058)
Net assets acquired  $13,846,269 

 

The Huronian Project carries various net smelter return (“NSR”) royalties ranging from 0.5% to 2.00%, some of which include buy-back provisions that allow the Company, at its option, to reduce the NSR. The total cost of the NSR’s if the Company were to exercise all of its buy-back rights is $3,834,000 for a total NSR of 1.50%. The Company retains a right of first refusal to acquire certain NSRs on the same terms and conditions as any arm’s length third-party offer.

 

Coldstream Property

 

On October 20, 2025, the Company entered into a property purchase agreement with an arms length party (the “Vendor”) to acquire all of the rights, title and interests in and to the mineral exploration property known as the Coldstream Property located in the Province of Ontario.

 

In consideration of the Coldstream Claims, the Company paid the Vendor an initial cash payment of $200,000, and on or before the date that is 12 months from the effective date, the Company will pay the Vendor a final cash payment of $200,000 (paid subsequent to September 30, 2026). Commencing from the execution of the purchase agreement until completion of the transaction, the Company will act as the operator of the Coldstream Property.

 

Subsequent to September 30, 2026, the Company completed the transaction and granted the Vendor a 2% net smelter returns royalty (the “NSR Royalty”) with respect the Coldstream Claims. The Company has the right to re-purchase from the Vendor 1% of the NSR Royalty for $500,000 within 30 days of commercial production.

 

- 8 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

3.EXPLORATION AND EVALUATION ASSETS (continued)

 

Other Projects

 

Star Lake Property

 

On January 9, 2026, the Company entered into a definitive agreement with Sky Gold Corp. to acquire, in stages, up to 100% of Sky Gold’s interest in an option agreement over the Star Lake Property. Pursuant to the agreement, the Company has the right to earn 50%, 75% and 100% of Sky Gold’s interests in the Option Agreement (the “Option Agreement”) between Sky Gold and a local prospector (the “Local Prospector”) on the terms outlined below. Upon acquisition of 100% of the option interest, Gold X2 will have the exclusive right to purchase a 100% interest in the mineral rights forming the Star Lake Property. Gold X2 will be the operator of the Star Lake property.

 

Stage 1 – Acquisition of 50% of the Option Interest: In order to acquire 50% of the Option Interest the Company must: (i) provide $395,200 of assessment credits for the Stare Lake property, (which has been provided); (ii) issue Sky Gold shares of Gold X2 having a total value of $37,500 upon receipt of the TSX approval (issued) and another $37,500 at any time prior to Gold X2’s completion of the requirements for the 50% assignment of the interest; (iii) pay the Local Prospector $200,000 in either cash or shares, at the Company’s election and issue the Local Prospector shares of the Company having a total value of $25,000, in each case, by November 14, 2026 (issued subsequent to September 30, 2026); and (iv) complete Sky Gold’s exploration spend obligation under the underlying option agreement totaling $1,000,000 on or before March 14, 2028.

 

Stage 2 – Acquisition of 75% of the Option Interest: In order to acquire 75% of the Option Interest the Company must: (i) incur an additional $250,000 exploration spend on the Star Lake property; (ii) issue Sky Gold shares of the Company having a total value of $100,000; and (iii) issue the Local Prospector shares of the Company having a total value of $50,000.

 

Stage 3 – Acquisition of 100% of the Option Interest: In order to acquire 100% of the Option Interest the Company must: (i) incur an additional $250,000 exploration spend on the Star Lake property; (ii) issue Sky Gold shares of the Company having a total value of $125,000 and pay Sky Gold $250,000 in cash; and (iii) issue the Local Prospector shares of the Company having a total value of $50,000.

 

Exercising the Option: Upon acquiring 100% of the Option Interest, the Company may exercise its option to acquire the Star Lake property by issuing the Local Prospector that number of the Company’s shares having an aggregate value equal to the value of 125,000 shares of Sky Gold, determined as of the issuance date. Upon completion of the acquisition, the Local Prospector will retain a 2% NSR royalty on the Star Lake property and the Company will retain Sky Gold’s rights under the Option Agreement to purchase the NSR royalty from the Local Prospector in full for $3M. Additionally, the Company will be required to make minimum and advance royalty payments to the Local Prospector of $20,000 yearly from 2030-2033.

 

On February 19, 2026, the Company entered into an amendment agreement with Sky Gold to amend the definitive agreement dated January 9, 2026. The amendment establishes minimum issue prices for shares issued to satisfy dollar-denominated consideration under the definitive agreement of $5.40 per the Company’s share and $0.085 per Sky Gold share. All other terms and conditions of the definitive agreement remain unchanged and in full force and effect.

 

- 9 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

3.EXPLORATION AND EVALUATION ASSETS (continued)

 

Other Projects (continued)

 

Vanguard Project

 

On July 5, 2022, as amended on May 29, 2023, May 21, 2024 and July 25, 2025, the Company executed an option agreement with Thunder Gold Corp. (“Thunder Gold”) to earn in to certain mining claims held by Thunder Gold in the Shebandowan greenstone belt known as the Vanguard Project (the “Vanguard Project”). The effective date of the agreement was July 28, 2022. Key terms of the option agreement are as follows:

 

1.Total cash payments of an aggregate of $110,000 to Thunder Gold over 3 years, to be paid as follows:

 

a.$10,000 within five days of July 28, 2022 (paid);

b.an additional $20,000 on or before July 28, 2023, (paid);

c.an additional $30,000 on or before July 28, 2024, (paid); and

d.an additional $100,000 on or before July 28, 2025 (paid).

 

2.Total share issuance of an aggregate of 250,000 common shares of the Company (each, a “Share”) (such Shares to be subject to resale restrictions) as follows:

 

a.50,000 Shares within five days of the Effective Date (issued on August 2, 2022 at fair value of $81,000);

b.An additional 50,000 Shares on or before July 28, 2023 (issued on July 28, 2023 at a fair value of $43,500);

c.an additional 66,667 Shares on or before July 28, 2024 (issued on July 26, 2024 at a fair value of $110,000); and

d.an additional 83,333 Shares on or before July 28, 2025 (issued on July 28, 2025 at a fair value of $220,000).

 

3.Total incurred expenditures on the Vanguard Project of not less than $5,289,000 at any time as follows:

 

a.$100,000 on or before January 28, 2023 (completed);

b.an additional $120,000 on or before July 28, 2023 (completed);

c.an additional $80,000 on or before July 28, 2024 (completed); and

d.an additional $4,989,000 which may be incurred at any time, at the sole discretion of the Optionee.

 

4.Other non-material administrative and technical matters guiding the earn in relationship between the Company and Thunder Gold.

 

Hillcrest Project

 

On May 8, 2023, the Company staked various claims located in Ontario which comprise the Hillcrest Project for acquisition costs of $19,500. During the year ended December 31, 2025, these claims lapsed, and the Company staked various claims, including the original cells and expanded areas, for acquisition costs of $28,650.

 

- 10 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

4.RIGHT-OF-USE ASSETS AND EQUIPMENT

 

A continuity of the Company’s right-of-use assets and equipment is as follows:

 

    Right-of-use assets
(vehicles and office)
$
    Equipment
$
    Total
$
 
Balance, December 31, 2024     468,181       33,256       501,437  
   Additions     165,976       203,796       369,772  
   Write-off     (66,231 )     -       (66,231 )
Balance, December 31, 2025     567,926       237,052       804,978  
   Additions     -       491,950       491,950  
   Dispositions     (198,666 )     -       (198,666 )
   Write-off     (76,535 )     -       (76,535 )
Balance, September 30, 2026     292,725       729,002       1,021,727  
                         
Accumulated amortization                        
Balance, December 31, 2024     276,424       33,256       309,680  
   Additions     73,754       27,933       101,687  
   Write-off     (49,673 )     -       (49,673 )
Balance, December 31, 2025     300,505       61,189     $ 361,694  
   Additions     58,488       102,771       161,259  
   Dispositions     (99,449 )     -       (99,449 )
   Write-off     (47,259 )     -       (47,259 )
Balance, September 30, 2026     212,285       163,960       376,245  
Net book value                        
Balance, December 31, 2025     267,421       175,863       443,284  
Balance, September 30, 2026     80,440       565,042       645,482  

 

5.FLOW-THROUGH PREMIUM LIABILITY

 

The following is a continuity of the Company’s flow-through premium liability:

 

    Issued
October 2024
$
    Issued
June 2025
$
    Issued
February 2026
$
    Total
$
 
Balance, December 31, 2024     3,561,195       -       -       3,561,195  
   Additions     -       4,167,165       -       4,167,165  
   Settlement of flow-through share premium     (3,561,195 )     (3,169,856 )     -       (6,731,051 )
Balance, December 31, 2025     -       997,309       -       997,309  
   Additions     -       -       25,194,650       25,194,650  
   Settlement of flow-through share premium     -       (997,309 )     (8,299,620 )     (9,296,929 )
Balance, September 30, 2026     -       -       16,895,030       16,895,030  

 

Flow-through share arrangements entitle the holder of the flow-through share to a 100% tax deduction in respect of qualifying Canadian exploration expenses as defined in the Income Tax Act, Canada (“Qualifying CEE”).

 

During the nine months ended September 30, 2026, the Company amortized $9,296,929 of its flow-through share premium liabilities (nine months ended September 30, 2025 - $5,320,595) upon incurring Qualifying CEE. The flow-through premium liability does not represent a cash liability to the Company and is to be fully amortized to the statement of loss and comprehensive loss pro-rata with the amount of qualifying expenditures that will be incurred.

 

- 11 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

5.FLOW-THROUGH PREMIUM LIABILITY (continued)

 

As at September 30, 2026, the Company must spend $62,557,273 on Qualifying CEE by December 31, 2027.

 

During the nine months ended September 30, 2026, the Company incurred $98,372 (nine months ended September 30, 2025 - $140,893) in Part XII.6 tax in respect of unspent flow-through proceeds renounced in year 1 under the Look-Back Rule, in accordance with the Income Tax Act of Canada.

 

6.SHARE CAPITAL AND RESERVES

 

Authorized share capital

 

Unlimited number of common shares without par value.

 

Share consolidation

 

On July 29, 2026, the Company completed a 6-for-1 share consolidation. All share, stock options, compensation options, RSU, warrants and per share amounts have been retroactively restated to reflect the share consolidation.

 

Details of common shares issued during the nine months ended September 30, 2026

 

On February 19, 2026, the Company completed the first tranche of a non-brokered private placement and issued 3,966,667 units of the Company at a price of $5.70 per unit for total gross proceeds of $22,610,000 and 2,777,778 charity flow-through common shares at a price of $7.40 for gross proceeds of $20,549,999. Each unit is comprised of one common share and one common share purchase warrant. Each warrant is exercisable for a period of two years from the date of issue to acquire one additional common share at a price of $8.52 per share and have a value of $1,190,000 based on the residual value method. On February 26, 2026, the Company completed the second tranche of a non-brokered private placement and issued 9,832,158 charity flow-through common shares at a price of $7.40 for gross proceeds of $72,738,301. The total premium received from both tranches on the charity flow-through common shares issued was determined to be $25,194,650. In connection with the non-brokered private placements, the Company paid $3,596,740 of share issuance costs.

 

On March 13, 2026, the Company issued 3,531 shares with a fair value of $37,500 to Sky Gold pursuant to the Star Lake property acquisition agreement (Note 3).

 

During the nine months ended September 30, 2026, 1,389,848 stock options were exercised into common shares at a weighted average exercise price of $3.01 for gross proceeds of $4,176,861.

 

During the nine months ended September 30, 2026, the Company issued 87,500 common shares in connection with the vesting of 87,500 RSUs previously granted to a former officer of the Company.

 

During the nine months ended September 30, 2026, 168,000 warrants were exercised into common shares at a weighted average exercise price of $0.78 for gross proceeds of $131,041.

 

During the nine months ended September 30, 2026, 200,946 compensation options were exercised into common shares at an exercise price of $2.85 for gross proceeds of $572,695.

 

Details of common shares issued during the year ended December 31, 2025

 

On May 30, 2025, the Company issued 2,083,333 common shares at a value of $3.60 per share for a total value of $7,500,000 to Wesdome Gold Mines Ltd. pursuant to its purchase agreement for the Moss Gold Project (Note 3).

 

On June 20, 2025, the Company completed a bought deal private placement for aggregate gross proceeds of $36,085,000. In connection with the private placement, the Company issued:

 

·4,385,965 flow-through common shares at a price of $2.28 for gross proceeds of $10,000,000;

·4,734,848 charity flow-through common shares at a price of $2.64 for gross proceeds of $12,500,000;

·7,303,764 common shares at a price of $1.86 for gross proceeds of $13,585,000.

 

- 12 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

6.SHARE CAPITAL AND RESERVES (continued)

 

Based on the difference in price between flow-through shares and the Company’s common shares, management accounted for the premium paid on the flow-through shares on a residual basis as a flow-through premium liability of $4,167,165 (Note 5). In connection with the private placement, the Company paid the underwriters a cash commission of $2,038,395, paid fees of $159,915 and incurred other share issuance costs of $936,953.

 

On July 21, 2025, the Company issued 555,556 common shares with a fair value of $1,383,333 to Wesdome pursuant to its repurchase of the 1.0% NSR on all metal production from the Moss Gold Project (Note 3).

 

On July 28, 2025, the Company issued 83,333 common shares with a fair value of $220,000 to Thunder Gold Corp. pursuant to its option agreement for the Vanguard Project (Note 3).

 

On August 1, 2025, the Company issued 166,667 common shares with a fair value of $435,000 related to the agreement to repurchase 1.5% of a 2.5% NPI on the Moss Gold Project (Note 3).

 

On August 1, 2025, the Company issued an aggregate of 500,000 common shares pursuant to the vesting of 500,000 RSUs. In connection with the vesting, a total of $765,000 was transferred from reserves to share capital.

 

On November 28, 2025, the Company issued 3,374,999 common shares with a fair value of $11,339,998 as part of the consideration paid for the acquisition of Kesselrun (Note 3).

 

During the year ended December 31, 2025, a total of 1,018,750 RSU’s vested which were settled by way of a combination of cash and equity, comprised of the issuance of 949,309 common shares and an aggregate cash payment of $190,401. In connection with the vesting, a total of $1,540,688 was transferred from reserves to share capital.

 

During the year ended December 31, 2025, 2,779,784 warrants were exercised into common shares at an exercise price of $1.50 for aggregate gross proceeds of $4,169,677.

 

During the year ended December 31, 2025, 183,371 compensation options were exercised into common shares at an average exercise price of $1.04, for aggregate gross proceeds of $190,088. In connection with the exercises, a total of $120,611 was transferred from reserves to share capital.

 

During the year ended December 31, 2025, 267,349 stock options were exercised into common shares at an average exercise price of $1.21 for gross proceeds of $324,530. In connection with the exercises, a total of $166,093 was transferred from reserves to share capital.

 

Omnibus Incentive Plan

 

The Company adopted an Omnibus Incentive Plan on November 3, 2022 (the “Plan”), approved by shareholders at the Company’s annual general meeting on June 26, 2025. Under the Plan, the Company may grant its directors, officers, employees and consultants stock options, restricted share units, and deferred share units (together the “Share Based Compensation”) of the Company and which reserves up to 10% of its outstanding shares as Share Based Compensation. The exercise price shall not be less than the market value (“Market Value”) of the common shares of the Company as of the grant date. Market Value will be the closing trading price of the common shares on the day immediately preceding the grant date and may be less than this price if it is within the discounts permitted by the applicable regulatory authorities including the TSX Venture Exchange. The expiry date of an option shall be determined by the Board of Directors of the Company and shall be no later than the tenth anniversary of the grant date of such option. The vesting terms and conditions of stock options are determined by the Board of Directors.

 

- 13 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

6.SHARE CAPITAL AND RESERVES (continued)

 

Stock options

 

The following is a continuity of the Company’s stock options outstanding for the year ended December 31, 2025 and for the nine months ended September 30, 2026:

 

   Weighted
average
exercise price
   Number of options 
Closing balance, December 31, 2024  $                  2.40    4,013,647 
Granted   3.30    2,485,792 
Exercised   1.20    (267,349)
Cancelled/Forfeited   4.68    (531,442)
Closing balance, December 31, 2025  $2.79    5,700,648 
Granted   7.36    987,501 
Exercised   3.01    (1,389,848)
Expired   5.94    (219,963)
Closing balance, September 30, 2026  $3.48    5,078,338 

 

During the nine months ended September 30, 2026, the Company recognized $5,500,523 (nine months ended September 30, 2025 – $868,716) in stock-based compensation expense related to the vesting of stock options. During the nine months ended September 30, 2026, the fair value of expired stock options of $638,857 was reclassified to deficit (nine months ended September 30, 2025 – $962,652).

 

As at September 30, 2026, the Company had the following options outstanding:

 

 

Expiry date

  Options
outstanding
   Options
exercisable
   Exercise price   Remaining
contractual life
(in years)
 
November 23, 2026   16,666    16,666   $3.90    0.15 
April 24, 2028   237,499    237,499   $1.50    1.57 
December 22, 2028   236,111    236,111   $0.90    2.23 
May 28, 2029   375,000    250,000   $1.35    2.66 
November 28, 2029   958,335    611,112   $2.28    3.16 
September 2, 2030   54,167    18,056   $2.52    3.93 
October 28, 2030   61,111    -   $3.06    4.08 
November 6, 2030   1,926,948    619,169   $3.06    4.10 
December 15, 2030   225,000    -   $3.84    4.21 
January 29, 2031   487,500    162,500   $7.14    4.33 
February 4, 2031   350,000    116,665   $7.14    4.35 
April 1, 2031   41,667    -   $9.24    4.50 
April 2, 2031   25,000    -   $8.94    4.51 
July 14, 2031   41,667    -   $6.72    4.79 
September 10, 2031   41,667    -   $9.50    4.95 
Total   5,078,338    2,267,778           

 

- 14 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

6.SHARE CAPITAL AND RESERVES (continued)

 

Stock options (continued)

 

The weighted average remaining contractual life of stock options outstanding at September 30, 2026 was 3.66 years (December 31, 2025 – 3.44 years).

 

The table below summarizes the weighted average fair value of stock options granted, exercised and the closing share price at the date of exercise during the nine months ended September 30, 2026 and 2025:

 

   Nine months ended September 30, 
   2026   2025 
Weighted average:          
Fair value of stock options granted  $5.12   $1.44 
Fair value of stock options exercised  $2.85   $0.60 
Closing share price at the date of exercise  $8.86   $2.06 

 

Stock options were priced based on the Black-Scholes option pricing model using the following weighted average assumptions to estimate the fair value of options granted:

 

   Nine months ended September 30, 
   2026   2025 
Risk-free interest rate   2.99%   2.81%
Expected option life in years   5    5 
Expected share price volatility   92.05%   85.49%
Grant date share price  $7.17   $2.14 
Expected forfeiture rate   Nil    Nil 
Expected dividend yield   Nil    Nil 

 

Restricted Share Units (“RSUs”)

 

The following is a continuity of the Company’s RSU’s outstanding for the nine months ended September 30, 2026 and year ended December 31, 2025:

 

   Value at
grant date
   Number of RSU’s 
Closing balance, December 31, 2024  $1.56    1,039,583 
Granted   3.06    824,167 
Vested   1.56    (1,018,750)
Cancelled/ Forfeited   1.56    (20,833)
Closing balance, December 31, 2025  $3.05    824,167 
Granted   7.73    744,167 
Vested   2.22    (87,500)
Closing balance, September 30, 2026  $5.45    1,480,834 

 

During the nine months ended September 30, 2026, the Company recognized $5,501,766 (nine months ended September 30, 2025 - $1,064,630) in stock-based compensation expense related to the vesting of RSU’s.

 

- 15 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

6.SHARE CAPITAL AND RESERVES (continued)

 

As at September 30, 2026, the Company had the following RSU’s outstanding:

 

Vesting date   RSU’s
outstanding
    Value at
grant date
    Remaining
vesting term
(in years)
 
October 28, 2026     8,333     $ 3.06       0.08  
November 6, 2026     645,000     $ 3.06       0.10  
December 2, 2026     83,334     $ 3.84       0.17  
January 29, 2027     469,167     $ 8.28       0.33  
February 4, 2027     233,333     $ 6.42       0.35  
April 1, 2027     16,667     $ 9.24       0.50  
July 14, 2027     8,333     $ 6.78       0.79  
September 10, 2027     16,667     $ 9.50       0.95  
Total     1,480,834                  

 

Warrants

 

The following is a continuity of the Company’s warrants outstanding for the nine months ended September 30, 2026 and for year ended December 31, 2025:

 

   Weighted average
exercise price
   Number of warrants 
Closing balance, December 31, 2024  $                   1.44    3,006,610 
Exercised   1.50    (2,779,784)
Expired   1.50    (58,826)
Closing balance, December 31, 2025  $0.78    168,000 
Issued   8.52    3,966,667 
Exercised   0.78    (168,000)
Closing balance, September 30, 2026  $8.52    3,966,667 

 

The weighted average remaining contractual life of warrants outstanding as at September 30, 2026 was 4.39 years (December 31, 2025 – 0.88 years).

 

Compensation options

 

The following is a continuity of the Company’s compensation options outstanding for the nine months ended September 30, 2026 and for the year ended December 31, 2025:

 

   Weighted-average
exercise price
   Number of options 
Closing balance, December 31, 2024  $                   2.10    452,966 
Exercised   1.02    (183,371)
Closing balance, December 31, 2025  $2.85    269,595 
Exercised   2.85    (200,946)
Closing balance, September 30, 2026  $2.85    68,649 

 

As at September 30, 2026, the Company had the following compensation options outstanding:

 

Expiry date  Compensation
options
outstanding
   Compensation
options
exercisable
   Exercise
price
   Remaining
contractual life
(in years)
 
October 29, 2026   68,649    68,649   $2.85    0.08 
Total   68,649    68,649           

 

The weighted average remaining contractual life of compensation options outstanding at September 30, 2026 was 0.08 years (December 31, 2025 – 0.83 years).

 

- 16 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

7.RELATED PARTY BALANCES AND TRANSACTIONS

 

All transactions with related parties have occurred in the normal course of operations and are measured at the amount of consideration paid or received.

 

A summary of the Company’s related party transactions with significant shareholders is as follows:

 

   Three months ended
September 30,
   Nine months ended
September 30,
 
   2026
$
   2025
$
   2026
$
   2025
$
 
Stock-based compensation paid to a significant shareholder   -    5,398    -    5,398 

 

There are no ongoing contractual commitments resulting from these transactions with related parties.

 

Key management personnel compensation

 

Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of executive and non-executive members of the Company’s Board of Directors and corporate officers.

 

Nine months ended September 30, 2026  Salaries and
Consulting
   Share-based
compensation
   Bonus   Total 
  $   $   $   $ 
Michael Henrichsen, Chief Executive Officer   270,000    415,492    360,000    1,045,492 
Michael Kanevsky, Chief Financial Officer   161,411    292,393    -    453,804 
Peter Flindell, Chief Operating Officer(1)     232,500    214,892    -    447,392 
Sam Gibson, Vice President Corporate Development   206,253    706,973    -    913,226 
Amiel Blajchman, Vice President Sustainability(1)   125,000    222,732    -    347,732 
Juciane Gomes, Former Interim Chief Financial Officer   14,000    6,837    -    20,837 
Board of Directors   199,379    1,113,475    -    1,312,854 
Total   1,208,543    2,972,794    360,000    4,541,337 

 

 

(1)Salary recorded in exploration and evaluation expenditures in the statement of loss and comprehensive loss.

 

Nine months ended September 30, 2025  Salaries and
Consulting
   Share-based
compensation
   Bonus   Total 
  $   $   $   $ 
Michael Henrichsen, Chief Executive Officer   225,000    314,072    -    539,072 
Peter Flindell, Chief Operating Officer(1)     210,000    104,452    -    314,452 
Sam Gibson, Vice President Corporate Development   175,998    125,383    -    301,381 
Marlis Yassin, Former Chief Financial Officer   12,000    8,570    -    20,570 
Erica Bergstrom, Former Chief Financial Officer   164,728    70,986    -    235,714 
Board of Directors   -    388,584    -    388,584 
Former Directors   -    16,713    -    16,713 
Sentinel   -    1,980    -    1,980 
Total   787,726    1,030,740    -    1,818,466 

 

 

(1)Salary recorded in exploration and evaluation expenditures in the statement of loss and comprehensive loss.

 

- 17 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

7.RELATED PARTY BALANCES AND TRANSACTIONS (continued)

 

Three months ended September 30, 2026  Salaries and
Consulting
   Share-based
compensation
   Bonus   Total 
  $   $   $   $ 
Michael Henrichsen, Chief Executive Officer   90,000    152,376    -    242,376 
Michael Kanevsky, Chief Financial Officer   60,000    98,535    -    158,535 
Peter Flindell, Chief Operating Officer(1)     77,500    77,983    -    155,483 
Sam Gibson, Vice President Corporate Development   68,751    205,057    -    273,808 
Amiel Blajchman, Vice President Sustainability   62,500    112,590    -    175,090 
Board of Directors   71,879    420,996    -    492,875 
Total   430,630    1,067,537    -    1,498,167 

 

 

(1)Salary recorded in exploration and evaluation expenditures in the statement of loss and comprehensive loss.

 

Three months ended September 30, 2025  Salaries and
Consulting
   Share-based
compensation
   Bonus   Total 
  $   $   $   $ 
Michael Henrichsen, Chief Executive Officer   75,000    73,542    -    148,542 
Peter Flindell, Chief Operation Officer(1)     70,000    24,487    -    94,487 
Sam Gibson, Vice President Corporate Development   66,000    34,617    -    100,617 
Erica Bergstrom, Former Chief Financial Officer   93,224    -    -    93,224 
Board of Directors   -    115,417    -    115,417 
Former Directors   -    (22,424)   -    (22,424)
Total   304,224    225,639    -    529,863 

 

 

(1)Salary recorded in exploration and evaluation expenditures in the statement of loss and comprehensive loss.

 

Included in accounts payable and accrued liabilities at September 30, 2026 were the following amounts owed to related parties:

 

·$31,500 to the Company’s Chief Executive Officer for compensation (December 31, 2025 - $353,476) and $5,063 for travel expenditures (December 31, 2025 - $13,737).

·$Nil to the Company’s Chief Operating Officer for compensation (December 31, 2025 - $227,345) and $7,622 for travel expenditures (December 31, 2025 - $7,345).

·$Nil to the Company’s Vice President Corporate Development for compensation (December 31, 2025 - $220,000) and $15,485 for travel expenditures (December 31, 2025 - $Nil).

·$120 to the Company’s Vice President Sustainability for travel expenditures (December 31, 2025 - $Nil).

·$10,250 to a Director of the Company for director fees (December 31, 2025 - $Nil).

 

The amounts are unsecured, non-interest bearing and without fixed terms of repayment.

 

Under the terms of their management agreements, certain officers of the Company are entitled to ranges from 3 to 12 months of base pay in the event of their agreements being terminated without cause.

 

During the nine months ended September 30, 2025, the Company was party to a service agreement whereby it had contracted administrative, corporate and financial reporting services with Sentinel Corporate Services Inc. (“Sentinel”), a company controlled by a close family member of Marlis Yassin, the former Chief Financial Officer. During the nine months ended September 30, 2025, the Company incurred related party expenses with Sentinel for administration, corporate and financial reporting services of $15,000. The agreement was in effect until April 30, 2025.

 

- 18 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

8.FINANCIAL INSTRUMENTS

 

a)Categories of financial instruments and fair value measurements

 

The Company’s financial assets and liabilities are classified as follows:

 

   September 30, 2026
$
   December 31, 2025
$
 
Financial assets:          
Amortized cost          
Cash and cash equivalents   79,241,804    12,601,306 
Amounts receivable   2,911,416    541,304 
Financial liabilities:          
Amortized cost          
Accounts payable and accrued liabilities   8,547,089    4,471,554 
Other liabilities   524,572    646,927 
Lease liabilities   119,946    284,367 

 

Accounts payable and accrued liabilities include amounts due to and due from related parties (Note 7) and other liabilities. The Company’s cash and cash equivalents, amounts receivable, accounts payable and accrued liabilities approximate their carrying amounts due to the short-term nature of these instruments. Other liabilities and lease liabilities are recorded using effective interest rate method.

 

b)Management of financial risks

 

The Company’s risk exposures arising from financial instruments and the impact on the Company’s consolidated financial statements are summarized below:

 

Credit risk

 

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. As at September 30, 2026, the Company was exposed to credit risk on its cash and cash equivalents and amounts receivable. The Company’s cash and cash equivalents are held with high credit quality financial institutions in Canada and amounts receivable are due from the Canada Revenue Agency; therefore, management considers its exposure to credit risk to be low. The Company’s maximum exposure to credit risk is equal to the carrying amount of its cash and cash equivalents and amounts receivables.

 

Liquidity risk

 

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with its financial liabilities. The Company manages liquidity risk by maintaining adequate cash and managing its capital and expenditures. At September 30, 2026, the Company had cash and cash equivalents of $79,241,804 and accounts payable and accrued liabilities of $8,547,089 with contractual maturities of less than one year. The Company’s ability to continue as a going concern is dependent on management’s ability to raise financing until such time that the Company is profitable. The Company manages its liquidity risk by forecasting cash flows from operations and investing activities. Management and the Board of Directors are actively involved in the review, planning and approval of significant expenditures and commitments. At September 30, 2026, the Company assessed its liquidity risk as low.

 

Market risk

 

The risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: foreign currency risk, interest rate risk and other price risk. The Company is not exposed to significant currency risk, interest rate risk or other price risk. There have been no changes to the Company’s market risk exposure since December 31, 2025.

 

- 19 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

9.BASIC AND DILUTED LOSS PER COMMON SHARE

 

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2026     2025     2026     2025  
Basic weighted average number of common shares outstanding     101,162,876       78,563,773       97,339,679       65,443,275  
Effect of outstanding securities     -       -       -       -  
Diluted weighted average number of common shares outstanding     101,162,876       78,563,773       97,339,679       65,443,275  

 

For the nine months ended September 30, 2026 and 2025, the Company incurred a loss and comprehensive loss. As such, diluted loss per share excludes any potential conversion of 5,078,338 (2025 – 3,581,519) stock options, 1,480,834 (2025 – 506,250) RSU’s, 3,966,667 (2025 – 168,000) warrants and 68,649 (2025 – 271,261) compensation options as they are anti-dilutive.

 

10.SUPPLEMENTAL CASH FLOW INFORMATION

 

Breakdown of cash and cash equivalents  September 30, 2026
$
   December 31, 2025
$
 
Cash held in bank accounts   74,103,722    7,575,416 
Guaranteed investment certificate   5,138,082    5,025,890 
Total   79,241,804    12,601,306 

 

   September 30, 2026
$
   September 30, 2025
$
 
Non-cash investing and financing activities:          
Shares issued for exploration and evaluation assets   37,500    9,538,333 
Exploration and evaluation asset costs in accounts payable and accrued liabilities   -    2,550,623 
Interest received   1,575,811    313,318 
Interest paid   82,476    48,198 
Income taxes paid   -    - 

 

11.CHANGE IN ACCOUNTING POLICY

 

During the year ended December 31, 2025, the Company adopted a new accounting policy with respect to exploration and evaluation assets and expenditures as described in Note 18 to the consolidated financial statements for the year ended December 31, 2025. In prior years the Company’s policy was to capitalize by property all costs directly related to the exploration and evaluation of mineral properties classified as exploration and evaluation assets. The Company has elected to change this accounting policy to expensing such costs as exploration expenses in profit and loss as incurred.

 

The new accounting policy has been applied in preparing the consolidated financial statements for the year ended December 31, 2025, the comparative information for the nine months ended September 30, 2025, and the preparation of the reconciliation tables below.

 

An explanation of how the transition from the amounts previously reported has affected the Company’s financial position, financial performance, and cash flows is set out below.

 

- 20 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

11.CHANGE IN ACCOUNTING POLICY (continued)

 

a)Reconciliation of Condensed Consolidated Interim Statements of Loss and Comprehensive Loss

 

For the nine months ended September 30, 2025:

 

   As Previously
Reported
   Adjustment   As Restated 
Exploration expenses  $-   $20,300,714   $20,300,714 
Expenses   5,659,289    20,300,714    25,960,003 
Loss before income taxes   166,320    20,300,714    20,467,034 
Deferred income tax expense (recovery)   5,398,000    (7,843,000)   (2,445,000)
Loss and comprehensive loss  $5,564,320   $12,457,714   $18,022,034 

 

b)Reconciliation of Consolidated Statements of Cash Flows

 

For the nine months ended September 30, 2025:

 

   As Previously
Reported
   Adjustment   As Restated 
Loss for the period  $(5,564,320)  $(12,457,714)  $(18,022,034)
Deferred income tax expense   5,398,000    (7,843,000)   (2,445,000)
Accounts payable and accrued liabilities   6,213    2,550,623    2,556,836 
Cash flows used in operating activities   (3,752,982)   (17,750,091)   (21,503,073)
Mineral property acquisition, exploration and long-term deposits   (23,006,231)   (17,750,091)   (5,256,140)
Cash flows used in investing activities   (23,289,740)   (17,750,091)   (5,539,649)
Change in cash and cash equivalents  $10,322,094    -   $10,322,094 

 

12.SUBSEQUENT EVENTS

 

Proposed Spin-out of Net Smelter Royalty

 

On October 27, 2026, the Company announced it has entered into definitive agreements in respect of the previously announced spin-out, on July 15, 2026, of a 1.0% net smelter return royalty on any potential future mineral production at the Company’s 100% owned Moss Gold Project (the “NSR Royalty”) to its newly incorporated wholly-owned subsidiary 1602630 B.C. Ltd (“SpinCo”).

 

The Company, through its wholly-owned subsidiary Goldshore Mining Inc., has entered into a royalty agreement, pursuant to which the Company will cause the NSR Royalty to be granted to SpinCo.

 

The Company has entered into an arrangement agreement with its direct and indirect subsidiaries SpinCo, Kesselrun Resources Ltd., Goldshore Mining Inc. and 1611028 B.C. Ltd. (the “Arrangement Agreement”). Pursuant to the Arrangement Agreement, the NSR Royalty that has been created and granted by the Company’s subsidiary, Goldshore Mining Inc., will be transferred to a subsidiary of SpinCo and the shares of SpinCo (the “SpinCo Shares”) will be spun-out pro rata to the Gold X2 Shareholders by way of a statutory plan of arrangement under the under the Business Corporations Act (British Columbia) (the “Arrangement”).

 

Each Gold X2 Shareholder as of a particular date to be announced prior to closing of the Arrangement (the “Record Date”) will receive one-fifth of one Spinco Share for each one common share of Gold X2 (each, a “Gold X2 Share”) held as of the Record Date. There will be no change in the Gold X2 Shareholders’ holdings in Gold X2 as a result of the Arrangement.

 

- 21 - 

 

 

Gold X2 Mining Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three and nine months ended September 30, 2026 and 2025

(Unaudited – Expressed in Canadian Dollars Unless Otherwise Noted)

 

12.SUBSEQUENT EVENTS (continued)

 

Proposed Spin-out of Net Smelter Royalty (continued)

 

Each outstanding Gold X2 stock option will be exchanged for one replacement Gold X2 option (each, a “Gold X2 Replacement Option”) exercisable to acquire one Gold X2 Share and one-fifth of one SpinCo stock option (each whole option, a “SpinCo Option”), each whole SpinCo Option being exercisable to acquire one SpinCo Share. The exercise prices for the Gold X2 Replacement Options and the SpinCo Options will be adjusted to reflect the relative value of the shares. Each outstanding Gold X2 restricted share unit (“RSU”) will be adjusted and increased, in accordance with its terms, to reflect any reduction in the value of a Gold X2 Share resulting from the distribution of the SpinCo Shares and each such RSU shall otherwise be continued on the same terms and conditions as were applicable immediately before the effective time of the Arrangement. Each outstanding Gold X2 share purchase warrant will be exchanged for one replacement Gold X2 warrant (each, a “Gold X2 Replacement Warrant”) exercisable to acquire one Gold X2 Share and one-fifth of one SpinCo warrant (each whole option, a “SpinCo Warrant”), each whole SpinCo Warrant being exercisable to acquire one SpinCo Share. The exercise prices for the Gold X2 Replacement Warrants and the SpinCo Warrants will be adjusted to reflect the relative value of the shares.

 

The Arrangement is subject to approval by Gold X2 shareholders, the holders of Gold X2 options and the holders of Gold X2 share purchase warrants (collectively, the “Gold X2 Securityholders”), as well as, approval of the Supreme Court of British Columbia, the TSX Venture Exchange and other customary closing conditions.

 

Acquisition of Exploration and Evaluation Assets

 

On November 6, 2026, the Company completed an acquisition of certain mineral claims (the “Acquired Claims”) from Bold Ventures Inc. in exchange for $500,000 in cash, 150,000 common shares of the Company and a 2.00% NSR royalty on all Canadian Critical Minerals (excluding copper) derived from within the Acquired Claims. The Company maintains the right to buy back one half of the NSR (1%) for $1,000,000 in cash.

 

Stock Options Exercised

 

Subsequent to September 30, 2026, 7,222 stock options were exercised into common shares at a weighted average exercise price of $3.06 for gross proceeds of $22,099.

 

RSUs Vested

 

Subsequent to September 30, 2026, the Company issued 653,333 common shares in connection with the vesting of RSUs previously granted to employees, consultants, directors and officers of the Company.

 

Compensation Options Exercised

 

Subsequent to September 30, 2026, 68,648 compensation options were exercised into common shares at a weighted average exercise price of $2.85 for gross proceeds of $195,649 and 1 compensation option with a weighted average exercise price of $2.85 expired.

 

- 22 - 

 

 

 Exhibit 99.2

  

 

GOLD X2 MINING INC.

 

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

  

 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

This Management’s Discussion and Analysis (“MD&A”) is dated November 13, 2026, and presents the financial condition and results of operations of Gold X2 Mining Inc. (“GoldX2” or the “Company”) for the three and nine months ended September 30, 2026. This MD&A should be read in conjunction with the Company’s unaudited condensed consolidated interim financial statements for the three and nine months ended September 30, 2026 and 2025 (the “Financial Statements”) and related notes thereto. In addition, this MD&A should be read in conjunction with the audited annual consolidated financial statements and the relates notes for the years ended December 31, 2025 and 2024. The financial data was prepared using accounting policies consistent with International Financial Reporting Standards (“IFRS”), as applicable to interim financial reports including International Accounting Standards 34 – “Interim Financial Reporting” issued by the International Accounting Standards Board (“IASB”), and all figures are reported in Canadian dollars unless otherwise indicated.

 

This MD&A contains forward-looking statements. Statements regarding the adequacy of cash resources to carry out the Company’s exploration programs or the need for future financing are forward-looking statements. All forward-looking statements, including those not specifically identified herein, are made subject to cautionary language included in this MD&A. Readers are advised to refer to the cautionary language when reading any forward-looking statements.

 

This MD&A is prepared in conformity with National Instruments 51-102F1 Continuous Disclosure Obligations.

 

Peter Flindell, PGeo, MAusIMM, MAIG, Chief Operating Officer of the Company, and a qualified person under National Instrument 43-101 Standards of Disclosure for Mineral Projects, has approved the scientific and technical information contained in this MD&A.

 

DESCRIPTION AND OVERVIEW OF BUSINESS

 

Gold X2 is a gold focused Canadian mineral exploration company. The Company’s primary business is the acquisition and evaluation of precious metal mineral properties in Canada. Gold X2 currently holds title to the Moss Gold Project, Huronian Project, Coldstream Project, Hillcrest Project, Bluffpoint Project, an option to earn into the Vanguard Project and Star Lake Project located in Ontario, Canada. The Company was incorporated under the Business Corporations Act (British Columbia) on April 30, 2009. The Company’s head office is located at Suite 2300 – 1021 West Hastings Street, Vancouver, British Columbia, V6E 0C3 and its registered and records office is at Suite 3500 – 1133 Melville Street Vancouver, British Columbia, V6E 4E5. The Company’s shares are trading on the TSX Venture Exchange under the symbol “AUXX”. On September 8, 2026, the Company also listed its shares on the NYSE American stock exchange under the symbol “AUXX”.

 

As of the date of this MD&A, the Company’s Board of Directors consists of the following: Tom Obradovich (Chairman), Michael Henrichsen, David Stone, Shawn Khunkhun, Joanna Pearson, Kyle Hickey and Brad Cornborough.

 

Additional information relating to the Company is available on SEDAR+ at www.sedarplus.ca, the U.S. Securities and Exchange Commission (the “SEC”) at www.sec.gov and the Company’s website at www.goldx2.com.

 

2026 Strategic and Corporate Highlights

 

·On November 6, 2026, the Company completed an acquisition of certain mineral claims (the “Acquired Claims”) from Bold Ventures Inc. in exchange for $500,000 in cash, 150,000 common shares of the Company and a 2.00% NSR royalty on all Canadian Critical Minerals (excluding copper) derived from within the Acquired Claims. The Company maintains the right to buy back one half of the NSR (1%) for $1,000,000 in cash.

 

·On November 2, 2026, the Company announced that it has successfully completed its previously announced acquisition of all of the rights, titles and interests in a mineral exploration property known as the Coldstream Claims located in the Province of Ontario.

 

  2 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

·On October 27, 2026, the Company announced it has entered into definitive agreements in respect of the previously announced spin-out, on July 15, 2026, of a 1.0% net smelter return royalty on any potential future mineral production at the Company’s 100% owned Moss Gold Project (the “NSR Royalty”) to its newly incorporated wholly-owned subsidiary 1602630 B.C. Ltd (“SpinCo”). The Company, through its wholly-owned subsidiary Goldshore Mining Inc., has entered into a royalty agreement, pursuant to which the Company will cause the NSR Royalty to be granted to SpinCo.

 

The Company has entered into an arrangement agreement with its direct and indirect subsidiaries SpinCo, Kesselrun Resources Ltd., Goldshore Mining Inc. and 1611028 B.C. Ltd. (the “Arrangement Agreement”). Pursuant to the Arrangement Agreement, the NSR Royalty that has been created and granted by the Company’s subsidiary, Goldshore Mining Inc., will be transferred to a subsidiary of SpinCo and the shares of SpinCo (the “SpinCo Shares”) will be spun-out pro rata to the Gold X2 Shareholders by way of a statutory plan of arrangement under the under the Business Corporations Act (British Columbia) (the “Arrangement”).

 

Each Gold X2 Shareholder as of a particular date to be announced prior to closing of the Arrangement (the “Record Date”) will receive one-fifth of one Spinco Share for each one common share of Gold X2 (each, a “Gold X2 Share”) held as of the Record Date. There will be no change in the Gold X2 Shareholders’ holdings in Gold X2 as a result of the Arrangement.

 

Each outstanding Gold X2 stock option will be exchanged for one replacement Gold X2 option (each, a “Gold X2 Replacement Option”) exercisable to acquire one Gold X2 Share and one-fifth of one SpinCo stock option (each whole option, a “SpinCo Option”), each whole SpinCo Option being exercisable to acquire one SpinCo Share. The exercise prices for the Gold X2 Replacement Options and the SpinCo Options will be adjusted to reflect the relative value of the shares. Each outstanding Gold X2 restricted share unit (“RSU”) will be adjusted and increased, in accordance with its terms, to reflect any reduction in the value of a Gold X2 Share resulting from the distribution of the SpinCo Shares and each such RSU shall otherwise be continued on the same terms and conditions as were applicable immediately before the effective time of the Arrangement. Each outstanding Gold X2 share purchase warrant will be exchanged for one replacement Gold X2 warrant (each, a “Gold X2 Replacement Warrant”) exercisable to acquire one Gold X2 Share and one-fifth of one SpinCo warrant (each whole option, a “SpinCo Warrant”), each whole SpinCo Warrant being exercisable to acquire one SpinCo Share. The exercise prices for the Gold X2 Replacement Warrants and the SpinCo Warrants will be adjusted to reflect the relative value of the shares. The Arrangement is subject to approval by Gold X2 shareholders, the holders of Gold X2 options and the holders of Gold X2 share purchase warrants (collectively, the “Gold X2 Securityholders”), as well as, approval of the Supreme Court of British Columbia, the TSX Venture Exchange and other customary closing conditions.

 

·On September 21, 2026, the Company appointed Mr. Steven Scott as Chief Geologist. Steven Scott is a professional geologist and technical leader with more than 15 years of experience in gold exploration, geological modelling, resource growth, and project evaluation across Canada, the United States and Mexico. Mr. Scott has broad experience in structural interpretation, target generation, drill program design, QA/QC, and the integration of geological, geochemical, geophysical, and drilling datasets. In his role as Chief Geologist, he will provide technical leadership to the Exploration Team at Gold X2, with a focus on advancing geological models, developing and prioritizing high-quality exploration targets, and making potential new discoveries to support continued resource growth.

 

·On September 21, 2026, the Company entered into a binding letter of intent with Bold Ventures Inc. (“Bold Ventures”) whereby the Company would acquire certain mineral claims (the “Mineral Claims”) from Bold Ventures for consideration of $500,000 in cash, 150,000 common shares of the Company and a 2.00% NSR royalty on rare earth elements derived from such mineral claims. The acquisition was subject to a number of conditions precedent including all necessary regulatory and TSXV approvals.

 

  3 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

·On September 8, 2026, the Company’s shares commenced trading on the NYSE American LLC (the “NYSE American”) under the symbol “AUXX”. This strategic initiative is part of the Company’s goal to broaden its investor base, increase trading liquidity, enhance visibility among North American institutional investors and provide U.S. retail investors with better access to the Company’s shares.

 

·Effective July 29, 2026, the Company completed a 6-for-1 share consolidation. All share, stock option, compensation option, restricted share unit (“RSU”), warrant and per share amounts have been retroactively restated to reflect the share consolidation.

 

·On July 9, 2026, the Company announced the appointment of Mr. Brad Cornborough to its Board of Directors. Mr. Cornborough is a lawyer who has extensive experience with capital projects, regulatory matters and First Nations engagement, across the mining, forestry and transportation sectors.

 

·On April 2, 2026, the Company announced the appointment of Mr. Amiel Blajchman as Vice President, Sustainability. Mr. Blajchman will oversee the execution of the Company’s commitment to responsibly advance the Moss Gold Project. Mr. Blajchman brings more than 20 years of experience advancing mining and resource development projects across Canada and internationally.

 

·On February 19, 2026, the Company completed the first tranche of a non-brokered private placement and issued 3,966,667 units of the Company at a price of $5.70 per unit for total gross proceeds of $22,610,000 and 2,777,778 charity flow-through common shares at a price of $7.40 for gross proceeds of $20,549,999. Each unit is comprised of one common share and one common share purchase warrant. Each warrant is exercisable for a period of two years from the date of issue to acquire one additional common share at a price of $8.52 per share. On February 26, 2026, the Company completed the second tranche of a non-brokered private placement and issued 9,832,158 charity flow-through common shares at a price of $7.50 for gross proceeds of $72,738,301. The total premium received from both tranches on the charity flow-through common shares issued was determined to be $25,194,650. The gross proceeds from the sale of the charity flow-through shares will be used to advance exploration and resource expansion activities at the Company’s Moss Gold Project. The financing included significant participation from AngloGold Ashanti, which upon closing, had acquired 9,832,158 common shares representing approximately a 9.9% equity interest in the Company, alongside another strategic investor; AngloGold Ashanti entered into an investor rights agreement providing participation and top-up rights and collaboration through a joint technical committee. Separately, Hess Capital acquired 3.97 million units, with proceeds supporting project advancement and consulting services to be provided post-closing.

 

·On January 26, 2026, the Company announced the results of its Preliminary Economic Assessment (the “PEA”) and updated Mineral Resource Estimate (“MRE”) for its 100% owned Moss Gold Project.

 

·On January 12, 2026, the Company entered into a definitive agreement with Sky Gold Corp. to acquire, in stages, up to 100% of Sky Gold’s interest in an option agreement over the 10,540-hectare Star Lake Project, located approximately 23 km east of the Company’s Moss Gold Project in the Shebandowan Greenstone Belt, Ontario, which would increase Gold X2’s total regional land package to 48,455 hectares. The Company may earn a 50%, 75%, and ultimately 100% interest through staged consideration comprising assessment credits, exploration expenditures, cash payments, and share issuances to Sky Gold and the underlying local prospector, with Stage 1 obligations required by March 14, 2028, and no time limits on subsequent stages. Upon earning 100% of the option interest, Gold X2 will have the exclusive right to acquire 100% of the mineral rights, subject to a retained 2% net smelter return royalty held by the local prospector, which may be repurchased for $3 million, and minimum annual advance royalty payments of $20,000 from 2030 to 2033.

 

·On February 19, 2026, the Company entered into an amendment agreement with Sky Gold establishing minimum issue prices for shares issued to satisfy dollar-denominated consideration under the definitive agreement dated January 9, 2026 of $5.40 per the Company’s share and $0.085 per Sky Gold share. All shares issued are subject to a four-month hold period, no finders’ fees are payable, and the transaction is at arm’s length.

 

  4 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

2026 ACQUISITION AND EXPLORATION HIGHLIGHTS

 

Moss Gold Project

 

Preliminary Economic Assessment and Mineral Resource Estimate

 

On January 26, 2026, the Company announced the results of its Preliminary Economic Assessment (the “PEA”) and updated Mineral Resource Estimate (“MRE”) for its 100% owned Moss Gold Project.

 

·Base Case (US$2,750/oz Au, US$35.00/oz Ag, $1.34 USD/CAD): After-tax NPV5% of $2.232 billion, IRR of 22.1% and payback of 3.2 years.

 

Long-Term Consensus Gold Price (US$3,137/oz, US$37.74/oz Ag, $1.35 USD/CAD): After-tax NPV5% of $3.152 billion, IRR of 28.1% and payback of 2.5 years.

 

·Spot Gold Price (US$4,600/oz, US$90.00/oz Ag, $1.35 USD/CAD): After-tax NPV5% of $6.578 billion, IRR of 48.6% and payback of 1.0 years.

 

·PEA results reflective of the potential for a top 10 producing gold mine in Canada: Estimated average annual payable gold production of approximately 265,000 ounces and silver production of 374,000 ounces respectively over an initial 13.2 year mine life.

 

·Strong margins support rapid payback and significant free cash flow generation: All in Sustaining Costs (“AISC”) of US$1,188/oz and Cash Costs of US$999/oz rank the Moss Gold Project in the second quartile of the cost curve. The Project forecasts after-tax free cash flow of $4.035 billion over the life of mine (“LOM”) at US$2,750/oz gold and $10.466 billion at the current gold price of US$4,600/oz.

 

·Detailed capital and infrastructure costs: Initial capital costs of C$2.001 billion (US$1.493 billion) including contingencies of $303 million and excluding working capital.

 

·PEA represents a true base-case scenario at a gold price of US$2,750/oz, silver price of US$35.00/oz, with a clear path to improving economic performance and mine life extension.

 

·Potential to improve grade in early years of production by optimizing mine scheduling and utilizing stockpile management, which was not included in the final PEA.

·Potential for improved processing and metallurgical recoveries through evaluation of a gravity circuit.

·Potential to increase mine life through additional drilling of mineralized zones both within and immediately adjacent to the Reasonable Prospects of Eventual Economic Extraction (“RPEEE”) open pit shell.

 

·Updated Mineral Resource Estimate for Moss Gold Deposit – improved geological model and resource confidence.

 

·Indicated Resources of 2.125 Moz Au at 1.03 g/t Au, 3.160 Moz Ag at 1.53 g/t Ag contained within 64.3 Mt.

·Inferred Resources of 3.910 Moz Au at 0.97 g/t Au, 6.273 Moz Ag at 1.55 g/t Ag contained within 125.9 Mt.

·73% increase in Indicated ounces following newly completed structural and lithological models and 2025 drilling.

·Ten primary shear corridors contain 55% of resource within the Moss Deposit.

  

  5 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

·Updated Mineral Resource Estimate for East Coldstream Deposit – not currently included in the PEA.

 

·Indicated Resources of 0.333 Moz Au at 1.09 g/t Au contained within 9.5 Mt.

·Inferred Resources of 0.299 Moz Au at 1.06 g/t Au contained within 8.8 Mt.

 

The Company’s 2026 drill program of 160,000 meters is currently underway. It is fully funded and has a clearly defined objective of advancing the Moss Gold Project on three fronts: 1) resource expansion through stepout drilling, 2) resource conversion through infill drilling to upgrade Inferred resources to the Indicated category in support of project development, and 3) exploration drilling at near-deposit targets with the potential to define additional open pit and underground mineable styles of mineralization.

 

In addition, the 2026 exploration program will look to advance the surface exploration along three 10km-long mineralized trends located southwest of the Moss Gold Deposit. The program will include a ground-based induced polarization geophysical survey and a systematic geochemical survey. This program will focus on: 1) discovering additional gold prospects along trend and to the southwest of the Moss Deposit; 2) continued evaluation of the Deaty Trend where the Company made an initial discovery in 2025; and 3) evaluating the high-grade Ardeen Trend, which hosts high-grade vein mineralisation at the historic Ardeen gold mine.

 

Drilling results received to date covering 145 drill holes (41,844 meters) from grade control, infill and expansion drilling at Moss, as well as scout drilling at Bunker, were reported in news releases in the first half of 2026 (found on SEDAR+ and the Company’s website). Drilling results from 55 holes (24,651 meters) in scout drilling at Span, infill drilling at Main and Southwest Zones, and initial drilling at QES Deeps were reported in the third quarter of 2026.

 

Huronian Project

 

On September 30, 2025, the Company entered into a definitive arrangement agreement with Kesselrun, pursuant to which the Company agreed to acquire all the issued and outstanding common shares of Kesselrun. The acquisition provided the Company with a 100% interest in the Huronian Gold Project, located adjacent to and contiguous with the Company’s Moss Gold Project in Northern Ontario. The transaction closed on November 28, 2025. Under the terms of the arrangement, each Kesselrun shareholder received $0.02 in cash and 0.0359 of a Gold X2 common share, representing approximately 4.13% of the Company’s outstanding shares on a post-transaction basis. As part of the transaction, Gold X2 also assumed $2.0 million of Kesselrun’s outstanding debt and provided a $0.5 million interest-free bridge loan prior to closing. The acquisition enhances the regional scale and strategic potential of its Northern Ontario gold assets through consolidation of complementary land positions. The Huronian Project carries various NSR royalties ranging from 0.5% to 2.00%, some of which include buy-back provisions that allow the Company, at its option, to reduce the NSR. The total cost of the NSR’s if the Company were to exercise all of its buy-back rights is $3,834,000 for a total NSR of 1.50%. The Company retains a right of first refusal to acquire certain NSRs on the same terms and conditions as any arm’s length third-party offer.

 

The Huronian Gold Project is in the Thunder Bay Mining District in northwestern Ontario, approximately 105 km west of the City of Thunder Bay, and is directly west, and adjacent, to Gold X2’s Moss Gold Project. The Huronian Gold Project is defined by 293 contiguous mineral claims (4,777.0 ha) and four mining patents (404.3 ha). The mineral claim types include both single cell and boundary cell claims. Most of the claims (279 claims or 95%) occur within the Moss Township. The remaining claims extend southward into the northernmost Powell Lake or Nelson Lake areas. The mining patents occur in the central and northern portions of the Huronian Gold Project. The two central patents were granted in 1858 and include mining and surface rights that encompass the area surrounding the historic and past-producing Ardeen Mine.

 

Kesselrun obtained an early exploration permit for the Huronian Gold Project on August 13, 2025, covering Moss Township and surrounding areas. The permit is on the Winnipeg River watershed and is effective for a period of three years. As exploration activities progress, Gold X2 will apply for additional permits (e.g., a permit to take water and road maintenance permit) for the Huronian Gold Project as required and in association with the host Indigenous communities.

 

  6 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

On October 23, 2025, the Company filed a technical report prepared in accordance with National Instrument 43-101–Standards of Disclosure for Mineral Projects (the “Technical Report“) on the high-grade Huronian Gold Project, a past-producing mine strategically located adjacent to Gold X2’s flagship Moss Gold Project in northwestern Ontario. The Technical Report was prepared by Michael B. Dufresne, M.Sc., P.Geo., and D. Roy Eccles, M.Sc., P.Geol., P.Geo., both independent Qualified Persons as defined by NI 43-101. Information of a scientific or technical nature in respect of the Huronian Gold Project (found on SEDAR+).

 

The Company will commence exploration on the Huronian Project in the fourth quarter with an IP gradient array survey that will cover the extensions of the Moss Trend and Deaty Trend that have been insufficiently explored because they cover the boundary areas of the Company’s Hamlin Block and the area previously owned by Kesselrun. In addition to a bedrock geochemical survey, exploration will unify the exploration dataset over the newly combined area.

 

Coldstream Property

 

On October 28, 2025, the Company entered into a property purchase agreement with an arms length party (the “Vendor”) pursuant to which Gold X2 acquired from the Vendor all of the rights, title and interests in and to the mineral exploration property known as the Coldstream Claims located to the west of the Moss Gold Deposit in the Province of Ontario.

 

The acquisition resulted in the addition of 939 hectares, further consolidating Gold X2’s land position and enhancing exploration potential across the Shebandowan Greenstone Belt.

 

In consideration for the Coldstream Claims, the Company paid the Vendor an initial cash payment of $200,000, and 12 months after the effective date, in October 2026, the Company paid a final cash payment of $200,000 and granted the Vendor a 2% net smelter returns royalty (the “NSR Royalty”) with respect the Coldstream Claims, of which, 1% can be repurchased from the Vendor for $500,000 within 30 days of the commencement of commercial production.

 

This area will also be explored as part of the above program over the Huronian Project and Hamlin Block.

 

Environmental studies

 

During 2025, CSL Environmental & Geotechnical continued environmental baseline studies focused on surface water hydrology and commenced the drilling of water bores in the proposed pit area, along with packer testing and nested water well pairs, of which three were completed to date. Clearview Geophysics completed a seismic geophysics survey over the proposed pit area to assist in the development of a model of the glacial till overburden covering the deposit.

 

In 2026, the Company has continued its environmental baseline work to establish and document the existing conditions at the Moss Gold Project.

 

Community Engagement

 

On May 8, 2025, the Company signed an Impact Benefit Agreement (“IBA”) term sheet with the Lac des Mille Lacs First Nation. The IBA term sheet sets out the key intensions that will guide the negotiation of a future IBA between the Company and Lac des Mille Lacs First Nation.

 

Quality Assurance and Quality Control

 

The Company adheres to the Canadian Institute of Mining, Metallurgy and Petroleum (“CIM”) Best Practices Guidelines for exploration related activities conducted on all of its properties. Quality Assurance and Quality Control (“QA/QC”) procedures are overseen by the qualified person (“QP”). Gold X2 QA/QC protocols are maintained through the insertion of certified reference material (standards), blanks and field duplicates within the sample stream. Drill core is cut in-half with a diamond saw, with one-half placed in sealed bags and shipped to the laboratory and the other half retained on site. Third party laboratory checks on 5% of the samples are carried out as well. Chain of custody is maintained from the drill to the submittal into the laboratory preparation facility.

 

  7 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

During 2025, all samples were sent to ALS Geochemistry in Thunder Bay for preparation and analysis was performed in the ALS Vancouver analytical facility. ALS is accredited by the Standards Council of Canada (SCC) for the Accreditation of Mineral Analysis Testing Laboratories and CAN-P-4E ISO/IEC 17025. Samples were analysed for gold via fire assay with an AA finish (“Au-AA23”) and 48 pathfinder elements via ICP-MS after four-acid digestion (“ME-MS61”). Samples that assayed over 10 ppm Au were re-run via fire assay with a gravimetric finish (“Au-GRA21”).

 

After an extensive study in 2026, all samples were sent to Paragon Geochemical in Timmins, Ontario for sample preparation. Samples were analysed for gold via PhotonAssay™ (“PA-AU02”) by Paragon’s laboratory in Hamilton, Ontario and then shipped to Activation Laboratories (ActLabs) Ancaster for 60 pathfinder elements via ICP-MS after four-acid digestion (“UT-6”). In the second quarter of 2026, the Company returned to using ALS for PhotonAssay™ gold and 48 pathfinder elements via ICP-MS after four-acid digestion.

 

ALS, Paragon and ActLabs are accredited by the Standards Council of Canada (SCC) for the Accreditation of Mineral Analysis Testing Laboratories and CAN-P-4E ISO/IEC 17025.

 

The results of all analytical quality control programs are evaluated and reported to Gold X2 by Orix Geoscience Inc. Orix is also responsible for importing assays into the Company’s MX Deposit database. Assays are not received and assessed by Gold X2 until they have passed independent audit by Orix.

 

Other Projects

 

Vanguard Project

 

On July 7, 2022, the Company executed an option agreement with Thunder Gold Corp. (“Thunder Gold”) to earn into certain mining claims held by Thunder Gold in the Shebandowan greenstone belt (the “Vanguard Project”). The expenditure commitments in the option agreement were subsequently amended in May 2024. On July 30, 2025, the Company announced it had further amended the option agreement with Thunder Gold to revise the required remaining expenditures on the Vanguard Project to $4,989,000 with no prescribed deadline at the sole discretion of the Company. As of the date of this MD&A, all other commitments related to the option agreement have been completed.

 

The work performed at the Vanguard Project to date consisted of airborne geophysics, mapping, and data compilation. Simcoe Geophysics completed a limited ground gravity survey over selected conductors during the year ended December 31, 2024. This work was conducted to help discriminate sulphide and graphite sources for the conductivity anomalies. The Company’s focus remains on the Moss Gold Project with very limited work completed at the Vanguard Project during 2026 and 2025.

 

Hillcrest Project

 

On May 8, 2023, the Company staked 390 cell claims covering 8,261 hectares which comprise the Hillcrest Project for $19,500. The Hillcrest Project represents a greenfield approach to gold exploration and is part of a strategy to build a multi-year pipeline of gold projects in the Thunder Bay area.

 

During the first quarter of 2025, a remote sensing study was completed by Terrane Geoscience targeting signatures identified by Gold X2 as important for gold mineralization. This work was completed after the renewal date and so the Company let its claims lapse. In the second quarter, the Company staked 381 cell claims covering 7,989 hectares over the primary targets along the Crayfish Fault at a cost of $19,050. The Company also staked 192 cell claims covering 4,026 hectares at a cost of $9,700 along the Greenwater Fault to the south of Moss to facilitate exploration of an untested crustal-scale structure.

 

The Company’s current focus remains on the Moss Gold Project, and no further field work was completed at the Hillcrest Project during 2026 and 2025.

 

  8 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

Star Lake Project

 

The Star Lake Property covers 10,540 hectares and is approximately 23 kilometers to the east of the Company’s Moss Gold Project in Northwest Ontario, Canada.

 

Star Lake hosts one of only four significant gold-in-till anomalies evident in the Ontario Geological Survey’s regional till geochemistry data for the entire Shebandowan greenstone belt. This was initially outlined in the Quetico Reconnaissance Project conducted by Mingold Resources in 1990 and augmented by subsequent explorers. These four clusters of anomalous gold-in-till samples surround the already discovered Moss Gold Project and the historical Ardeen mine, both controlled by Gold X2, the “Eureka Zone” at Delta-1 held by Delta Resources, and the undrilled gold-in-till anomaly at Star Lake held by Sky Gold. There is a fifth single sample anomaly at Kekek, but explorers have not been able to reproduce this anomaly.

 

The Star Lake till anomaly lies within the till train that lies to the southwest in the direction of glacial flow of the historical Shebandowan Nickel Mine, creating a large area of base metal anomalism. This directed historical exploration to focus on magmatic Ni-Cu-Co-PGE deposits. Sky Gold recognized the underlying gold potential as noted in their press release of April 10, 2024:

 

“Heavy mineral concentrates from the historic Mingold sampling at Star Lake yielded gold values as high as 5,250 ppb, 1,580 ppb, 1,370 ppb and 1,050 ppb over an area of approximately 3 X 3 kilometres. Delicate, pristine gold grains were also reported at several sample sites, strongly suggesting a local bedrock source for the gold. The high gold values in these samples, also include strongly anomalous pathfinder elements including arsenic, antimony, bismuth, as well as copper, lead and zinc.”

 

Additional till sampling by Sky Gold helped to define two distinct gold and pathfinder trains, associated with favourable geology and structural features which provide favorable settings for orogenic gold deposits:

 

·one mineralized trend runs parallel to an unnamed ENE-trending fault along the contact between intermediate volcanics and the Greenwater granodiorite stock; and

 

·a second trend runs parallel to the ENE-trending Tinto Fault along the contact of intermediate volcanics and a gabbroic intrusive body.

 

Surface prospecting and stripping have yet to discover the source of the gold anomaly.

 

Gold X2 has commenced its assessment of existing exploration datasets, including a reprocessing of airborne VTEM data collected by Sky Gold. This assessment has concluded that the Company does not need to conduct a ground geophysics survey and can instead conduct a focussed soil sampling program, which is planned to commence in spring of 2027.

 

Bluffpoint Project

 

The Bluffpoint Property was acquired along with the Huronian Project from Kesselrun Resources on September 30, 2025. It covers 9,197 hectares and is approximately 206 kilometers to the north-west of the Company’s Moss Gold Project in Northwest Ontario, Canada.

 

The Company has evaluated filed reports but has not conducted any fieldwork.

 

  9 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

EXPLORATION AND EVALUATION ASSETS

 

The schedules below summarize the carrying amounts of acquisition costs as at September 30, 2026 and December 31, 2025 and exploration expenditures incurred during the nine months ended September 30, 2026 and 2025:

  

   Moss Gold
Project
$
   Other Projects
$
   Total
$
 
Exploration and evaluation assets               
Balance, December 31, 2024   52,055,250    314,000    52,369,250 
Acquisition costs   8,364,527    348,650    8,713,177 
Acquisition cost- Coldstream Project   200,000    -    200,000 
Acquisition costs – Huronian Project   16,497,028    -    16,497,028 
Balance, December 31, 2025   77,116,805    662,650    77,779,455 
Acquisition costs   9,672    67,623    77,295 
Balance, September 30, 2026   77,126,477    730,273    77,856,750 
                
Exploration and evaluation expenditures               
Assays   3,498,255    -    3,498,255 
Camp and transportation   4,466,731    -    4,466,731 
Community   444,250    -    444,250 
Consulting and salaries   4,619,298    -    4,619,298 
Database management   549,771    -    549,771 
Drilling   24,402,817    -    24,402,817 
Engineering studies   709,521         709,521 
Environmental consulting   5,558,150    -    5,558,150 
Geochemistry and geophysics   1,489,255    -    1,489,255 
Other   131,051    4,300    135,351 
Resource estimate   269,401    -    269,401 
Nine months ended September 30, 2026   46,138,500    4,300    46,142,800 
                
Exploration and evaluation expenditures               
Assays   3,289,183    -    3,289,183 
Camp costs   1,221,414    -    1,221,414 
Consulting and salaries   3,612,426    22,721    3,635,147 
Database management   207,287    -    207,287 
Drilling   7,312,229    -    7,312,229 
Environmental consulting   3,145,496         3,145,496 
Geochemistry and geophysics   472,875    -    472,875 
Government grant   (200,000)   -    (200,000)
Other costs   1,217,083    -    1,217,083 
Nine months ended September 30, 2025 (restated)(1)    20,277,993    22,721    20,300,714 

  

(1) The figures have been restated as a result of a change in accounting policy, see Change of Accounting Policy Note 11 in the Condensed Consolidated Interim Financial Statements for the three and nine months ended September 30, 2026 and 2025.

  

  10 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

OVERALL PERFORMANCE AND RESULTS OF OPERATIONS

 

The most significant assets at September 30, 2026 were cash and cash equivalents of $79,241,804 (December 31, 2025 - $12,601,306) and exploration and evaluation assets of $77,856,750 (December 31, 2025 - $77,779,455). Total assets increased to $161,926,413 at September 30, 2026 from $91,745,104 at December 31, 2025, primarily as a result of an increase in cash and cash equivalents of $66,640,498. The Company generated $117,110,658 of cash and cash equivalents from financing activities primarily from the completion of a non-brokered private placement in two tranches in February 2026 for net proceeds of $112,301,560. The Company also generated $4,880,597 from the exercise of stock options, compensation options and warrants. Cash and cash equivalents generated from financing activities was partially offset by $49,743,879 in cash used in operating activities and $726,281 used in investing activities as the Company continued its exploration program at the Moss Gold project.

 

The Company is in the exploration stage and has no history of revenue generation. As such, continued access to capital markets will impact the Company’s statement of financial position at each reporting period and its ability to realize the value of its assets. Access to capital markets is impacted by regulatory compliance, commodity prices and other risks further described below under Risks and Uncertainties.

 

Summary of Quarterly Financial Results

 

The following is a summary of the Company's results for the eight most recently completed quarters:

 

As at and for the quarter ended  September 30,
2026
$
   June 30,
2026
$
   March 31,
2026
$
   December 31,
2025
$
 
Loss and comprehensive loss   (24,360,600)   (14,832,882)   (13,338,985)   (8,331,501)
Loss per share   (0.24)   (0.16)   (0.15)   (0.10)
Cash and cash equivalents   79,241,804    105,564,434    117,226,004    12,601,306 
Total assets   161,926,413    186,301,209    196,918,427    91,745,104 
Shareholders’ equity   135,839,776    156,622,297    165,677,153    85,344,947 
             
As at and for the quarter ended  September 30, 2025
$
   June 30,
2025
$
   March 31,
2025
$
   December 31,
2024
$
 
Loss and comprehensive loss   (7,370,924)   (4,686,200)   (5,964,910)   (4,360,955)
Loss per share   (0.09)   (0.08)   (0.11)   (0.08)
Cash and cash equivalents   25,701,364    39,554,591    10,474,336    15,379,270 
Total assets   88,366,785    93,370,071    64,125,452    69,005,164 
Shareholders’ equity   81,028,990    85,677,016    58,543,994    61,512,149 

 

The main drivers for the fluctuations in loss and comprehensive loss during the periods presented related to the following:

 

·Exploration expenditures increased during the most recent eight quarters primarily due to a significant increase in the Company’s drilling activities, technical studies, and resource expansion activities at the Moss Gold Project, which drove the overall increase in net loss and comprehensive loss.

 

·Stock-based compensation expense increased during the most recent eight quarters, primarily as a result of additional RSUs and stock options vesting over the periods, with higher grant date fair values reflecting the Company’s increased share price.

 

  11 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

Three months ended September 30, 2026

 

The Company recorded loss and comprehensive loss of $24,360,600 or $0.24 basic and diluted loss per share for the three months ended September 30, 2026, compared to $7,370,924 or $0.09 basic and diluted loss per share for the three months ended September 30, 2025. The increase in loss and comprehensive loss of $16,989,676 primarily due to:

 

·Exploration expenses increased by $16,284,200 to $24,311,732 for the three months ended September 30, 2026 compared to $8,027,532 for the three months ended September 30, 2025. The increase was primarily driven by expanded exploration and resource growth activities at the Moss Gold Project, including increased drilling activities, environmental baseline studies, higher consulting and salaries and camp costs. During the three months ended September 30, 2026, the Company completed 41,703 m of drilling and incurred $12,863,201 in drilling costs, $2,302,925 in assaying costs, $2,207,322 in camp and transportation costs, $2,249,533 in consulting and salaries and $2,432,301 in environmental consulting costs compared to completing approximately 15,831 m of drilling and incurring $3,064,297 in drilling costs, $1,581,901 in assaying costs, $395,224 in camp and transportation costs, $1,293,624 in consulting and salaries and $1,414,100 in environmental consulting costs during the three months ended September 30, 2025.

 

·Professional fees increased by $511,845 to $798,245 during the three months ended September 30, 2026 compared to $286,400 during the three months ended September 30, 2025. The Company incurred higher professional fees in connection with advancing the Company’s proposed spin-out of a 1.00% net smelter royalty at the Moss Gold Project and listing on the NYSE American Exchange during the three months ended September 30, 2026.

 

·Stock-based compensation increased by $3,024,665 to $3,415,003 for the three months ended September 30, 2026, compared to $390,338 for the three months ended September 30, 2025, primarily due to an increase in the amount of RSUs and stock options vesting during the three months ended September 30, 2026 with higher grant date fair values.

 

·Settlement of flow-through share premium liability increased by $2,671,161 to $4,994,710 for the three months ended September 30, 2026 compared to $2,323,549 for the three months ended September 30, 2025. The Company incurred $21,653,823 of qualifying Canadian exploration expenses and derecognized $4,994,710 of its flow-through share premium liability during the three months ended September 30, 2026.

 

·Interest income increased by $444,232 to $668,114 during the three months ended September 30, 2026 compared to $223,882 during the three months ended September 30, 2025. The increase is due to higher interest-bearing cash balances during the current three months.

 

Nine months ended September 30, 2026

 

The Company recorded loss and comprehensive loss of $52,532,467 or $0.54 basic and diluted loss per share for the nine months ended September 30, 2026, compared to $18,022,034 or $0.28 basic and diluted loss per share for the nine months ended September 30, 2025. The increase in loss and comprehensive loss of $34,510,433 was primarily due to:

 

·Exploration expenses increased by $25,842,086 to $46,142,800 for the nine months ended September 30, 2026 compared to $20,300,714 for the nine months ended September 30, 2025. The increase was primarily driven by expanded exploration and resource growth activities at the Moss Gold Project, including increases of $17,090,588 in drilling costs as result of completing 103,684 m of drilling, $3,245,317 in camp and transportation costs, $984,151 in consulting and salaries, $1,016,380 in geochemistry and geophysics costs and a $2,412,654 in environmental consulting costs.

 

·Stock-based compensation increased by $9,068,943 to $11,002,289 for the nine months ended September 30, 2026 compared to $1,933,346 for the nine months ended September 30, 2025, primarily due to an increase in the amount of RSUs and stock options vesting during the nine months ended September 30, 2026 with higher grant date fair values.

 

  12 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

·Professional fees increased by $643,307 to $1,315,263 for the nine months ended September 30, 2026 compared to $671,956 for the three months ended September 30, 2025. The Company incurred higher professional fees in connection with advancing the Company’s proposed spin-out of a 1.00% net smelter royalty at the Moss Gold Project and listing on the NYSE American Exchange during the nine months ended September 30, 2026.

 

·Consulting fees increased by $508,172 to $1,860,986 for the nine months ended September 30, 2026 compared to $1,352,814 for the nine months ended September 30, 2025. The Company incurred higher management, corporate development and investor relations expenditures as a result of an increase in business activity during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025.

 

·Settlement of flow-through share premium liability increased by $3,976,334 to $9,296,929 for the nine months ended September 30, 2026 compared to $5,320,595 for the nine months ended September 30, 2025. The Company incurred $39,152,764 of qualifying Canadian exploration expenses and derecognized $9,296,929 of its flow-through share premium liability during the nine months ended September 30, 2026.

 

·Interest income increased by $1,202,345 to $1,563,810 during the nine months ended September 30, 2026 compared to $361,465 during the nine months ended September 30, 2025. The increase is due to higher interest-bearing cash balances during the current nine months.

 

·Deferred income tax recovery decreased by $2,445,000 to $Nil during the nine months ended September 30, 2026 compared to $2,445,000 for the nine months ended September 30, 2025. The recovery recognized in 2025 was primarily due to the issuance of 2,083,333 common shares as consideration for the Moss Gold Project acquisition which reduced the related deferred income tax liability. No comparable transaction occurred during the nine months ended September 30, 2026.

 

LIQUIDITY AND CAPITAL RESOURCES

 

As at September 30, 2026, the Company’s current assets exceeded its current liabilities by $57,631,676 (December 31, 2025 – $7,686,851). Current liabilities include a flow-through share premium liability of $16,895,030 (December 31, 2025 – $997,309) which is not repayable in cash. At September 30, 2026, the Company had an accumulated deficit of $136,024,207 (December 31, 2025 – $84,130,597).

 

Gold X2 currently has no operations that generate cash flows. The Company’s future financial success will depend on the discovery and development of one or more economic mineral deposits. This process can take years, can consume significant resources and is largely based on factors that are beyond the control of the Company’s management. The Company’s ability to continue as a going concern is dependent upon its ability to raise equity capital or borrowings sufficient to meet current and future obligations. The business of mining and exploration involves a high degree of risk and there can be no assurance that management’s plans will be successful. The Company currently is not generating any revenue. Whether and when the Company can obtain profitability and positive cash flows from its operations is uncertain.

 

These material uncertainties may cast significant doubt on the Company’s ability to continue as a going concern. The Company’s Financial Statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. Such adjustments could be material.

 

The sources of funds currently available to the Company for its acquisition and exploration projects are solely from equity financing. The Company does not have bank debt or banking credit facilities in place as at the date of this report.

 

  13 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

Base Shelf Prospectus

 

On July 28, 2025, the Company filed its final short form base shelf prospectus (the “base shelf prospectus”) with the securities commissions in each of the provinces of Canada, except Quebec. The base shelf prospectus allows the Company to offer up to $150,000,000 of common shares, subscription receipts, warrants and units comprised of one or more of the other securities described from time to time over the 25-month period. The base shelf prospectus was filed to provide the Company with the flexibility to take advantage of financing opportunities from time to time and as market conditions dictate. The terms of such future offerings, if any, will be established at the time of such offerings. At the time any of the securities covered by the base shelf prospectus are offered for sale, a prospectus supplement containing specific information about the terms of any such offering will be filed with applicable Canadian securities regulatory authorities

 

Financings

 

February 2026 Non-Brokered Private Placement

 

On February 19, 2026, the Company completed the first tranche of a non-brokered private placement and issued 3,966,667 units of the Company at a price of $5.70 per unit for total gross proceeds of $22,610,000 and 2,777,778 charity flow-through common shares at a price of $7.40 for gross proceeds of $20,549,999. Each unit is comprised of one common share and one common share purchase warrant. Each warrant is exercisable for a period of two years from the date of issue to acquire one additional common share at a price of $8.52 per share and were allocated a value of $1,190,000 based on the residual value method. On February 26, 2026, the Company completed the second tranche of a non-brokered private placement and issued 9,832,158 charity flow-through common shares at a price of $7.40 for gross proceeds of $72,738,301. In connection with the non-brokered private placements, the Company paid $3,596,740 of share issuance costs. The gross proceeds from the sale of the units, flow-through common shares and charity flow-through shares will be used to advance exploration and resource expansion activities at the Company’s Moss Gold Project, for general and corporate expenses and for working capital purposes.

 

June 2025 Bought Deal Private Placement

 

On June 20, 2025, the Company completed a bought deal private placement for aggregate gross proceeds of $36,085,000. In connection with the private placement, the Company issued:

 

·4,385,965 flow-through common shares at a price of $2.28 for gross proceeds of $10,000,000;

·4,734,848 charity flow-through common shares at a price of $2.64 for gross proceeds of $12,500,000;

·7,303,764 common shares at a price of $1.86 for gross proceeds of $13,585,000.

 

The table below summarizes the use of proceeds from the February 2026 and September 2025 financings as at September 30, 2026:

 

Date of
Financing
  Gross
Proceeds
$
  Use of Funds   Incurred
to September
30, 2026
$
  Balance
Remaining
$
 
February 2026   93,288,300   Moss Gold Project exploration flow-through eligible spending   30,731,027   62,557,273  
February 2026   22,610,000   General, corporate and administrative expenses and working capital to fund ongoing operations   6,483,045   16,126,955  
June 2025   22,500,000   Moss Gold Project exploration flow-through eligible spending   22,500,000   -  
June 2025   13,585,000   General, corporate and administrative expenses and working capital to fund ongoing operations   13,585,000   -  

 

  14 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

Commitments

 

As of September 30, 2026, the Company had the following commitments related to its projects:

 

Moss Gold Project

 

·Underlying advanced royalty commitment of $18,125 annually, due quarterly, until the project enters production.

 

·Related to the repurchase of 1.5% of a 2.5% net profit interest (“NPI”) on the Moss Gold Project, monthly cash payments of $20,000 over a 41-month term, concluding April 2029, and the issuance of common shares on May 1, 2029, having a total value of $300,000 up to a maximum of 1,176,470 shares.

 

Vanguard Project

 

·Required remaining expenditures of $4,989,000 on the Vanguard Project, which may be incurred at any time, at the sole discretion of the Company.

 

Star Lake Project

 

·Stage 1 – Acquisition of 50% of the Option Interest: In order to acquire 50% of the Option Interest the Company must: (i) provide $395,200 of assessment credits for the Stare Lake property, which has been provided; (ii) issue Sky Gold shares of Gold X2 having a total value of $37,500 upon receipt of the TSX approval (issued) and another $37,500 at any time prior to Gold X2’s completion of the requirements for the 50% assignment of the interest; (iii) pay the Local Prospector $200,000 in either cash or shares, at the Company’s election and issue the Local Prospector shares of the Company having a total value of $25,000, in each case, by November 14, 2026 (issued); and (iv) complete Sky Gold’s exploration spend obligation under the underlying option agreement totaling $1,000,000 on or before March 14, 2028.

 

·Stage 2 – Acquisition of 75% of the Option Interest: In order to acquire 75% of the Option Interest the Company must: (i) incur an additional $250,000 exploration spend on the Star Lake property; (ii) issue Sky Gold shares of the Company having a total value of $100,000; and (iii) issue the Local Prospector shares of the Company having a total value of $50,000.

 

·Stage 3 – Acquisition of 100% of the Option Interest: In order to acquire 100% of the Option Interest the Company must: (i) incur an additional $250,000 exploration spend on the Star Lake property; (ii) issue Sky Gold shares of the Company having a total value of $125,000 and pay Sky Gold $250,000 in cash; and (iii) issue the Local Prospector shares of the Company having a total value of $50,000.

 

·Exercising the Option: Upon acquiring 100% of the Option Interest, the Company may exercise its option to acquire the Star Lake property by issuing the Local Prospector that number of the Company’s shares having an aggregate value equal to the value of 125,000 shares of Sky Gold, determined as of the issuance date. Upon completion of the acquisition, the Local Prospector will retain a 2% NSR royalty on the Star Lake property and the Company will retain Sky Gold’s rights under the Option Agreement to purchase the NSR royalty from the Local Prospector in full for $3M. Additionally, the Company will be required to make minimum and advance royalty payments to the Local Prospector of $20,000 yearly from 2030-2033.

 

·The minimum issue prices for shares issued to satisfy dollar-denominated consideration under the definitive agreement of $5.40 per the Company’s share and $0.085 per Sky Gold share. All other terms and conditions of the definitive agreement remain unchanged and in full force and effect.

 

  15 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

  

As at September 30, 2026, the Company also had the following contractual obligations:

 

   1 Year   1-3 Years   4-5 Years   Beyond
5 years
   Total 
Contractual Obligations  $   $   $   $   $ 
Accounts payable and accrued liabilities   8,547,089    -    -    -    8,547,089 
Lease obligations   66,374    69,734    -    -    136,108 
Total   8,613,463    69,734    -    -    8,683,197 

 

OUTSTANDING SHARE DATA

 

The Company’s authorized share capital consists of an unlimited number of common shares without par value. The issued and outstanding common shares and instruments convertible into common shares of the Company are as follows:

 

 

   As at 
   The date of this
MD&A
   September 30, 2026   December 31, 2025 
Common shares   102,150,994    101,230,641    82,804,213 
RSUs (1)   827,501    1,480,834    824,167 
Stock options (2)   5,071,116    5,078,338    5,700,648 
Warrants (2)   3,966,667    3,966,667    168,000 
Compensation options (2)   -    68,649    269,595 

  

  (1) Once vested, each RSU represents the right to receive one common share of the Company, the equivalent cash value thereof, or a combination of the two, at the Company’s discretion.
     

  (2) Each stock option, warrant and compensation option is exercisable into one common share of the Company at the option of the holder.

  

A summary of activity during the nine months ended September 30, 2026 up to the date of this MD&A is presented below:

 

·On February 19, 2026, the Company completed the first tranche of a non-brokered private placement and issued 3,966,667 units of the Company at a price of $5.70 per unit for total gross proceeds of $22,610,000 and 2,777,778 charity flow-through common shares at a price of $7.40 for gross proceeds of $20,549,999. Each unit is comprised of one common share and one common share purchase warrant. Each warrant is exercisable for a period of two years from the date of issue to acquire one additional common share at a price of $8.52 per share and were allocated a value of $1,190,000 based on the residual value method. On February 26, 2026, the Company completed the second tranche of a non-brokered private placement and issued 9,832,158 charity flow-through common shares at a price of $7.40 for gross proceeds of $72,738,301.

 

·On March 13, 2026, the Company issued 3,531 shares with a fair value of $37,500 to Sky Gold pursuant to the Star Lake property acquisition agreement.

 

·During the nine months ended September 30, 2026, 1,389,848 stock options were exercised into common shares at a weighted average exercise price of $3.01 for gross proceeds of $4,176,861.

 

·During the nine months ended September 30, 2026, the Company issued 87,500 common shares in connection with the vesting of 87,500 RSUs previously granted to a former officer of the Company.

 

·During the nine months ended September 30, 2026, 168,000 warrants were exercised into common shares at a weighted average exercise price of $0.78 for gross proceeds of $131,041.

 

·During the nine months ended September 30, 2026, 200,946 compensation options were exercised into common shares at an exercise price of $2.85 for gross proceeds of $572,695.

 

  16 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

·Subsequent to September 30, 2026, the Company issued 191,150 common shares in connection with the acquisition of exploration and evaluation assets.

 

·Subsequent to September 30, 2026, the Company issued 653,333 common shares in connection with the vesting of RSUs previously granted to various employees, consultants, directors and officers of the Company.

 

·Subsequent to September 30, 2026, 7,222 stock options were exercised into common shares at a weighted average exercise price of $3.06 for gross proceeds of $22,099.

 

·Subsequent to September 30, 2026, 68,648 compensation options were exercised into common shares with a weighted average exercise price of $2.85 were exercised for gross proceeds of $195,649 and 1 compensation option with a weighted average exercise price of $2.85 expired.

 

RELATED PARTY TRANSACTIONS

 

All transactions with related parties have occurred in the normal course of operations and are measured at the amount of consideration paid or received.

 

A summary of the Company’s related party transactions with significant shareholders is as follows:

 

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2026
$
    2025
$
    2026
$
    2025
$
 
Stock-based compensation paid to a significant shareholder     -       5,398       -       5,398  

 

There are no ongoing contractual commitments resulting from these transactions with related parties.

 

Key management personnel compensation

 

Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of executive and non-executive members of the Company’s Board of Directors and corporate officers.

 

   Salaries and
Consulting
   Share-based
compensation
   Bonus   Total 
Nine months ended September 30, 2026  $   $   $   $ 
Michael Henrichsen, Chief Executive Officer   270,000    415,492    360,000    1,045,492 
Michael Kanevsky, Chief Financial Officer   161,411    292,393    -    453,804 
Peter Flindell, Chief Operating Officer(1)     232,500    214,892    -    447,392 
Sam Gibson, Vice President Corporate Development   206,253    706,973    -    913,226 
Amiel Blajchman, Vice President Sustainability(1)   125,000    222,732    -    347,732 
Juciane Gomes, Former Interim Chief Financial Officer   14,000    6,837    -    20,837 
Board of Directors   199,379    1,113,475    -    1,312,854 
Total   1,208,543    2,972,794    360,000    4,541,337 

 

(1)     Salary recorded in exploration and evaluation expenditures in the statement of loss and comprehensive loss.

 

  17 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

  

   Salaries and
Consulting
   Share-based
compensation
   Bonus   Total 
Nine months ended September 30, 2025  $   $   $   $ 
Michael Henrichsen, Chief Executive Officer   225,000    314,072    -    539,072 
Peter Flindell, Chief Operating Officer(1)     210,000    104,452    -    314,452 
Sam Gibson, Vice President Corporate Development   175,998    125,383    -    301,381 
Marlis Yassin, Former Chief Financial Officer   12,000    8,570    -    20,570 
Erica Bergstrom, Former Chief Financial Officer   164,728    70,986    -    235,714 
Board of Directors   -    388,584    -    388,584 
Former Directors   -    16,713    -    16,713 
Sentinel   -    1,980    -    1,980 
Total   787,726    1,030,740    -    1,818,466 

 

(1)      Salary recorded in exploration and evaluation expenditures in the statement of loss and comprehensive loss.

 

   Salaries and
Consulting
   Share-based
compensation
   Bonus   Total 
Three months ended September 30, 2026  $   $   $   $ 
Michael Henrichsen, Chief Executive Officer   90,000    152,376    -    242,376 
Michael Kanevsky, Chief Financial Officer   60,000    98,535    -    158,535 
Peter Flindell, Chief Operating Officer(1)     77,500    77,983    -    155,483 
Sam Gibson, Vice President Corporate Development   68,751    205,057    -    273,808 
Amiel Blajchman, Vice President Sustainability   62,500    112,590    -    175,090 
Board of Directors   71,879    420,996    -    492,875 
Total   430,630    1,067,537    -    1,498,167 

 

(1)      Salary recorded in exploration and evaluation expenditures in the statement of loss and comprehensive loss.

 

   Salaries and
Consulting
   Share-based
compensation
   Bonus   Total 
Three months ended September 30, 2025  $   $   $   $ 
Michael Henrichsen, Chief Executive Officer   75,000    73,542    -    148,542 
Peter Flindell, Chief Operation Officer(1)     70,000    24,487    -    94,487 
Sam Gibson, Vice President Corporate Development   66,000    34,617    -    100,617 
Erica Bergstrom, Former Chief Financial Officer   93,224    -    -    93,224 
Board of Directors   -    115,417    -    115,417 
Former Directors   -    (22,424)   -    (22,424)
Total   304,224    225,639    -    529,863 

 

(1)      Salary recorded in exploration and evaluation expenditures in the statement of loss and comprehensive loss.

  

Included in accounts payable and accrued liabilities at September 30, 2026 were the following amounts owed to related parties:

 

·$31,500 to the Company’s Chief Executive Officer for compensation (December 31, 2025 - $353,476) and $5,063 for travel expenditures (December 31, 2025 - $13,737).

·$Nil to the Company’s Chief Operating Officer for compensation (December 31, 2025 - $227,345) and $7,622 for travel expenditures (December 31, 2025 - $7,345).

·$Nil to the Company’s Vice President Corporate Development for compensation (December 31, 2025 - $220,000) and $15,485 for travel expenditures (December 31, 2025 - $Nil).

·$120 to the Company’s Vice President Sustainability for travel expenditures (December 31, 2025 - $Nil).

·$10,250 to Director of the Company for director fees (December 31, 2025 - $Nil).

 

The amounts are unsecured, non-interest bearing and without fixed terms of repayment.

 

  18 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

Under the terms of their management agreements, certain officers of the Company are entitled to ranges from 3 to 12 months of base pay in the event of their agreements being terminated without cause.

 

During the nine months ended September 30, 2025, the Company was party to service agreement whereby it had contracted administrative, corporate and financial reporting services with Sentinel Corporate Services Inc. (“Sentinel”), a company controlled by a close family member of Marlis Yassin, the former Chief Financial Officer. During the nine months ended September 30, 2025, the Company incurred related party expenses with Sentinel for administration, corporate and financial reporting services of $15,000. The agreement was in effect until April 30, 2025.

 

SIGNIFICANT ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

 

The Company prepares its financial statements using accounting policies consistent with IFRS as issued by the IASB.

 

The preparation of the financial statements requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of expenses during the reporting period. Actual outcomes could differ from these estimates.

 

In preparing the condensed consolidated interim financial statements for the three and nine months ended September 30, 2026 and 2025, the Company applied the critical judgments and estimates disclosed in Note 2 of its audited consolidated financial statements for the year ended December 31, 2025.

 

FINANCIAL INSTRUMENTS

 

The Company’s financial instruments include cash and cash equivalents, amounts receivable, accounts payable and accrued liabilities and lease liabilities, all of which are measured at amortized cost. Amounts receivable and accounts payable and accrued liabilities include amounts due from and due to related parties. The Company’s cash and cash equivalents, amounts receivable and accounts payable and accrued liabilities approximate their carrying amounts due to the short-term nature of these instruments.

 

The Company's risk exposures arising from financial instruments and the impact on the Company's Financial Statements are summarized below:

 

Credit risk

 

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. As at September 30, 2026 the Company was exposed to credit risk on its cash and cash equivalents and other receivables. The Company’s cash and cash equivalents are held with high credit quality financial institutions in Canada and amounts receivable are due from the Canada Revenue Agency; therefore, management considers its exposure to credit risk to be low. The Company’s maximum exposure to credit risk is equal to the carrying amount of its cash and cash equivalents and other receivables.

 

Liquidity risk

 

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with its financial liabilities. The Company has aimed to manage liquidity risk by maintaining adequate cash and managing its capital and expenditures. At September 30,2026 the Company had cash and cash equivalents of $79,241,804 and accounts payable and accrued liabilities of $8,547,089 with contractual maturities of less than one year. with contractual maturities of less than one year. The Company’s ability to continue as a going concern is dependent on management’s ability to raise financing until such time that the Company is profitable. The Company manages its liquidity risk by forecasting cash flows from operations and investing activities.

 

  19 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

Management and the Board of Directors are actively involved in the review, planning and approval of significant expenditures and commitments. At September 30, 2026, the Company assessed its liquidity risk as low.

 

Market risk

 

The risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: foreign currency risk, interest rate risk and other price risk. The Company is not exposed to significant currency risk, interest rate risk or other price risk. There have been no changes to the Company’s market risk exposure since December 31, 2025.

 

DISCLOSURE CONTROLS AND PROCEDURES

 

The Company’s management, with the participation of its CEO and CFO, has evaluated the effectiveness of the Company’s disclosure controls and procedures. Based upon the results of that evaluation, the Company’s CEO and CFO have concluded that, as of September 30, 2026, the Company’s disclosure controls and procedures were effective to provide reasonable assurance that the information required to be disclosed by the Company in reports it files is recorded, processed, summarized and reported, within the appropriate time periods and is accumulated and communicated to management, including the CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

 

INTERNAL CONTROL OVER FINANCIAL REPORTING

 

The Company’s management has determined that there have been no significant changes in the Company’s internal control over financial reporting during the quarter ended September 30, 2026, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. Any system of internal control over financial reporting, no matter how well designed, has inherent limitations. As a result, even those systems determined to be effective can only provide reasonable assurance regarding the preparation of financial statements.

 

RISKS AND UNCERTAINTIES

 

The Company is in the mineral exploration and development business and as such is exposed to a number of risks and uncertainties that are not uncommon to other similar companies in a comparable stage of exploration and development. Prospective investors should carefully consider the risks described in this MD&A and refer to risk factors disclosed in the Company’s annual MD&A and annual information form (“AIF”) dated April 23, 2026 available on SEDAR+ (www.sedarplus.ca) before making an investment decision.

 

CAUTION REGARDING FORWARD LOOKING STATEMENTS

 

Some of the statements contained in this MD&A are “forward-looking statements.” Such forward looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements, or developments to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects,” “plans,” “anticipates,” “believes,” “intends,” “estimates,” “projects,” “potential” and similar expressions, or that events or conditions “will,” “would,” “may,” “could” or “should” occur.

 

  20 

 

 

Gold X2 Mining Inc.

Management’s Discussion and Analysis

For the three and nine months ended September 30, 2026 and 2025

 

Forward-looking statements in this MD&A include, among others, statements relating to expectations regarding the exploration and development of the Moss Gold Project, Hillcrest Project, Huronian Project, Coldstream Project and an option to earn into the Vanguard Project and Star Lake Project, the release of a preliminary economic assessment, including the timing of when these activities may occur, and other statements that are not historical facts. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

 

Such factors and risks include, among others: the Company may require additional financing from time to time in order to continue its operations which may not be available when needed or on acceptable terms and conditions acceptable; compliance with extensive government regulation; domestic and foreign laws and regulations could adversely affect the Company’s business and results of operations; and the stock markets have experienced volatility that often has been unrelated to the performance of companies and these fluctuations may adversely affect the price of the Company’s securities, regardless of its operating performance.

 

The forward-looking information contained in this MD&A represents the expectations of the Company as of the date of this MD&A and, accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. The Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

 

CAUTIONARY NOTE FOR UNITED STATES INVESTORS

 

Disclosure regarding the Company’s mineral properties, including with respect to mineral resource estimates included in this MD&A, was prepared in accordance with NI 43-101. NI 43-101 is a rule developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects. NI 43-101 differs significantly from the disclosure requirements of the SEC generally applicable to U.S. companies. Accordingly, information contained in this MD&A is not comparable to similar information made public by U.S. companies reporting pursuant to SEC disclosure requirements.

 

OFF-BALANCE SHEET ARRANGEMENTS

 

The Company does not utilize off-balance sheet arrangements.

 

PROPOSED TRANSACTIONS

 

On October 27, 2026, the Company announced it has entered into definitive agreements in respect of the previously announced spin-out, on July 15, 2026, of a 1.0% net smelter return royalty on any potential future mineral production at the Company’s 100% owned Moss Gold Project (the “NSR Royalty”) to its newly incorporated wholly-owned subsidiary 1602630 B.C. Ltd (“SpinCo”). The Arrangement is subject to approval by Gold X2 shareholders, the holders of Gold X2 options and the holders of Gold X2 share purchase warrants (collectively, the “Gold X2 Securityholders”), as well as, approval of the Supreme Court of British Columbia, the TSX Venture Exchange and other customary closing conditions.

 

ADDITIONAL INFORMATION

 

Additional information relating to the Company is available on SEDAR+ at www.sedarplus.ca, the U.S. Securities and Exchange Commission (the “SEC”) at www.sec.gov and the Company’s website at www.goldx2.com.

 

  21 

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