Benz Mining Corp.

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Financial Statements April 30, 2021 (Expressed in Canadian dollars)

LANCASTER & DAVID

CHARTERED PROFESSIONAL ACCOUNTANTS

INDEPENDENT AUDITORS’ REPORT

To the shareholders of Benz Mining Corp.:

Opinion

We have audited the financial statements of Benz Mining Corp. [the "Company"], which comprise the statements of financial position as at April 30, 2021 and 2020, and the statements of operations and comprehensive loss, changes in equity and cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, these financial statements present fairly, in all material respects, the financial position of the Company as at April 30, 2021 and 2020, and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards ["IFRSs"].

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 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 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 is sufficient and appropriate to provide a basis for our opinion.

Other Information

Management is responsible for the other information. The other information comprises the Management's Discussion and Analysis, which we obtained prior to the date of this auditor's report.

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

In connection with our audits of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this, 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 Financial Statements

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

In preparing the 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 Financial Statements

Our objectives are to obtain reasonable assurance about whether the 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 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:

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Identify and assess the risks of material misstatement of the 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 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 financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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 Michael J. David.

/s/ Lancaster & David

CHARTERED PROFESSIONAL ACCOUNTANTS

Vancouver, BC July 29, 2021

Address: Suite 510, 701 West Georgia Street, PO Box 10133, Vancouver, BC, Canada, V7Y 1C6 Telephone: 604.717.5526 Facsimile: 604.717.5560 Email: [email protected]

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Benz Mining Corp. Statements of Operations and Comprehensive Loss

			Year	ended April 30,	ended April 30,
	Note		2021		2020
Operating Costs
Exploration and evaluation costs	4,5	$	7,573,430	$	177,537
Listing and filing fees			250,969		31,388
Management & consulting fees	5		801,516		319,142
Office and miscellaneous			47,542		72,023
Professional fees			67,726		50,773
Share-based payments	7		2,158,003		350,228
Shareholder information			26,896		38,561
Loss from operations			(10,926,082)		(1,039,652)
Other income
Foreign exchange			(25,349)		-
Interest Income			22,840		5,505
Write-down on exploration and evaluation assets	4		-		(269,703)
Settlement of flow-through share liability	6		1,469,472		-
Net loss and comprehensive loss			(9,459,119)		(1,303,850)
Lossper share - basic and diluted		$	(0.11)	$	(0.05)
Weighted average number of shares outstanding -
basic and diluted			84,413,756		28,104,509

See accompanying notes to the financial statements

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Benz Mining Corp. Statements of Financial Position

	Note		April 30, 2021		April 30, 2020
ASSETS
Current Assets
Cash and cash equivalents		$	13,144,767	$	2,350,371
Sales taxes recoverable			376,697		23,619
Prepaid expenses and deposits			22,757		5,150
			13,544,221		2,379,140
Exploration and evaluation assets	4		1,555,903		330,000
		$	15,100,124	$	2,709,140
LIABILITIES
Current Liabilities
Trade and other payables	5	$	1,168,547	$	243,785
Flow-through sharepremium liability	6		3,359,099		-
			4,527,646		243,785
EQUITY
Common shares	7		18,285,495		7,388,166
Equity reserves	7		8,648,770		1,981,393
Deficit			(16,361,787)		(6,904,204)
			10,572,478		2,465,355
		$	15,100,124	$	2,709,140

Nature of Operations (Note 1) Subsequent Events (Note 11)

These financial statements are authorized for issue by the Board of Directors on July 28, 2021

Approved by the Board of Directors:

(Signed) Evan Cranston Evan Cranston, Chairman of the Board

( Signed) Mathew O’Hara Mathew O’Hara, Director

See accompanying notes to the financial statements

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Benz Mining Corp. Statements of Cash Flows

			Year	Year	ended April 30,
	Note		2021		2020
Cash Flow from Operating Activities
Net loss for the period		$	(9,459,119)	$	(1,303,850)
Adjustments for non-cash items:
Share based payments	7		2,158,003		350,228
Settlement of flow-through share liability	6		(1,469,472)		-
Write-down of exploration and evaluation assets
("E&E assets")	4		-		269,703
Changes in non-cash working capital:
Sales taxes recoverable			(353,078)		(7,936)
Prepaid expenses			(17,607)		28,355
Trade and otherpayables			924,762		20,505
Net cash flows used in operatingactivities			(8,216,511)		(642,995)
Cash Flow from Investing Activities
Additions to exploration and evaluation assets	4		(225,000)		(75,000)
Net cash flows used in investingactivities			(225,000)		(75,000)
Cash Flow from Financing Activities
Issuance of common shares for cash, net costs	7		18,018,784		2,110,750
Proceeds from exercise of options & warrants	7		1,217,123		12,500
Net cash flowsprovided byfinancingactivities			19,235,907		2,123,250
Net change in cash and cash equivalents			10,794,396		1,405,255
Cash and Cash Equivalents, Beginning of Year			2,350,371		945,116
Cash and Cash Equivalents, End of Year		$	13,144,767	$	2,350,371
Cash and cash equivalents consist of:
Cash		$	13,119,767	$	2,350,371
Redeemableguaranteed investment certificate("GIC")			25,000		-
Total Cash and Cash Equivalents		$	13,144,767	$	2,350,371
Non-cash Investing and Financing Activities:
Issuance of common shares for E&E assets	4	$	461,825	$	255,000
Issuance of warrants for E&E assets	4	$	539,078	$	-

See accompanying notes to the financial statements

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Statements of Changes in Equity

Note	Equity Number Amount Reserves Deficit Total Equity Common Shares
Balance, April 30, 2019 Common shares issued for cash: Private placement 7 Share issuance costs 7 Exercise of options 7 Shares issued for exploration and evaluation assets 7 Share based payments 7 Expired warrants and stock options 7 Net loss for theyear	26,317,094 6,420,305 $ 2,412,444 $ (7,603,646) $ 1,229,103 $ 27,773,024 1,246,313 864,437 - 2,110,750 - (557,291) 368,915 - (188,376) 125,000 23,839 (11,339) - 12,500 3,000,000 255,000 - - 255,000 - - 350,228 - 350,228 - - (2,003,292) 2,003,292 - - - - (1,303,850) (1,303,850)
Balance, April 30, 2020 Common shares issued for cash: Flow-through private placement 7 Premium on flow-through shares 6 Private placement 7 Prospectus offering 7 Share issuance costs 7 Exercise of options 7 Exercise of warrants 7 Shares issued for exploration and evaluation assets 4 Warrants issued for exploration and evaluation assets 4 Share based payments 7 Expired stock options 7 Net loss for theyear	57,215,118 7,388,166 $ 1,981,393 $ (6,904,204) $ 2,465,355 $ 26,857,142 12,172,147 4,427,853 - 16,600,000 - (4,828,571) - - (4,828,571) 400,000 220,000 - - 220,000 4,000,000 1,929,000 - - 1,929,000 - (1,157,936) 427,720 - (730,216) 3,550,500 1,178,207 (568,829) - 609,378 4,791,819 922,657 (314,912) - 607,745 2,124,177 461,825 - - 461,825 - - 539,078 - 539,078 - - 2,158,003 - 2,158,003 - - (1,536) 1,536 - - - - (9,459,119) (9,459,119)
Balance, April 30, 2021	98,938,756 18,285,495 $ 8,648,770 $ (16,361,787) $ 10,572,478 $

See accompanying notes to the financial statements

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Benz Mining Corp. Notes to the Financial Statements April 30, 2021

1. NATURE OF OPERATIONS

Benz Mining Corp. (“Benz” or the “Company”) is involved in the acquisition, exploration and exploitation of mineral properties located in the Americas. The Company’s head and registered offices are located at 927 Poirier Street, Coquitlam, British Columbia, V3J 6C3. The Company’s common shares are traded on the TSX-V Exchange and the Australian Securities Exchange.

2. BASIS OF PRESENTATION

Statement of compliance

These audited financial statements for the year ended April 30, 2021 (“Financial Statements”) have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”).

Basis of measurement

These Financial Statements are expressed in Canadian dollars, the Company’s functional currency, and have been prepared on a historical cost basis, except for financial instruments that have been measured at fair value.

Significant Accounting Judgements and Estimates

Significant assumptions about the future and other sources of estimation uncertainty that management has made at the statement of financial position date, that could result in a material adjustment to the carrying amounts of assets and liabilities, in the event that actual results differ from assumptions made, relate to, but are not limited to, the following:

a) Impairment of exploration and evaluation assets

Management considers both external and internal sources of information in assessing whether there are any indications that the Company’s exploration and evaluation assets are impaired. External sources of information that management considers include changes in the market, economic and legal environment, in which the Company operates, that are not within its control, and affect the recoverable amount of its mining interests.

b) Valuation of share-based payments

The Company uses the Black-Scholes option pricing model for valuation of share-based payments. Option pricing models require the input of subjective assumptions including expected price volatility, interest rate, and forfeiture rate. Changes in the input assumptions can materially affect the fair value estimate and the Company’s earnings and equity reserves.

Notes to the Financial Statements (continued)

c) Recognition and measurement of deferred tax assets and liabilities

Estimates of future taxable income are based on forecasted cash flows from operations and the application of existing tax laws in each jurisdiction. Weight is attached to tax planning opportunities that are within the Company’s control and are feasible and implementable without significant obstacles. The likelihood that tax positions taken will be sustained upon examination by applicable tax authorities is assessed based on individual facts and circumstances of the relevant tax position evaluated in light of all available evidence. Where applicable tax laws and regulations are either unclear or subject to ongoing varying interpretations, it is reasonably possible that changes in these estimates can occur that materially affect the amounts of income tax assets/liabilities.

3. SIGNIFICANT ACCOUNTING POLICIES

Cash and cash equivalents

Cash and cash equivalents comprise cash at banks and on hand, and short-term deposits with an original maturity of three months or less, which are cashable and readily convertible into a known amount of cash.

Exploration and evaluation assets

The cost of a property acquired as an individual asset purchase or as part of a business combination represents the property's fair value at the date of acquisition. This cost is capitalized until the viability of the mining property is determined. When it is determined that a property is not economically viable, the amount capitalized is written off which includes expenditures which were capitalized to the carrying amount of the property subsequent to its acquisition.

The Company expenses all costs relating to the exploration for and evaluation of mineral claims until such time as a technical feasibility study has been completed and commercial viability of extracting the mineral resources is demonstrable. Such costs include, but are not limited to, geological, geophysical studies, exploratory drilling and sampling. Once the technical feasibility and commercial viability of the extraction of mineral resources in an area of interest are demonstrable, exploration and evaluation expenses attributable to that area of interest will be capitalized to mineral properties. Costs will continue to be capitalized until the property to which they relate is ready for its intended use, sold, abandoned, or management has determined there is impairment. If economically recoverable reserves are developed, capitalized costs of the property are depleted using the units of production method.

The Company capitalizes acquisition costs related to mineral properties.

Impairment

Non-financial assets are reviewed for impairment at the end of each reporting period and throughout the year if there is any indication that the carrying amount may not be recoverable. If any such indication is present, the recoverable amount of the asset is estimated in order to determine whether impairment exists. Where the asset does not generate cash inflows that are independent from other assets, the Company estimates the recoverable amount of the cashgenerating unit to which the asset belongs. Goodwill, any intangible asset with an indefinite useful life, or any intangible asset not yet available for use is tested for impairment annually and whenever there is an indication that the asset may be impaired.

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Notes to the Financial Statements (continued)

An asset or cash-generating unit’s recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value, using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount is reduced to the recoverable amount. Impairment is recognized immediately in profit or loss. Where an impairment subsequently reverses, the carrying amount is increased to the revised estimate of recoverable amount but only to the extent that this does not exceed the carrying value that would have been determined if no impairment had previously been recognized. Impairment of goodwill cannot be reversed.

Financial instruments

Financial assets and financial liabilities are classified into three categories: Amortized Cost, Fair Value through Other Comprehensive Income ("FVOCI") and Fair Value through Profit and Loss (“FVPL”). The classification of financial assets is determined by their context in the Company’s business model and by the characteristics of the financial asset’s contractual cash flows.

Financial assets and financial liabilities are measured at fair value on initial recognition, which is typically the transaction price unless a financial instrument contains a significant financing component. Subsequent measurement is dependent on the financial instrument’s classification.

Cash and cash equivalents, trade and other receivables, and trade and other payables are measured at amortized cost. The contractual cash flows received from the financial assets are solely payments of principal and interest and are held within a business model whose objective is to collect the contractual cash flows. The financial assets and financial liabilities are subsequently measured at amortized cost using the effective interest method.

The Company has no financial instruments measured at FVPL or FVOCI.

Impairment of financial assets is determined by measuring the assets' expected credit loss ("ECL"). Trade and other accounts receivable are due within one year or less; therefore, these financial assets are not considered to have a significant financing component and a lifetime ECL is measured at the date of initial recognition of the accounts receivable.

Provisions

Provisions are recognized where a legal or constructive obligation has been incurred as a result of past events, it is probable that an outflow of resources embodying economic benefit will be required to settle the obligation and a reliable estimate of the amount of the obligation can be made. If material, provisions are measured at the present value of the expenditures expected to be required to settle the obligation. The increase in any provision due to passage of time is recognized as accretion expense.

Share capital

Common shares are classified as equity. Transaction costs directly attributable to the issue of common shares and share options are recognized as a deduction from equity, net of any tax effects.

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Notes to the Financial Statements (continued)

Flow-through shares

The Company will from time to time, issue flow-through common shares to finance a significant portion of its exploration program. Pursuant to the terms of the flow-through share agreements, these shares transfer the tax deductibility of qualifying resource expenditures to investors. On issuance, the Company bifurcates the flow-through share into i) a flow-through share premium, equal to the estimated premium, if any, investors pay for the flow-through feature, which is recognized as a liability, and ii) share capital. Upon expenses being incurred, the Company derecognizes the liability and recognizes a deferred tax liability for the amount of tax reduction renounced to the shareholders. The premium is recognized as other income and the related deferred tax is recognized as a tax provision.

The Company may also be subject to a Part XII.6 tax on flow-through proceeds renounced under the look-back rule, in accordance with Government of Canada flow-through regulations. When applicable, this tax is accrued as a financial expense until paid.

Unit offerings

The Company has adopted the relative fair value method with respect to the measurement of shares and warrants issued as equity units. The relative fair value method requires an allocation of the net proceeds received based on the pro rata relative fair values of the components. If and when the warrants are ultimately exercised, the applicable amounts are transferred from equity reserves to share capital. If the warrants expire unexercised, the Company will transfer the value attributed to those warrants from equity reserves to deficit.

Share-based payment transactions

The share option plan allows Company employees, directors, and consultants to acquire shares of the Company. All options granted are measured at fair value and are recognized in expenses as share-based payments with a corresponding increase in equity reserves. An individual is classified as an employee when the individual is an employee for legal or tax purposes (direct employee) or provides services similar to those performed by a direct employee.

The fair value of employee options is measured at grant date, and each tranche is recognized using the graded vesting method over the period during which the options vest. The fair value of the options granted is measured using the Black-Scholes option pricing model taking into account the terms and conditions upon which the options were granted. For non-employees, share-based payments are measured at the fair value of goods and services received or the fair value of the equity instruments issued, if it is determined that the fair value cannot be reliably measured and are recorded at the date the goods or services are received. The fair value of the options is accrued and charged either to operations or exploration and evaluation assets, with the offset credit to equity reserves. This includes a forfeiture estimate, which is revised for actual forfeitures in subsequent periods. Upon the expiration or cancellation of unexercised stock options, the Company will transfer the value attributed to those stock options from equity reserves to deficit.

Loss per share

The Company presents basic and diluted loss per share data for its common shares, calculated by dividing the loss attributable to common shareholders of the Company by the weighted average number of common shares outstanding during the period. Diluted loss per share is determined by adjusting the loss attributable to common shareholders and the weighted average number of common shares outstanding for the effects of all dilutive potential common shares. In the

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Notes to the Financial Statements (continued)

Company's case, diluted loss per share is the same as basic loss per share as the effects of including all outstanding options and warrants would be anti-dilutive.

Related party transactions

Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also considered to be related if they are subject to common control. Related parties may be individuals or corporate entities. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties.

Income taxes

Income tax comprises current and deferred tax. Income tax is recognized in profit or loss, except to the extent that it relates to items recognized directly in equity, in which case it is recognized as equity.

Current tax expense is the expected tax payable on the taxable income for the year, using rates substantively enacted at period end, adjusted for amendments to tax payable with regards to previous years.

Deferred tax is provided for temporary differences, between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

A deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the asset can be utilized. To the extent that the Company does not consider it probable that a deferred tax asset will be recovered, the deferred tax asset is reduced using a valuation allowance.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.

New accounting standards

There were no new or amended IFRS pronouncements effective for the year ended April 30, 2021 that impacted the Company’s financial statements.

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Notes to the Financial Statements (continued)

4. EXPLORATION AND EVALUATION ASSETS

The Company has accumulated the following acquisition expenditures:

	Mel	Eastmain
	Property	Property
Balance, April 30, 2019	$ 269,703	$ -
Acquisition costs	-	330,000
Write-down	(269,703)	-
Balance, April 30, 2020	$ -	$ 330,000
Acquisition costs	-	1,250,903
Balance, April 30, 2021	$ -	$ 1,555,903

Mel Property

In November 2019, the Company relinquished its rights to the option purchase agreement of the Mel Property and recognized a write-down of $269,703.

Eastmain Property

In August 2019, the Company entered into an option agreement (the "Option Agreement") to acquire a 100% interest in the former producing Eastmain Gold project (the "Project") located in James Bay District, Quebec for $5,000,000. In April 2020, Benz entered into an amending agreement (the "Amending Agreement") in connection with the Eastmain Mine project pursuant to which it acquired a further option to earn a 100% interest in the Ruby Hill West and Ruby Hill East properties, located west of the Eastmain gold mine project.

Pursuant to the Option and Amendment Agreements, the Company retains the right and option to earn a 75% interest in the Project and Ruby Hill properties by issuing the following cash and common shares payments to the vendor (the "Option Payments"):

	Option Payments	Option Payments
	Payable in Cash	Payable in Cash or
		Shares
Option Agreement Effective date – October 23, 2019 (paid)	$75,000	-
Amending Agreement approval date by TSX-V Exchange – May	$75,000	-
21, 2020 (paid)
On or before the 1stAnniversary of the Effective Date (paid)	$150,000	$100,000
On or before the 2ndAnniversary of the Effective Date	$150,000	$110,000
On or before the 3rdAnniversary of the Effective Date	$200,000	$110,000
On or before the 4thAnniversary of the Effective Date	$1,250,000	$475,000
Total Price*	$1,900,000	$795,000

Total in cash and shares is $2,695,000.

In addition to the Option Payments, the Company issued to the vendor 3,000,000 common shares, with a value of $255,000 on grant date. Per the terms of the Amending Agreement, Benz made a share payment of 2,000,000 common shares valued at $360,000 and issued 4,000,000 share purchase warrants. Each warrant enables the holder to purchase one common share of Benz at a price of $0.12 until April 27, 2023. The additional 2,000,000 shares and 4,000,000 warrants were

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Notes to the Financial Statements (continued)

issued on May 21, 2020. The warrants were valued at $539,078 using the Black-Scholes pricing model with a share price of $0.18, risk-free rate of 0.29%, volatility of 117.92% and expected life of 2.93 years.

If and when the Company has made the Option Payments, issued shares and warrants and incurred expenditures as described above, the Company will be deemed to have exercised the options and a 75% right, title and interest to the Project and Ruby Hill properties. The Company has the right to accelerate expenditures at any time.

Following the exercise of the options, the Company will be obligated to make the following additional payments to the vendor on the occurrence of the following events:

$1,000,000 within five (5) business days of the closing of project financing to place the Property or any part thereof into commercial production in accordance with a feasibility study completed by the Optionee within 24 months of the exercise of the Option. With this payment, Benz will have acquired 100% of Eastmain Resources recorded and/or leasehold interest in the Project. If Benz fails to make this milestone payment, Eastmain Resources will have the right to buy back Company's 75% interest in the Project for $3,500,000, of which up to $1,225,000 may be paid in common shares of Eastmain Resources; and
$1,500,000 within five (5) business days of the Commencement of Commercial Production.

The Company may, at its election, pay up to 25% of this payment in common shares of the Company. The number of common shares required to be issued will be determined by the share equivalent of such payment on the date of issuance.

The vendor would retain a 2% Net Smelter Return royalty in respect of the Project. The Company may, at any time, purchase one half of the NSR Royalty, thereby reducing the NSR Royalty to a 1% net smelter returns royalty, for $1,500,000.

Benz will have the right to earn an additional 25% interest in the Ruby Hill West and Ruby Hill East properties by paying an additional $100,000 to Eastmain by October 23, 2025, which can be paid in shares at the election of Eastmain based on the prevailing VWAP of the Company's shares up to a maximum of 500,000 shares.

Following the acquisition of a 100% interest in the Ruby Hill West and Ruby Hill East properties Eastmain will retain a 1% net smelter return royalty, of which one half may be purchased for $500,000 thereby reducing it to a 0.5% net smelter returns royalty. The net smelter returns royalty is also offset by any pre-existing royalties which may reduce the royalty burden.

The Project property expenditure schedule, as defined in the Option Agreement and updated in the Amending Agreement totals $3,500,000 as follows:

Amending Agreement totals $3,500,000 as follows:
	Cash Spend
On or before the 1stAnniversary of the Effective Date	$0
On or before the 2ndAnniversary of the Effective Date	$1,000,000
On or before the 3rdAnniversary of the Effective Date	$1,500,000
On or before the 4thAnniversary of the Effective Date	$1,000,000
Total Property Expenditure	$3,500,000

During the year ended April 30, 2021, Benz completed exploration and evaluation activities totaling $7,573,430 at the Eastmain property.

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Notes to the Financial Statements (continued)

5. RELATED PARTY TRANSACTIONS AND BALANCES

Related party transactions are measured at the estimated fair values of the services provided or goods received. Related party transactions not disclosed elsewhere in these Financial Statements are as follows:

a) Key Management Compensation

Key management personnel include the members of the Board of Directors and officers of the Company, who have the authority and responsibility for planning, directing, and controlling the activities of the Company. The remuneration of directors and officers for years ended April 30, 2021 and 2020 was as follows:

2021 and 2020 was as follows:
	April 30, 2021	April 30, 2020
Salaries, bonuses, fees and benefits
Management fees to the officers and directors of the
Company (including $219,105 (2020 - $nil) classified
with exploration and evaluation expenditures )	$ 988,184	$ 283,349
Share-based payments
Officers and directors of the Company	1,838,283	177,605
	$2,826,467	$460,954

b) In the normal course of operations, the Company transacts with companies related to its directors or officers. The following amounts are payable to related parties, and are included in trade and other payables:

trade and other payables:
	April 30, 2021	April 30, 2020
Management fees	$ 187,989	$ 5,000
Expensespaid on behalf of the Company	-	800
	$187,989	$5,800

6. FLOW-THROUGH SHARE LIABILITY

The following is a continuity schedule of the liability portion of the flow-through share issuances.

Balance, April 30, 2019, and 2020	$ -
Liability incurred on flow-through shares issued	4,828,571
Settlement of flow-through liabilityupon incurringexploration expenditures	(1,469,472)
Balance, April 30, 2021	$ 3,359,099

7. SHARE CAPITAL

a) Authorized: Unlimited common shares, without par value

Unlimited preferred shares, without par value

b) Issued:

In October 2019, the Company issued 3,000,000 common shares pursuant to the terms of the Eastmain option agreement (see Note 4) with a value of $255,000.

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Notes to the Financial Statements (continued)

In April 2020, the Company issued 125,000 shares on the exercise of options for $12,500. The fair value of these options totaling $11,339 was transferred to share capital from reserves. The weighted-average share price at the date of exercise for options exercised was $0.13.

In April 2020, the Company completed a non-brokered private placement financing through the issuance of 27,773,024 units at the price of $0.076 per unit, for total cash proceeds of $2,110,750. Each unit was comprised of one common share of the Company and one common share purchase warrant, with each warrant being exercisable into one common share of the Company at an exercise price of $0.12 per share until April 27, 2025. The Company incurred share issuance costs of $188,375 in the form of finders’ fees and professional fees in addition to issuing compensation units valued at $368,915.

In May 2020, the Company issued 2,000,000 common shares pursuant to the terms of the Eastmain option agreement (see Note 4) with a value of $360,000. In October 2020, a further 124,177 shares with a value of $101,825 were issued pursuant to the terms of the agreement.

In June 2020, the Company closed a non-brokered flow-through private placement of 12,000,000 flow through units at a price of $0.30 per unit, for gross proceeds of $3,600,000. Each flow-through unit consists of one common share of the Company and one common share purchase warrant. Each warrant entitles the holder to purchase one non-flow through common share at a price of $0.17 per share until June 1, 2023. The Company incurred share issuance costs of $181,633 in the form of finders’ fees and professional fees in addition to issuing compensation units valued at $427,720.

In October 2020, the Company closed a non-brokered flow-through private placement of 14,857,142 flow through units at a price of $0.875 and 400,000 hard dollar units at $0.55 per unit, for aggregate gross proceeds of $13,219,999. Each flow-through unit and hard dollar unit consists of one common share of the Company and one-half common share purchase warrant. Each whole warrant entitles the holder to purchase one non-flow through common share at a price of $1.00 per share until October 29, 2022. The Company incurred share issuance costs of $457,417 in the form of finders’ fees and professional fees.

In December 2020, the Company issued 4,000,000 common shares pursuant to a prospectus offering lodged with the Australian Securities and Investments Commission in relation to its dual listing on the Australian Securities Exchange. In exchange for the common shares, the Company received $1,929,000 and incurred share issuance costs of $91,166 in the form of finders’ fees and professional fees.

During the year ended April 30, 2021, the Company issued 3,550,500 shares on the exercise of options for $609,378. The fair value of these options totaling $568,829 was transferred to share capital from reserves. The weighted-average share price at the date of exercise for options exercised was $0.47.

During the year ended April 30, 2021, the Company issued 4,791,819 shares on the exercise of warrants for $607,746. The fair value of these warrants totaling $314,912 was transferred to share capital from reserves.

Escrow Shares

As at April 30, 2021, an amount of 222,857 common shares are held in escrow subject to an escrow agreement with Tusk Exploration Ltd. These shares continue to be held due to unmet contractual obligations.

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Notes to the Financial Statements (continued)

c) Share purchase warrants and compensation warrants

A summary of changes in share purchase warrants and compensation warrants is as follows:

	Underlying	Weighted Average
	Shares	Exercise Price
Balance, April 30, 2019	16,951,544	$ 0.37
Issued	27,773,024	0.12
Expired	(16,951,544)	0.37
Balance, April 20, 2020	27,773,024	$ 0.12
Issued	23,628,571	0.43
Exercised	(4,791,819)	0.13
Balance, April 30, 2021	46,609,776	$ 0.28

On April 27, 2020, the Company issued 27,773,024 warrants through the financing described in the previous section. Each warrant entitles the holder to acquire one additional share at the price of $0.12 until April 27, 2023.

On May 21, 2020, the Company issued 4,000,000 warrants pursuant to the terms of the Eastmain option agreement (see Note 4). Each warrant entitles the holder to acquire one additional share at the price of $0.12 until April 27, 2023.

On June 1, 2020, the Company issued 12,000,000 warrants through the financing described in the previous section. Each warrant entitles the holder to acquire one additional share at the price of $0.17 until June 1, 2023.

On October 29, 2020, the Company issued 15,257,142 half warrants through the financing described in the previous section. Each whole warrant entitles the holder to acquire one additional share at the price of $1.00 until October 29, 2022.

The warrants have been valued using the Black-Scholes pricing model, with a gross amount of $5,831,368 included in reserves based on the relative fair values of the shares and warrants issued. The following assumptions were used for the Black-Scholes valuation of the warrants granted:

granted:
	April 30, 2021	April 30, 2020
Weighted average assumptions:
Risk-free interest rate	0.31%	0.34%
Expected dividend yield	$0.00	$0.00
Expected option life (years)	2.67	3
Expected stock price volatility	121%	118%
Weighted average fair value at measurement date	$0.23	$0.08

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Notes to the Financial Statements (continued)

Warrants outstanding as at April 30, 2021 and 2020, are:

Exercise Price Expiry Date per Share	Outstanding and Exercisable
	April 30, 2021 April 30, 2020
October 29, 2022 $1.00 April 27, 2023 $0.12 June 1,2023 $0.17	7,628,571 - 27,635,750 27,773,024 11,345,455 -
	46,609,776 16,951,544

d) Compensation Units

Pursuant to the private place of 27,773,024 units, the Company paid finders’ fees consisting of a cash payment in the aggregate amount of $160,257 and 2,115,652 compensation units with a fair value of $368,915. Each compensation unit is exercisable at a price of $0.076 until April 27, 2023 and entitles the holder to purchase one unit (comprised of one share and one warrant). Each warrant received upon the exercise of a compensation unit entitles the holder to purchase one share at price of $0.12 per warrant until April 27, 2023.

Pursuant to the private place of 12,000,000 flow-through units, the Company paid finders’ fees consisting of a cash payment in the aggregate amount of $144,000 and 1,440,000 compensation units with a fair value of $427,720. Each compensation unit is exercisable at a price of $0.17 until June 1, 2023 and entitles the holder to purchase one unit (comprised of one share and one warrant). Each warrant received upon the exercise of a compensation unit entitles the holder to purchase one share at price of $0.17 per warrant until June 1, 2023.

The following assumptions were used for the Black-Scholes valuation of the compensation units granted:

	April 30, 2021	April 30, 2020
Weighted average assumptions:
Risk-free interest rate	0.34%	0.34%
Expected dividend yield	$0.00	$0.00
Expected option life (years)	3	3
Expected stock price volatility	118%	118%
Weighted average fair value at measurement date	$0.15	$0.08

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Notes to the Financial Statements (continued)

e) Stock options

The Company’s stock option plan authorizes for the granting of options to directors, officers, employees, and consultants. Pursuant to the terms of the Stock Option Plan, the Board of Directors may from time to time, in its discretion, and in accordance with Exchange policies, grant incentive stock options ("Options") to purchase the Company’s common shares to directors, officers, employees, and consultants. Under the Stock Option Plan, a maximum of 10% of the outstanding shares can be reserved for issuance. The number of shares reserved for issuance to any individual director or officer will not exceed five percent (5%) of the issued and outstanding shares and the number of shares reserved for issuance to all technical consultants will not exceed two percent (2%) of the issued and outstanding shares.

A summary of changes in stock options is as follows:

A summary of changes in stock options is as follows:
	Underlying	Weighted Average
	Shares	Exercise Price
Stock options outstanding, April 30, 2019	2,593,276	$0.33
Granted	3,684,000	$0.11
Exercised	(125,000)	$0.10
Expired	(200,000)	$0.11
Cancelled	(231,678)	$1.29
Stock options outstanding, April 30, 2020	5,720,598	$0.16
Granted	5,300,000	$0.53
Exercised	(3,550,500)	$0.17
Cancelled	(12,885)	$3.00
Stock options outstanding, April 30, 2021	7,457,213	$0.41
Stock options exercisable, April 30, 2021	7,422,838	$0.41

In September 2019, Benz cancelled an aggregate of 231,678 stock options previously held by directors and officers.

On September 7, 2019, the Company granted 200,000 stock options to a consultant, exercisable at a price of $0.11 per share for a period of two years. The option expired prior to vesting.

On March 3, 2020, the Company granted 570,000 stock options to eligible parties, exercisable at a price of $0.076 per share for a period of five years.

On April 27, 2020, the Company granted 2,914,000 stock options to eligible parties, exercisable at a price of $0.12 per share for a period of five years.

In May 2020, Benz cancelled an aggregate of 12,885 stock options previously held by a consultant.

In June 2020, the Company granted 1,400,000 stock options to eligible parties, exercisable at a price of $0.21 per share for a period of five years.

In October 2020, the Company granted 3,900,000 stock options to eligible parties, exercisable at a price of $0.64 per share for a period of three years.

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Notes to the Financial Statements (continued)

During the year ended April 30, 2021, 3,550,500 stock options were exercised for proceeds of $609,378.

During the year ended April 30, 2021, the Company recorded share-based payments of $2,158,003 (2020 - $350,228), of which $1,838,283 (2020 - $177,605) pertains to directors and officers of the Company. The fair value of stock options was estimated using the Black-Scholes Option Pricing Model with the following assumptions:

Option Pricing Model with the following assumptions:
	April 30, 2021	April 30, 2020
Weighted average assumptions:
Risk-free interest rate	0.50%	0.53%
Expected dividend yield	$0.00	$0.00
Expected option life (years)	4.17	5.72
Expected stock price volatility	123%	129%
Weighted average fair value at measurement date	$0.46	$0.10

A summary of stock options outstanding as at April 30, 2021, is as follows:

			Weighted
			Average
Number of	Number of		Remaining
Stock Options	Stock Options	Exercise	Contractual	Intrinsic
Outstanding	Exercisable	Price	Life(inyears)	Value	Expiry Date
9,713	9,713	$3.00	3.72	$0.00	January 18, 2025
137,500	103,125	$0.265	6.34	$0.54	August 31, 2027
70,000	70,000	$0.076	3.84	$0.65	March 3, 2025
2,200,000	2,200,000	$0.12	3.99	$0.61	April 27, 2025
1,140,000	1,140,000	$0.21	4.09	$0.52	June 1, 2025
3,900,000	3,900,000	$0.64	2.42	$0.09	October 2,2023
7,457,213	7,422,838		3.23

8. CAPITAL MANAGEMENT

The Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going concern in order to pursue the exploration and development of its properties and to maintain a flexible capital structure for its projects for the benefit of its stakeholders. In the management of capital, the Company includes the components of shareholders’ equity.

The Company manages the 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 the capital structure, the Company may attempt to issue new shares or adjust the amount of cash and cash equivalents. Management reviews the capital structure on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable.

The Company is not subject to externally imposed capital requirements. There were no changes to the Company’s capital management during the year ended April 30, 2021.

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Notes to the Financial Statements (continued)

9. FINANCIAL INSTRUMENTS AND RISK

The Company’s financial instruments consist of cash and cash equivalents, and trade and other payables. The fair value of the financial instruments approximates their carrying values, unless otherwise noted.

The Company’s risk exposures and the impact on the Company’s financial instruments are summarized below:

a) Credit risk

The Company’s credit risk is mainly attributable to its liquid financial assets: cash and cash equivalents. The Company deposits cash with high credit quality financial institutions and credit risk is considered to be minimal. The Company’s maximum exposure to credit risk is $13,144,767, which is the carrying value of the Company’s cash and cash equivalents at April 30, 2021.

b) Liquidity risk

The Company’s approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. As at April 30, 2021, the Company had a cash and cash equivalents balance of $13,144,767 (April 30, 2020 - $2,350,371) to settle current liabilities of $4,527,645 (April 30, 2020 - $243,785).

c) Foreign exchange risk

Foreign exchange risk is the risk that the Company’s financial instruments will fluctuate in value as a result of movements in foreign exchange rates. The Company is exposed to foreign currency risk to the extent that monetary assets and liabilities held by the Company are not denominated in Canadian dollars. As at April 30, 2021, the Company is exposed to currency risk as some transactions and balances are denominated in Australian dollars. As at April 30, 2021, a 10% change of the Canadian dollar relative to the Australian dollar would have net financial impact of approximately $147,000 (2020 - $nil). The Company does not use derivative instruments to hedge exposure to foreign exchange rate risk.

10. INCOME TAXES

A reconciliation of income taxes at statutory rates with reported taxes is as follows:

	April 30, 2021	April 30, 2020
Statutoryrates	27%	27%
Loss before income taxes	$(9,459,119)	$ (1,303,850)
Expected income tax recovery at statutory rate	2,553,962	352,040
Non-deductible items and permanent differences	(2,120,904)	(169,665)
Effect of change in tax rates	-	-
Change in valuation allowance	(433,058)	(182,375)
Future income tax recovery	$-	$-

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Notes to the Financial Statements (continued)

The significant components of the Company's future income tax assets are as follows:

	April 30, 2021	April 30, 2020
Future income tax asset:
Non-capital loss carryforwards	$ 1,365,478	$ 932,420
Exploration expenditure pool	588,612	494,879
Undeducted financingcosts	357,096	154,365
	2,311,187	1,581,664
Less: valuation allowance	(2,311,187)	(1,581,664)
Net future income tax assets	$-	$-

The Company has non-capital losses for tax purposes of approximately $5,057,300 (2020 - $3,453,400), which may be used to reduce future taxable income in Canada, expiring beginning in 2022. The Company has unclaimed exploration expenditures of approximately 2,162,800 (2020 - $1,832,800), which can be deducted for income tax purposes in Canada in future years at the Company’s discretion.

11. SUBSEQUENT EVENTS

In May 2021, the Company issued 300,000 common shares upon the exercise of 300,000 warrants for proceeds of $51,000.

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FORM 51-102F1

==> picture [99 x 77] intentionally omitted <==

MANAGEMENT DISCUSSION AND ANALYSIS FOR THE YEAR ENDED APRIL 30, 2021

The following management’s discussion and analysis of financial conditions and results of operations (the “MD&A”) has been prepared by management and provides a review of the activities, results of operations, and financial condition of Benz Mining Corp. (the “Company” or “Benz”). This discussion dated July 29, 2021, complements and supplements the Company’s audited financial statements and associated notes for the years ended April 30, 2021, and 2020. Please also refer to the cautionary statement of forwardlooking information at the end of this document.

All financial information in this MD&A is prepared in accordance with International Financial Reporting Standards (“IFRS”) and reported in Canadian dollars unless otherwise noted. Additional information about the Company is available under the Company’s profile on SEDAR at www.sedar.com.

1. COMPANY OVERVIEW AND OVERALL PERFORMANCE

Benz is an exploration and development stage company existing under the Canada Business Corporations Act . It was incorporated under the laws of the Province of British Columbia on November 9, 2011. The Company’s common shares trade on the TSX Venture Exchange under the symbol “BZ”, the Frankfurt Exchange under the trading symbol “1VU”, and commenced trading on the Australian Securities Exchange under the trading symbol “BZN” on December 23, 2020.

On August 7, 2019, the Company entered into an option agreement with Eastmain Resources Inc. (“the Vendor”) to acquire a 100% interest in the former producing Eastmain Gold project located in James Bay District, Quebec for $5,000,000. In April 2020, Benz entered into an amending agreement (the "Amending Agreement") in connection with the Eastmain Mine project pursuant to which it acquired a further option to earn a 100% interest in the Ruby Hill West and Ruby Hill East properties, located west of the Eastmain gold mine project.

	Option Payments	Option Payments
	Payable in Cash	Payable in Cash or
		Shares
Option Agreement Effective date – October 23, 2019 (paid)	$75,000	-
Amending Agreement approval date by TSX-V Exchange – May	$75,000	-
21, 2020 (paid)
On or before the 1stAnniversary of the Effective Date (paid)	$150,000	$100,000
On or before the 2ndAnniversary of the Effective Date	$150,000	$110,000
On or before the 3rdAnniversary of the Effective Date	$200,000	$110,000
On or before the 4thAnniversary of the Effective Date	$1,250,000	$475,000
Total Price*	$1,900,000	$795,000

Total in cash and shares is $2,695,000.

In addition to the Option Payments, the Company issued to the vendor 3,000,000 common shares, with a value of $255,000 on grant date. Per the terms of the Amending Agreement, in May 2020, Benz issued a

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Management’s Discussion and Analysis (continued)

further 2,000,000 common shares and 4,000,000 share purchase warrants, with a value of $360,000 and $539,078, respectively. Each warrant enabling the holder to purchase one common share of Benz at a price of $0.12 until April 27, 2023.

The Project property expenditure schedule, as defined in the Option Agreement and updated in the Amending Agreement totals $3,500,000 as follows:

nding Agreement totals $3,500,000 as follows:
	Cash Spend
On or before the 1stAnniversary of the Effective Date	$0
On or before the 2ndAnniversary of the Effective Date	$1,000,000
On or before the 3rdAnniversary of the Effective Date	$1,500,000
On or before the 4thAnniversary of the Effective Date	$1,000,000
Total Property Expenditure	$3,500,000

Following the exercise of the options, the Company will be obligated to make the following additional payments to the Vendor on the occurrence of the following events:

$1,000,000 within five (5) business days of the closing of project financing to place the Property or any part thereof into commercial production in accordance with a feasibility study completed by the Optionee within 24 months of the exercise of the Option. With this payment, Benz will have acquired 100% of Eastmain Resources recorded and/or leasehold interest in the Project. If Benz fails to make this milestone payment, Eastmain Resources will have the right to buy back Company's 75% interest in the Project for $3,500,000, of which up to $1,225,000 may be paid in common shares of Eastmain Resources; and
$1,500,000 within five (5) business days of the Commencement of Commercial Production.

The Vendor would retain a 2% Net Smelter Return royalty in respect of the Project. The Company may, at any time, purchase one half of the NSR Royalty, thereby reducing the NSR Royalty to a 1% net smelter returns royalty, for $1,500,000.

Benz will have the right to earn an additional 25% interest in the Ruby Hill West and Ruby Hill East properties by paying an additional $100,000 to the Vendor by October 23, 2025, which can be paid in shares at the election of the Vendor based on the prevailing VWAP of the Company's shares up to a maximum of 500,000 shares.

Following the acquisition of a 100% interest in the Ruby Hill West and Ruby Hill East properties the Vendor will retain a 1% net smelter return royalty, of which one half may be purchased for $500,000 thereby reducing it to a 0.5% net smelter returns royalty. The net smelter returns royalty is also offset by any preexisting royalties which may reduce the royalty burden.

Management’s Discussion and Analysis (continued)

2. OPERATIONS

Eastmain Project

The Eastmain Gold project located approximately 750 km northeast of Montreal, and 316 km northeast of Chibougamau, comprises 152 contiguous mining claims each with an area of approximately 52.7 ha covering a total of 8,014.36 ha plus one industrial lease permit owned by Eastmain Mines Inc., a wholly owned subsidiary of the Vendor.

The Project is road accessible via the Route 167 extension, a permanent all-season road, and is serviced by an existing camp, all season gravel roads, and an airstrip. The Project benefits from access to Chibougamau (population of 7,541) that serves as the main centre of communications and supplies for the area.

The Company has filed the NI 43-101 Technical Report titled "Technical Report and Mineral Resource Estimate on the Eastmain Mine Property, James Bay District, Quebec", prepared by P&E Mining Consultants Inc. ("P&E"). The Mineral Resource Estimate reported tonnes and contained gold ounces, stating Indicated Mineral Resource of 899kt at a grade of 8.19 g/t gold, 8 g/t silver and 0.13% copper (236.5 koz contained gold), and Inferred Mineral Resources of 579 kt at a grade of 7.48 g/t gold, 8.2 g/t silver and 0.16% copper (139.3 koz contained gold). The resource estimate is based on a gold price of US$1,288 and a US$0.77 exchange rate.

Mineral Resources that are not Mineral Reserves do not have demonstrated economic viability. Mineral Resource Estimates do not account for mineability, selectivity, mining loss and dilution. Inferred Mineral Resources are normally considered too speculative geologically to have economic considerations applied to them that would enable them to be categorized as Mineral Reserves. There is also no certainty that Indicated Mineral Resources will be converted into Mineral Reserves, once economic considerations are applied; or that Inferred Mineral Resources will be converted to Measured and Indicated classifications through further drilling, or into Mineral Reserves, once economic considerations are applied.

The Technical Report, completed for Benz on September 3, 2019, and amended on October 21, 2019, is available on SEDAR under the Company's profile.

Eastmain Drilling Program

Following the completion of the initial Fixed loop Time domain electromagnetic (FLEM) survey in August 2020, Benz commenced an initial 6,000m diamond drill program to test some of the better EM conductors around the existing mineralization as well as some regional targets. This program was completed in December 2020 with 12 holes drilled for 7,110m.

The 12-hole program was a scout drill program to confirm whether targeting electromagnetic (EM) conductors could lead to new discoveries that could potentially increases the scale of the Project from its existing 376,000oz indicated and inferred gold resource at 7.9g/t Au. Drilling targeted a widespread combination of modelled plates from this FLEM survey and down hole (DHEM) conducted in historic and recently drilled holes.

The campaign returned multiple high grade (>8.0g/t Au intervals) confirming:

the presence of newly discovered high-grade mineralization under overburden through the use of electromagnetics with best intercept in this area returning 5.0m at 8.3g/t Au from 529.8m including 3.0mat 13.7g/t Au from 531.8m (EM20-132)

Management’s Discussion and Analysis (continued)

Multiple high-grade zones are present down plunge from known mineralization at A and D Zones (D Zone not in the current resource)
A deeper parallel mineralized high-grade horizon was identified in hole EM20-141 returning two distinct sets of high-grade assays: 5.3m at 3.0g/t Au from 417.5 including 1.0m at 8.8g/t Au from 420.0m and 7.2m at 4.6g/t Au from 561.3m including 3.8mat 8.5g/t Au from 564.7m.

Benz identified the potential to target gold mineralization at Eastmain via EM. This technique is not commonly used to directly target gold mineralization, however, the high pyrrhotite content of the mineralization at Eastmain enables the team to directly target mineralization by using a combination of ground and DHEM surveys (techniques that have been successfully used by ASX listed explorer Bellevue Gold Limited at its namesake gold project) in combination with the historical database.

To date, EM surveys have led to three new greenfield discoveries and two brownfield discoveries:

1. Nisto Trend

The Nisto Trend is a sub-parallel mineralized trend approximately 150-200m deeper than the existing mine trend identified in the D Zone. This horizon was discovered below Zone A lens located approximately 2km from D Zone, the mineralization has been intersected by holes EM21-143 and 151 at about 200m deeper than the mine horizon. Both holes hit sulphide rich mineralization (pyrrhotite and chalcopyrite) as veins and stringers in an altered ultramafic at the contact with a conglomerate. DHEM showed strong in-hole and off-hole conductors at EM21-143 and strong off-hole conductors at EM21-151. The strength of the in-hole EM response in hole EM21-143 masked the potential extent of mineralization and needs further drilling to determine its strike extent.

2. Kotak Trend

The Kotak Trend is a second new trend 800m due east of the Eastmain mine characterized with quartz, carbonate, sulphide veins in a strongly altered carbonate, quartz and tourmaline zone with an intersect of 5.0m at 8.3g/t gold from 529.8m including 3.0m at 13.7g/t gold from 531.8m.

3. Continuous mineralization at NW Zone

FLEM AND DHEM conductors pointed to an undrilled area located between historical drillholes approximately 600m along strike of the current resource. 2021 drilling found continuity of mineralization between drillholes. 4 shallow holes were drilled in the area. EM21-146 encountered a pyrrhotitesphalerite-pyrite rich stringer zone, with visible gold associated with pyrrhotite sphalerite and quartz veins. EM21-145 encountered a similar stringer zone, but no visible gold was observed. EM21-147 and 148 tested DHEM plates for up-dip potential and hit the margins of this system with quartz-sulphide stringers intersected.

4. Resource Extensions Down Dip

Down plunge extensions of the known mineralization at A Zone (in current resource) and D Zone (not in current resource) have been identified. Drilling in 2021 targets the down plunge extensions to B and C Zones using DHEM modelled conductive plates resulting from Benz's surveying of historical holes in this area.

Management’s Discussion and Analysis (continued)

5. Mine Trend Extensions

A new mineralized zone 1.8km along strike of the known resource on the Mine Trend with 5.4m at 3.2g/t gold from 139.6m including 1.4m at 7.2g/t gold from 139.6m including 1.0m at 4.3g/t gold from 143.0m (EM20-142).

All drillholes are systematically surveyed by DHEM, refining the location of strongly mineralized shoots within the system.

Heterogeneity Test - Coarse Gold Mineralization Influence

Benz has approached world class specialist consultants to work with Dr Marat Abzalov on designing and implementing a heterogeneity test. The test will identify the repartition of various gold grain sizes in the system and the consequences of the presence of coarse nuggety gold on assay results. The study will use newly drilled core as well as historical drill core from the Eastmain Project.

Results of the study will include:

characterization of gold grains fractions and repartition
effect of comminution on coarse gold grains
optimization of assay method to be used for future analysis
potential improvements in the controls on grade repartition within the existing resource

The results will assist Benz in identifying the optimal assay technique to most accurately identify gold grade as well as quantifying the influence of coarse gold on the mineralization and its effect on the existing resource model.

Coarse Gold Treatment - PhotonAssays - Screen Fire Assays

For the duration of the drill program, mineralized samples submitted to the Actlab Laboratory in Ste Germaine-Boule, Quebec, will be analysed by metal sieves (also known as screen fire assays) in order to offset as much as possible, the effect of nuggety gold on the assay values.

Pending the results of the heterogeneity study, the Company is of the view that screen fire assays will provide the most accurate assay methodology currently available to it.

Benz has sent all the course crush laboratory rejects (crushed half core unused for analysis) from its 2020 drilling campaign to Australia for assay using PhotonAssayTM. Photon is a high energy X-Ray fluorescence assay method. This technology has been proven to excel at processing samples with nuggetty gold and is being extensively used by major gold companies in Australia. Minanalytical, the commercial laboratory used by Benz currently has limited capacity due to the increasing popularity of the method. Benz’ 8.5t of samples represent approximately 16,000 individual analysis.

The technology is not yet available commercially in Canada and, until so, Benz will ship rejects on a regular basis to duplicate fire and screen fire assays results with this method.

Surface EM generating additional targets

Loops G and H have been recently surveyed with FLEM. Those loops extend the EM surveys along strike from the three mineralized trends all the way to the Project's south-eastern boundary, approximately 3km from existing identified mineralization.

Management’s Discussion and Analysis (continued)

Second drill rig at Eastmain

The second drill rig started drilling in March after delays mostly due to rig and driller availability pressure from increased winter drilling activities in the province of Quebec over the first quarter of 2021.

Extensive conductors at Placer Lake coincident with 8.3g/t gold surface rock sample

FLEM survey of Loop F identified several conductors in the Placer Lake area. The prospect is located 2.5km from the Eastmain Mine on a parallel litho-structural trend. The location of the newly defined conductors coincides with airborne VTEM anomalies identified from the survey flown in 2005.

Several FLEM plates were modelled and are recognised in three main areas within this grid. There are only 2 historical holes drilled in the central area, however, these holes did not test the FLEM plates. High grade gold has been identified in the area with rock chips up to 8.3g/t gold above the conductors. The other FLEM anomalies further west and east have not been drilled. The modelled EM plates are shallow and show a steeper dip to the NE compared to the FLEM conductors found in the southern part of the Eastmain project.

Several historical drill holes have intersected high grade gold mineralisation within Loop F. For example, at the Meg Prospect, historical drilling has identified high grade gold mineralisation including 1.0m at 80.6g/t gold and 1.0m at 17.3g/t gold. Interestingly, this mineralisation was not identified in the recent FLEM program and represents another style of mineralisation present at Eastmain.

Ongoing work programs including mapping, soil surveys and surface sampling will continue until the end of the summer season. Drilling at Placer Lake will take place later this year as part of the fully funded 50,000m drill program planned and budgeted for 2021.

3. SELECTED ANNUAL INFORMATION

3. SELECTED ANNUAL INFORMATION
	2021	2020	2019
Net loss	$ (9,459,119)	$ (1,303,850)	$ (641,693)
Basic and diluted lossper share	(0.11)	(0.05)	(0.02)
Total assets	15,100,124	2,709,140	1,264,007
Total liabilities	4,527,646	243,785	34,904

For the year ended April 30, 2021, the Company had a net loss of $9,459,119 compared to a net loss of $1,303,850 in the prior year. The increase in net loss from the prior year primarily resulted from increased exploration and evaluation costs of $7,573,430 consisting of the Eastmain drilling program, and an increase in share-based payments of $1,807,775. Exploration and evaluation costs for the Eastmain project consisted of the following:

project consisted of the following:
	April 30, 2021	Apr. 30, 2020
Mel Project (relinquished in 2020)	-	134,020
Eastmain: Geology	720,003	-
Eastmain: Location/camp services	1,946,624	43,517
Eastmain: Drilling	3,442,244	-
Eastmain: Geochemical analysis	263,059	-
Eastmain: Health & safety	249,502	-
Eastmain: Geophysics	951,998	-
Total exploration and evaluation costs	7,573,430	177,537

Management’s Discussion and Analysis (continued)

For the year ended April 30, 2021, the Company had total assets of $15,100,124 compared to total assets of $2,709,140 in the prior year. The increase in net assets from the prior year primarily resulted from financing activities as discussed further below.

4. REVIEW OF FINANCIAL RESULTS

Summary of Quarterly Results

	Apr. 30,	Jan. 31,	Oct. 31,	Jul. 31,	Apr. 30,	Jan. 31,	Oct. 31,	Jul. 31,
	2021	2021	2020	2020	2020	2020	2019	2019
Interest Income	$ 8,712	$ 8,000	$ 4,105	$ 2,023	$ 548	$ 1,044	$ 1,786	$ 2,127
Net loss	(2,133,865)	(2,317,373)	(3,882,950)	(1,124,931)	(487,068)	(393,606)	(311,073)	(112,103)
Basic and diluted lossper share	(0.02)	(0.02)	(0.05)	(0.02)	(0.02)	(0.01)	(0.01)	0.00

Quarter ended April 30, 2021, compared with the quarter ended April 30, 2020.

During the quarter ended April 30, 2021, the Company had a net loss of $2,133,865 compared to a net loss of $487,068 for the quarter ended April 30, 2020. The difference between these two quarters is primarily due to the following:

Increase in exploration and evaluation costs of $3,069,140 related to the Eastmain drilling program
Increase in management & consulting fees of $352,748
Decrease in share-based payments of $347,836

5. LIQUIDITY AND CAPITAL RESOURCES

A summary of the Company’s working capital balances is as follows:

	April 30, 2021	Apr. 30, 2020
Cash and cash equivalents	13,144,767	2,350,371
Sales taxes recoverable	376,697	23,619
Prepaid expenses and deposits	22,757	5,150
Trade and other payables	(1,168,547)	(243,785)
Flow-through sharepremium liability	(3,359,099)	-
Working Capital	9,016,575	2,135,355

The changes in working capital are primarily due to operating activities, as discussed in the previous section, and investing and financing activities as detailed below.

Cash Used in Investing Activities

Year ended April 30, 2021

Benz made cash payments of $225,000 pursuant to the terms of the Eastmain amended option agreement.

Year ended April 30, 2020

Benz made a cash payment of $75,000 pursuant to the terms of the Eastmain amended option agreement.

Management’s Discussion and Analysis (continued)

Cash from Financing Activities

Year ended April 30, 2021

In June 2020, the Company closed a non-brokered flow-through private placement of 12,000,000 flow through units at a price of $0.30 per unit, for gross proceeds of $3,600,000. Each unit consists of one common share of the Company and one common share purchase warrant. Each warrant entitles the holder to purchase one non-flow through common share at a price of $0.17 per share until June 1, 2023. The Company incurred share issuance costs of $181,633 in the form of finders’ fees and professional fees in addition to issuing compensation units valued at $427,720.

In October 2020, the Company closed a non-brokered flow-through private placement of 14,857,142 flow through units at a price of $0.875 and 400,000 hard dollar units at $0.55 per unit, for aggregate gross proceeds of $13.2 million. Each flow-through unit and hard dollar unit consists of one common share of the Company and one-half common share purchase warrant. Each whole warrant entitles the holder to purchase one non-flow through common share at a price of $1.00 per share until October 29, 2022. The Company incurred share issuance costs of $457,417 in the form of finders’ fees and professional fees.

During the end ended April 30, 2021, the Company issued 3,550,500 shares on the exercise of options for $609,378.

During the end ended April 30, 2021, the Company issued 4,791,819 shares on the exercise of warrants for $607,746.

Year ended April 30, 2020

In April 2020, the Company issued 125,000 shares on the exercise of options for $12,500. The fair value of these options totaling $11,339 was transferred to share capital from reserves.

6. OFF-BALANCE SHEET ARRANGEMENTS

The Company does not have any off-balance sheet arrangements other than those discussed above.

7. RELATED PARTY TRANSACTIONS

Management’s Discussion and Analysis (continued)

	April 30, 2021	April 30, 2020
Salaries, bonuses, fees and benefits
Management fees to the officers and directors of the
Company	$ 988,184	$ 283,349
Share-based payments
Officers and directors of the Company	1,838,283	177,605
	$2,826,467	$460,954

8. PROPOSED TRANSACTIONS

As is typical of the mining industry, the Company is continually reviewing potential merger, acquisition, investment and joint venture transactions and opportunities that could enhance shareholder value.

9. FINANCIAL INSTRUMENTS

The Company's financial instruments consist of cash and cash equivalents and trade and other payables. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, currency, or credit risks arising from these financial instruments. The fair value of these financial instruments approximates their carrying value, unless otherwise noted.

10. ADDITIONAL DISCLOSURES

Additional Disclosure for Venture Issuers without Significant Revenue

Detail regarding material items within general and administrative expenses has been provided throughout this document.

Outstanding Shares

Authorized share capital consists of an unlimited number of common shares without par value and an unlimited number of preferred shares without par value.

As at the date of this MD&A, the Company had the following issued and outstanding common shares and unexercised stock options, warrants and agent compensation options:

	Shares and Potential Shares
Common shares outstanding	99,238,756
Stock options (weighted average exercise price $0.41)	7,457,213
Warrants (weighted average exercise price $0.28)	46,309,776
Compensation units(weighted average exerciseprice$0.11)	7,111,304
Total common shares andpotential common shares	160,117,049

Internal Control over Financial Reporting

The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting. Any system of internal control over financial reporting, no matter how well

Management’s Discussion and Analysis (continued)

designed, has inherent limitations and may not prevent or detect misstatements. Therefore, even those systems determined to be effective can only provide reasonable assurance with respect to financial statement preparation and presentation. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate.

Critical Judgements and Estimates

The financial statements are prepared in accordance with IFRS. The preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period.

The critical judgments that the Company’s management has made in the process of applying the Company’s accounting policies that has the most significant effect on the amounts recognized in the Company’s financial statements are the impairment of exploration and evaluation assets, the valuation of share-based payments and the valuation of deferred tax assets and liabilities.

For a summary of significant accounting judgements and estimates, please refer to Note 2 of the audited annual financial statements for the year ended April 30, 2021. Management believes it has made estimates that best reflect the facts and circumstances, however, actual results may differ from estimates.

Management Changes

In July 2020, Carlos Escribano and Ron Hall resigned as directors of the Company. Further, Miloje Vicentijevic resigned from his role as Director, President and CEO of the Company. Carlos Escribano continues as the Chief Financial Officer of the Company.

In September 2020, Evan Cranston and Peter Williams were appointed as directors of the Company. Mr. Cranston was also appointed Chairman, replacing Nick Tintor who will remain as a non-executive director. The Benz management team was further strengthened with the additions of Xavier Braud as Head of Corporate Development (Australia), Danielle Giovenazzo as Vice President Exploration, and Paul Fowler as Head of Corporate Development (Canada). Mr. Braud will also act as Chief Executive Officer of the Company.

11. RISKS AND UNCERTAINTIES

Our business, operating, and financial condition could be harmed due to any of the following risks. The risks described below are not the only ones facing our Company. Additional risks not presently known, or that Benz currently deems immaterial, may also impair our business operations. If any such risks actually occur, the financial condition, liquidity, and results of operations of the Company as well as the ability of the Company to implement its growth plans could be materially adversely affected.

The following is a description of certain risks and uncertainties that may affect the business of the Company.

Limited Operating History

Benz is a relatively new company with limited operating history and no history of business or mining operations, revenue generation, or production history. Benz was incorporated on November 9, 2011 and has yet to generate a profit from its activities. The Company is subject to all the business risks and uncertainties associated with any new business enterprise, including the risk that it will not achieve its

Management’s Discussion and Analysis (continued)

growth objective. The Company anticipates that it may take several years to achieve positive cash flow from operations.

Exploration, Development, and Operating Risks

The exploration for and development of minerals involves significant risks, which even a combination of careful evaluation, experience, and knowledge may not eliminate. Few properties, which are explored, are ultimately developed into producing mines. There can be no guarantee that the estimates of quantities and qualities of minerals disclosed will be economically recoverable. With all mining operations there is uncertainty and, therefore, risk associated with operating parameters and costs resulting from the scaling up of extraction methods tested in pilot conditions. Mineral exploration is speculative in nature, and there can be no assurance that any minerals discovered will be discovered in sufficient quantities to warrant commercial exploitation. The Company's operations will be subject to all of the hazards and risks normally encountered in the exploration, development, and production of minerals. These include unusual and unexpected geological formations, rock falls, seismic activity, flooding, and other conditions involved in the extraction of material, any of which could result in damage to, or destruction of, mines and other producing facilities, damage to life or property, environmental damage, and possible legal liability. Although precautions to minimize risk will be taken, operations are subject to hazards that may result in environmental pollution and consequent liability that could have a material adverse impact on the business, operations, and financial performance of the Company.

Substantial Capital Requirements and Liquidity

Substantial additional funds will be required and there can be no assurances given that the Company will be able to raise the necessary funds. To meet such funding requirements, the Company may undertake additional equity financing, which would be dilutive to shareholders. There is no assurance that additional financing will be available on terms acceptable to the Company, or at all. If the Company is unable to obtain additional financing as needed, it may be required to discontinue operations.

Competition

There is competition within the mining industry for the discovery and acquisition of properties considered to have commercial potential. The Company will compete with other mining companies, many of which have greater financial, technical, and other resources than the Company, for, among other things, the acquisition of minerals claims, leases, and other mineral interests as well as for the recruitment and retention of qualified employees and other personnel.

Reliance on Management and Dependence on Key Personnel

The success of the Company is currently largely dependent upon the performance of its directors and officers, and the ability to attract and retain its key personnel. The loss of the services of these persons may have a material adverse effect on the Company’s business and prospects. Benz will compete with numerous other companies for the recruitment and retention of qualified employees and contractors. There is no assurance that the Company can maintain the service of its directors and officers or other qualified personnel required to operate its business. Failure to do so could have a material adverse effect on the Company and its prospects.

Fluctuating Mineral Prices and Marketability of Minerals

The market price of any mineral is volatile and affected by many factors beyond the Company's control, including but not limited to: international supply and demand, consumer product demand levels, international economic trends, commodity prices, operations costs, variations in mineral grade, fluctuations in the market price of minerals, currency exchange rate fluctuations, the level of interest rates, the rate of inflation, global or regional political events, and international events as well as a range

Management’s Discussion and Analysis (continued)

of other market forces. Depending on the price of certain minerals, the Company may determine that it is impractical to continue its mineral exploration or development operations, if any. Sustained downward movements in mineral market prices could render less economic, or uneconomic, some or all of the mineral extraction and/or exploration activities to be undertaken by the Company. The marketability of minerals is affected by factors such as government regulation of mineral prices, royalties, allowable production, and the importation and exportation of minerals, the effect of which cannot be accurately predicted. There is no assurance that a profitable market will exist for the sale of minerals found, if any, on the Company’s properties.

No Mineral Reserves or Mineral Resources

Mineral resources are estimates of the size and grade of deposits based on limited sampling and on certain assumptions and parameters. No assurance can be given that the anticipated tonnages and grades will be achieved or realized. Prolonged declines in the market price of silver, copper, lead or zinc may render mineral resources containing relatively lower grades of mineralization uneconomic and could materially reduce any estimate of resources. Should such declines occur, the Company could be required to take a material write-down of its investment in mining properties or the development of new projects, resulting in increased net losses.

Environmental Risks

All phases of the mining business present environmental risks and hazards, and are subject to environmental regulation pursuant to a variety of international conventions, local laws, and regulations. Environmental legislation provides for, among other things, restrictions and prohibitions on spills, releases or emissions of various substances produced in association with mining operations. The legislation also requires that operations be operated, maintained, abandoned, and reclaimed to the satisfaction of applicable regulatory authorities. Compliance with such legislation can require significant expenditures and a breach may result in the imposition of fines and penalties, some of which may be material. Environmental legislation is evolving in a manner expected to result in stricter standards and enforcement, larger fines and liability, and potentially increased capital expenditures and operating costs.

Governmental Regulations and Processing Licenses and Permits

The activities of the Company are subject to government approvals, various laws governing prospecting, development, land resumptions, production taxes, labour standards, and occupational health, mine safety, toxic substances, and other matters. Although the Company believes that its activities are currently carried out in accordance with all applicable rules and regulations, no assurance can be given that new rules and regulations will not be enacted, or that existing rules and regulations will not be applied in a manner, which could limit or curtail production or development. Amendments to current laws and regulations governing operations and activities of exploration and mining, or more stringent implementation thereof, could have a material adverse impact on the business, operations, and financial performance of the Company. Further, the mining licenses and permits issued in respect of its projects may be subject to conditions which, if not satisfied, may lead to the revocation of such licenses. In the event of revocation, the value of the Company's investments in such projects may decline.

Conflicts of Interest

Certain directors and officers of the Company will be engaged in, and will continue to engage in, other business activities on their own behalf and on behalf of other companies (including mineral resource companies) and, as a result of these and other activities, such directors and officers of the Company may become subject to conflicts of interest. The Business Corporations Act of British Columbia (“BCBCA”) provides that in the event that a director has a material interest in a contract or proposed contract or

Management’s Discussion and Analysis (continued)

agreement that is material to the issuer, the director shall disclose his interest in such contract or agreement, and shall refrain from voting on any matter in respect of such contract or agreement, subject to and in accordance with the BCBCA. To the extent that conflicts of interest arise, such conflicts will be resolved in accordance with the provisions of the BCBCA.

Markets for Securities

There can be no assurance that an active trading market in the Company’s shares will be established and sustained. The market price for the Company’s shares could be subject to wide fluctuations. Factors such as commodity prices, government regulation, interest rates, share price movements of the Company's peer companies and competitors, as well as overall market movements, may have a significant impact on the market price of the securities of Company. The stock market has from time to time experienced extreme price and volume fluctuations, particularly in the mining sector.

Uninsurable Risks

Exploration, development, and production operations on mineral properties involve numerous risks, including unexpected or unusual geological operating conditions, rock bursts, cave-ins, fires, floods, earthquakes, and other environmental occurrences. It is not always possible to obtain insurance against all such risks, and the Company may decide not to insure against certain risks as a result of high premiums or other reasons. Should such liabilities arise, they could have an adverse impact on the Company's results of operations and financial condition, and could cause a decline in the value of the Company’s shares. The Company does not intend to maintain insurance against environmental risks.

Risks Relating to Infectious Diseases or Outbreaks of Viruses

Global markets have been adversely impacted by emerging infectious diseases and/or the threat of outbreaks of viruses, other contagions or epidemic diseases, including the novel COVID-19. A significant outbreak could result in a widespread crisis that could adversely affect the economies and financial markets of many countries, resulting in an economic downturn which could adversely affect the Company’s business and the market price of the Common Shares. Many industries, including the mining industry, have been impacted by these market conditions. If increased levels of volatility continue or in the event of a rapid destabilization of global economic conditions, it may result in a material adverse effect on commodity prices, availability of credit, investor confidence, and general financial market liquidity, all of which may adversely affect the Company’s business and the market price of the Company’s securities. In addition, there may not be an adequate response to emerging infectious diseases. There are potentially significant economic and social impacts, including labour shortages and shutdowns, delays and disruption in supply chains, social unrest, government or regulatory actions or inactions, including permanent changes in taxation or policies, decreased demand, declines in the price of commodities, delays in permitting or approvals, governmental disruptions or other unknown but potentially significant impacts. At this time, the Company cannot accurately predict what effects these conditions will have on its operations or financial results, including due to uncertainties relating to the ultimate geographic spread, the duration of the outbreak, and the length of restrictions or responses that have been or may be imposed by the governments. Given the global nature of the Company’s operations, the Company may not be able to accurately predict which operations will be impacted. Any outbreak or threat of an outbreak of a contagions or epidemic disease could have a material adverse effect on the Company, its business and operational results.

12. APPROVAL

The Board of Directors of the Company has approved the disclosure contained in this MD&A.

Management’s Discussion and Analysis (continued)

13. FORWARD LOOKING INFORMATION

This MD&A is based on a review of the Company’s operations, financial position, and plans for the future based on facts and circumstances as of July 29, 2021. Certain statements contained in this MD&A constitute forward-looking information within the meaning of securities laws. Forward-looking information may relate to our future outlook and anticipated events or results and may include statements regarding the future financial position, business strategy, budgets, litigation, projected costs, capital expenditures, financial results, taxes, plans, and objectives of or involving the Company. Particularly, statements regarding our future operating results and economic performance are forwardlooking statements. In some cases, forward-looking information can be identified by terms such as “may”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “intend”, “estimate”, “predict”, “potential”, “continue”, or other similar expressions concerning matters that are not historical facts. Forward-looking information is subject to certain factors, including risks and uncertainties, which could cause actual results to differ materially from what we currently expect. Such factors include, but are not limited to, the risk that the Company’s option agreements with Eastmain Resources may not be completed or fulfilled for any reason whatsoever and the potential development of the Eastmain project to a producing mine may not occur as planned or at all and the Company may not meet all requirements to maintain its listing on the TSX Venture Exchange. Forward-looking information contained in this MD&A is based on our current estimates, expectations, and projections, which we believe are reasonable as of the current date. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking information, except as required by law.

14. COMPETENT PERSON’S STATEMENT

The information in this report that relates to Exploration Results is based on and fairly represents information and supporting information compiled by Mr Xavier Braud, who is a member of the Australian Institute of Geoscientists (AIG membership ID:6963). Mr Braud is a consultant to the Company and has sufficient experience in the style of mineralization and type of deposits under consideration and qualifies as a Competent Person as defined in the 2012 edition of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves” ( JORC Code ). Mr Braud holds securities in Benz Mining Corp and consents to the inclusion of all technical statements based on his information in the form and context in which they appear.

The information in this announcement that relates to the Inferred Mineral Resource was first reported under the JORC Code by the Company in its prospectus released to the ASX on 21 December 2020. The information in this announcement that relates to exploration results was first reported to the ASX on 13 January, 11 February 2021 and 4 March 2021. The Company confirms that it is not aware of any new information or data that materially affects the information included in the original market announcements and confirms that all material assumptions and technical parameters underpinning the Resource estimate continue to apply and have not materially changed. The Company confirms that the form and context in which the Competent Person’s findings are presented have not been materially modified from the original market announcements.

AI assistant

Benz Mining Corp. — Audit Report / Information 2021

47017_rns_2021-07-29_f786d0b6-a1f0-4320-85b7-5cf1b9b683d4.pdf

LANCASTER & DAVID

CHARTERED PROFESSIONAL ACCOUNTANTS

INDEPENDENT AUDITORS’ REPORT

Opinion

Basis for Opinion

Other Information

Responsibilities of Management and Those Charged with Governance for the Financial Statements

Auditor's Responsibilities for the Audit of Financial Statements

Approved by the Board of Directors:

Benz Mining Corp.

1. NATURE OF OPERATIONS

2. BASIS OF PRESENTATION

Statement of compliance

Basis of measurement

Significant Accounting Judgements and Estimates

a) Impairment of exploration and evaluation assets

b) Valuation of share-based payments

c) Recognition and measurement of deferred tax assets and liabilities

3. SIGNIFICANT ACCOUNTING POLICIES

Cash and cash equivalents

Exploration and evaluation assets

Impairment

Notes to the Financial Statements (continued)

Financial instruments

Provisions

Share capital

Flow-through shares

Unit offerings

Share-based payment transactions

Loss per share

Related party transactions

Income taxes

New accounting standards

4. EXPLORATION AND EVALUATION ASSETS

Mel Property

Eastmain Property

5. RELATED PARTY TRANSACTIONS AND BALANCES

6. FLOW-THROUGH SHARE LIABILITY

7. SHARE CAPITAL

b) Issued:

Escrow Shares

c) Share purchase warrants and compensation warrants

d) Compensation Units

e) Stock options

8. CAPITAL MANAGEMENT

9. FINANCIAL INSTRUMENTS AND RISK

a) Credit risk

b) Liquidity risk

c) Foreign exchange risk

10. INCOME TAXES

11. SUBSEQUENT EVENTS

1. COMPANY OVERVIEW AND OVERALL PERFORMANCE

2. OPERATIONS

Eastmain Project

Eastmain Drilling Program

1. Nisto Trend

2. Kotak Trend

3. Continuous mineralization at NW Zone

4. Resource Extensions Down Dip

5. Mine Trend Extensions

Heterogeneity Test - Coarse Gold Mineralization Influence

Coarse Gold Treatment - PhotonAssays - Screen Fire Assays

Surface EM generating additional targets

Second drill rig at Eastmain

Extensive conductors at Placer Lake coincident with 8.3g/t gold surface rock sample

3. SELECTED ANNUAL INFORMATION

4. REVIEW OF FINANCIAL RESULTS

Summary of Quarterly Results

Quarter ended April 30, 2021, compared with the quarter ended April 30, 2020.

5. LIQUIDITY AND CAPITAL RESOURCES

Cash Used in Investing Activities

Year ended April 30, 2021

Year ended April 30, 2020

Cash from Financing Activities

Year ended April 30, 2021

Year ended April 30, 2020

6. OFF-BALANCE SHEET ARRANGEMENTS

Benz Mining Corp. Audit Report / Information 2021