Latin Metals : CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(An Exploration Stage Company)

CONDENSED INTERIM

CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in Canadian Dollars)

For the three months ended January 31, 2024 and 2023

Corporate Registered Office

Suite 880 - 320 Granville Street, Vancouver, BC, V6C 1S9, Canada

Tel: [phone]

INDEX	Page
Notice to Reader
Condensed Interim Consolidated Statements of Financial Position	1
Condensed Interim Consolidated Statements of Loss and Comprehensive Loss	2
Condensed Interim Consolidated Statements of Changes in Shareholders' Equity	3
Condensed Interim Consolidated Statements of Cash Flows	4
Notes to Condensed Interim Consolidated Financial Statements	5-27

NOTICE TO READER

Pursuant to National Instrument 51-102, Part 4, subsection 4.3(3)(a) issued by the Canadian Securities Administrators, if an auditor has not performed a review of condensed interim consolidated financial statements, they must be accompanied by a notice indicating that the condensed interim consolidated financial statements have not been reviewed by an auditor.

The condensed consolidated interim financial statements of the Company for the three months ended January 31, 2024 have been prepared by and are the responsibility of the Company's management.

The Company's independent auditors have not performed a review of these condensed consolidated interim financial statements in accordance with the standards established by the Chartered Professional Accountants of Canada for a review of condensed consolidated interim financial statements by an entity's auditor.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Unaudited. Expressed in Canadian dollars)

ASSETS

Current

Cash and cash equivalents Receivables

Prepaid expenses

Investments (note 3)

Property and equipment (note 4)

Exploration and evaluation assets (note 5)January 31, 2024

October 31, 2023

$

153,275 $ 333,624 12,195 54,217 78,757 129,515

244,227 517,356

799,339 811,526

58,646 135,538

5,141,016

5,097,682

Total Assets

$

6,243,228

$

6,562,102

LIABILITIES AND SHAREHOLDERS' EQUITY

Current

Accounts payable and accrued liabilities (note 10)

Lease liabilities, current (note 6)

Short-term loans (note 7 and 9)

Lease liabilities, long term (note 6)

$

375,413

- 40,736

563,004 548,724

$ 259,581

938,417 849,041

- 33,254

Total Liabilities

Shareholders' Equity

Share capital (note 8)

Shares subscriptions received (note 13) Reserves (note 8)

938,417

Deficit

15,187,295 42,000 2,802,860 (12,727,344)

882,295

15,187,295 - 2,802,860 (12,310,348)

Total Shareholders' Equity

5,304,811

5,679,807

Total Liabilities and Shareholders' Equity

$

6,243,228

Approved on behalf of the Board of Directors on March 26, 2024

"Keith Henderson" Director

"David Cass"

$

Director

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

6,562,102

1 | Page

(An Exploration Stage Company)

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS (Unaudited. Expressed in Canadian dollars)

Operating expenses

Consulting fees (note 9) Depreciation (note 4)

Impairment loss on VAT receivable and other Investor relations and promotion

Office and general

Professional fees

Property investigation costs Regulatory and transfer agent

Salaries, benefits, and directors' fees (note 9) Share-based compensation (notes 8 and 9) Travel

Loss from operations

Other items

Fair value loss, investments (note 3) Finance costs (notes 6 and 7) Foreign exchange gain

Gain on lease termination

Three months ended January 31,2024

2023

$

116,155

15,752 7,334

2,315 2,474

70,313 39,670

24,766 30,131

24,206 48,485

35,763 14,879

10,228 9,799

87,453 47,104

- 448,259

12,315 16,985

(399,266)

(12,187)

(32,404)

22,070

4,791

$ 117,116

(782,236)

(17,730)

- (3,268) 25,924 - 22,656

Loss and comprehensive loss for the period

$ $

(416,996)Basic and diluted loss per share

(0.01)

Weighted average number of common shares outstanding - basic and diluted

71,476,251

$ $

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

(759,580)

(0.01)

70,325,847

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(An Exploration Stage Company)

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited. Expressed in Canadian dollars)

Balance, October 31, 2022	$	5,941,245
Shares issued for non-cash:
Property acquisition - finders' fees	96,039
Share-based compensation	497,722
Net loss for the period	(759,580)
Balance, January 31, 2023	$	5,775,426
Balance, October 31, 2023	$	5,679,807
Share subscriptions received	42,000
Net loss for the period	(416,996)
Balance, January 31, 2024	$	5,304,811
The accompanying notes are an integral part of these condensed interim consolidated financial statements.
3|Page

Share Capital	Share subscriptions received	Reserves Deficit
Shares Amount
69,962,414 $ 14,905,151 711,400 96,039 - - - -	- - - -	$ 2,271,038 $ (11,234,944) - 497,722 - - - (759,580)
70,673,814 $ 15,001,190	-	$ 2,768,760 $ (11,994,524)
71,476,251 $ 15,187,295 - - - -	- 42,000 -	$ 2,802,860 $ (12,310,348) - - - (416,996)
71,476,251 $ 15,187,295	42,000	$ 2,802,860 $ (12,727,344)

Total Shareholders'

Equity

(An Exploration Stage Company)

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited. Expressed in Canadian dollars)

Three months ended January 31, 2024 2023

CASH FLOWS FROM OPERATING ACTIVITIES

Loss for the period

Items not affecting cash:

Depreciation

Fair value remeasurement of investments Finance costs

Gain on termination of lease Share-based compensation

Changes in non-cash working capital items:

Receivables

Prepaid expenses

Accounts payable and accrued liabilities

$

• (416,996) $

15,752 12,187 32,404 (4,791)

- 448,259

42,022 23,392

50,758 (87,104)

133,076 (102,913)Net cash used in operating activities

CASH FLOWS FROM INVESTING ACTIVITIES

Acquisition of equipment

Option proceeds and proceeds from sale of exploration and evaluation assets Expenditures on exploration and evaluation assets

(135,588)

(4,732)

- (69,516)

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES

Share subscriptions received

Payment of lease liability

(74,248)

42,000 (12,513)

Net cash provided (used) by financing activities

29,487

Change in cash and cash equivalents for the period Cash and cash equivalents, beginning of the period

(180,349) 333,624

Cash and cash equivalents, end of the period

$

153,275

$

Supplemental disclosure with respect to cash flows (note 10)

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

(759,580)

7,334 - - -(470,612)

(30,809)

273,740

(428,247)

(185,316)

- (5,732)

(5,732)

(661,660) 1,136,196

474,536

(Unaudited. Expressed in Canadian dollars)

1.

NATURE OF OPERATIONS AND GOING CONCERN

Latin Metals Inc. (the "Company" or "Latin Metals") was incorporated under the laws of the Province of British Columbia, Canada on January 9, 2006. The Company's principal business activity is the acquisition, exploration and evaluation of mineral properties located in South America. The Company operates with a Prospect Generator model focusing on the acquisition of prospective exploration properties at a low cost, completing initial evaluation through cost-effective exploration to establish drill targets, and ultimately securing joint venture partners to fund drilling and advanced exploration. Shareholders are exposed to the upside of a significant discovery without the dilution associated with funding the highest-risk drill-based exploration. The Company's common shares trade on the TSX Venture Exchange ("TSX-V") under the symbol "LMS" as well as on the OTCQB Venture Market under the symbol "LMSQF".

The mailing address of the Company is Suite 890 - 999 West Hastings Street, Vancouver, BC, V6C 2W2, Canada. The registered and records offices of the Company are located at Suite 1170 - 1040 West Georgia Street, Vancouver, BC, V6E 4H1, Canada.

As at January 31, 2024, the Company has working capital deficit of $694,190 (October 31, 2023 - working capital deficit of $331,685) and an accumulated deficit of $12,727,344 (October 31, 2023 - $12,310,348). The Company recorded a net loss of $416,996 for the three months ended January 31, 2024 (three months ended January 31, 2023 - $759,580). Subsequent to January 31, 2024, the Company closed a private placement for gross proceeds of $700,000 (Note 14).

The Company is in the process of exploring and developing its mineral properties and has not yet determined whether these properties contain ore reserves that are economically recoverable. The recoverability of the amounts shown for exploration and evaluation assets is dependent upon the discovery of economically recoverable reserves, the ability of the Company to obtain necessary financing to complete the development of those reserves and upon future profitable production or proceeds from the disposition thereof.

These condensed interim consolidated financial statements have been prepared under the assumption that the Company will be able to realize its assets and discharge its liabilities in the normal course of business rather than through a process of forced liquidation. The Company has incurred losses from inception and does not currently have financial resources to sustain operations in the long term. The ability to continue as a going concern remains dependent upon the Company's ability to obtain the financing necessary to continue to fund its operations. There is no assurance, however, that future financings will be available on favourable terms. An inability to raise additional financing may impact the future assessment of the Company as a going concern. These material uncertainties may cast significant doubt about the Company's ability to continue as a going concern.

These condensed interim consolidated financial statements do not reflect the adjustments relating to the recoverability of assets and classification of assets and liabilities that might be necessary should the Company be unable to continue as a going concern. Such adjustments could be material.

(Unaudited. Expressed in Canadian dollars)

2.

BASIS OF PREPARATION

Basis of presentation

These condensed consolidated interim financial statements, including comparatives, have been prepared in accordance with International Accounting Standard ("IAS") 34 Interim Financial Reporting ("IAS 34") using accounting policies consistent with the International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB"). The Board of Directors approved the condensed interim consolidated financial statements on March 26, 2024.

The condensed consolidated interim financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Company's audited consolidated financial statements for the years ended October 31, 2023 and 2022.

These condensed consolidated interim financial statements have been prepared on the historical cost basis, except for financial assets and liabilities recorded at fair value, and include the accounts of the Company and its wholly-owned subsidiaries outlined under principles of consolidation. These consolidated financial statements have been prepared using the accrual basis of accounting, except for cash flow information.

Principles of consolidation

These condensed consolidated interim financial statements include the accounts of the Company and its subsidiaries as follows:

Proportion of	Country of
Subsidiary	Ownership Interest	Incorporation	Principle Activity
Cardero Argentina S.A.	100%	Argentina	Exploration
Asterion S.A.	100%	Argentina	Exploration
Acrux S.A.	100%	Argentina	Exploration
Zafiro Mining S.A.C.	100%	Peru	Exploration
1377269 B.C. Ltd.	100%	Canada	Holding
1377258 B.C. Ltd.	100%	Canada	Holding
1054749 B.C. Ltd.	100%	Canada	Holding

The Company established its subsidiary 1377269 B.C. Ltd. and 1377258 B.C. Ltd. in 2022, and through them acquired 100% of Asterion S.A. and Acrux S.A. respectively in 2023. The acquisitions were accounted for as asset acquisitions as neither entity met the definition of a business as defined in IFRS 3.

The Company consolidates its subsidiaries on the basis that it controls the subsidiary through its ability to govern its financial and operating activities. All intercompany transactions and balances are eliminated on consolidation.

Management consolidates all subsidiaries and entities which it is determined that the Company controls. Control is evaluated on the ability of the Company to direct the activities of the subsidiary or entity to derive variable returns and management uses judgment in determining whether control exists. Judgment is exercised in the evaluation of the variable returns and in determining the extent to which the Company has the ability to exercise its power to generate variable returns.

(Unaudited. Expressed in Canadian dollars)

2. BASIS OF PREPARATION (Cont'd…) Reporting and functional currency

The consolidated financial statements of the Company are presented in Canadian dollars, which is the functional currency of the Company and its subsidiaries.

Significant accounting judgments, estimates and assumptions

Estimates and judgments are based on management's experience and other factors, including expectations about future events that are believed to be reasonable under the circumstances. The preparation of financial statements requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, profit and expenses. The estimates and associated assumptions are continuously evaluated and are based on historical experience and various other factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. In preparing these condensed interim consolidated financial statements, the significant judgments made by management in applying the Company's accounting policies and the key sources of estimation uncertainty were the same as those applied to the audited consolidated financial statements for the year ended October 31, 2023.

Significant accounting policies

The accounting policies followed in these condensed interim consolidated financial statements are the same as those applied in the Company's most recent audited consolidated financial statements for the years ended October 31, 2023 and 2022.