Carlin Gold : March 31, 2024 Quarterly Report

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Expressed in Canadian dollars)
FOR THE THREE MONTHS ENDED MARCH 31, 2024
Index	Page
Condensed Consolidated Interim Financial Statements
Notice to Reader	2
Condensed Consolidated Interim Statements of Financial Position	3
Condensed Consolidated Interim Statements of Loss and Comprehensive Loss	4
Condensed Consolidated Interim Statements of Equity	5
Condensed Consolidated Interim Statements of Cash Flows	6
Notes to Condensed Consolidated Interim Financial Statements	7 - 15

1

Notice to Reader:

These condensed consolidated interim financial statements of Carlin Gold Corporation (the "Company") have been prepared by management and reviewed by the Audit Committee and approved and authorized for issue by the Board of Directors of the Company. In accordance with National Instrument 51-102 released by the Canadian Securities Administrators, the Company discloses that its external auditors have not reviewed these condensed consolidated interim financial statements, notes to financial statements and the related quarterly Management Discussion and Analysis.

2

Condensed Consolidated Interim Statements of Financial Position As at March 31, 2024 and December 31, 2023

(Expressed in Canadian dollars)

		March 31		December 31
		2024		2023
Assets
Current assets:
Cash	$	757,462	$	747,962
Accounts receivable		1,629		32,011
Marketable securities (Note 4)		1,234,158		1,174,914
Prepaid expenses		5,625		-
		1,998,874		1,954,887
Exploration and evaluation properties (Note 5)		2,082,216		2,031,482
	$	4,081,090	$	3,986,369
Liabilities
Current liabilities:
Trade payables and accrued liabilities	$	32,569	$	20,783
Other amounts due to related parties (Note 7)		5,075		5,323
		37,644		26,106
Equity
Share capital (Note 6)		11,877,089		11,877,089
Reserves - Stock options (Note 6(c))		176,766		29,740
Deficit		(8,010,409)		(7,946,566)
		4,043,446		3,960,263
	$	4,081,090	$	3,986,369

"K. Wayne Livingstone"	"Robert Culbert"
Director	Director

See accompanying notes to condensed consolidated interim financial statements.

3

Condensed Consolidated Interim Statements of Loss and Comprehensive Loss For the three months ended March 31, 2024 and 2023

(Expressed in Canadian dollars)

		2024		2023
Expenses:
Accounting and audit	$	12,300	$	5,365
Legal fees		1,113		-
Management and administration fees (Note 7)		21,044		15,000
Office		920		2,232
Regulatory fees		5,796		5,696
Share-based payments (Note 6(c))		147,026		29,740
Technical consulting		1,619		6,083
Travel		587		-
Transfer agent fees		547		1,539
		(192,827)		(65,655)
Foreign exchange gain (loss)		(869)		188
Gain (loss) on sale of marketable securities (Note 4)		12,942		(1,380)
Fair value change of marketable securities (Note 4)		116,910		(55,506)
Net loss and comprehensive loss for the period	$	(63,843)	$	(122,353)
Los per share, basic and diluted	$	(0.00)	$	(0.01)
Weighted average number of common shares outstanding		14,078,741		8,893,946

See accompanying notes to condensed consolidated interim financial statements.

4

Condensed Consolidated Interim Statements of Equity For the three months ended March 31, 2024 and 2023 (Expressed in Canadian dollars)

	Share Capital	Reserves
	Number of			Stock
	Shares	Amount		options	Deficit	Total equity
Balance, December 31, 2022	8,893,946	$10,603,291	$	-	($8,509,796)	$	2,093,495
Share based payments	-	-		29,740	-		29,740
Net income (loss) for the period	-	-		-	(122,353)		(122,353)
Balance, March 31, 2023	8,893,946	$10,603,291	$	29,740	($8,632,149)	$	2,000,882
Units issued for private placement (Note 6(b))	5,050,000	606,000		-	-		606,000
Shares issued fo debt settlement (Note 6(b) and 7)	4,600,000	690,000		-	-		690,000
Share issue costs	-	(22,202)		-	-		(22,202)
Net income (loss) for the period	-	-		-	685,583		685,583
Balance, December 31, 2023	18,543,946	$11,877,089	$	29,740	($7,946,566)	$	3,960,263
Share based payments	-	-		147,026	-		147,026
Net income (loss) for the period	-	-		-	(63,843)		(63,843)
Balance, March 31, 2024	18,543,946	$11,877,089	$	176,766	($8,010,409)	$	4,043,446

See accompanying notes to condensed consolidated interim financial statements.

5

Condensed Consolidated Interim Statements of Cash Flows For the three months ended March 31, 2024 and 2023 (Expressed in Canadian dollars)

`
		2024		2023
Operating Activities:
Net loss for the period	$	(63,843)	$	(122,353)
Items not affecting cash:
Share-based payments (Note 6(c))		147,026		29,740
Gain on sale of marketable securities		(12,942)		1,380
Fair value change of marketable securities (Note 4)		(116,910)		55,506
Change in non-cash operating working capital:
Accounts receivable		30,382		(455)
Prepaid expenses		(5,625)		-
Trade payables and accrued liabilities		11,786		2,149
Amounts due to related parties		(249)		20,236
Cash provided by (used in) operating activities		(10,374)		(13,797)
Investing Activities:
Exploration and evaluation property expenditures (Note 5)		(50,734)		-
Proceeds from sale of marketable securities (Note 4)		70,608		134,620
Cash provided by investing activities		19,874		134,620
Increase in cash		9,500		120,823
Cash, beginning of period		747,962		198,970
Cash, end of period	$	757,462	$	319,793
Supplemental cash flow information:
Interest paid	$	-	$	-
Income taxes paid	$	-	$	-

See accompanying notes to condensed consolidated interim financial statements. 6

Notes to Condensed Consolidated Interim Financial Statements For the three months ended March 31, 2024 and 2023 (Expressed in Canadian dollars)

1. NATURE OF OPERATIONS AND GOING CONCERN

Carlin Gold Corporation (the "Company") is registered under the British Columbia Business Corporations Act and trades on the TSX Venture Exchange. The Company is in the business of acquiring, exploring and developing mineral properties in Nevada and Yukon, and has not yet determined whether its properties contain ore reserves that are economically recoverable. The head office and principal address of the Company is situated at Suite 405 - 375 Water Street, Vancouver, British Columbia, Canada, V6B 5C6.

The Company has not generated any operating revenue since inception, has never paid dividends and is unlikely to pay dividends or generate operating earnings in the immediate or foreseeable future. As at March 31, 2024, the Company has incurred an accumulated deficit of $8,010,409 (December 31, 2023 - $7,946,566). The continuation of the Company as a going concern is dependent upon the ability of the Company to obtain necessary equity financing to continue operations and to determine the existence, discovery and successful exploitation of economically recoverable reserves in its mineral properties, confirmation of the Company's interests in the underlying properties and the attainment of profitable operations, or realize proceeds from sale of properties. The Company will require additional capital to finance future operations and growth. If the Company is unable to obtain additional financing, the Company would be unable to continue. There can be no assurance that management's plans will be successful.

The business of mineral exploration involves a high degree of risk and there is no assurance that current exploration projects will result in future profitable mining operations. The Company has no source of revenue, and has significant cash requirements to meet its administrative overhead, pay its liabilities and maintain its mineral interests. The recoverability of amounts shown for exploration and evaluation properties is dependent on several factors. These include the discovery of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete the exploration and development of these exploration and evaluation properties and establish future profitable production, or realize proceeds from the disposition of exploration and evaluation properties. The carrying value of the Company's exploration and evaluation properties does not reflect current or future values.

These matters indicate the existence of material uncertainties that may cast significant doubt about the Company's ability to continue as a going concern. These consolidated financial statements do not include any 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.

On June 6, 2023, the Company consolidated its outstanding share capital on the basis of 10 pre- consolidated common shares for one post-consolidation share. All share amounts have been adjusted to reflect the consolidation.

Notes to Condensed Consolidated Interim Financial Statements For the three months ended March 31, 2024 and 2023 (Expressed in Canadian dollars)

___________________________________________________________________________________

2. BASIS OF PRESENTATION

1. Statement of compliance

These condensed financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") applicable to the preparation of interim financial statements, including IAS 34, Interim Financial Reporting. These condensed financial statements should be read in conjunction with the Company's audited financial statements for the year ended December 31, 2023, which have been prepared in accordance with IFRS issued by the IASB.

b) Approval of condensed consolidated interim financial statements

These condensed consolidated interim financial statements of the Company for the three months ended March 31, 2024 were approved and authorized for issue by the Board of Directors on May 27, 2024.

These condensed consolidated interim financial statements include the accounts of the Company and its 100% controlled entity, Carlin Gold US Inc. (a Nevada corporation).

Inter-company balances and transactions, including unrealized income and expenses arising from inter- company transactions, are eliminated on consolidation.

c) Judgments and estimates

The preparation of these condensed consolidated interim financial statements requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, revenues and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances and which form the basis of making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

3. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

The Company has classified its cash and marketable securities as FVTPL; and trade payables and accrued liabilities, loan payable to related party and other amounts due to related parties, as other financial liabilities.

Fair value

The carrying values of trade payables and accrued liabilities, and amounts due to related parties all approximate their fair value due to the short-term nature of these financial instruments.

At March 31, 2024 and December 31, 2023, the marketable securities are valued using quoted prices (unadjusted) from an active market (Level 1).

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Notes to Condensed Consolidated Interim Financial Statements For the three months ended March 31, 2024 and 2023 (Expressed in Canadian dollars)

___________________________________________________________________________________

3. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (continued)

The principal risks to which the Company's financial instruments are exposed are described below.

a) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Company is exposed to credit risk on its cash. However, this risk is minimized as all amounts are held with major Canadian and American financial institutions. The Company's concentration of credit risk and maximum exposure thereto is as follows:

	March 31	December 31
	2024	2023
Cash - Canada	$ 750,495	$738,252
Cash - USA	6,967	9,710
Total	$ 757,462	$ 747,962

b) Liquidity risk

Liquidity risk is the risk that the Company will be unable to meet its financial obligations as they become due. The Company ensures that there is sufficient capital in order to meet short-term business requirements, after taking into account the Company's holdings of cash. The Company manages its liquidity risk by forecasting cash flows from operations and anticipated investing and financing activities.

The Company is dependent on raising funds through the issuance of shares, obtaining debt financing and/or attracting joint venture partners in order to undertake further exploration and development of its mineral properties and finance office and administrative expenditures. There can be no assurance the Company will be able to raise funds in the future.

The Company owns marketable securities, which are recorded as FVTPL. The Company may, from time to time, liquidate a portion of its holdings depending on market conditions and the Company's cash requirements. Depending on timing, the Company's ability to liquidate these securities is subject to price fluctuations and market conditions, which may affect the Company's ability to liquidate the securities in a timely manner.

At March 31, 2024, the Company had trade payables and accrued liabilities totaling $32,569 (December 31, 2023 - $20,783), which are currently due and other amounts due to related parties totaling $5,075 (December 31, 2023 - $5,323).

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Notes to Condensed Consolidated Interim Financial Statements For the three months ended March 31, 2024 and 2023 (Expressed in Canadian dollars)

___________________________________________________________________________________

3. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (Continued)

1. Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices. Market risk comprises three types of risk: interest rate risk, foreign currency risk and other price risk.

1. Interest rate risk

The Company is not exposed to significant interest rate risk. The Company's bank accounts earn interest at variable rates. Future cash flows from interest income on cash will be immaterially affected by interest rate fluctuations.

(ii) Foreign currency risk

As at March 31, 2024, certain of the Company's financial instruments are held in US dollars. The Company has operations in Nevada, USA. As a result, the Company is exposed to foreign currency risk from fluctuations between the Canadian and US dollar.

The Company does not use derivatives or similar techniques to manage currency risk.

As at March 31, 2024, the Company is exposed to foreign currency risk on $20,137 (December 31, 2023 - $14,983) cash.

(iii) Other price risk

Other price risk is the risk that the future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from currency risk or interest rate risk. The Company's marketable securities are carried at market value and are, therefore, directly affected by fluctuations in the market value of the underlying securities. The Company's sensitivity analysis suggests that a 50% (December 31, 2023 - 50%) change in market prices would change other comprehensive income/loss by approximately $617,000 (2023 - $287,000).

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