Artemis Gold : Financials for March 31, 2024

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (unaudited)

For the three months ended March 31, 2024 and 2023

Expressed in Canadian Dollars, unless otherwise noted

ARTEMIS GOLD INC.

Condensed Consolidated Interim Statements of Financial Position

(Unaudited - Expressed in Canadian Dollars)

	As at	As at
Notes	March 31, 2024	December 31, 2023
	$	$

Assets
Current assets		154,512,609
Cash and cash equivalents		156,590,674
Receivables and prepayments		5,080,312	10,234,647
Current portion of restricted cash	5	7,456,551	-
Non-current assets		167,049,472	166,825,321
	7,492,827
Investment in Velocity	4	7,585,568
Restricted cash	5	8,814,300	15,126,227
Capitalized contract costs		1,955,775	1,955,775
Deferred financing costs		3,895,489	10,006,762
Prepayments on non-current assets		8,645,719	15,159,857
Mineral property, plant and equipment	6	1,077,644,939	904,114,838
TOTAL ASSETS		1,275,498,521	1,120,774,348
Liabilities
Current liabilities		61,421,342
Accounts payable and accrued liabilities		52,814,479
Current portion of lease liabilities	7	1,843,074	1,373,303
Current portion of deferred revenue	11	5,745,557	2,856,891
Derivative liabilities	14	1,777,355	-
Non-current liabilities		70,787,328	57,044,673
	21,585,501
Lease liabilities	7	19,967,754
Variable consideration payable	8	48,758,649	47,262,688
Long-term debt	9	270,999,475	143,497,758
Asset retirement obligation	10	33,987,470	24,204,282
Deferred revenue	11	249,219,705	247,441,738
TOTAL LIABILITIES		695,338,128	539,418,893
Shareholders' equity		603,200,039
Share capital	12	599,868,231
Contributed surplus	12	24,426,579	22,307,061
Accumulated other comprehensive income		3,622,371	3,622,371
Deficit		(51,088,596)	(44,442,208)
Total Shareholders' equity		580,160,393	581,355,455
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY		1,275,498,521	1,120,774,348

Approved for Issuance by the Board of Directors:
"Elise Rees"	Director
"Steven Dean"	Director

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

ARTEMIS GOLD INC.

Condensed Consolidated Interim Statements of Loss and Comprehensive Loss

(Unaudited - Expressed in Canadian Dollars, except per share amounts and number of shares)

		For the three	For the three
		months ended	months ended
	Notes	March 31, 2024	March 31, 2023
		$	$
Operating expenses		170,340
Depreciation	6	166,476
Management fees and wages	13	1,887,922	1,503,772
Investor relations and corporate development		104,342	143,464
Office, insurance and general		378,217	571,757
Professional fees		304,385	341,148
Share-based payments	12, 13	1,847,454	744,985
Loss from operations		(4,692,660)	(3,471,602)
Other (expense) income		(21,300)
Interest expense on lease liability	7	(31,528)
Accretion expense on asset retirement obligation	10	(62,332)	(30,088)
Equity loss from investment in associate	4	(92,741)	(184,978)
Change in fair value of Gold Collars	14	(1,777,355)	-
Interest income		-	1,905,109
Net loss and comprehensive loss		(6,646,388)	(1,813,087)
Loss per common share		(0.03)
Basic and diluted		(0.01)
Weighted average number of common shares outstanding		199,480,325
Basic and diluted		193,234,801

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

ARTEMIS GOLD INC.

Condensed Consolidated Interim Statements of Changes in Equity

(Unaudited - Expressed in Canadian Dollars, except number of shares)

		Share capital
					Accumulated other
				Contributed	comprehensive		Total shareholders'
	Notes	Number of shares	Amount	surplus	income	Deficit	equity
		#	$	$	$	$	$
Balance - January 1, 2024		198,706,255	599,868,231	22,307,061	3,622,371	(44,442,208)	581,355,455
Exercise of share purchase warrants	12	2,947,500	3,183,300	-	-	-	3,183,300
Exercise of stock options	12	20,000	148,508	(48,308)	-	-	100,200
Shared-based payments	12	-	-	2,167,826	-	-	2,167,826
Net loss		-	-	-	-	(6,646,388)	(6,646,388)
Balance - March 31, 2024		201,673,755	603,200,039	24,426,579	3,622,371	(51,088,596)	580,160,393
		Share capital
				Contributed	Accumulated other		Total shareholders'
				comprehensive
	Notes	Number of shares	Amount	surplus	income	Deficit	equity
		#	$	$	$	$	$
Balance - January 1, 2023		193,211,701	589,253,146	17,549,291	3,622,371	(32,997,077)	577,427,731
Exercise of share purchase warrants	12	33,000	35,640	-	-	-	35,640
Shared-based payments	12	-	-	1,103,694	-	-	1,103,694
Net loss		-	-	-	-	(1,813,087)	(1,813,087)
Balance - March 31, 2023		193,244,701	589,288,786	18,652,985	3,622,371	(34,810,164)	576,753,978

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

ARTEMIS GOLD INC.

Condensed Consolidated Interim Statements of Cash Flows

(Unaudited - Expressed in Canadian Dollars)

		For the three	For the three
		months ended	months ended
	Notes	March 31, 2024	March 31, 2023
		$	$
Operating activities		(6,646,388)
Net loss and comprehensive loss		(1,813,087)
Items not involving cash:		170,340
Depreciation		166,476
Share-based payments	12, 13	1,847,454	744,985
Interest expense on lease liability	7	21,300	31,528
Accretion expense on asset retirement obligation	10	62,332	30,088
Equity loss from investment in associate	4	92,741	184,978
Change in fair value of Gold Collars	14	1,777,355	-
Interest income		-	(1,905,109)
Net changes in non-cash working capital:		(2,476,406)
Accounts payable and accrued liabilities		(1,411,840)
Receivables and prepayments		(52,032)	15,105
Net cash used in operating activities		(5,203,304)	(3,956,876)
Investing activities		1,779,083
Interest received		2,029,945
Purchases of mineral property, plant and equipment		(129,521,368)	(70,807,146)
Restricted cash		(1,144,624)	(4,289,300)
Net cash used in investing activities		(128,886,909)	(73,066,501)
Financing activities		(694,741)
Deferred financing costs		(10,339,132)
Exercise of stock options	12	100,200	-
Exercise of share purchase warrants	12	3,183,300	35,640
Lease payments	7	(576,611)	(169,468)
Proceeds from long-term debt	9	130,000,000	-
Net cash provided by (used in) financing activities		132,012,148	(10,472,960)
Change in cash and cash equivalents		(2,078,065)	(87,496,337)
Cash and cash equivalents, beginning		156,590,674	194,089,372
Cash and cash equivalents, ending		154,512,609	106,593,035

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

ARTEMIS GOLD INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2024 and 2023

(Unaudited - Expressed in Canadian Dollars, unless otherwise noted)

1. NATURE OF OPERATIONS
   Artemis Gold Inc. ("Artemis Gold" or the "Company") was incorporated under the Business Corporations Act (British Columbia) on January 10, 2019. The Company is a development-stage company focused on the development of the Blackwater Gold Mine ("Blackwater" or the "Blackwater Mine") in central British Columbia. The Company's common shares are traded on the TSX Venture Exchange ("TSXV") under the symbol "ARTG".
   The Company operates a single reportable segment, being the exploration and development of mineral properties. All of the Company's non-current assets are located in Canada.
   The Company maintains its head office at 595 Burrard Street, Suite 3083, Vancouver, B.C., Canada. The Company's registered and records office is located at 1133 Melville Street, Suite 3500, Vancouver, B.C., Canada.
2. BASIS OF PREPARATION
   Basis of preparation and measurement
   These unaudited condensed consolidated interim financial statements ("Interim Financial Statements") have been prepared in accordance with IAS 34, Interim Financial Reporting ("IAS 34"). They do not include all of the information and footnotes required by IFRS Accounting Standards as issued by the International Accounting Standards Board ("IFRS") for full annual financial statements and should be read in conjunction with the Company's audited annual consolidated financial statements as at and for the years ended December 31, 2023 and 2022 ("Annual Financial Statements"). The accounting policies applied in the preparation of these Interim Financial Statements are consistent with those applied and disclosed in the Annual Financial Statements except as disclosed below related to new accounting standards.
   These Interim Financial Statements have been prepared on a historical cost basis, except for certain financial instruments which have been measured at fair value. In addition, these Interim Financial Statements have been prepared using the accrual basis of accounting, except for cash flow information. These Interim Financial Statements are presented in Canadian dollars, which is the functional currency of the Company and its subsidiaries. References to "US$" are for United States Dollars. Certain prior period amounts have been reclassified to conform to the presentation in the current period.
   These Interim Financial Statements were approved by the board of directors on May 6, 2024.
   Basis of consolidation
   These Interim Financial Statements include the accounts of the Company and its wholly-owned subsidiaries, BW Gold Ltd. and 1337890 B.C. Ltd., all of which are domiciled in Canada. All inter-company balances, transactions, income and expenses have been eliminated upon consolidation.
   Adoption of new accounting standards
   IAS 1, Presentation of Financial Statements ("IAS 1"): In October 2022, the IASB issued amendments to IAS 1 titled Non- current Liabilities with Covenants. These amendments sought to improve the information that an entity provides when its right to defer settlement of a liability is subject to compliance with covenants within 12 months after the reporting period. These amendments to IAS 1 override but incorporate the previous amendments, Classification of Debt as Current or Non-current, issued in January 2020, which clarified that liabilities are classified as either current or non-current, depending on the rights that exist at the end of the reporting period. Liabilities should be classified as non-current if a company has a substantive right to defer settlement for at least 12 months at the end of the reporting period. Effective January 1, 2024, the Company adopted these amendments, which did not have a material effect on its Interim Financial Statements.

6

ARTEMIS GOLD INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2024 and 2023

(Unaudited - Expressed in Canadian Dollars, unless otherwise noted)

3. USE OF ESTIMATES AND JUDGMENTS

The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are continuously evaluated and are based on management's experience and other factors, including expectations of future events that are believed to be reasonable in the circumstances. Uncertainty about these judgments, estimates and assumptions could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods.

The Company's interim results are not necessarily indicative of its results for a full year. The significant accounting policy judgments and areas of estimation uncertainty that applied in the preparation of these Interim Financial Statements are consistent with those applied and disclosed in Note 4 of the Annual Financial Statements.

4. INVESTMENT IN VELOCITY MINERALS LTD. ("VLC") The Company's investment in VLC is comprised of:

	Investment in
	associate
	$
Balance, January 1, 2023	8,176,317
Equity loss on investment in associate	(590,749)
Balance, December 31, 2023	7,585,568
Equity loss on investment in associate	(92,741)
Balance, March 31, 2024	7,492,827

As at March 31, 2024, the Company held 50,701,138 common shares of VLC (or 26% of VLC's issued and outstanding common shares) with a fair market value of $4.8 million (December 31, 2023 - 50,701,138 VLC shares, or 26% of VLC's issued and outstanding common shares, at a fair value of $5.6 million).

The assets and liabilities of VLC are summarized in the following table and incorporates VLC's most recently available financial information, which was as at December 31, 2023.

		December 31, 2023
		$
	Current assets	3,563,349
	Non-current assets	26,299,852
		29,863,201
	Current liabilities	905,920
	Non-current liabilities	70,571
		976,491
	Total net assets attributable to owners of Velocity	24,148,331
	Company's equity share of net assets	6,240,293
	Loss and comprehensive loss for the three months ended December 31, 2023	353,443

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ARTEMIS GOLD INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2024 and 2023

(Unaudited - Expressed in Canadian Dollars, unless otherwise noted)

5. RESTRICTED CASH

As at March 31, 2024, the Company recorded a total of $16.3 million (December 31, 2023 - $15.1 million) of restricted cash on the statements of financial position with respect to cash collateral provided to support surety bonds related to reclamation, fish habitat compensation plans and mining effluent requirements, construction holdbacks and other collateral provided in regard to financial security in support of general corporate accounts, as detailed below:

		March 31, 2024		December 31, 2023
		$		$
	Restricted cash	Surety bond	Restricted cash	Surety bond
Reclamation and environmental security	8,698,900	120,259,000	8,698,900	86,989,000
Construction holdback liability	7,456,551	-	6,311,927	-
Other	115,400	585,544	115,400	585,544
Balance	16,270,851	120,844,544	15,126,227	87,574,544
Less: current portion	(7,456,551)		-
Non-current portion	8,814,300		15,126,227

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ARTEMIS GOLD INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2024 and 2023

(Unaudited - Expressed in Canadian Dollars, unless otherwise noted)

6. MINERAL PROPERTY, PLANT AND EQUIPMENT

	Mineral	Construction in	Right-of-use	Camp	Equipment	Vehicles	Other	(4)	Total
	property (1)	Progress (2)	assets (3)
	$	$	$	$	$	$		$	$
COST
Balance, January 1, 2023	381,131,615	46,406,633	2,329,600	4,802,845	1,673,062	280,672	1,402,480	438,026,907
Additions	107,893,413	342,187,242	20,621,019	-	-	-	61,218	470,762,892
Balance, December 31, 2023	489,025,028	388,593,875	22,950,619	4,802,845	1,673,062	280,672	1,463,698	908,789,799
Additions	38,508,012	133,992,002	2,317,894	-	-	-		-	174,817,908
Balance, March 31, 2024	527,533,040	522,585,877	25,268,513	4,802,845	1,673,062	280,672	1,463,698	1,083,607,707
Balance, January 1, 2023	-	-	(799,109)	(1,066,081)	(212,950)	(71,336)	(165,492)	(2,314,968)
Depreciation	-	-	(1,648,164)	(433,731)	(99,781)	(53,704)	(124,613)	(2,359,993)
Balance, December 31, 2023	-	-	(2,447,273)	(1,499,812)	(312,731)	(125,040)	(290,105)	(4,674,961)
Depreciation	-	-	(1,109,200)	(108,432)	(24,492)	(14,030)	(31,653)	(1,287,807)
Balance, March 31, 2024	-	-	(3,556,473)	(1,608,244)	(337,223)	(139,070)	(321,758)	(5,962,768)
NET BOOK VALUE
Balance, December 31, 2023	489,025,028	388,593,875	20,503,346	3,303,033	1,360,331	155,632	1,173,593	904,114,838
Balance, March 31, 2024	527,533,040	522,585,877	21,712,040	3,194,601	1,335,839	141,602	1,141,940	1,077,644,939

1. Mineral property primarily includes expenditures related to technical services, environmental regulatory and compliance, capitalized interest, accretion of variable consideration payable, accretion of deferred revenue, discounted future reclamation costs (Note 10), capitalized stock-based compensation and capitalized interest on lease liabilities.
2. Construction in Progress consists of costs associated with the Blackwater Mine, which includes the engineering, procurement and construction ("EPC") contract for the processing plant.
3. Right-of-useassets consist of the initial construction and mining fleet related to the Blackwater Mine, as well as corporate office leases.
4. "Other" includes furniture, buildings and land.

Total depreciation recognized during the three months ended March 31, 2024 was $1.3 million (three months ended March 31, 2023 - $0.3 million), of which $0.2 million was expensed in the condensed consolidated interim statements of loss and comprehensive loss (three months ended March 31, 2023 - $0.2 million). The remaining depreciation charges were capitalized to mineral property.

The amount of capitalized interest included in mineral property during the three months ended March 31, 2024 was $10.2 million (three months ended March 31, 2023 - $5.0 million). The amounts of capitalized interest include the accretion of variable consideration payable and deferred revenue, as well as commitment fees and interest expense net of interest income associated with the PLF and master lease agreement. Capitalized interest included in mineral

9

ARTEMIS GOLD INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2024 and 2023

(Unaudited - Expressed in Canadian Dollars, unless otherwise noted)

1. MINERAL PROPERTY, PLANT AND EQUIPMENT (CONTINUED)
   property during the three months ended March 31, 2024 includes $1.6 million of interest income associated with the cash proceeds from the PLF.
   The additions to mineral property during the three months ended March 31, 2024 includes $9.7 million in changes in the asset retirement obligation estimate (three months ended March 31, 2023 - $0.4 million).
2. LEASE LIABILITIES
   The Company's lease liabilities are primarily related to construction equipment required for the execution of the owner- performed scope of major works construction activities at the Blackwater Mine. The Company's lease liabilities have interest rates that vary between 6.0% to 10.1%.
   The following table summarizes the changes in lease liabilities:

	March 31, 2024	December 31, 2023
	$	$
Opening balance	21,341,057	1,712,564
Additions	2,329,079	20,537,403
Lease payments	(576,611)	(1,277,934)
Interest	335,050	369,024
Closing balance	23,428,575	21,341,057
Less: current portion	(1,843,074)	(1,373,303)
Non-current portion	21,585,501	19,967,754

Total interest incurred on lease liabilities during the three months ended March 31, 2024 was $0.3 million (three months ended March 31, 2023 - $0.1 million), which was primarily capitalized to mineral property.

Future scheduled lease payments, comprising principal and interest are disclosed in Note 14.

8. VARIABLE CONSIDERATION PAYABLE

The Company's variable consideration payable is associated with the gold stream arrangement ("Gold Stream") the Company entered into as part of the consideration associated with the acquisition of Blackwater. The initial fair value of the financial liability was determined using a discount rate of 12.5%.

The following table summarizes the changes in variable consideration payable:

	Carrying amount
	$
Balance, January 1, 2023	41,709,665
Accretion expense capitalized to mineral property, plant and equipment	5,553,023
Balance, December 31, 2023	47,262,688
Accretion expense capitalized to mineral property, plant and equipment	1,495,961
Balance, March 31, 2024	48,758,649
	10