F3 Uranium : Q3 2024 Financial Statements

Condensed Interim Consolidated Financial Statements

(Unaudited - prepared by management)

F3 Uranium Corp.

(formerly Fission 3.0 Corp.)

For the Three- and Nine-Month Period Ended

March 31, 2024 and 2023

Table of contents
Consolidated statements of financial position	1
Consolidated statements of income (loss) and comprehensive income (loss)	2
Consolidated statements of changes in shareholders' equity	3
Consolidated statements of cash flows	4
Notes to the consolidated financial statements	5-34

F3 Uranium Corp.

(formerly Fission 3.0 Corp.)

Condensed interim consolidated statements of financial position (Expressed in Canadian dollars)

		March 31,	June 30,
	Notes	2024	2023
		(unaudited)	(audited)
ASSETS		$	$
Current assets		34,167,792
Cash and cash equivalents	12	17,723,499
Amounts receivable		507,815	523,920
Marketable securities	7	361,448	1,444,860
Investment	7	433,225	217,672
Deposits		783,052	157,290
Prepaid expenses		350,821	373,112
		36,604,153	20,440,353
Right-of-use asset	6	68,941	88,956
Exploration advances		-	155,998
Exploration and evaluation assets	8,13	54,370,172	29,762,105
TOTAL ASSETS		91,043,266	50,447,412
LIABILITIES
Current liabilities		2,953,858
Accounts payable and accrued liabilities	13	1,715,361
Shares to be issued		-	8,400
Mineral exploration commitment	8	1,520,237	-
Lease liability - short term	6	27,674	23,228
Flow-through share premium	10	-	2,415,671
		4,501,769	4,162,660
Lease liability - long term	6	58,152	79,624
Convertible debt	9	10,762,279	-
Deferred income tax liability		8,864,000	1,960,000
Total liabilities		24,186,200	6,202,284
SHAREHOLDERS' EQUITY		94,821,679
Share capital	11	65,157,500
Subscription receivable	11	-	(26,000)
Reserves	11	27,004,294	19,257,597
Equity portion of convertible debt	9	2,737,047	-
Accumulated deficit		(57,705,954)	(40,143,969)
Total shareholders' equity		66,857,066	44,245,128
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY		91,043,266	50,447,412

Nature of operations (Note 1)

Commitments (Note 17)

Subsequent events (Note 18)

Approved by the Board of Directors and authorized for issuance on May 30, 2024:

"Devinder Randhawa"		"Terrence Osier"
Director		Director

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

Page 1

F3 Uranium Corp.

(formerly Fission 3.0 Corp.)

Condensed interim consolidated statements of loss and comprehensive loss

(Expressed in Canadian dollars - Unaudited)

		Three months			Nine months
		ended	Three months	Nine months	ended
		March 31,	ended	ended	March 31,
	Notes	2024	March 31, 2023	March 31, 2024	2023
		$	$	$	$
EXPENSES
Accretion interest	9	819,257	-	870,023	-
Business development		98,974	96,481	312,416	231,814
Consulting and director fees	13	918,862	869,292	2,555,651	1,254,162
Depreciation	6	(145)	10,081	20,015	30,241
Exploration costs		78,006	25,768	78,006	65,131
Office and administration		(964,432)	11,464	526,399	217,142
Professional fees (recovery)		(6,356)	(4,478)	446,914	41,140
Public relations and communications		193,274	1,090,630	1,312,065	1,484,750
Right-of-use interest	6	1,981	6,271	12,447	20,036
Share-based compensation	11,13	6,404,215	(3,410,936)	7,930,619	4,741,071
Wages and benefits	13	298,234	130,120	527,989	195,710
		(7,841,870)	1,175,307	(14,592,544)	(8,281,197)
Other items:
Flow-through share recovery tax	10	(2,395,876)	-	2,415,671	376,776
Interest income		346,490	189,539	1,386,025	278,344
Realized gain on marketable securities		21,300	648,926	23,987	95,991
Recovery on mineral rights	8	75,460	-	75,460	-
Change in fair value of marketable	7	(222,147)	(23,963)	(844,597)	90,704
securities
Write-off of deposits		(134,319)	-	(134,319)	-
		(2,309,092)	814,502	2,922,227	841,815
Income (Loss) before tax		(10,150,962)	1,989,809	(11,670,317)	(7,439,382)
Deferred income tax expense		(7,364,577)	-	(5,891,668)	-
Income (Loss) and Comprehensive
income (loss) for the period		(17,515,539)	1,989,809	(17,561,985)	(7,439,382)
Basic and Diluted Earnings (Loss)
Per Share		(0.04)	0.01	(0.04)	(0.02)
Weighted Average Number of Shares
Outstanding - Basic and Diluted		472,324,311	339,058,055	470,394,030	301,067,425

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

Page 2

F3 Uranium Corp.

(formerly Fission 3.0 Corp.)

Condensed interim consolidated statements of shareholder's equity

(Expressed in Canadian dollars - Unaudited)

	Share capital
					Equity portion
	Number of			Subscription	of convertible	Accumulated
	shares	Amount	Reserves	receivable	debt	deficit	Total
		$	$	$	$	$	$
Balance, June 30, 2022	296,526,184	44,416,876	13,926,224	-	-	(29,968,309)	28,374,791
Private placements	19,047,619	5,142,857	-	-	-	-	5,142,857
Finder fees and share issuance costs	-	(621,099)	-	-	-	-	(621,099)
Broker warrants	-	(137,000)	137,000	-	-	-	-
Warrants exercised	23,518,909	5,836,430	(1,441,772)	-	-	-	4,394,658
Options exercised	2,824,977	692,419	(278,723)	-	-	-	413,696
RSU exercise	3,299,166	874,279	(874,279)	-	-	-	-
Share-based compensation	-	-	4,741,071	-	-	-	4,741,071
Net loss for the period	-	-	-	-	-	(7,439,382)	(7,439,382)
Balance, March 31, 2023	345,216,855	56,204,762	16,209,521	-	-	(37,407,691)	35,006,592
Balance, June 30, 2023	381,284,073	65,157,500	19,257,597	(26,000)	-	(40,143,969)	44,245,128
Private placements	41,237,113	15,793,000	4,207,000	-	-	-	20,000,000
Finders' fees and share issuance costs	-	(919,987)	(244,843)	-	-	-	(1,164,830)
Brokers' warrants	-	(495,000)	495,000	-	-	-	-
Warrants exercised	41,493,674	12,511,075	(3,329,459)	26,000	-	-	9,207,616
Options exercised	7,830,262	2,301,475	(977,864)	-	-	-	1,323,611
Conversion of RSUs	1,187,741	317,751	(317,751)	-	-	-	-
Equity portion of convertible debt	-	-	-	-	2,737,047	-	2,737,047
Finder fee shares	380,518	155,865	-	-	-	-	155,865
Share-based compensation	-	-	7,914,614	-	-	-	7,914,614
Net loss for the period	-	-	-	-	-	(17,561,985)	(17,561,985)
Balance, March 31, 2024	473,413,381	94,821,679	27,004,294	-	2,737,047	(57,705,954)	66,857,066

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

Page 3

F3 Uranium Corp.

(formerly Fission 3.0 Corp.)

Condensed interim consolidated statements of cash flow (Expressed in Canadian dollars - Unaudited)

For the Nine-Month Period Ended	March 31,		March 31,
2024	2023
Operating activities	$	$
Net loss	(17,561,985)	(7,439,382)
Non-cash items:	870,023
Accretion interest	-
Deferred income tax expense	5,891,668	-
Depreciation and amortization	20,015	30,241
Interest on lease	12,447	20,036
Realized gain on marketable securities	(23,987)	(95,990)
Share based compensation	7,930,619	4,741,071
Flow-through share tax recovery	(2,415,671)	(376,776)
Recovery on mineral rights	(75,460)	-
Unrealized loss on marketable securities	844,597	(90,704)
Write-off of deposits	134,319	-
Changes in non-cash working capital items:	16,105
Amounts receivable	(435,264)
Prepaid expenses and deposits	(737,790)	(197,613)
Accounts payable and accrued liabilities	(61,055)	25,743
Cash flows used in operating activities	(5,156,155)		(3,818,638)
Investing activities
Exploration and evaluation assets additions, net of recoveries	(23,885,470)	(12,135,092)
Property option recovery	250,000	100,000
Purchase of short-term investments	(215,553)	-
Cash payment in lieu of required expenditures	2,000,000	-
Proceed from sale of shares	341,452	1,015,127
Cash flows used in investing activities	(21,509,571)		(11,019,965)
Financing activities	20,000,000
Private placement proceeds	5,142,857
Flow-through share premium received in cash	-	2,857,143
Finders' fees and share issuance costs	(1,164,830)	(621,099)
Warrants exercised	9,207,616	4,394,658
Options exercised	1,299,206	413,696
Convertible debt gross proceeds	15,000,000	-
Transaction costs	(593,500)	-
Interest paid	(609,000)	-
Lease payments	(29,473)		(29,474)
Cash flows provided by financing activities	43,110,019		12,157,781
Net change in cash and cash equivalents in the period	16,444,293	(2,680,822)
Cash and cash equivalents, beginning of the year	17,723,499	12,618,100
Cash and cash equivalents, end of the period	34,167,792	9,937,278
Supplemental disclosure with respect to cash flows (Note 12)

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

Page 4

F3 Uranium Corp.

(formerly Fission 3.0 Corp.)

Notes to the condensed interim consolidated financial statements

For the three and nine month period ended March 31, 2024 and 2023 (Expressed in Canadian dollars)

1. Nature of operations

F3 Uranium Corp. (the "Company") (formerly Fission 3.0 Corp.) was incorporated on September 23, 2013 under the laws of the Canada Business Corporations Act in connection with a court approved plan of arrangement to reorganize Fission Uranium Corp. ("Fission Uranium") which was completed on December 6, 2013 (the "Fission Uranium Arrangement"). The Company's principal business activity is the acquisition and exploration of mineral properties. To date, the Company has not generated revenues from operations and is considered to be in the exploration stage. The Company's head office is located at 750 - 1620 Dickson Ave., Kelowna, BC, V1Y 9Y2 and is listed on the TSX Venture Exchange under the symbol FUU, and on the Frankfurt Stock Exchange under the symbol 2F3.

The Company changed its name from Fission 3.0 Corp. to F3 Uranium Corp. on January 30, 2023.

On January 16, 2024, the Company announced that it has initiated steps to spin out (the "Spin- Out") 17 of the Company's prospective uranium exploration projects in the Athabasca Basin including the Murphy Lake, Cree Bay, Hearty Bay, Clearwater West, Wales Lake, Todd, Smart Lake, Lazy Edward Bay, Grey Island, Seahorse Lake, Bird Lake, Beaver River, Bell Lake, Flowerdew Lake, James Creek, Henderson Lake and Wales Lake East and West properties (collectively, the "Properties") into a newly incorporated wholly-owned subsidiary to be named F4 Uranium Corp. ("F4"). The Patterson Lake North Property along with the Broach and Minto Properties (collectively, the "PLN Project"), will remain with F3. It is expected that the Spin-Out will be effected by way of a plan of arrangement (the "Arrangement"), under the Canada Business Corporations Act.

The Company has not yet determined whether its exploration and evaluation assets contain ore reserves that are economically recoverable. The recoverability of the amounts shown for the exploration and evaluation assets, including the acquisition costs, is dependent upon the existence 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.

Over the past year, global stock markets have experienced volatility and a significant weakening in the aftermath of COVID-19. Governments and central banks have responded with monetary and fiscal interventions to stabilize economic conditions. Volatility in financial markets may have a significant impact on the Company's financial position. The duration and impact of the higher inflationary environment, as well as the effectiveness of government and central bank responses, remains unclear at this time.

These condensed interim consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company's ability to continue as a going concern is dependent upon its ability to fund its operations through equity financing, joint ventures, option agreements or other means. As at March 31, 2024 the Company had cash and cash equivalents of $34,167,792 (June 30, 2023 - $17,723,499) and a working capital balance of $32,102,384 (June 30, 2023 - $16,277,693). The Company believes it has sufficient resources to continue operations for the next twelve months.

Page 5

F3 Uranium Corp.

(formerly Fission 3.0 Corp.)

Notes to the condensed interim consolidated financial statements

For the three and nine month period ended March 31, 2024 and 2023 (Expressed in Canadian dollars)

1. Basis of presentation
2. 1. Statement of compliance
      These condensed interim consolidated financial statements are unaudited and have been prepared in accordance with IFRS applicable to the preparation of interim financial statements, IAS 34, Interim Financial Reporting ("IAS 34") and do not contain all the information required for annual financial statements. These unaudited condensed interim consolidated financial statements should be read in conjunction with the Company's audited financial statements for the year ended June 30, 2023 prepared in accordance with IFRS. These unaudited condensed interim consolidated financial statements were authorized for issue by the Board of Directors on May 30, 2024.
   2. Basis of preparation
      These condensed interim consolidated financial statements have been prepared on the historical cost basis except for certain financial instruments, which are measured at fair value. In addition, these condensed interim consolidated financial statements have been prepared using the accrual basis of accounting, except for cash flow information.
   3. Basis of consolidation
      The condensed interim consolidated financial statements of the Company include F4 Uranium Corp., a wholly-owned subsidiary incorporated in British Columbia on February 9, 2024, and Fission Energy Peru S.A.C., which is 100% owned, has been inactive since 2020 and has no assets or liabilities. The Company consolidates subsidiaries when it is exposed, or has rights, to variable returns from its involvement with the subsidiaries and has the ability to affect those returns through its power over the subsidiaries. All intercompany balances eliminated on consolidation.
3. Material accounting policies
4. 1. Financial instruments Classification
      The Company classifies its financial instruments in the following categories: at fair value through profit and loss ("FVTPL"), at fair value through other comprehensive income (loss) ("FVTOCI") or at amortized cost. The Company determines the classification of financial assets at initial recognition. The classification of debt instruments is driven by the Company's business model for managing the financial assets and their contractual cash flow characteristics. Equity instruments that are held for trading are classified as FVTPL. For other equity instruments, on the day of acquisition the Company can make an irrevocable election (on an instrument-by-instrument basis) to designate them as at FVTOCI. Financial liabilities are measured at amortized cost, unless they are required to be measured at FVTPL (such as instruments held for trading or derivatives) or if the Company has opted to measure them at FVTPL.

The Company classifies its financial instruments as follows:

	Financial Instrument	Classification
	Cash and cash equivalents	FVTPL
Marketable securities	FVTPL
Accounts payable and accrued liabilities	Amortized cost
Convertible debt	Amortized cost
Lease liability	Amortized cost

Page 6

F3 Uranium Corp.

(formerly Fission 3.0 Corp.)

Notes to the condensed interim consolidated financial statements

For the three and nine month period ended March 31, 2024 and 2023 (Expressed in Canadian dollars)

3. Material accounting policies (continued)

1. Financial instruments (continued)
   Measurement
   Financial assets and liabilities at amortized cost are initially recognized at fair value plus or minus transaction costs, respectively, and subsequently carried at amortized cost less any impairment.
   Financial assets and liabilities carried at FVTPL are initially recorded at fair value and transaction costs are expensed in the statements of loss and comprehensive loss. Realized and unrealized gains and losses arising from changes in the fair value of the financial assets and liabilities held at FVTPL are included in the statements of loss in the period in which they arise.
   Selected investments in equity instruments at FVTOCI are initially recorded at fair value plus transaction costs. Subsequently they are measured at fair value, with gains and losses recognized in other comprehensive income (loss).
   Impairment of financial assets at amortized cost
   The Company recognizes a loss allowance for expected credit losses on financial assets that are measured at amortized cost. At each reporting date, the Company measures the loss allowance for the financial asset at an amount equal to the lifetime expected credit losses if the credit risk on the financial asset has increased significantly since initial recognition. If at the reporting date, the financial asset has not increased significantly since initial recognition, the Company measures the loss allowance for the financial asset at an amount equal to the twelve month expected credit losses. The Company shall recognize in the statements of loss, as an impairment gain or loss, the amount of expected credit losses (or reversal) that is required to adjust the loss allowance at the reporting date to the amount that is required to be recognized.
   Derecognition of financial assets
   The Company derecognizes financial assets only when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all of the associated risks and rewards of ownership to another entity. Gains and losses on derecognition are generally recognized in the statements of loss.
2. Cash and cash equivalents
   Cash and cash equivalents consist of deposits in banks and redeemable term deposits that are readily convertible to cash. The Company's cash and cash equivalents are invested with major financial institutions and are not invested in any asset backed deposits/investments.
3. Foreign currency translation
   These condensed interim consolidated financial statements are presented in Canadian dollars. The financial statements for the Company's subsidiary are measured using the currency of the primary economic environment in which the subsidiary operates (the "functional currency"). Each subsidiary determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency. The functional currency determinations were conducted through an analysis of the consideration factors identified in IAS 21, The Effects of Changes in Foreign Exchange Rates.

Page 7

F3 Uranium Corp.

(formerly Fission 3.0 Corp.)

Notes to the condensed interim consolidated financial statements

For the three and nine month period ended March 31, 2024 and 2023 (Expressed in Canadian dollars)

3. Material accounting policies (continued)

1. Foreign currency translation (continued)

The functional currency of the Company, and the Company's subsidiary are as follows:

• F3 Uranium Corp. - Canadian Dollar
• F4 Uranium Corp - Canadian Dollar (inactive and no assets)
• Fission Energy Peru S.A.C. - Peruvian New Sol (inactive and no assets)

Transactions and balances

Foreign currency transactions are translated into the Company's functional currency using the exchange rates prevailing at the date of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at exchange rates prevailing at the reporting date are recognized in profit or loss. Non- monetary assets and liabilities are translated at their historical costs.

Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss.

Foreign operations

The assets and liabilities of foreign operations are translated into Canadian dollars at the rate of exchange prevailing at the reporting date and income and expenses are translated at exchange rates prevailing at the date of transactions. The exchange differences arising on the translation are recognized in other comprehensive income/(loss). On disposal of a foreign operation, the component of other comprehensive income/(loss) relating to that particular foreign operation is recognized in profit or loss.

1. Convertible debt
   Under the Company's convertible debentures policy, the host debt liability, equity conversion feature and other (when applicable) components of convertible debentures are presented separately on the statement of financial position, at initial recognition. The Company determines the carrying amount of the financial liability by discounting the stream of future payments at the prevailing market rate for a similar liability of comparable credit status and providing substantially the same cash flows.
   The liability component is then increased by accretion of the discounted amounts to reach the face value of the convertible debentures at maturity which is recorded in the statement of loss and comprehensive loss as accretion expense.
   The carrying amount of other components (when applicable), such as warrants, is determined using the Black-Scholes Model. The carrying amount of the equity component is calculated by deducting the carrying amount of the financial liability and the carrying amounts of any other components (when applicable) from the amount of the convertible debentures, and is presented in equity as an equity component of convertible debentures.
   The transaction costs are allocated between the liability and equity components, on a pro-rata basis according to their carrying amounts.

Page 8