1.   CORPORATE INFORMATION

Thor Explorations Ltd. (the "Company"), together with its subsidiaries (collectively, "Thor" or the "Group") is a West African focused gold producer and explorer, dual-listed on the TSX-Venture Exchange (THX.V) and the Alternative Investment Market of the London Stock Exchange (THX.L).

The Company was formed in 1968 and is organized under the Business Corporations Act (British Columbia) (BCBCA) with its registered office at 550 Burrard St, Suite 2900 Vancouver, BC, CA, V6C 0A3

2.   BASIS OF PREPARATION

a)   Statement of compliance

These condensed interim consolidated financial statements ("interim financial statements") have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting, of International Financial Reporting Standards as issued by the International Accounting Standards Board ("IFRS").

These interim financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2025, which have been prepared in accordance with IFRS.

These interim financial statements were authorized for issue by the Board of Directors on August 10, 2026.

b)   Basis of measurement

These interim financial statements are presented in United States dollars ("US$").

These interim financial statements have been prepared on a historical cost basis, except for certain financial instruments that are measured at fair value at the end of each reporting period.

The Group's accounting policies have been applied consistently to all periods in the preparation of these interim financial statements. In preparing the Group 's interim financial statements for the three months ended June 30, 2026, the Group applied the critical judgments and estimates as disclosed in note 3 of its annual financial statements for the year ended December 31, 2025.

These interim financial statements include the accounts of the Company and its subsidiaries. Subsidiaries are entities controlled by the Company, which is defined as having the power over the entity, rights to variable returns from its involvement with the entity, and the ability to use its power to affect the amount of returns. All intercompany transactions and balances are eliminated on consolidation. The Company's subsidiaries at June 30, 2026 are consistent with the subsidiaries as at December 31, 2025 as disclosed in note 3 to the annual financial statements.

None of the new standards or amendments to standards and interpretations applicable during the period has had a material impact on the financial position or performance of the Group. The Group has not early adopted any standard, interpretation or amendment that was issued but is not yet effective.

3.   PROFIT FROM OPERATIONS

3a. REVENUE

Gold revenue

The Group's revenue is generated in Nigeria and arises from the sale of gold to established market counterparties in the international gold market.

3b. COST OF SALES

3c. AMORTIZATION AND DEPRECIATION

3d. OTHER ADMINISTRATION EXPENSES

4.   INVENTORIES

There were no write downs to reduce the carrying value of inventories to net realizable value during the periods ended June 30, 2026 and 2025.

5.   TRADE AND OTHER RECEIVABLES

Included in Advance deposits to vendors, are payment deposits towards key equipment, materials and spare parts, with longer lead times to delivery, which are of critical importance to maintain efficient operations of the mine and process plant. These were made to mitigate against price volatility and inflation currently affecting the sector.

As at June 30, 2026, the Group recognized $3.0 million and $1.5 million, respectively, as other prepayments within trade and other receivables, representing amounts paid in connection with the proposed acquisitions of the remaining 30% interests in the Douta project licence, Demande 11618, and the Douta West licence, EL03709, for which completion remained subject to certain conditions precedent, including final approval from the Minister of Mines. The Group currently expects these approvals to be obtained and the acquisitions to be completed during the 2026 financial year. Further details are provided in Note 9.

6.   LEASES

Leases relate principally to corporate offices and the mining fleet at the Segilola mine. Corporate offices are depreciated over 5 years and mining fleet over the life of mine of Segilola.

The key impacts on the Statement of Comprehensive Income and the Statement of Financial Position for the period ended June 30, 2026, were as follows:

The key impacts on the Statement of Comprehensive Income and the Statement of Financial Position for the year ended December 31, 2025, were as follows:

7.   PROVISIONS

The restoration costs provision is for the site restoration at Segilola Gold Project in Osun State Nigeria. The value of the above provision is measured by unwinding the discount on expected future cash flows using a discount factor that reflects the credit-adjusted risk-free rate of interest.

It is expected that the restoration costs will be paid in US dollars, and as such US forecast inflation rates of 2.5% and the interest rate of 4.25% on 2-year US bonds were used to calculate the expected future cash flows, which are in line with the life of mine. The provision represents the net present value of the best estimate of the expenditure required to settle the obligation to rehabilitate environmental disturbances caused by mining operations at mine closure.

The fleet demobilization costs provision is the value of the cost to demobilize the mining fleet upon closure of the mine.

8.   PROPERTY, PLANT AND EQUIPMENT

a)   Segilola production stripping cost: 

During the period ended June 30, 2026, the Group capitalized $nil (year ended December 31, 2025: $nil) of production stripping costs to the Segilola mine. The depreciation expense related to production stripping costs deferred for the period ended June 30, 2026, was $2.6 million (year ended December 31, 2025 - $5.7 million).

Included in the Segilola mine balance at June 30, 2026, is $16.2 million (December 31, 2025 - $16.2 million) related to production stripping costs.

9.   INTANGIBLE ASSETS

The Group's exploration and evaluation assets costs are as follows:

a)   Douta Gold Project, Senegal:

The Douta Project consists of 3 licences, a 100% interest in Demande 11618 and licence EL03709 and a 70% interest in the Bousankhoba Exploration Permit EL03720.

In 2025 and early 2026, the Group entered into binding sale and purchase agreements to acquire the remaining 30% minority interests in Demande 11618 from International Mining Company SARL ("IMC") and in EL03709 from Birima Gold Resources, each subject to conditions precedent including final approval from the Minister of Mines which remained outstanding at June 30, 2026. The Group currently expects these approvals to be obtained and the acquisitions to be completed during the 2026 financial year.

Total consideration for Demande 11618 comprises cash of $3.0 million (50% paid on signing and 50% in December 2025) and a 1.25% average net smelter royalty capped at $60.0 million, while consideration for EL03709 comprises cash of $5.0 million (of which $1.5 million was paid on signing) and a 1% average net smelter royalty capped at $7.0 million.

As completion of both acquisitions remains subject to conditions precedent, the cash consideration paid to date of $3.0 million for Demande 11618 and $1.5 million for EL03709 has been recognized as a prepayment within trade and other receivables at June 30, 2026 (see Note 5).

Bousankhoba, which covers approximately 30 kilometers of continuous soil geochemical anomalies and has been subject to limited historical early‑stage drilling, is subject to an earn‑in arrangement that includes a payment of US$160 thousand.

In accordance with applicable local mining regulations, the State is entitled to a 10% free carried interest in the project upon commencement of exploitation.

b)  Lithium exploration Licenses, Nigeria

Following the impairment recognized as at December 31, 2025, the Group has not capitalized any further exploration and evaluation expenditures in respect of its lithium licence areas during the period.

9.   INTANGIBLE ASSETS (continued)

c)  Gold exploration Licenses

Nigeria

As at June 30, 2026, the Group's gold exploration tenure in Nigeria currently primarily comprises 16 wholly owned exploration licenses and 13 partnership exploration licenses. Together with the mining lease over the Segilola Gold Deposit, Thor's total gold exploration tenure amounts to 1,697 km².

Cote D'Ivoire

The Group currently has the following exploration projects in Côte d'Ivoire:

Guitry

The Group signed a binding sale and purchase agreement ("SPA") with Endeavour Mining Corporation ("Endeavour") to acquire a 100% interest in the Guitry Gold Exploration Project ("Guitry").

The acquisition was completed during 2025 with all necessary Ministerial approvals received. The total consideration for the acquisition was a cash payment of $100,000 and a 2% Net Smelter Royalty.

Boundiali

In 2024, the Group entered into an option agreement with Goldridge Resources SARL to acquire up to an 80% interest in the Boundiali Exploration Permit. This early-stage gold exploration project is located in northwest Côte d'Ivoire and covers approximately 160 km².

Marahui

In 2024, the Group entered into an option agreement with Compagnie Africaine de Recherche et d'Exploitation Minière ("CAREM") to acquire up to an 80% interest in the Marahui permit. The permit covers approximately 250 km² in the Bondoukou region in northeastern Côte d'Ivoire, approximately 600 km from Abidjan. An initial cash consideration of $50,000 has been paid.

10.  ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Pioneer Service Charge (PSI)

The PSI service charge accrual represents amounts payable under the Pioneer Status Incentive ("PSI") scheme in Nigeria. Under the terms of the PSI approval granted to the Group's Nigerian subsidiary, the entity is exempt from corporate income tax during the tax holiday period and is required to pay a pioneer service charge calculated as a percentage of operating results as defined under the PSI regulations.

11.  CAPITAL AND RESERVES

a)  Authorized

Unlimited common shares without par value.

b)   Issued

^{i.   Value of 1,275,654 RSU awards that were granted and vested on January 2, 2026, at a deemed price of CAD$1.27 per share}

^{ii.  Value of:}

^{13,040,000 options exercised (8,232,758 received) at a price of CAD$0.20 per share on January 20, 2025;}

^{1,000,000 options exercised at a price of CAD$0.20 per share on November 22, 2025}

c)   Share-based compensation

Long‑term incentive plan - Restricted Share Units

During the six‑month period ended 30 June 2026, the Company granted 3,826,963 Restricted Share Units ("RSUs") to certain members of senior management and employees under its equity‑settled Long‑Term Incentive Plan ("LTIP"). The RSUs vest in three equal annual tranches of 1,275,654 RSUs over a three‑year period commencing January 2, 2026, subject to the continued employment of the participants with the Company.

On 2 January 2026, the first tranche of 1,275,654 RSUs vested and was settled through the issuance of 1,275,654 new common shares of the Company in accordance with the LTIP and the applicable RSU agreements. The new common shares rank pari passu with the existing common shares of the Company and were admitted to trading on AIM and the TSX Venture Exchange on 7 January 2026. Following this issuance, the Company's issued share capital comprised 666,573,136 common shares, with no shares held in treasury.

The RSU awards are accounted for as equity‑settled share‑based payment transactions in accordance with IFRS 2 Share‑based Payment. The grant‑date fair value of the RSUs is recognised as an employee benefit expense over the vesting period, with a corresponding increase in equity within the share‑based payment reserve:

11.  CAPITAL AND RESERVES (continued)

d) Nature and purpose of equity and reserves

The reserves recorded in equity on the Group's statement of financial position include 'Option reserve,' 'Currency translation reserve,' 'Retained earnings' and 'Deficit.'

'Option reserve' is used to recognize the value of stock option grants prior to exercise or forfeiture.

'Currency translation reserve' is used to recognize the exchange differences arising on translation of the assets and liabilities of foreign branches and subsidiaries with functional currencies other than US dollars.

'(Deficit)/Retained earnings' is used to record the Group's accumulated earnings.

e) Dividends

During the period ended June 30, 2026, the Company declared dividends totaling $19.5 million (C$0.0275 per share in January 2026 and C$0.0125 in April 2026), of which $19 million was paid during the period.

Dividends paid during the period are presented within financing activities in the consolidated statement of cash flows.

12.  EARNINGS PER SHARE

Diluted earnings per share was calculated based on the following:

13.  RELATED PARTY DISCLOSURES

a)   Compensation of key management personnel

The remuneration of directors and other members of key management during the three and six months ended June 30, 2026, and 2025 were as follows:

^{(i)     Key management personnel were not paid post-employment benefits, termination benefits, or other long-term benefits during the three and six months ended June 30, 2026, and 2025.}

^{(ii)    The Group paid consulting and director fees to both individuals and private companies controlled by directors and officers of the Group for services. Accounts payable and accrued liabilities at June 30, 2026, include $114 thousand (December 31, 2025 - $92 thousand) due to directors or private companies controlled by an officer and director of the Group. Amounts due to or from related parties are unsecured, non-interest bearing and due on demand.} 

^{(iii)    Executive bonuses were paid during the three-month period ended in March 31, 2026 and 2025.}

14.  FINANCIAL INSTRUMENTS

The Group's financial instruments consist of cash, amounts receivable, accounts payable, accrued liabilities and lease liabilities.

Fair value of financial assets and liabilities

Fair values have been determined for measurement and/or disclosure purposes. When applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.

The carrying amount for cash, amounts receivable, and accounts payable, accrued liabilities, loans and borrowings and lease liabilities on the statement of financial position approximate their fair value because of the limited term of these instruments.

Financial risk management objectives and policies

The Group has exposure to the following risks from its use of financial instruments

•      Interest rate risk

•      Credit risk

•      Liquidity and funding risk

•      Market risk

In common with all other businesses, the Group is exposed to risks that arise from its use of financial instruments. This note describes the Group's objectives, policies and processes for managing those risks and the methods used to measure them. Further quantitative information in respect of these risks is presented throughout these consolidated financial statements.

14.  FINANCIAL INSTRUMENTS (continued)

There have been no substantive changes in the Group's exposure to financial instrument risks, its objectives, policies and processes for managing those risks or the methods used to measure them from previous years unless otherwise stated in these notes.

The Board of Directors has overall responsibility for the establishment and oversight of the Group's risk management framework. The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the Group's competitiveness and flexibility. Further details regarding these policies are set out below.

Financial instruments by category

The accounting policies for financial instruments have been applied to the line items below:

The fair value of these financial instruments approximates their carrying value.

15.  CAPITAL MANAGEMENT

The Group manages, as capital, the components of shareholders' equity. The Group's objectives, when managing capital, are to safeguard its ability to continue as a going concern in order to develop and its mineral interests through the use of capital received via the issue of common shares and via debt instruments where the Board determines that the risk is acceptable and, in the shareholders' best interest to do so.

The Group manages its capital structure, and makes adjustments to it, in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust its capital structure, the Group may attempt to issue common shares, borrow, acquire or dispose of assets or adjust the amount of cash.

16.  CONTRACTUAL COMMITMENTS AND CONTINGENT LIABILITIES

Contractual Commitments

The Group has no contractual obligations that are not disclosed on the Condensed Interim Consolidated Statement of Financial Position.

Contingent liabilities

The Group is involved in various legal proceedings arising in the ordinary course of business. Management has assessed these contingencies and determined that, in accordance with International Financial Reporting Standards, all cases are considered remote. As a result, no provision has been made in the financial statements for any potential liabilities that may arise from these legal proceedings.

Although the Group believes that it has valid defenses in these matters, the outcome of these proceedings is uncertain, and there can be no assurance that the Group will prevail in these matters. The Group will continue to assess the likelihood of any loss, the range of potential outcomes, and whether or not a provision is necessary in the future, as new information becomes available.

Based on the information available, the Group does not believe that the outcome of these legal proceedings will have a material adverse effect on the financial position or results of operations of the Group. However, there can be no assurance that future developments will not materially affect the Group's financial position or results of operations.

17.  SEGMENTED DISCLOSURES

Segment Information

The Group's operations comprise three reportable segments, the Segilola Mine Project, Exploration Projects, and Corporate.

Non-current assets by geographical location:

17. SEGMENTED DISCLOSURES (continued)

Non-current assets by geographical location:

18. SUBSEQUENT EVENTS

On July 16 2026, the Board of Directors authorized a quarterly dividend of C$0.0125 per share. These dividends are to be paid on August 14, 2026.