Seahawk Gold : Annual Audited Financial Statements May 31, 2022

SEAHAWK GOLD CORP.

FINANCIAL STATEMENTS (Expressed in Canadian Dollars)

FOR THE YEAR ENDED MAY 31, 2022

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INDEPENDENT AUDITOR'S REPORT

To the Shareholders of

Seahawk Gold Corp.

Opinion

We have audited the accompanying Seahawk Gold Corp. financial statements of Seahawk Gold Corp. (the "Company"), which comprise the Seahawk Gold Corp. statements of financial position as at May 31, 2022 and 2021, and the Seahawk Gold Corp. statements of loss and comprehensive loss, cash flows and changes in shareholders' equity for the years then ended, and notes to the Seahawk Gold Corp. financial statements, including a summary of significant accounting policies.

In our opinion, these Seahawk Gold Corp. financial statements present fairly, in all material respects, the financial position of the Company as at May 31, 2022 and 2021, and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards ("IFRS").

Basis for Opinion

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

Material Uncertainty Related to Going Concern

We draw attention to Note 1 of the Seahawk Gold Corp. financial statements, which indicates that the Company incurred a net loss of $149,399 during the year ended May 31, 2022 and, as of that date the Company's accumulated deficit was $9,330,213. As stated in Note 1, these events and conditions indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Other Information

Management is responsible for the other information. The other information obtained at the date of this auditor's report includes Management's Discussion and Analysis.

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

In connection with our audit of the Seahawk Gold Corp. financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Seahawk Gold Corp. financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

We obtained Management's Discussion and Analysis prior to the date of this auditor's report. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Seahawk Gold Corp. Financial Statements

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

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

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

Auditor's Responsibilities for the Audit of the Seahawk Gold Corp. Financial Statements

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

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

• Identify and assess the risks of material misstatement of the Seahawk Gold Corp. financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Seahawk Gold Corp. financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the Seahawk Gold Corp. financial statements, including the disclosures, and whether the Seahawk Gold Corp. financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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

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

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

Vancouver, Canada

Chartered Professional Accountants

August 15, 2022

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SEAHAWK GOLD CORP.

STATEMENTS OF FINANCIAL POSITION

(Expressed in Canadian Dollars)

As at May 31,

		2022				2021
ASSETS
Current
Cash	$	5,983			$	119,713
Amounts receivable (Note 5)		13,459				62,844
Prepaids		8,760				-
Exploration advances		97			3,098
Total current assets		28,299				185,655
Exploration and evaluation assets (Note 4)		2,396,308				2,220,526
Total assets	$	2,424,607			$	2,406,181
LIABILITIES AND SHAREHOLDERS' EQUITY
Current
Accounts payable and accrued liabilities	$	72,839			$	71,380
Due to related parties (Note 8)		631,200				579,000
Loan from a related party (Note 6)		101,666				-
Total current liabilities		805,705				650,380
Shareholders' equity
Share capital (Note 7)		7,990,982				7,971,518
Reserves (Note 7)		2,958,133				2,965,097
Deficit		(9,330,213)		(9,180,814)
		1,618,902				1,755,801
Total liabilities and shareholders' equity	$	2,424,607			$	2,406,181

Nature and continuance of operations (Note 1)

Events subsequent to the reporting period (Note 12)

Approved and authorized on behalf of the Board on August 15, 2022:

"Giovanni Gasbarro"

Director

"Bruno Gasbarro"

Director

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

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