BWR Exploration Inc. — Management Reports 2022

Mar 30, 2022

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BWR EXPLORATION INC.

MANAGEMENT DISCUSSION AND ANALYSIS YEAR ENDED NOVEMBER 30, 2021

BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

The following management’s discussion and analysis (“MD&A”) of the financial condition and results of the operations of BWR Exploration Inc. (the “Company” or “BWR”), constitutes management’s review of the factors that affected the Company’s financial and operating performance for the year ended November 30, 2021. This MD&A has been prepared in compliance with the requirements of National Instrument 51- 102 – Continuous Disclosure Obligations. This discussion should be read in conjunction with the audited financial statements of the Company for the years ended November 30, 2021 and 2020, together with the notes thereto. Results are reported in Canadian dollars, unless otherwise noted. The financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”) and interpretations of the IFRS Interpretations Committee (“IFRIC”). In the opinion of management, all adjustments (which consist only of normal recurring adjustments) considered necessary for a fair presentation have been included. Information contained herein is presented as of March 30, 2022, unless otherwise indicated.

For the purposes of preparing this MD&A, management, in conjunction with the Board of Directors, considers the materiality of information. Information is considered material if: (i) such information results in, or would reasonably be expected to result in, a significant change in the market price or value of BWR’s common shares; or (ii) there is a substantial likelihood that a reasonable investor would consider it important in making an investment decision; or (iii) it would significantly alter the total mix of information available to investors. Management, in conjunction with the Board of Directors, evaluates materiality with reference to all relevant circumstances, including potential market sensitivity.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

This MD&A contains certain forward-looking information and forward-looking statements, as defined in applicable securities laws (collectively referred to herein as “forward-looking statements”). These statements relate to future events or the Company’s future performance. All statements other than statements of historical fact are forwardlooking statements. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “continues”, “forecasts”, “projects”, “predicts”, “intends”, “anticipates” or “believes”, or variations of, or the negatives of, such words and phrases, or state that certain actions, events or results “may”, “could”, “would”, “should”, “might” or “will” be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those anticipated in such forward-looking statements. The forward-looking statements in this MD&A speak only as of the date of this MD&A or as of the date specified in such statement. The following table outlines certain significant forward-looking statements contained in this MD&A and provides the material assumptions used to develop such forward-looking statements and material risk factors that could cause actual results to differ materially from the forward-looking statements.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

Forward-looking statements	Assumptions	Risk factors
Potential of the Company’s properties to contain economic deposits of precious and base metals.	Financing will be available for future exploration and evaluation of the Company’s properties; the actual results of the Company’s exploration and evaluation activities will be favourable; operating, exploration and evaluation costs will not exceed the Company’s expectations; the Company will be able to retain and attract skilled staff; all requisite regulatory and governmental approvals for exploration projects and other operations will be received on a timely basis upon terms acceptable to the Company, and applicable political and economic conditions are favourable to the Company; the price of precious and base metals and applicable interest and exchange rates will be favourable to the Company; no title disputes exist with respect to the Company’s properties.	Precious and base metals price volatility; uncertainties involved in interpreting geological data and confirming title to acquired properties; the possibility that future exploration results will not be consistent with the Company’s expectations; availability of financing for and actual results of the Company’s exploration and evaluation activities; increases in costs; environmental compliance and changes in environmental and other local legislation and regulation; interest rate and exchange rate fluctuations; changes in economic and political conditions; ongoing uncertainties relating to the COVID-19 virus; the Company’s ability to retain and attract skilled staff; availability of permits.
While the Company has no source of revenue, it believes it will be able to meet its administrative overhead and maintain its mineral investments for twelve months starting from November 30, 2021, depending on future events. The Company expects to incur further losses in the development of its business	The operating and exploration activities of the Company for the next year and beyond, starting from November 30, 2021, and the costs associated therewith, will be consistent with the Company’s current expectations; debt and equity markets, exchange and interest rates and other applicable economic conditions are favourable to the Company.	Changes in debt and equity markets; timing and availability of external financing on acceptable terms; changes in the operations currently planned for the next twelve months; increases in costs; environmental compliance and changes in environmental and other local legislation and regulation; interest rate and exchange rate fluctuations; changes in economic conditions; ongoing uncertainties relating to the COVID-19 virus.
Management’s outlook regarding future trends, including the future price of precious and base metals and availability of future financing.	Financing will be available for the Company’s exploration and operating activities; the price of precious and base metals will be favourable to the Company.	Precious and base metals price volatility; changes in debt and equity markets; interest rate and exchange rate fluctuations; changes in economic and political conditions; ongoing uncertainties relating to the COVID-19 virus; availability of financing.
The Company’s ability to carry out anticipated exploration on its property interests.	The exploration activities of the Company for the next twelve months ending November 30, 2022, and the costs associated therewith, will be consistent with the Company’s current expectations; debt and equity markets, exchange and interest rates and other applicable economic conditions are favourable to the Company.	Changes in debt and equity markets; timing and availability of external financing on acceptable terms; increases in costs; changes in the operations currently planned for the next twelve months; environmental compliance and changes in environmental and other local legislation and regulation; interest rate and exchange rate fluctuations; changes in economic conditions; ongoing uncertainties relating to the COVID-19 virus; receipt of applicable permits.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

Forward-looking statements	Assumptions	Risk factors
Plans, costs, timing and capital for future exploration and evaluation of the Company’s property interests, including the costs and potential impact of complying with existing and proposed laws and regulations.	Financing will be available for the Company’s exploration and evaluation activities and the results thereof will be favourable; actual operating and exploration costs will be consistent with the Company’s current expectations; the Company will be able to retain and attract skilled staff; all applicable regulatory and governmental approvals for exploration projects and other operations will be received on a timely basis upon terms acceptable to the Company; the Company will not be adversely affected by market competition; debt and equity markets, exchange and interest rates and other applicable economic and political conditions are favourable to the Company; the price of gold and/or other applicable metals will be favourable to the Company; no title disputes exist with respect to the Company’s properties.	Precious and base metals price volatility, changes in debt and equity markets; timing and availability of external financing on acceptable terms; the uncertainties involved in interpreting geological data and confirming title to acquired properties; the possibility that future exploration results will not be consistent with the Company’s expectations; increases in costs; environmental compliance and changes in environmental and other local legislation and regulation; interest rate and exchange rate fluctuations; changes in economic and political conditions; ongoing uncertainties relating to the COVID-19 virus; the Company’s ability to retain and attract skilled staff; availability of permits; market competition.
The Company will continue to focus its exploration efforts on existing targets located on the Little Stull Lake Gold Project, Shunsby Property, and Vendôme Sud Property.	New targets are not discovered that take precedence over existing targets.	Management may change its plans based on future exploration results.
Sensitivity analysis of financial instruments.	Based on management's knowledge and experience of the financial markets, the Company believes that there would be no material changes to its results for the year ended November 30, 2021 as a result of a change in the foreign currency exchange rates or interest rates.	Changes in debt and equity markets; interest rate and exchange rate fluctuations.

Inherent in forward-looking statements are risks, uncertainties and other factors beyond the Company’s ability to predict or control. Please also make reference to those risk factors referenced in the “Risks and Uncertainties” section below. Readers are cautioned that the above chart does not contain an exhaustive list of the factors or assumptions that may affect the forward-looking statements, and that the assumptions underlying such statements may prove to be incorrect. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this MD&A.

Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements to be materially different from any of its future results, performance or achievements expressed or implied by forward-looking statements. All forward-looking statements herein are qualified by this cautionary statement. Accordingly, readers should not place undue reliance on forwardlooking statements. The Company undertakes no obligation to update publicly or otherwise revise any forwardlooking statements whether as a result of new information or future events or otherwise, except as may be required by law. If the Company does update one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect to those or other forward-looking statements, unless required by law.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

DESCRIPTION OF BUSINESS

The Company is engaged in the business of mineral exploration, currently focused in north-eastern Manitoba, and historically in northern Ontario and south-western Quebec. Its objective is to locate and acquire properties for exploration and/or potential development if such exploration on such properties is successful. However, if the exploration on a property is unsuccessful, then BWR will dispose of such property. BWR is quoted for trading on the TSX Venture Exchange (TSX-V) under the symbol “BWR”. The Company’s directors and management team have many decades of experience in the junior resource sector and in providing corporate and financial administrative services to public companies. The Company currently holds rights to explore a precious and base metal exploration property in northern Ontario, a precious and base metal exploration property in south-western Quebec and a precious metal property in north-eastern Manitoba. All of the Company’s properties are exploration stage projects.

In Ontario, the Company holds a 70.31% interest in the Shunsby Property (as of November 30, 2020), in an accretive joint venture with two partners that have elected not to participate in future exploration of the Property accordingly, as exploration funds get incurred by the Company the non-participating partners undergo dilution. The property consists of 20 patented mineral claims (314.4 hectares) located in Cunningham Township, Porcupine Mining Division, in the Province of Ontario. There is potential for base metal exploration, with numerous showings of copper, zinc and lead, minor silver and gold had been identified on the property by previous operators. The Company confirmed the presence of these metals during a 2014 diamond drilling program. Where six holes were drilled, each of which encountered intriguing mineralization. The Company filed (2013) a National Instrument 43-101 report on the property thus adding this Property as a Project of Merit to its portfolio of active projects when the Company was called for trading in April 2014.

In August 2015 the Company acquired a project in south-western Quebec, which it began to assess in early 2016 by reinterpreting and compiling historical technical data including an airborne magnetic survey completed by previous operators, and imported numerous historical drill records into the geophysical compilation and interpretation.

BWR currently holds a 100% interest in the Vendôme Sud Property. The property originally consisted of 49 map designated cells (“claims”) (2,083 hectares) in Fiedmont township within the Abitibi region of Quebec, located approximately 45 kilometers north of the town of Val-D’Or near the town of Barraute, located 3 kilometers from the northern limits of the property. Assessment work was completed over the central portion of the project in 2016, focused on the main historical base metal occurrence, resulting in the reduction of the size of the project to 13 map designated cells (claims) covering 551 hectares. During 2018, the Company completed a ground based gravity geophysical survey and added four map designated cells (claims) covering an additional 161.6 hectares. The current 712.3 hectare property covers favourable geology for the occurrence of Volcanogenic and Magmatic massive sulphides (VMS and MMS) as well as quartz-carbonate vein hosted gold deposits.During July and August 2021, BWR completed a drill program, consisting of 4 drill holes totaling 929 metres, testing two zones of historical mineralization dubbed Zone A and Zone C. Nickel and Copper mineralization was encountered in all 4 drill holes of this program, subsequent analysis of some of the higher grade nickel/copper drill intersections revealed the presence of platinum and palladium with minor amounts of gold.

In Manitoba, on July 12, 2016, the Company signed a non-binding Letter of Intent (“LOI”) whereby the Company could acquire a 100% interest in the Little Stull Lake Gold project in Northern Manitoba from Puma Exploration Inc. (TSXV:PUM) (“Puma”). The Company made an initial $50,000 deposit to Puma that provided the Company with an exclusive due diligence period during while the Company continued to evaluate the project and negotiate a definitive acquisition agreement. On October 7, 2016, the Company signed a definitive acquisition agreement, whereby BWR could acquire a 100% interest in the Little Stull Lake Gold project. On December 6, 2016, the Company received TSX-V approval for the acquisition. The Little Stull Lake Gold project consists of 20 staked mining claims covering approximately 2,387 hectares that cover the main historical exploration sites for the project. The staked claims were originally staked in 1984 – 1986 and have applied assessment credits making them valid until 2025 and beyond. The 20 claims are surrounded by the Kistigan Mineral Exploration License (M.E.L. 1026A) application covering an

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

area of approximately 15,640 hectares. The western extension of the project area is covered by the Edmund Mineral Exploration License (M.E.L. 426A) application covering an area of approximately 20,308 hectares. The Little Stull Lake Project covers exploration rights over an aggregate total of 38,335 hectares (approximately 384 square kilometers), including the 20 claims and the two Mineral Exploration Licenses.

During the year ended November 30, 2019, the Company acquired Hage for $2 from its shareholders which included directors of BWR. Accordingly, the acquisition has been accounted for as an asset acquisition.

The Company has no revenues, so its ability to ensure continuing operations is dependent on its completing the acquisition of its mineral property interests, the discovery of economically recoverable resources, confirmation of its interest in the underlying mineral claims, and its ability to obtain necessary financing to complete the exploration activities, development and future profitable production. The Board of Directors and management of BWR will continue to monitor the financial and commodity markets and their effect on BWR’s business.

GOAL

BWR's goal is to deliver superior returns to shareholders by concentrating on the acquisition, exploration and evaluation of properties that have the potential to contain base and precious metals. The Company plans to focus on certain properties, as set out below under “Mineral Exploration Properties”.

OUTLOOK AND OVERALL PERFORMANCE

The Company’s focus has been on acquiring and exploring key properties which include the Shunsby Project, the Vendôme Sud project, and the Little Stull Lake Gold Project. The Company has been focusing the majority of its operations around exploration of the Little Stull Lake Gold Project for the past three years, and more recently on the Vendôme Sud Project in 2021.

BWR mobilized a small exploration crew to the Little Stull Lake project area in late September 2018, for the purpose of preparing the project for a winter/spring 2019 diamond drilling program on its Little Stull Lake Gold Project. The camp was opened and supplied for the arrival of the geological team on October 1, 2018. The geological work included initial structural mapping of outcrops in the vicinity of the West Zone, focusing on outcrop exposed within walking distance of the exploration camp, as well as accurately identifying the location of several historical (Westmin 1985-89, Wolfden 2000, and Puma 2007) drill collars within the West Zone, using a Trimble Geo-7 (with sub-1metre accuracy) so that the holes co-ordinates could be imported into the 3D model that BWR was preparing. This compilation process facilitated planning of future drilling while partially addressing the ongoing discussions and consultation process with local First Nation communities that have pending traditional land entitlement selections in the immediate area. It is anticipated and understood that the First Nation communities will require accurate drill hole collar location for their traditional land use review and base line assessments. Previously, the positions of the historical holes had been surveyed with an accuracy of only about 10 meters, being insufficient for geotechnical modelling processes and identification of areas that may have traditional sensitivity. It was necessary that this short program be completed prior to the onset of winter of 2018/19, when the historical hole collars and outcrops would be covered by snow.

It was originally anticipated that drilling would commence during the fall/winter of 2018/2019, however the Crown and Indigenous Community consultation protocol process was evolving, requiring change and renegotiation. This renegotiation continued through all of 2019, the new protocol process was agreed to and signed in late 2019 by Manto Sipi Cree Nation and the Crown. The agreed to consultation process involves a series of meetings between the Community, the Crown and the Company, some of which need to be in-community meetings. In early 2020 BWR participated in one of the in-community meetings and made plans for the final meeting to take place in late March 2020 This “final meeting” was supposed to have the Crown and BWR make presentations to the community members regarding the proposed early stage exploration plan and discuss and finalize any conditions regarding the program to be incorporated as conditions of a work permit. The in-community meeting scheduled for March 13,

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

2020 was postponed due to the onset of the Covid-19 pandemic. Discussions were ongoing with respect to the timing of holding the in-community meeting during much of 2020 and 2021, as the in-community meetings require Provincial Health precautionary guidelines to align with Tribal precautionary guidelines at the community level to allow for such meetings, the precautionary measures also include the uptake of the vaccine by the majority of the community population. Leadership of each community makes final decisions on which measures to implement.

On December 30, 2020, the Company received notice of the decision by the Board of the Manitoba Chambers of Commerce that a $300,000 grant from the Manitoba Mineral Development Fund (“MMDF”) will be provided to advance the Company’s Little Stull Lake Gold Project, located in Northeastern Manitoba. Prior to entering into a contribution agreement with the Manitoba Mineral Development Fund, BWR is required to provide confirmation of required permits and licensing from the Province of Manitoba for the proposed project and must also provide confirmation of additional funding for the project.

On April 16, 2021, the Company closed the two simultaneous non-brokered unit offerings, including an offering in Quebec (the “Quebec Unit Offering”) for aggregate gross proceeds of $207,000, through the purchase of 4,140,000 Units, and an offering in Manitoba (the “Manitoba Unit Offering”, together with the Quebec Unit Offering, the “Offerings”) for aggregate gross proceeds of $290,000, through the purchase of 5,800,000 Units, together with the Quebec Unit Offering, for a total aggregate gross proceeds of $497,000 through the purchase of 9,940,000 Units consisting of 9,940,000 common shares (“Common Shares”) plus 4,970,000 warrants, issued in connection with the Closing.

On May 21, 2020, the Company issued 2,000,000 common shares to Puma Exploration Inc. ("Puma"), in connection with its obligations under an agreement with Puma dated October 5, 2019, as amended October 9, 2019 and May 4, 2021. Under the amended terms this final payment is considered the final payment for all remaining consideration payable under the agreement. Puma and Tanqueray Exploration Ltd. each retain a 1% net smelter royalty on the property. The Tanqueray royalty is buyable by the Company for $3 million at any time.

On May 27, 2021, the Company held it's Annual and Special meeting of shareholders. All directors were re-elected and management was re-appointed.

On June 2, 2021, the Company granted 2,350,000 stock options to certain officers, directors and consultants with an exercise price of $0.05, which fully vested on issuance, except for those granted to Paradox Investor Services Inc., which will vest 3, 6, 9, and 12 months after the grant date. The options have an expiry date of June 2, 2026.

On July 22, 2021, the Company announced the start of a 1000 metre – 5 hole drill program on its wholly owned Vendôme Sud base metal project located near Barraute Quebec.

On August 11, 2021, the Company announced the completion of 929 metres of drilling in 4 drill holes on the Vendôme Sud base metal project located near Barraute Quebec. Each of the holes intersected Nickel and Copper Mineralization, a total of 322 core samples were selected for analysis for their metal content, assays to be released once available.

As at November 30, 2021, the Company had a working capital deficiency of $327,354 (November 30, 2020 - working capital deficiency of $101,576), which includes cash of $292,370 (November 30, 2020 - $336,066) and accounts payable and accrued liabilities of $619,196 (November 30, 2020 - $429,987), including amounts due to related parties of $583,283 (November 30, 2020 - $302,586).

The Company expects to continue to explore its various properties in a prudent manner. The Company expensed $471,828 during the year ended November 30, 2021 (year ended November 30, 2020 - $272,212) on exploration activities.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

The Company believes it will be able to fund its discretionary exploration and operating activities for the twelve months ending November 30, 2022 through additional financing. Management is aware, in making its assessment, of material uncertainties related to events or conditions that may cast significant doubt upon the entity’s ability to continue as a going concern.

An initial discretionary budget of approximately $300,000 had been allocated to the Little Stull Lake Gold Project in Manitoba, and $50,000 has been allocated to the Vendôme Sud project in Quebec for the remainder of fiscal 2021. The company anticipated proceeding with a summer/fall 2021 exploration program consisting of ongoing refurbishment of the exploration camp located at Little Stull Lake, preparing the camp for Covid-19 safe occupancy as per Provincial Health guidelines, the refurbishment and clean-up work to be done utilizing local Indigenous community members where possible. This work Q4, prior to winter setting in, in anticipation of an exploration program to commence in Q1 2022. Management may increase or decrease the budget on any project depending on exploration results and ongoing volatility in the economic environment. See “Liquidity and Financial Position” below.

TRENDS AND ECONOMIC CONDITIONS

The Company is a Canadian base and precious metal exploration company, focused on exploring its current property interests, and on acquisitions of other mineral exploration properties, should such acquisitions be consistent with its objectives and acquisition criteria. The Company currently has operations in the Provinces of Ontario, Quebec and Manitoba, Canada. The Company’s financial success will be dependent upon the extent to which it can make discoveries and on the economic viability of any such discoveries. The development of such assets may take years to complete and the resulting income, if any, is difficult to determine with any certainty. To date, the Company has not produced any revenues. The sales value of any minerals discovered by the Company is largely dependent upon factors beyond its control, such as the market value of the commodities produced.

There are significant uncertainties regarding the prices of base and precious metal and the availability of equity financing for the purposes of exploration and evaluation. The future performance of the Company is largely tied to the successful exploration, discovery and eventual development of its property interests, if they are proven successful, and other prospective business opportunities and the overall financial markets. Financial markets are likely to be volatile, reflecting ongoing concerns about the stability of the global economy. However, recently, equity markets in Canada have showed signs of improvement, with equities increasing significantly in value during this period. Strong equity markets are favourable conditions for completing a financing, public merger or acquisition transaction.

Management regularly monitors economic conditions and estimates their impact on the Company’s operations and incorporates these estimates in both short-term operating and longer-term strategic decisions.

Due to the worldwide COVID-19 pandemic, material uncertainties may arise that could influence management’s going concern assumption. Management cannot accurately predict the future impact COVID-19 may have on:

• Global precious or base metal prices;

• Demand for precious or base metal and the ability to explore for precious or base metal;

• The severity and the length of potential measures taken by governments to manage the spread of the virus, and their effect on labour availability and supply lines;

• Availability of government supplies, such as water and electricity;

• Purchasing power of the Canadian dollar; and

• Ability to obtain funding.

At the date of this MD&A, the Canadian federal government and the provincial governments of Manitoba, Ontario and Quebec have not introduced measures that have directly impeded the operational activities of the Company, however Manitoba had restricted access to the Little Stull Lake Project for non-Manitoba residents, workers from outside of Manitoba were required to self-quarantine for 14 days when entering the Province for much of 2021. Recently, the restrictions have relaxed and now non-Manitoba residents require to have received at least two

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

vaccinations to enter the province without the need to quarantine. Although cash in the Company has declined, management believes the business will continue and, accordingly, the current situation has not impacted management’s going concern assumption. However, it is not possible to reliably estimate the length and severity of these developments and the impact on the financial results and condition of the Company in future periods.

MINERAL EXPLORATION PROPERTIES

Province of Manitoba

Little Stull Lake Gold Project

On October 7, 2016, the Company entered into a definitive agreement with Puma to acquire Puma’s 100% interest in the Little Stull Gold Property situated in NE Manitoba. The project comprises 20 staked claims (~2,400 ha) and applications for two Mineral Exploration Licenses (~36,000 net ha) surrounding the 20 claims. The property lies in northeastern Manitoba adjacent to the border with Ontario and ~600 km north-northeast of Winnipeg. The project is at an early stage of development in that a National Instrument 43-101 compliant resource estimate has yet to be identified.

The property lies entirely in the Province of Manitoba, the 20 staked claims are within 3 km of the Ontario border and is 72 km northeast of Red Sucker Lake, the closest First Nation fly-in community. God’s River (principal community of Manto Sipi Cree Nation) and God’s Lake First Nation are located approximately 100 km west of the project and have treaty and traditional interests in the project area. All three communities have airports and are also accessible by a network of winter roads.

The West Zone, the focus of historic exploration activity, is situated on the southwest shore of Little Stull Lake. The twenty staked claims remain in good standing until 2025 and beyond, with additional assessment credits to be applied at a later date. Westmin Resources Inc. (“Westmin”) initially staked the claims in the early 1980’s, Tanqueray Resources (“Tanqueray”), Westmin’s joint venture partner, acquired the 20 staked claims in 2003, and then Puma acquired 100% interest in the 20 staked claims in 2010. Tanqueray and Puma each retain 1% NSR royalties.

The Company and Puma executed a definitive agreement on October 6, 2016. The terms of the agreement called for three payments of $50,000 due on signing the letter of intent (LOI signed on July 7, 2016), and within 30 days of the issuance of each of the Mineral Exploration Licenses by the Mineral Resources Section of the Ministry of Growth, Enterprise and Trade of the Province of Manitoba (completed in July 2017).

• Puma will receive up to 10,000,000 BWR common shares, of which 4,750,000 are subject to escrow provisions. 4,750,000 of the first 5,000,000 securities were delivered to Puma upon execution and approval of the definitive agreement to be released in increments over a 36-month period, 250,000 shares were similarly delivered as directed by Puma to a finder (5,000,000 issued and valued at $250,000). The remaining 5,000,000 common shares are to be delivered to Puma as directed by Puma, upon certain exploration and development milestones being met by BWR as follows:

• i) 1,000,000 shares to be issued once 500,000 ounces of gold have been identified in the measured and indicated category;

• ii) 1,000,000 additional shares to be issued once 1,000,000 ounces of gold have been identified in the measured and indicated category;

• (iii) 1,000,000 additional shares to be issued once a positive preliminary economic analysis has been prepared;

• (iv) 2,000,000 additional shares to be issued upon delivery of positive feasibility study

• (v) Notwithstanding the above, with respect to the additional 5,000,000 securities, BWR must expend $1,500,000 in exploration within the first 36 months of the effective date (October 5 2016). Failure on the part of BWR to do so will result in the issuance of 5,000,000 common shares being issued

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

to Puma in accordance with provisions of the escrow agreement.

• (v) On October 7, 2019, BWR and Puma agreed to amend the exploration expenditure requirement under the original Sale Agreement by reducing the milestone / penalty payments from 5,000,000 to 4,000,000 common shares of BWR and extending the expenditure term from October 5, 2019 to October 5, 2020. Due to various factors including changes to work permit issuance policies by the Crown in their ongoing and evolving consultation protocol process with Indigenous Communities, and exacerbated by the COVID-19 pandemic, BWR did not meet the $1,500,000 spend requirement by October 5, 2020. Consequently, the remaining 4,000,000 common shares became payable to Puma as of October 5, 2020. Puma agreed to defer this payment until early 2021 and then reached a further agreement with BWR dated May 4, 2021 whereby BWR would issue 2,000,000 common shares to Puma in full and final payment of all remaining consideration payable under the Agreement. Puma retains a 1% net smelter royalty on the Little Stull Lake Property. Tanqueray Exploration Ltd. (or its assignee) also retains a 1% net smelter royalty on the Property, half of which is purchasable at any time for $1 million and the second half is purchasable for $2 million.

The Little Stull Lake area is accessible by scheduled airline to Red Sucker Lake, a remote Indigenous community situated ~1½ hours northeast of Winnipeg, and then by charter float or ski equipped aircraft for another 73 km northeastwards. A winter road network connects remote communities to the provincial highway network, then a 70 kilometer winter trail connects the Little Stull project area westwards to Gods River, the principal community of the Manto Sipi Cree Nation in the region. A Crown Land permit was issued to Puma by the Manitoba Ministry of Infrastructure and Transportation for the main exploration camp area that consists of a bunk house and a kitchen situated on 2.47 acres of land on the West shore of Little Stull Lake, this Crown Land permit is renewable each year by paying a renewal fee of $252.00. Both exploration buildings were in a state of disrepair as a result of exploration on the project being putting on hold in early 2008. There is a large Indigenous population (~15,000) within 200 km of the property.

The climate is subarctic experiencing subzero temperatures during the winter months. Currently exploration is limited to the winter period (January to late April) when aircraft can land safely on ice of sufficient thickness and summer period (June to October) when float-equipped aircraft can land on water. Exploration can also be completed during the break-up and freeze-up periods, provided ample supplies are available and helicopter support services are available.

The property lies in an area of very low relief. The numerous lakes in the area are shallow, only a few meters deep. Bedrock is obscured by a thin veneer (~2 m) of till such that drainage and topography reflect underlying bedrock structure.

Gold was first reported along the southwest shore of Little Stull Lake in the mid-1930’s when the nearby Gods Lake gold deposit on Elk Island (an island in God’s Lake) was being mined. Major companies, including Westmin Resources Inc. (“Westmin) and Noranda Exploration Ltd., revisited the area in the mid-1980’s respectively discovering the Little Stull and nearby Monument Bay [Twin Lakes] gold prospects.

In 1984, Westmin reopened 1930’s-era surface trenches on the southwest shore of Little Stull Lake eventually discovering five separate gold showings; Otter, West/Little Mink, Central, Rocky and Beaver Lodge. Mineralization was reported to be hosted in the Wolf Bay shear zone adjacent to its northern, faulted contact. Between 1986 and 1990, Westmin in joint venture with Tanqueray Resources explored the area and focused diamond drilling on a 6.2 km portion of the regional Wolf Bay shear zone, that encompassed the five gold showings. Limited regional exploration also took place along the strike of the Wolf Bay Shear Zone, and various splays off of the shear zone.

Historical drilling has been carried out in three separate drill campaigns between 1984 and 2008, including Westmin (1984-1990), Wolfden Resources Inc. (“Wolfden”) (2000) and Puma Exploration Inc. (“Puma”) (2007). 219 drill holes representing an aggregate of 37,421 meters were completed by these three explorers, the analysis of which

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

resulted in the delineation of five separate zones of gold mineralization along the 6.2 kilometer geological structure, testing the West zone in detail to a maximum of 150 meters vertical depth, with a few holes testing as deep as 300 meters. Most of the early drilling focused on the West Zone (West/Little Mink) that was reported by Westmin in 1991 to contain a potential resource estimate of 750,000 tons averaging 10.5 g/t Au as recorded in Open file 90-2 by Manitoba Department of Energy and Mines (p 58), this was also reported in Canadian Intergovernmental Working Group on Mineral Industry, in 2008. The Westmin resource estimate is considered historical in nature and was done prior to the implementation of NI 43-101 reporting requirements and adoption of CIM Guidelines for Estimation of Mineral Resources and Reserves, however the reported resource estimate is considered relevant as it has been used as reference to the gold potential of the region in various technical reports about the area by various government agencies. A Qualified Person has not done sufficient work to classify this historical estimate and the Company is not treating this historical estimate as a current mineral resource estimate. In 1999, Wolfden optioned the property from Tanqueray, successor to Westmin, and completed a regional program including 1,423 m of drilling in 7 holes in the West Zone before dropping the option in 2000 as Wolfden could not come to a satisfactory option arrangement with Tanqueray. Wolfden refocused its attention on their Joint Venture with Bema Gold on the nearby Twin Lakes gold project, located 20 kilometers due south of the West Zone. In 2006, Puma optioned and eventually acquired the current Little Stull Lake property from Tanqueray. Puma also completed a 1500 m drill program (10 holes) in 2007 with encouraging results.

Geologically, the property lies in the Oxford-Stull terrane in the northwestern part of the Archean Superior Province of the Canadian Shield. The Little Stull Lake property, the former Gods Lake mine, and the Monument Bay deposits are situated in the Manitoba portion of the Oxford-Stull terrane. The former Gods Lake mine produced 160,000 oz Au from 491,000 t with an average recovered grade 10.1 g/t Au between 1935 and 1943. The nearby (20 km to south) Monument Bay Gold deposits contain an indicated resource of 36.6 million tonnes at 1.52 g/t Au containing 1.79 million ounces of gold and an additional inferred resource of 41.9 million tonnes at 1.32 g/t Au containing a further 1.78 million ounces of gold. The Monument Bay project is significant in that it occurs in a similar geological setting to Little Stull Lake and that it is at a more advanced stage of exploration. Further advancement of the Monument Bay project would likely put winter roads and power within 20 km of Little Stull Lake.

The Little Stull Lake project covers a 42 km-long segment of the Wolf Bay shear zone which can be traced over 80 km from Stull Lake in Ontario, northwestwards, through the project area, to Edmund Lake.

On December 6, 2017, the Company received approval from the TSX-V and filed a National Instrument 43- 101 Technical report on the Little Stull Lake Gold Project available at http://www.sedar.com, that describes the project in detail.

During the third quarter of 2017, two Mineral Exploration Licenses (“MEL”) were issued to Puma Exploration Inc., (Puma had applied for these MELs in 2005), the applicant, then immediately transferred the MELs to the Company. The Company made the $50,000 payment to Puma for each of the MELs that fulfilled another part of the October 5, 2016 acquisition agreement. Shortly after the transfer was officially recorded, the Company filed notice of intent to complete an airborne geophysical survey and completed this survey during August 2017. In addition, the Company applied for a work permit on the 20 mining claims with the intent to commence the refurbishment of the exploration camp situated on the Crown Land Permit in anticipation of a diamond drill program to start in early 2018 and also to do some field preparatory planning for the drill program (geo-referencing locations of selected historical drill sites). Permission was granted to proceed with the refurbishment of the camp, this took place in late July and early August 2017, including the erection of a small office/bunkhouse type tent structure. The camp was prepared and made ready for the arrival of a drill crew, once the necessary permits that allow exploratory drilling are issued.

The Company has planned its initial drilling program on the Project and submitted an application for early exploration work on the project to Manitoba Ministry of Sustainable Development (“SD”) in December 2017. The application was reviewed and furthered to the Manitoba Ministry of Growth Enterprise and Trade (“GET”), who in turn shared the application information with the two local First Nation communities that have Ancestral, Traditional or Treaty rights in the Little Stull Lake area. The planning included in the work permit application included the re-

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

establishment of a drill ground grid in the vicinity of the West Zone that ties in the historical drill holes that will also be used for a proposed IP survey under winter conditions so that portions of the survey can be carried out on the lake (while ice covered). This geophysical program was initially planned for completion during the winter of 2018, however work permits related to the proposed exploration program were not issued in a timely manner to allow winter access to the claims in early 2018. The proposed program was amended to postpone the IP survey until the following winter (2019). The Company made preparation for a 2,000 meter drilling program designed to replicate (verify and validate) 10 selected historical drill holes as needed to incorporate the historical results into a “maiden inferred resource”. The initial drill exploration project is now expected to occur during the winter of 2021 and cost in the order of $750,000, to be followed by a more significant drilling program to continue through the remainder of 2021, that would cost an additional $1 million. The follow-up program is conditional on the completion of the initial program and the results being in line with positive verification expectations.

Discussions with both God’s Lake First Nation and God’s River First Nation (Manto Sipi Cree Nation) are ongoing, several meetings with Council from both communities and community presentations have taken place. -government protocols intended to facilitate and streamline the Crown-Indigenous consultation process in Manitoba were proposed in late 2017 and received approval in June 2018. These proposed protocols incorporated into the discussions which resulted in a delay to the work permitting process. The work permit once recommended and issued by Manitoba Ministry of Agriculture and Resource Development ormerly Growth Enterprise and Trade and issued by Manitoba Sustainable Development) will provide for any conditions agreed to, with specific reference to BWR’s plans to explore the selected treaty land entitlement (TLE) areas held by the two communities over the next exploration seasons with a commitment by the Company to continue with timely engagement meetings with both Indigenous Communities throughout the entire exploration cycle, leading up to development, as outlined in an early stage exploration agreement that the Company is endeavouring to sign with the Indigenous Communities.

In anticipation of getting permission to procedd with exploration drilling, BWR mobilized a very small construction and exploration crew (2 men) to the project area in late September 2018, for the purpose of preparing the project for a planned winter 2019 diamond drilling program on its Little Stull Lake Gold Project. The camp was opened and supplied for the arrival of the geological team (3 men) on October 1, 2018.

Geological work in early October 2018 included preliminary structural mapping of outcrops in the vicinity of the West Zone limited to outcrop exposures near the base camp, as well as accurately identifying the location of several historical (Westmin 1985-89, Wolfden 2000, and Puma 2007) drill collars within the West Zone target, using a Trimble Geo-7 (with sub-1metre accuracy) so that the hole’s co-ordinates could be imported into a 3D model that the Company is currently preparing. A total of 67 collar co-ordinates were recorded within the West Zone, focusing on the 3W and 11W areas, east and west of the base camp. These holes included several Westmin and Puma drill hole collars. It was understood that Wolfden removed all drill-casing during their short-lived exploration program in 2000, so no Wolfden holes could be surveyed during this site visit, however a collar picket for hole LS-00-03 was found proximal to the LS- 106 collar (of Westmin). This particular Wolfden hole was selected for re-logging and resampling. While there, a small number of intact old grid pickets were found and surveyed. These points of reference will assist in any future digital or physical reconstruction of the old grid for geophysical surveying and drill siting purposes.

Split core from hole LS-00-03 was found neatly stored near the base camp. Relogging and resampling of LS-00-03 included the submission of 21 quarter sample splits of the Wolfden (2000) sampled intervals. The samples were manually quarter cut, leaving one quarter in the core box and stored on site. These samples along with 30 others were submitted to the ALS Chemex sample preparation laboratory in Sudbury, Ontario, where they were processed for furtherance to ALS Chemex main laboratory in Vancouver, BC. All 51 samples underwent: log in, weighing, fine crushing (CRU-QCPass2mm), splitting, pulverizing (PUL-QCPass75um), re-splitting and packaging pulps in Sudbury, then were shipped to Vancouver by inter-lab courier. Upon receipt in Vancouver the pulp samples underwent fire assay (ALS code “Au-GRA21” and “Au-AA23” for higher grade samples). Two “Certified Standard Samples CDN-GS- 1U and CDN-GS-5U” were inserted into the work order for quality control and assurance

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

purposes.

For the 2018 assay results of the 21 sample splits from the Wolfden hole drilled in 2000, the Company applied a coefficient of variation on the 2000 vs. 2018 variances to get a figure of 1.08. Doing the same with the variation in the two Standard results in the lab gives a figure of 0.43, suggesting that most of the variation is a result of the sampling method, the lab sample preparation and/or slightly "nuggety" nature of the mineralization. Regardless, the 2018 samples mirrored the 2000 samples remarkably well considering they are a manual split taken from18 year old split and stored core. It can very safely be said that the 2018 sampling confirms the validity of the 2000 Wolfden exploration work, and confirm both the reliability of the mineralization and the lab preparation procedures for ongoing exploration purposes. Furthermore, historical result for hole LS- 00-03 for the interval 170m to 174m had given 5.59 g/t Au over the 4 meters sample interval. The resampling/assaying of this same interval (notwithstanding a few pieces of core was missing from some sampled interval) yielded 5.62 g/t over 4 meters, representing an acceptable match, in line with expectations. The 2018 sampling program also expanded a mineralized zone identified during the logging process, that was deeper in hole LS-00-03, creating an interval of 3.0m @ 2.06g/t Au (from three samples) from 193.1m to 196.1mwhich replaces an earlier interval of 0.8m @ 2.68g/t Au (with one isolated sample from 194.1 to 194.9). The extra sampling in LS-00-03 provided assurance that there is additional mineralization within the previously modelled zones which was not sampled adequately in the past.

During the early October 2018 site visit, Chris Beaumont-Smith (Ph.D., P.Geo.) of CBS Geoscience, a structural/economic geologist from Winnipeg was engaged by the Company to provide a structural review of the West Zone as it relates to mineralizing events. He also compared surface structural observations with those that are observable in the historical core stored at the base camp. This work was intended to advance the understanding of the structurally controlled Little Stull Lake gold occurrence. The Company received a preliminary report by Dr. Beaumont-Smith where he noted that his observations included the examination of numerous outcrops that host the West Zone of the Little Stull Lake deposit, located along the southwestern shore of the lake. The host rocks are highly deformed mafic volcanic rocks, highly schistose, chlorite rich and fine-grained. The host rocks as described are variably altered with peripheral sericite alteration overprinted by intense ankerite-quartz veining with disseminated sulphides in zones of gold mineralization. Regional structural analysis determined that the Wolf Bay Shear Zone (“WBSZ”) represents a third generation of deformation (“D3”) overprinting two periods of regional folding, in other words two generations of structures have been delineated in the area prior to the development of the structural fabrics related to the Wolf Bay Shear Zone. The shear zone in the vicinity of Stull Lake is characterized by a sub-vertical 30 to 50 meter wide zone of intense foliation in mafic volcanic rocks producing a finely laminated mafic schist referred to as a tectonite. Dr. Beaumont-Smith noted in his summary; “The structural setting and gold mineralization and associated alteration observed is consistent with the introduction of the mineralization/alteration during the D3 dextral transpressional deformation. Subsequent folding of the hosting Wolf Bay Shear Zone by two generations of upright, open to close folds creates a macroscopic geometry that based on observations are not anticipated to generate significant redistribution of gold mineralization.”

The early exploration work by others as well as the encouraging exploration results thus far by BWR, that included 3D modeling of the historical drill holes, have augmented the planning for the proposed exploratory drilling program, while partially addressing a very important portion of the consultation process with local First Nation communities. Both, God’s Lake First Nation and Manto Sipi Cree Nation have treaty land entitlement selections in the immediate areacommunities have indicated they require accurate locations of historical exploration activity as well as BWR’s exploration , particularly as these activities affect their traditional use assessments. Manto Sipi Cree Nation’s Chief and Council requested a pre-explorationclean-up program at the Little Stull Lake campsite. BWR submitted a cleanup proposal in early August 2020 that was approved by Chief and Council, provided that two community members could be witness to and part of the clean-up program. This program was planned for early September however it was delayed due to Covid-19 pandemic travel restrictions. Upon completion of this initial clean-up program, it was anticipated that a work permit related to early stage exploration drilling would be recommended by the Crown as part of the ongoing triparty consultation

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

The 2020 clean-up program was completed by mid-October 2020, it involved shipping out numerous empty fuel drums and re-organizing the fuel storage area for the remaining full diesel fuel drums that have been re-purposed for use as camp fuel as opposed to use for drilling operations. Part of the clean-up program involved a soil sampling for hydrocarbons program in the camp area where fuel had been stored. There was minor local leakage from a few poorly stored empty drums in one small area (4m X 4m) where hydrocarbon soil analysis was determined to be above acceptable limits. This area was identified as an area of concern and recommendation was made for immediate remediation, involving cleaning, or simply removing, the sandy loam soil since the overburden in the area is quite thin (<0.2m to bedrock). The resulted exposed bedrock can be cleaned with an eco-friendly detergent during the initial phase of exploration.

The results of the 2020 clean-up program was shared with MSCN by the delivery of a written report in November 2020, this prompted the need for a series of meetings, all of which were hampered by the Covid pandemic. In March 2021, the Company met virtually with Chief and Council and a few community members. MSCN Chief and Council did not accept the virtual meeting setting as being part of the consultation protocol process and looked upon it as an information session only. Nevertheless, the clean-up report was discussed in the virtual setting and plans were made to address the environmental concern. A proposed clean-up program involving a few community members was put forward in June 2021, that also included the urgent need to upgrade the exploration camp at Little Stull Lake so that it was safe for occupancy by the small clean-up crew with respect to social distancing in the sleeping cabins and the dining facility. MSCN agreed that the clean-up program should commence as soon as travel restrictions were lifted for community members as well as BWR personnel that were to be involved in the program.

During the discussions with Manitoba Mineral Development Fund (“MMDF”), one of the conditions for the release of the first $100,000 tranche of the $300,000 MMDF grant required the approval of an exploration permit from the Crown or the approval of a “multi - phased” exploration program outlining use of the grant funding over three years. MSCN provided a Band Council Resolution in October 2021, authorizing “Phase 1” of the exploration program that included camp refurbishment while ascertaining the extent of hydrocarbon contaminated area by completing additional soil sampling covering the entire 1 hectare campsite area. With the BCR in hand, MMDF released the initial tranche of the funding to BWR in mid October, athe clean-up program was completed by mid November 2021. A report summarizing the results of the 2021 program were delivered to MSCN Chief and Council in January 2021. The report confirmed, as anticipated, that the soil contamination area was very limited in extent and confined to a small 3 m by 3 m area of thin soil (less than .25 m thick) that can easily be remediated or removed from the project area, once soil is removed the underlying bedrock can be cleaned with an eco-friendly detergent.

The exploration drill program is currently anticipated to commence in Q2 2022, pending the favorable outcome of current consultation and engagement with the First Nation communities in the project area.

Province of Ontario

Shunsby Property

On February 21, 2012, as amended in March 2013, BWR and Hage Corporate Services Inc. (“Hage”) entered into an agreement whereby BWR would acquire from Hage, acting in trust, a 59.8% interest in 20 patented mineral claims located in Cunningham Township, Porcupine Mining Division, Province of Ontario of which the mineral claims remain in full force and effect (collectively, the "Shunsby Property"). On April 10, 2014, announced that it now owns a 59.8% direct interest in the Property by making all of the required payments totaling $500,000 as per the original option agreement in a timely manner, and it was planning an initial diamond drilling program designed to replicate earlier drilling by previous operators. A 1.5% Net Smelter Royalty is retained by Hage on the terms and conditions as outlined in a previous agreement of which 0.5% shall be reserved for Rally Energy Ltd. (“Rally”), the owner of the 35.3% of the Shunsby Property, in the event of a dilution of interest by Rally as anticipated to be provided for in an agreement to be settled in the future between BWR and Rally and, with respect to the remaining 1.0% Net Smelter Royalty, BWR shall have the right to buy 0.5% at the time of production for a net present value determination of the

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

Net Smelter Royalty as provided for in a previous agreement and the other 0.5% shall remain with Hage.

On May 14, 2014, the Company announced that it had completed a diamond - drilling program on its Shunsby Property (the “Property”). The initial diamond drilling program consisted of 750 meters, in 6 holes; the Company announced that it has received assay results confirming that it had intersected massive sulphide mineralization in each of six holes that were completed during the April-May 2014 diamond - drilling program, accentuated by hole BWR-14-03 that intersected 35.5 meters averaging 2.4% zinc, including 6.2 meters that averaged 6.1% zinc, along with hole BWR-14-04 that intersected 30.7 meters averaging 2.81% zinc, including 6.3 meters that averaged 5.31% zinc. Each of the remaining holes in the 2014 drill program encountered both copper and zinc mineralization over various drill intercepts. Historical drilling on the property consisted of 214 drill holes drilled between 1954 and 1993. The logging and visual observations of mineralized intercepts of the 2014 drill-holes were reported to be fairly consistent with the results of historical drilling. The samples selected and assays received have verified that zinc and copper is present in potentially commercial grades on the Shunsby Property, however the tenure of mineralization and consistency of reproducible results (historic vs. current) is somewhat tenuous to confirm.

Geological and assaying observations suggest a very long lived subaqueous volcanogenic event, with numerous episodes of explosive activity followed by periods of quiescence and accumulation of zinc, copper, lead and iron sulphide mineralization. This complex geology may partially account for the variances noted in the comparisons, so it is felt by management that the historical results can be used confidently as a guarded guide in locating and planning as needed to identify areas of reported mineralization, that may lead to areas of new mineralization. The Company is currently reviewing the plethora of historical data as needed to plan its follow-up exploration program that may include: additional diamond drilling, surface trenching, property bedrock sampling, ground survey line establishment, and geophysical test surveys (gravity and/or IP surveying), along with locating historical drill collars for modeling purposes. As the claims are lease and patents, there is no annual assessment due to maintain the claims, however there is annual lease payments due each March of $1,258. This annual lease payment is being paid by the Company.

In September 2015, legal counsel for Rally advised that Rally has determined not to remit their share of the 2014 expenditures on the Shunsby property and that they understand by electing not to remit their share, their interest will undergo dilution accordingly. Management of BWR has applied an industry standard dilution formula to Rally’s shortfall and recalculated their respective interest. As of November 30, 2020 using the dilution adjustment formula, the Company estimated its current interest level to be 70.31%.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

The 20 patent claims that comprise the Shunsby property are registered in the name of Hage Corporate Services Inc. and have been since BWR acquired the project in 2012. On October 4, 2019, BWR entered into a share purchase agreement with the shareholders of Hage Corporate Services Inc. to acquire Hage Corporate Services Inc. Efective October 4, 2019, BWR now owns 100% interest in Hage Corporate Services Inc., and BWR will maintain this Ontario corporation in good standing. The vendors retained the 1.5% Net Smelter Royalty. The Company continues to remitte the annual lease payment of $1,258. As of November 30, 2021 using the dilution adjustment formula, the Company estimated its current interest level to be 70.31%.

Province of Quebec

Vendôme Sud Property

In August 2015, the Company acquired 100% in 49 map designated cells (“claims”) in Fiedmont township within the Abitibi region of Quebec, located approximately 45 kilometers north of the town of Val-D’Or near the town of Barraute that is located 3 kilometers from the northern limits of the property. The 2,083 hectare property, referred to as Vendôme Sud, covers favorable geology for the occurrence of Volcanogenic and Magmatic massive sulphides (VMS and MMS) as well as quartz-carbonate vein hosted gold deposits. According to geological reports and assessment records on file with the Ministerie Énergie et Ressources Naturelles (MERN) of the Province of Quebec, the Vendôme Sud property is reported to contain several VMS and MMS geophysical targets, one of which is a historical Ni-Cu deposit first discovered in the early 1960’s, other targets have been drill tested by previous operators to contain zinc, silver and gold.

Initial exploration plans by the Company included a site visit by a qualified geologist accompanied by management, followed by the preparation of a NI 43-101 report that will include a follow-up exploration proposal and costing, this site visit was completed in the summer of 2018 and a NI 43-101 style report was prepared, that is currently being reviewed for filing.

In early March 2016, eleven of the 49 claims expired due to lack of assessment work being completed leaving 38 map designated cells. These eleven claims were considered non-key claims. The Company then completed an interpretation of the existing airborne magnetic survey along with importing the historical diamond drill results to create a three dimensional image of the magnetically inferred as needed for any follow-up drilling, the cost of this report was applied to 20 selected claims, the rest of the claims were allowed to lapse. The geophysical compilation report was filed with MERN in April 2016 for assessment credit extending the assessment dates of these twenty claims.

The geophysical interpretation inferred a magnetically rendered continuation of the magnetic signature of the Magodor Magmatic Massive Sulphide occurrence beyond the drilled area that loosely defined the Magodor historical nickel-copper occurrence. Further work including ground geophysical surveys was recommended. The company commenced exploration on the property in early 2018 and completed a ground gravimetric survey. The interpretive report suggested that there was an excess mass anomaly coincident with the inferred magnetic anomaly, extending to depth beyond the known historically drilled area. In addition, other gravity features were apparent, which when coupled with historical magnetic survey and drilling results suggest that other similar targets were apparent to the west of the main occurrence. The Company proceeded with acquiring additional land to capture these anomalies, four additional lot claims were acquired.

The property currently consists of 17 map designated cells totaling approximately 712.3 hectares, all of which are located in Fiedmont township. The Company completed an exploration program on this project that included exploratory drilling of 4 holes totalling 929 meteres during Q3 2021. Assessment work wais due on 8 of the 17 claims prior to August 2021, (one year extension due to the Covid-19 pandemic was granted). Sufficient work credits had been banked to maintain the other 9 claims through 2020 fiscal year and into 2021. Exploratory drilling durring 2021 on the project, and t reporting of which will meet the assessment filing requirements for 2021.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

Exploration and Evaluation Expenditures

	Year ended	Year ended
Names	November 30, 2021	November 30, 2020
Shunsby Property
Geological consultants	$ nil	$ nil
Leases and taxes	1,258	1,258
Shunsby Property Total	$ 1,258	$ 1,258
Little Stull Lake Gold Project
Property acquisition	$ 80,000	$ nil
Travel, meals and accommodations	33,469	nil
Geological consultants	126,525	nil
Geophysics	3,019	nil
Administrative	5,684	nil
Leases and taxes	13,197	(1,258)
Camp and equipment	96,036	nil
Grant (i)	(100,000)	nil
Little Stull Lake Gold Property Total	$ 257,930	$ (1,258)
Vendôme Sud Property
Travel, meals and accommodations	$ 5,534	$ nil
Geological consultants	58,471	nil
Drilling	141,321	nil
Leases and taxes	1,214	nil
Camp and equipment	6,100	nil
Vendôme Sud PropertyTotal	$ 212,640	$ nil
Total	$ 471,828	$ nil

(i) The Company signed a “Contribution Agreement” dated October 25, 2021, with Manitoba Mineral Development Fund Corporation ("MMDF") and received the first $100,000 tranche of the total $300,000 grant from the MMDF. The first tranche has facilitated a baseline clean-up program at BWR’s Little Stull Lake camp, located in Northeastern Manitoba.

TECHNICAL INFORMATION

Mr. Neil Novak, P. Geo., is the qualified person as defined under the National Instrument 43-101 for all technical information in this MD&A. Mr. Neil Novak is the President, Chief Executive Officer and a director of BWR.

ENVIRONMENTAL CONTINGENCY

The Company's mining and exploration activities are subject to various government laws and regulations relating to the protection of the environment. These environmental regulations are continually changing and generally becoming more restrictive. As of March 30, 2022, the Company does not believe that there are any significant environmental obligations requiring material capital outlays in the immediate future.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

SELECTED ANNUAL FINANCIAL INFORMATION

	Year ended	Year ended	Year ended
	November 30, 2021	November 30, 2020	November 30, 2019
Net(loss)	(763,385)	(617,658)	(463,886)
Net(loss) per share(basic and diluted)	(0.01)	(0.01)	(0.01)
	Year ended	Year ended	Year ended
	November 30, 2021	November 30, 2020	November 30, 2019
Total assets	302,665	343,767	147,331
Current liabilities	630,019	445,343	321,165

SELECTED QUARTERLY INFORMATION

	Total	Profit and Loss	Profit and Loss
Three Months Ended	Revenue	Total	Per Share	Total Assets
	($)	($)	($) (1)	($)
2021-November 30	-	(89,117)	(0.00)	302,665
2021-August 31	-	(372,320)	(0.00)	350,471
2021-May 31	-	(206,529)	(0.00)	628,569
2021-February 29	-	(95,419)	(0.00)	268,514
2020-November 30	-	(227,908)	(0.00)	343,767
2020-August 31	-	(112,368)	(0.00)	217,093
2020-May 31	-	(84,097)	(0.00)	193,917
2020-February 28	-	(193,285)	(0.00)	282,476

(1) Per share amounts are rounded to the nearest cent, therefore aggregating quarterly amounts may not reconcile to year-to- date per share amounts

DISCUSSION OF OPERATIONS

Three months ended November 30, 2021, compared with three months ended November 30, 2020

BWR’s net loss totaled $89,117 for the three months ended November 30, 2021 compared to $227,908 for the three months ended November 30, 2020, with basic and diluted loss per share of $0.00 and $0.00, respectively. The decrease in the net loss of $138,791 for the three months ended November 30, 2021 consisted of the following:

• The Company had a decrease in exploration and evaluation expenditures of $27,150 for the three months ended November 30, 2021, compared to the three months ended November 30, 2020. See “Mineral Exploration Properties” above for a description of activities.

• For the three months ended November 30, 2021, the Company recorded settlement of flow-through share premiums of $46,853 compared to premium on flow-through shares of $32,157 for the three months ended November 30, 2020. As the Company has satisfied it's flow-through commitments before the three month period ended May 31, 2020.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

• The Company incurred general and administrative expenses of $79,210 for the three months ended November 30, 2021, compared to $181,432 for the three months ended November 30, 2020. The change was due to:

• (a) Professional fees decreased by $116,750 mainly due to an increase in legal expenses and audit fees; and

• (b) Consulting fees increased by $1,500 as the Company engaged an outside consultant to assist with regulatory and other matters in the Province of Quebec.

Year ended November 30, 2021, compared with year ended November 30, 2020

BWR’s net loss totaled $763,385 for the year ended November 30, 2021 compared to $617,658 for the year ended November 30, 2020, with basic and diluted loss per share of $0.01 and $0.01, respectively. The increase in the net loss of $145,727 for the year ended November 30, 2021 consisted of the following:

• The Company had an increase in exploration and evaluation expenditures of $199,616 for the year ended November 30, 2021, compared to the year ended November 30, 2020. See “Mineral Exploration Properties” above for a description of activities.

• For the year ended November 30, 2021, the Company recorded an increase in settlement of flow-through share premiums of $62,209 compared to premium on flow-through shares of $105,444 for the year ended November 30, 2020.

• The Company incurred general and administrative expenses of $353,766 for the year ended November 30, 2021, compared to $456,167 for the year ended November 30, 2020. The decrease was primarily due to a decrease in share-based compensation of $37,767 no options were issued and vested during the three months ended May 31, 2021.

• (a) Professional fees decreased by $125,512 mainly due to a decrease in legal expenses; and

• (b) Consulting fees increased by $27,000 mainly due to additional costs related to discussions with provincial governments.

LIQUIDITY AND FINANCIAL POSITION

The activities of the Company, principally the acquisition and exploration of properties that have the potential to contain base and precious metals, are financed through the completion of equity transactions such as equity offerings and the exercise of stock options and warrants. There is no assurance that equity capital will continue to be available to the Company in the amounts or at the times desired or on terms that are acceptable to the Company, if at all.

Cash used in operating activities was $487,696 for the year ended November 30, 2021. Significant items included the net loss of $763,385, non-cash items of $89,074 and changes in non-cash working capital balances because of an increase in sales tax receivable $2,594, and accounts payable and accrued liabilities $189,209 for the period. For the year ended November 30, 2020, cash used in operating activities was $579,228, which included the net loss of $617,658 non-cash items of $71,928 and offset by the changes in non-cash working capital balances because of an increase in sales tax receivable $1,536 and accounts payable and accrued liabilities $114,099 for the period.

Cash provided by financing activities was $444,000. For the year ended November 30, 2020, cash provided by financing activities was $777,200 as a result of private placement proceeds.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

Accounts payable and accrued liabilities at November 30, 2021 were $619,196. The Company’s cash balance as at November 30, 2021 of $292,370 is sufficient to pay these liabilities. Included in the accounts payable and accrued liabilities are amounts due to related parties of $583,283.

The Company has no operating revenues and therefore must utilize its income from financing transactions to maintain its capacity to meet ongoing exploration and operating activities.

As of November 30, 2021, the Company had 101,442,461 common shares issued and outstanding, 5,975,000 stock options and 13,033,600 share purchase warrants outstanding. The warrants and options would raise approximately $780,475. The Company does not know when or if these securities will be exercised. See “Trends and Economic Conditions” above.

As of November 30, 2021, and to the date of this MD&A, the cash resources of BWR are held with the Royal Bank of Canada.

The Company has no third party debt and its credit and interest rate risk is minimal. Accounts payable and accrued liabilities are short-term and non-interest bearing.

The Company’s use of cash at present occurs, and in the future will occur, principally in two areas, namely, funding of its general and administrative expenditures and funding of its investment activities. Those investing activities include the cash components of the cost of acquiring and exploring its mineral claims. For fiscal 2021, the Company’s expected operating expenses are estimated to be $25,000 per month for recurring operating costs, excluding future tax considerations. The Company also plans to incur exploration expenditures on its property interests to advance and maintain the projects. It is anticipated that $2,000,000 will be needed to accomplish this in fiscal 2021, focusing on the Little Stull Lake gold project in Northern Manitoba, with minor attention (~$100,000) on Vendôme Sud Project in Quebec.

Assuming that management is successful in developing a substantial base and/or precious metals deposit in Manitoba, Ontario and/or Quebec, Canada, future work plans to develop the deposit will depend upon the Company's assessment of prior results, the condition of the Company financially and the then prevailing economic climate in general.

Regardless of whether or not the Company discovers a significant base or precious metals deposit, the Company believes it will be able to fund its discretionary exploration and operating activities for the twelve-month period ending November 30, 2022 through additional financing (see “Outlook and Overall Performance” above). However, to meet long-term business plans, developing a significant base and precious metals deposit is an important component of the Company’s financial success.

RELATED PARTY TRANSACTIONS

Related parties include the Board of Directors, close family members and enterprises that are controlled by these individuals as well as certain persons performing similar functions.

Related party transactions conducted in the normal course of operations are measured at the exchange value (the amount established and agreed to by the related parties).

During the year ended November 30, 2021, the Company incurred $56,791 (year ended November 30, 2021 - $30,872) in share-based payments to certain officers, directors and employees of the Company.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

The Chief Financial Officer is a senior employee of Marrelli Support Services Inc. ("MSSI"), a firm providing accounting services. During the year ended November 30, 2021, the Company incurred $43,128 (year ended November 30, 2020 - $51,588) for accounting services rendered by MSSI. As at November 30, 2021, MSSI was owed $7,541 (November 30, 2020 - $2,187) and this amount was included in accounts payable and accrued liabilities.

DSA Corporate Services Inc. ("DSA"), a firm providing corporate secretarial and filing services, is affiliated with MSSI through a common officer. During the year ended November 30, 2021, the Company incurred $5,821 (year ended November 30, 2020 - $9,988) for services rendered by DSA. As at November 30, 2021, DSA was owed $942 (November 30, 2020 - $768) and this amount was included in accounts payable and accrued liabilities.

The Company received consulting services from Nominex Ltd. ("Nominex"), a company controlled by the President and Chief Executive Officer ("CEO"). The fees consisted of consulting fees of $60,000 during the year ended November 30, 2021 (year ended November 30, 2020 - $60,000) for CEO services and exploration and evaluation expenditures of $92,266, during the year ended November 30, 2021 (year ended November 30, 2020 - $90,000) for geological consulting. As at November 30, 2021, Nominex was owed $229,800 (November 30, 2020 - $168,475) and this amount was included in accounts payable and accrued liabilities.

The Company received consulting services from Diges Professional Corporation ("Diges"), a company controlled by the Company's Corporate Secretary. During the year ended November 30, 2021, the Company incurred $24,000 (year ended November 30, 2020 - $24,000) for services rendered by Diges. As at November 30, 2021, Diges was owed $46,000 (November 30, 2020 - $22,000) and this amount was included in accounts payable and accrued liabilities.

The Company received legal services from REVlaw, where the Company's Corporate Secretary is a partner. During the year ended November 30, 2021, the Company incurred $66,492 (year ended November 30, 2021 - $146,000) for services rendered by REVlaw, of which $25,000 was reflected as share issue costs (year ended November 30, 2021 - $nil). As at November 30, 2021, REVlaw was owed $190,000 (November 30, 2020 - $128,000) and this amount was included in accounts payable and accrued liabilities.

The Company received consulting services from G. Duguay Services Inc., a company controlled by a director of the Company. During the year ended November 30, 2021, the Company incurred $24,000 (year ended November 30, 2020 - $24,000) for services rendered by G. Duguay Services Inc. As at November 30, 2021, G. Duguay Services Inc. was owed $109,000 (November 30, 2020 - $85,000) and this amount was included in accounts payable and accrued liabilities.

As of November 30, 2021, directors of the Company Neil Novak, George Duguay, Felix Lee, Norman E. Brewster and Earl S. Coleman and the Company's Corporate Secretary Carmen L. Diges, each with control of less than 10% of the common shares of the Company, collectively control 15,272,800 common shares of the company or approximately 15.1% of the total common shares outstanding.

RECENT ACCOUNTING PRONOUNCEMENTS

New accounting standards and interpretations

Amendments to IAS 1 - Presentation of financial statements (“IAS 1”) and IAS 8 - Accounting policies, changes in accounting estimates and errors (“IAS 8”)

The amendments are intended to make the definition of material in IAS 1 easier to understand and are not intended to alter the underlying concept of materiality in IFRS Standards. The concept of ‘obscuring’ material information with immaterial information has been included as part of the new definition.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

The threshold for materiality influencing users has been changed from ‘could influence’ to ‘could reasonably be expected to influence’.

The definition of material in IAS 8 has been replaced by a reference to the definition of material in IAS 1. In addition, the IASB amended other Standards and the Conceptual Framework that contain a definition of material or refer to the term ‘material’ to ensure consistency.

The Company adopted the amendments to IAS 1 effective December 1, 2020, which did not have a material impact on the Company’s unaudited condensed consolidated financial statements.

Definition of a Business (Amendments to IFRS 3)

The IASB has issued Definition of a Business (Amendments to IFRS 3) to clarify the definition of a business for the purpose of determining whether a transaction should be accounted for as an asset acquisition or a business combination. The amendments:

• clarify the minimum attributes that the acquired assets and activities must have to be considered a business

• remove the assessment of whether market participants can acquire the business and replace missing inputs or processes to enable them to continue to produce outputs

• narrow the definition of a business and the definition of outputs

• add an optional concentration test that allows a simplified assessment of whether an acquired set of activities and assets is not a business

The Company has adopted this policy on December 1, 2020, and there was no material impact to the unaudited condensed consolidated financial statements.

SIGNIFICANT ACCOUNTING ADJUSTMENTS

The preparation of these financial statements requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of expenses during the reporting period. Actual outcomes could differ from these estimates. These financial statements include estimates that, by their nature, are uncertain. The impacts of such estimates are pervasive throughout the financial statements, and may require accounting adjustments based on future occurrences. Revisions to accounting estimates are recognized in the period in which the estimate is revised and future periods if the revision affects both current and future periods. These estimates are based on historical experience, current and future economic conditions and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Critical accounting estimates

Significant assumptions about the future that management has made 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:

• all inputs used in the Black-Scholes model for determining the fair value of share-based payments;

• the assumptions used for determining the amount of deferred income taxes and deferred income tax assets and liabilities including future income tax rate;

• the recoverability of deferred income tax assets and liabilities; and

• the inputs and assumptions used in the determination of the fair value of warrants.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

Critical accounting judgments

• the Company's assumption of no material restoration, rehabilitation and environmental provisions, based on the facts and circumstances that existed during the period; and

• going concern presentation of the financial statements which assumes that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of operations as they come due.

FINANCIAL RISK MANAGEMENT

Financial risk

The Company's activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk (including interest rate and foreign currency risk).

Risk management is carried out by the Company's management team under policies approved by the Board of Directors. The Board of Directors also provides regular guidance for overall risk management.

(i) Credit risk

Credit risk is the risk of loss associated with a counterparty’s inability to fulfill its payment obligations. The Company's credit risk is primarily attributable to cash. Cash is held with a major Canadian chartered bank, from which management believes the risk of loss to be minimal.

(ii) Liquidity risk

Liquidity risk is the risk that the Company will not have sufficient cash resources to meet its financial obligations as they come due. The Company’s liquidity and operating results may be adversely affected if its access to the capital market is hindered, whether as a result of a downturn in stock market conditions generally or matters specific to the Company. A significant decrease in commodity prices can have an adverse impact on the Company's ability to raise funds through the equity market. The Company generates cash flow primarily from its financing activities. All of the Company’s financial liabilities have contractual maturities of less than 30 days and are subject to normal trade terms.

(iii) Market risk

Market risk is the risk of loss that may arise from changes in market factors such as interest rates, foreign exchange rates and commodity and equity price risk.

(a) Interest rate risk

The Company currently does not have any short-term or long-term debt that is interest bearing at variable rates. As such, the Company’s current exposure to interest rate risk is minimal.

(b) Foreign currency risk

The Company does not hold balances in foreign currencies to give rise to exposure to foreign exchange risk.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

(c) Commodity and equity price risk

The Company is exposed to price risk with respect to commodity prices. Commodity price risk is defined as the potential adverse impact on earnings and economic value due to commodity price movements and volatilities. The Company closely monitors commodity prices and the stock market to determine the appropriate course of action to be taken by the Company. Commodity price risk could adversely affect the Company. In particular, the Company's future profitability and viability of development depend upon the world market price of precious and base metals. There is no assurance that, even if commercial quantities of precious and base metals are produced in the future, a profitable market will exist for them. As of November 30, 2021, the Company was not a precious and base metals producer. Even so, commodity price risk may affect the completion of future equity transactions such as equity offerings and the exercise of stock options and warrants. This may also affect the Company's liquidity and its ability to meet its ongoing obligations.

CAPITAL RISK MANAGEMENT

The Company manages its capital with the following objectives:

• to ensure sufficient financial flexibility to achieve the ongoing business objectives including funding of future growth opportunities, and pursuit of accretive acquisitions; and

• to maximize shareholder return through enhancing the share value.

The Company monitors its capital structure and makes adjustments according to market conditions in an effort to meet its objectives given the current outlook of the business and industry in general. The Company may manage its capital structure by issuing new shares, repurchasing outstanding shares, adjusting capital spending, or disposing of assets. The capital structure is reviewed by management and the Board of Directors on an ongoing basis.

The Company considers its capital to be equity, which comprises share capital, reserves and deficit, which at November 30, 2021 had a deficiency of $327,354 (November 30, 2019 - $101,576).

The Company manages capital through its financial and operational forecasting processes. The Company reviews its working capital and forecasts its future cash flows based on operating expenditures, and other investing and financing activities. The forecast is updated based on activities related to its mineral properties. Selected information is provided to the Board of Directors of the Company. The Company’s capital management objectives, policies and processes have remained unchanged during the year ended November 30, 2021.

The Company is not subject to any capital requirements imposed by a lending institution or regulatory body, other than Policy 2.5 of the TSX-V which requires adequate working capital or financial resources of the greater of (i) $50,000 and (ii) an amount required in order to maintain operations and cover general and administrative expenses for a period of 6 months. As of November 30, 2021, the Company is not compliant with Policy 2.5. The impact of this violation is not known and is ultimately dependent on the discretion of the TSX-V.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

SHARE CAPITAL

As of the date of this MD&A, the Company had 101,442,461 issued and outstanding common shares, 5,975,000 stock options outstanding, and 13,033,600 warrants outstanding.

Warrants outstanding for the Company at the date of this MD&A were as follows:

Warrants	Expiry Date	Exercise Price
1,500,000	September 30, 2021	0.100
630,000	October 30, 2021	0.100
152,000	December 20, 2021	0.075
96,000	September 16, 2022	0.075
176,000	September 18, 2022	0.075
3,600,000	September 16, 2023	0.075
1,400,000	September 18, 2023	0.075

Stock options outstanding for the Company at the date of this MD&A were as follows:

Options	Expiry Date	Exercise Price
1,850,000	June 02, 2026	0.050
500,000	June 02, 2023	0.050
875,000	May 29, 2022	0.075
1,300,000	May 29, 2024	0.050
1,450,000	April 13, 2025	0.050

ADDITIONAL DISCLOSURE FOR VENTURE ISSUERS WITHOUT SIGNIFICANT REVENUE

General and Administrative Expenses

	Year ended	Year ended
Names	November 30, 2021	November 30, 2020
Consulting fees	$ 116,000	$ 89,000
Accounting and corporate secretarial fees	46,574	42,648
Professional fees	61,863	187,375
Office and general	37,183	39,414
Travel and accommodation	-	1,756
Investor relations and shareholder information	20,863	62,458
Share-based payments	71,283	33,516
Total	$ 353,766	$ 456,167

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

DISCLOSURE CONTROLS

Management has established processes to provide them sufficient knowledge to support representations that they have exercised reasonable diligence that (i) the consolidated financial statements do not contain any untrue statement of material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it is made, as of the date of and for the periods presented by the financial statements ; and (ii) the consolidated financial statements fairly present in all material respects the financial condition, results of operations and cash flows of the Company, as of the date of and for the periods presented.

In contrast to the certificate required for non-venture issuers under National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (“NI 52-109”), the Company uses the Venture Issuer Basic Certificate, which does not include representations relating to the establishment and maintenance of disclosure controls and procedures (“DC&P”) and internal control over financial reporting (“ICFR”), as defined in NI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of:

• i) controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

• ii) a process to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP (IFRS). The Company’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate.

Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in NI 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.

RISKS AND UNCERTAINTIES

An investment in the securities of the Company is highly speculative, involving numerous and significant risks, and should be undertaken only by investors whose financial resources are sufficient to enable them to assume such risks and who have no need for immediate liquidity in their investment. Prospective investors should carefully consider the risk factors described below.

No Current Mineral Resource or Mineral Reserve

At this stage the Company is an exploration company. Presently there is no NI 43-101 compliant Mineral Resource or Mineral Reserve estimate on the Gremlin Property, the Santa Maria Property or Vendôme Sud Property.

Nature of Mineral Exploration and Mining

The Company’s future is dependent on the Company’s exploration and evaluation programs. The exploration and evaluation of mineral deposits involves significant financial risks over a prolonged period of time, which a combination of careful evaluation, experience and knowledge may not eliminate. Few properties that are explored are ultimately developed into economically viable operating mines. Major expenditures on the Company’s exploration properties may be required in constructing mining and processing facilities at a site, and it is possible that even preliminary due diligence will show adverse results, leading to the abandonment of projects. It is impossible to ensure that preliminary feasibility studies or final feasibility studies on the Company’s projects or the current or proposed exploration programs on any of the properties in which the Company has exploration rights will

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

result in any profitable commercial mining operation. The Company cannot give any assurance that its current and future exploration activities will result in a discovery of mineral deposits containing Mineral Reserves. The Company’s exploration and evaluation may be hampered by mining, heritage and environmental legislation, industrial accidents, industrial disputes, cost overruns, land claims and compensation and other unforeseen contingencies.

The Company does not currently operate a mine on any of its properties. There is no certainty that the expenditures made by the Company towards the search for and evaluation of mineral deposits will result in discoveries that are commercially viable. Whether a deposit will be commercially viable depends on a number of factors, some of which are the particular attributes of the deposit, such as its size and grade, proximity to infrastructure, financing costs and governmental regulations, including regulations relating to prices, taxes, royalties, infrastructure, land use, importing and exporting of metal concentrates, exchange controls and environmental protection. The effect of these factors cannot be accurately predicted, but the combination of any or all of these factors may result in the Company not receiving an adequate return on invested capital or have a material adverse effect on the Company’s business and financial condition. In addition, assuming discovery of a commercial ore-body, depending on the type of mining operation involved, several years can elapse from the initial phase of drilling until commercial operations are commenced. Most of the above factors are beyond the Company’s control.

Limited Operating History

The Company’s properties are in the exploration stage and are not commercially viable at this time. The Company has not recorded any revenues from mining operations and there is no certainty that the exploration expenditures towards the search and evaluation of mineral deposits will result in discoveries of commercial quantities of ore or that the Company will generate revenue, operate profitably or provide a return on investment in the future. There can be no assurance that significant additional losses will not occur in the future. The operating expenses and capital expenditures may increase in subsequent years with advancing exploration, evaluation, development of properties if proven successful and/or production of the properties. The Company does not expect to receive revenues from operations in the foreseeable future. The Company expects to incur losses until such time as its properties enter into commercial production and generate sufficient revenue to fund its continuing operations. The development of the Company’s properties will require the commitment of substantial resources and there can be no assurance that the Company will be able to finance its operations externally.

There can be no assurance that the Company’s exploration programs will result in locating commercially exploitable mineral ores or that its properties will be successfully developed. There can be no assurance that the underlying assumed levels of expenses will prove to be accurate.

Ability to Continue as a Going Concern

The Company’s ability to continue as a going concern is dependent upon its ability to continue to raise adequate financing to fund its continuing exploration, evaluation activities and development of properties if they are proven successful. There is no assurance that the Company will either achieve or maintain profitability in the future.

Requirement for Further Financing

The further exploration of the various mineral properties in which the Company holds interests and the acquisition of additional properties depends upon the Company’s ability to obtain financing through joint ventures of projects, debt financing, equity financing or other means. There can be no assurance that the Company will able to raise the balance of the financing required or that such financing can be obtainedwithout substantial dilution to shareholders. Failure to obtain additional financing on a timely basis could cause the Company to reduce or terminate its operations or lose its interest in one or more of its properties.

In order to continue exploring the Company’s mineral properties and acquiring additional properties, management

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

will be required to pursue additional sources of financing. While management has been successful in obtaining such financing in the past, there is no assurance that it will be successful in the future. Failure to obtain sufficient financing may result in delaying or indefinitely postponing exploration, evaluation, development of or production on any or all of the Company’s properties if they are proven successful, or even loss of property interest. It may also prevent the Company from meeting its obligations under agreements to which it is a party as a result of which, its interest in the properties may be reduced. There can be no assurance that additional capital or other types of financing, if needed, will be available or, if available, the terms of such financing will be favourable to the Company.

The amount of administrative expenditures is related to the level of financing and exploration activities that are being conducted, which in turn may depend on our recent exploration experience and prospects, as well as general market conditions relating to the availability of funding for exploration-stage resource companies. As a result, there may not be predictable or observable trends in our business activities and comparison of financial operating results with prior years may not be meaningful.

Title Matters

The Company has taken reasonable measures, in accordance with industry standards for properties at the same stage of exploration as those of the Company to ensure proper title to its properties. However, there is no guarantee that title to any of its properties will not be challenged or impugned. Title insurance generally is not available for mining claims in Canada and the Company’s ability to ensure that it has obtained secure claim to individual mineral properties or mining concessions may be limited. The Company’s properties may be subject to prior unregistered liens, agreements, transfers or claims, including native land claims and title may be affected by, among other things, undetected defects. In addition, the Company may be unable to operate the properties as permitted or to enforce its rights with respect to its properties. The failure to comply with all applicable laws and regulations, including a failure to pay taxes, carry out and file assessment work, may invalidate title to portions of the properties where the mineral rights are not held by the Company.

Insurance Risk

The Company’s operations are, and will continue to be, subject to all of the hazards and risks normally associated with exploration, evaluation, development if properties are proven successful and production, any of which could result in damage to life or property, environmental damage and possible legal liability for any or all damage. The Company’s activities may be subject to prolonged disruptions due to weather conditions, depending on the location of operations in which the Company has interests. Hazards, such as unusual or unexpected formations, rock bursts, pressures, adverse environmental conditions, industrial accidents, labour disputes, unusual or unexpected geological conditions, ground or slope failures, cave- ins, and natural phenomena such as inclement weather conditions, floods and earthquakes, flooding or other conditions may be encountered in the drilling and removal of material. Such occurrences could result in damage to mineral properties or production facilities, personal injury or death, environmental damage to the Company’s properties or the properties of others, delays in mining, monetary losses and possible legal liability.

While the Company may obtain insurance against certain risks in such amounts as it considers adequate, the nature of these risks are such that liabilities could exceed policy limits or could be excluded from coverage. There are also risks against which the Company cannot insure or against which it may elect not to insure. The potential costs which could be associated with any liabilities not covered by insurance or in excess of insurance coverage or compliance with applicable laws and regulations may cause substantial delays and require significant capital outlays, adversely affecting the Company’s earnings and competitive position in the future and, potentially, its financial position and results of operation.

Market Factors and Volatility of Ore Prices

There is no assurance that a profitable market will exist for the sale of mineralized material which may be acquired

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

or discovered by the Company. There can be no assurance that diamond or ore prices received will be such that the Company’s properties can be mined at a profit. Prices of minerals have fluctuated widely, particularly in recent years, and are affected by numerous factors beyond the Company’s control. Commodity prices are subject to volatile price changes from a variety of factors including international economic and political trends, expectations of inflation, global and regional demand, currency exchange fluctuations, interest rates and global or regional consumption patterns, speculative activities and increased production due to improved mining and production methods.

Future mineral prices cannot be accurately predicted. A severe decline in the price of a mineral being produced or expected to be produced by the Company would have a material adverse effect on the Company, and could result in the suspension of mining operations by the Company if such mining operations have commenced. Factors impacting the price of ore include political and economic conditions in mineral producing and consuming countries and production levels and costs of production in other jurisdictions.

Officers and Directors of the Company Own Significant Shares and Can Exercise Significant Influence The officers and directors of the Company, as a group, beneficially own, on a non-diluted basis, approximately 35% of the issued and outstanding Common Shares of the Company at November 30, 2021. As such, as shareholders, the officers and directors will be able to exert significant influence on matters requiring approval by shareholders, including the election of directors and the approval of any significant corporate transactions. The concentration of ownership may also have the effect of delaying, deterring or preventing a change in control and may make some transactions more difficult or impossible to complete without the support of these shareholders.

Environmental Regulations and other Regulatory Requirements

The Company is subject to substantial environmental and other regulatory requirements and such regulations are becoming more stringent. All phases of exploration and development operations are subject to environmental regulations. Environmental legislation is evolving in a manner which will require stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and a heightened degree of responsibility for companies and their officers, directors and employees. There is no assurance that future changes in environmental regulation, if any, will not adversely affect the Company’s operations. Environmental hazards may exist on the properties in which the Company holds interests which are presently unknown to the Company and which have been caused by previous or existing owners or operators of the properties.

Although the Company intends to comply fully with all environmental regulations, failure to comply with applicable laws, regulations and permitting requirements may result in enforcement actions thereunder, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed, and may include corrective measures requiring capital expenditures, installation of additional equipment, or remedial actions. Parties engaged in mining operations or in the exploration or development of mineral properties may be required to compensate those suffering loss or damage by reason of the mining activities and may have civil or criminal fines or penalties imposed for violations of applicable laws or regulations.

Difficulty in Recruiting and Retaining Management and Key Personnel

The Company is dependent on a relatively small number of key directors and officers. Loss of any one of those persons could have an adverse effect on the Company. Recruiting and retaining qualified personnel is critical to the Company’s success. As the Company’s business activity grows, it may require additional key financial, administrative and mining personnel. Although the Company believes that it will be successful in attracting and retaining qualified personnel, there can be no assurance of such success.

To operate successfully and manage its potential future growth, the Company must attract and retain highly qualified key engineering, managerial and financial personnel. The Company faces intense competition for qualified

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

personnel in these areas, and there can be no certainty that the Company will be able to attract and retain qualified personnel. If the Company is unable to hire and retain additional qualified personnel in the future to develop its properties, its business, financial condition and operating results could be adversely affected.

Conflicts of Interest

Certain directors and officers of the Company are also directors, officers or shareholders of other companies that are similarly engaged in the business of acquiring and exploiting natural resource properties. Such associations may give rise to conflicts of interest from time to time. The directors of the Company will be required by law to act honestly and in good faith with a view to the best interests of the Company and to disclose any interest which they may have in any project or opportunity of the Company. If a conflict of interest arises at a meeting of the board of directors, any director in a conflict is required under the Canada Business Corporations Act to disclose his interest and to abstain from voting on such matter.

Unreliable Historical Data

The Company has compiled technical data in respect of the Gremlin Project and the Santa Maria Project, much of which was not prepared by the Company. While the data represents a useful resource for the Company, some of it must be verified by the Company before being relied upon in formulating advanced exploration programs.

Infrastructure

Mining, processing, development and exploration activities depend, to one degree or another, on adequate infrastructure. Reliable roads, bridges, power sources and water supply are important determinants, which affect capital and operating costs. Unusual or infrequent weather phenomena, sabotage, government or other interference in the maintenance or provision of such infrastructure could adversely affect the Company’s operations, financial condition and results of operations.

The claims comprising the Little Stull Lake Gold Project are located in a remote area where weather, terrain and the lack of infrastructure make it difficult and costly to operate. The Little Stull Property lies near the eastern border of Manitoba with Ontario, approximately 480 kilometers northeast of Winnipeg. Current access is by float and skiequipped, charter aircraft from Red Sucker Lake, Manitoba or Island Lake Manitoba or by winter trail from Gods Lake Narrows First Nation. A small exploration camp exists on the property established under a crown land permit, located on the shore of Little Stull Lake. Local ATV and tractor trails radiating out from the exploration camp provide access to the exploration sites. Mean temperatures range from -20°C in mid-winter to 15°C in mid-summer. The current lack of infrastructure increases the risk that the Company may be unable to further explore, develop or operate efficiently due to the unavailability of materials and equipment and unanticipated transportation costs. Exploration and development programs can only be carried out during limited times of the year, lake freeze and thaw schedules affect access. Construction and operational risks, including, without limitation, equipment and plant performance, harsh weather conditions, terrain, environmental, cost estimation accuracy and workforce performance and dependability will all affect the development and profitability of the Little Stull Lake Gold Project. Although mining claim staking has been completed, there can be no assurance that the infrastructure will be sufficient for the purposes of carrying out the Company’s objectives. In addition, there can be no assurance that any alternative infrastructure will be developed or that any alternative infrastructure, if constructed, will support the viability of the Little Stull Lake Gold Project. In the event that the current infrastructure is not adequate, or that adequate infrastructure is not developed or is developed but does not support the viability of the Little Stull Lake Gold Project, the existing challenges in respect of transporting materials into the area in which the Little Stull Lake Gold Project is located, as well as transporting any future mined ores out, will continue, which may adversely affect the operations of the Company.

The Shunsby property is located approximately 520km northwest of Toronto, and some 190km northwest of Sudbury and 145km southwest of Timmins, Ontario. Access to the property area is very good. The area is reached

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

from the city of Sudbury, by proceeding north along paved provincial Highway 144 for approximately 150 kilometers to the all weather gravel Sultan Road/paved Provincial Route 560, then westward about 90 kilometers to the property from Highway 144, along the Sultan Industrial Road, thence the Blamey Road and finally the Cunningham Township Road which accesses the western part of the property. The Cunningham road has not been maintained by the local logging companies, and is quite narrow, partially overgrown with alders, poplars and birch, but is navigable by ATV’s, snowmobiles or light 4WD trucks. Alternatively, the area may be reached from the City of Timmins by proceeding southwesterly along Provincial Highway 101 for approximately 100km kilometers and then southerly on the Dore Industrial Road maintained by the Foleyet Timber Limited towards the town of Sultan. The Dore Road eventually meets up with the previously mentioned Sultan Industrial Road.

The cities of Greater Sudbury (population ~160,000) and Timmins (population ~43,000) are both major mining centers. Both can provide modern housing as well as full educational, medical, recreational and shopping facilities. Labor, industrial supplies and services for mining and exploration activities are readily available in the region. The town of Chapleau (population ~2,900) located some 100km to the west, provides basic supplies. The Canadian National Railway crosses Highway 560 at Sultan being the closest station stop, located some 30 kilometers by road southwest of the property. Abundant fresh water is available on the property from Edwards Lake in the northeast claim S57542. The nearest hydro-electric power is at Sultan, 16km across country to the south-southwest.

The Vendôme Sud Property is located within 3 kilometers of the town of Barraute, a small town with a population of 2,000, Barraute provides local housing (motel). The city of Val d’Or is located about 45 kilometers south of the property, providing reasonable housing and other exploration services. There are approximately 32,000 inhabitants in Val d’Or and an airport for regional scheduled air services. The main industry in Val d’Or is mining and exploration related. Access to the property is very good, Provincial Road 397 is a paved road that crosses the eastern part of the property, and Chemin du Mont Video marks the northern property boundary. The southern part of the property can be accessed by secondary gravel roads. Heavy equipment such as drill rigs and bulldozers can be off loaded onto the property with great ease.

First Nations

First Nations in Ontario, Quebec and Manitoba are increasingly making land and rights claims in respect of existing and prospective resource projects on lands asserted to be First Nation traditional or treaty lands. Should a First Nation make such a claim in respect of the Company’s properties and should such claim be resolved by government or the courts in favour of the First Nation, it could materially adversely affect the business of the Company.

The Company is committed to working in partnership with local communities and First Nations in a manner which fosters active participation and mutual respect. The Company will work towards minimizing negative project impacts, encouraging certain joint consultation processes, addressing certain decision making processes and towards maintaining meaningful ongoing dialogue not only for the Company but for all participants in any other region in Canada in which the Company is or may work in the future. Many of the Company’s preferred contractors and suppliers that live and work in or near the local communities. The Company will regularly consult with communities proximal to the Company’s exploration activities to advise them of plans and answer any questions they may have about current and future activities. The objective is to operate to the benefit of the Shareholders and the local communities using the resources and the environment today without compromising the long-term capacity to support post exploration and ultimately post mining land uses. Despite the foregoing, there can be no assurances that issues related to First Nations communities or interests will not arise and/or be adequately resolved.

Permitting

The operations of the Company are, subject to receiving and maintaining permits from appropriate governmental authorities. Although the Company currently has all required permits for its operations as currently conducted, there is no assurance that delays will not occur in connection with obtaining all necessary renewals of such permits for the

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

existing operations, additional permits for any possible future changes to operations or additional permits that are being proposed and implemented by new legislation. Prior to any development on any of its properties, the Company must receive permits from appropriate governmental authorities. There can be no assurance that the Company will continue to hold all permits necessary to develop or continue operating at any particular property.

Failure to comply with applicable laws, regulations and permitting requirements may result in enforcement actions thereunder, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed, and may include corrective measures requiring capital expenditures, installation of additional equipment, or remedial actions. Parties engaged in mining operations may be required to compensate those suffering loss or damage by reason of the mining activities and may be liable for civil or criminal fines or penalties imposed for violations of applicable laws or regulations.

Global Economic and Financial Markets

Market events and conditions, including disruptions in the international credit markets and other financial systems and the deterioration of global economic conditions, could impede the Company’s access to capital or increase the cost of capital. The Company is also exposed to liquidity risks in meeting its operating and capital expenditure requirements in instances where its cash position is unable to be maintained or appropriate financing is unavailable. These factors may impact the ability of the Company to obtain loans and other credit facilities in the future and, if obtained, on terms favourable to the Company or at all. Increased market volatility may impact the Company’s operations which could adversely affect the price at which the Company is able to issue its securities and once the Company is publicly traded, the trading price of the Common Shares. The Company’s access to additional capital may not be available on terms acceptable to the Company or at all.

Market Price of Common Shares

Securities of micro-cap and small-cap companies have experienced substantial volatility in the past, often based on factors unrelated to the financial performance or prospects of the companies involved. These factors include macroeconomic developments in North America and globally, and market perceptions of the attractiveness of particular industries. The price of the Common Shares is also likely to be significantly affected by short-term changes in precious and base metal mineral prices or in its financial condition or results of operations as reflected in its quarterly earnings reports. Other factors unrelated to the Company’s performance that may have an effect on the price of the Common Shares include the following: the extent of analytical coverage available to investors concerning the Company’s business may be limited if investment banks with research capabilities do not follow the Company’s securities; lessening in trading volume and general market interest in the Company’s securities may affect an investor's ability to trade significant numbers of Common Shares; the size of the Company’s public float may limit the ability of some institutions to invest in the Company’s securities; and a substantial decline in the price of the Common Shares that persists for a significant period of time could cause the Company’s securities, if listed on an exchange, to be delisted from such exchange, further reducing market liquidity. As a result of any of these factors, the price of the Common Shares at any given point in time may not accurately reflect the Company’s longterm value.

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BWR Exploration Inc. Management's Discussion and Analysis Year Ended November 30, 2021 Dated - March 30, 2022

COVID-19

Since December 31, 2019, the outbreak of the novel strain of coronavirus, specifically identified as “COVID-19”, has resulted in governments worldwide enacting emergency measures to combat the spread of the virus. These measures, which include the implementation of travel bans, self-imposed quarantine periods and social distancing, have caused material disruption to businesses globally resulting in an economic slowdown. Global equity markets have experienced significant volatility and weakness. Governments and central banks have reacted with significant monetary and fiscal interventions designed to stabilize economic conditions. The duration and impact of the COVID19 outbreak is unknown at this time, as is the efficacy of the government and central bank interventions. It is not possible to reliably estimate the length and severity of these developments and the impact on the financial results and condition of the Corporation and its operations in future periods.

SUBSEQUENT EVENT

Subsequent to November 30, 2021, 144,000 warrants at an exercise price of $0.075 expired unexercised.

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