Candelaria Mining Corp. — Management Reports 2026

Mar 31, 2026

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

CANDELARIA

MINING CORPORATION

Management's Discussion and Analysis

Three and Nine Months Ended January 31, 2026

(Expressed in thousands of Canadian dollars, except where otherwise noted and per share amounts)

Dated: March 31, 2026

This Management's Discussion and Analysis ("MD&A") should be read in conjunction with the condensed interim consolidated financial statements of Candelaria Mining Corp. ("Candelaria" or the "Company"), for the three and nine months ended January 31, 2026, and the related notes contained therein (the "Financial Statements") which were prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board ("IASB"). Additional information relating to the Company is available on SEDAR+ at www.sedarplus.ca. All amounts are expressed in thousands of Canadian dollars except where otherwise noted, per share amounts, and tonnes and ounces. Certain amounts shown in this MD&A may not add exactly to total amounts due to rounding differences.

This MD&A contains "forward-looking statements" that are subject to risk factors set out in a cautionary note contained therein. All information contained in this MD&A is current and has been approved by the Board of Directors of the Company as of March 31, 2026, unless otherwise stated.

OVERVIEW AND COMPANY HISTORY

Candelaria is a Canadian-based gold-copper exploration company with a portfolio of tow highly prospective projects in Mexico, one of the world's best mining jurisdictions. Candelaria currently own 100% of the Caballo Blanco and the Pinos Gold Projects.

The Company is a publicly listed entity registered in British Columbia and trades on the TSX Venture Exchange ("TSXV") under the symbol "CAND.H." It was incorporated under the British Columbia Business Corporations Act on January 23, 2012. The Company's registered and records office is located at Suite 1200, 750 West Pender Street, Vancouver, BC, Canada, V6C 2T8. The head office address is 410 – 1111 Melville Street, Vancouver, BC, V6E 3V6.

Going Concern

These condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") applicable to a going concern, which assumes that the Company will be able to realize its assets and discharge its liabilities in the normal course of operations. In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future which is at least, but not limited to, twelve months from the end of the reporting year.

The Company has not yet generated income or cashflow from operations. As at January 31, 2026, the Company had cash of $128 (April 30, 2025 - $8), a working capital deficit of $2,871 (April 30, 2024 - $3,327) and an accumulated deficit of $78,742 (April 30, 2025 - $78,961). For the nine months ended January 31, 2026, the Company recorded a net income of $219 (January 31, 2025 – net loss of $1,707). The Company will require additional financing, through various means including but not limited to equity financings, to

Page 1

---

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

continue with its exploration and development programs and to meet its future obligations and administrative expenses. There is no assurance that the Company will be successful in raising the additional required funds.

The above noted conditions indicate the existence of material uncertainties that cast significant doubt about the Company's ability to continue as a going concern. These consolidated financial statements do not reflect the adjustments to the carrying values of assets and liabilities, to the reported expenses and to the financial position classifications that would be necessary if the going concern assumption was inappropriate. These adjustments could be material.

CABALLO BLANCO DISTRICT, STATE OF VERACRUZ, MEXICO

Ownership: 100% Candelaria Mining Corp.

Background:

The Caballo Blanco licence area is located on the eastern coast of Mexico in the state of Veracruz, 65 kilometers northwest of the city of Veracruz. The most advanced project in the licence area, La Paila, was subject to a PEA in 2012 (refer NI43-101 Technical Report, May 2012, Goldgroup Mining Inc.) which envisaged a low CAPEX, conventional open pit / heap leach mining operation targeting approximately 100,000 ounces of gold production annually. Further geological and exploration works by the Company since acquiring Caballo Blanco have included an updated pit-constrained resource estimate for La Paila (refer Candelaria Mining Corp. NI43-101 Technical Report, April 2017), and additional exploration activities in the wider licence area, including at the seven additional high-priority targets in the Northern and Highway Zones.

The most recently reported activities included ongoing exploration in and around priority targets within the license area (see below), refurbishment and upgrades to core storage facilities and other infrastructure, and continued engagement with local community groups.

Caballo Blanco is subjected to two separate underlying royalty commitments as defined below:

1) Almaden Minerals Limited retains a 1.5% NSR
2) An (arm's length) 3rd party retains an NSR as follows:

• 1.25% NSR up to 1,000 tonnes per day
• 1.00% NSR from 1,001 to 1,500 tonnes per day
• 0.75% NSR from 1,501 to 10,000 tonnes per day
• 0.5% NSR from 10,001 or more tonnes per day

Outlook:

Whilst the Company's exploration drilling permit application remains outstanding, the Company has continued surface exploration and reconnaissance throughout the licence area. This has identified further narrow vein gold targets west of La Paila, and extended knowledge of the regional geology within the licence for improved future targeting.

Further refinements have been made to the re-evaluation of the extensive geophysics dataset for the Caballo District, which identified extremely compelling potential for "giant" porphyry Cu-Au targets adjacent to and beneath the epithermal mineralisation and amended the drill program accordingly to also test these as a priority. The work demonstrates that the Caballo Blanco licence area most likely contains the core of a large, mineralised porphyry system, in addition to the range of low and high-sulphidation epithermal gold targets already defined.

Page 2

---

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

The plan for subsequent drilling will depend on discoveries made during Phase 1 but will include resource expansion drilling of La Paila to the north-east and south.

In connection with the Caballo Blanco property, the Company has received advances from a third party to cover expenditures related to Caballo Blanco. As at January 31, 2026, the total amount advanced was MXN$8.075 million (April 30, 2025 – MXN$8.075 million). This balance is included in accounts payable and accrued liabilities.

DISPOSAL OF SUBSIDIARIES

On March 6, 2025, the Company entered into an agreement with Goldgroup to fully settle enforcement proceedings related to the Debenture default described in Note 9 to the Company's interim condensed consolidated financial statements as at January 31, 2026. Under the terms of the agreement, the Company agreed to transfer all of the issued and outstanding shares of its subsidiary, Minera Apolo, S.A. de C.V. ("Apolo"), which holds the Pinos Project, to Goldgroup. The transaction was approved by the TSXV and completed on July 2, 2025.

Additionally, Goldgroup agreed to provide additional consideration to Candelaria, including cash payments and the issuance of common shares as follows:

• A cash payment of US$89,000 within five days of receipt of all necessary approvals from the Exchange required by Goldgroup and Candelaria to complete the transaction (received);
• A cash payment of US$89,000 on the later of (i) the delivery of the Apolo shares to Goldgroup, or (ii) nine months after receipt of the Exchange approvals, provided that the Apolo shares have been delivered to Goldgroup by such date; and
• Issue 716,667 common shares of Goldgroup at a price of $0.30 per share to Candelaria (received).

Upon completion of the transaction, all claims against Candelaria related to the debenture were released.

Upon completion of the transaction, the assets and liabilities of Apolo and Catanava classified as assets held for sale and liabilities associated with assets held for sale were fully derecognized from the Company's consolidated statement of financial position.

RESULTS OF OPERATIONS

Amounts are presented in thousands of Canadian dollars.

	Three months ended January 31, ine months ended January 31,
	Note	2026 ($)	2025 ($)	2026 ($)	2025 ($)
General and administration expenses
Exploration expense	15	15	92	152	192
Consulting and professional fees	12	60	123	149	258
General and administrative		17	(38)	115	(1)
Regulatory and filing fees		1	1	6	5
Legal and professional fees		10	-	45	-
		103	178	467	454
Other expense (income):
Finance cost	9	41	189	160	507
Foreign exchange (gain) loss		(75)	243	(176)	746
Impairment (reversal) of exploration and evaluation asse	8	-	-	(51)	-
Other (income), net of expense		(522)	-	(687)	-
Loss on sale of disposal of subsidiaries	6 & 9	(21)	-	7	-
Net (income) loss		(474)	610	(280)	1,707

---

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

Three months ended January 31, 2026

For the three months ended January 31, 2026, the Company reported net income of $474, compared to a net loss of $610 in the prior year period. The improvement was primarily driven by significant other income of $522 mainly related to realized and unrealized gain on investments, as well as lower foreign exchange losses and reduced finance costs. These positive factors were partially offset by a loss on disposal of subsidiaries.

General and administrative expenses totalled $103 (2025 – $178), reflecting an overall reduction in corporate activity. Exploration expenses decreased to $15 (2025 – $92), consistent with reduced exploration activity. Consulting and professional fees declined to $60 (2025 – $123). General and administrative expenses were $17 compared to a recovery of $38 in the prior year period. Regulatory and filing fees remained consistent at $1 (2025 – $1), while legal and professional fees increased to $10 (2025 – nil), primarily related to corporate matters.

Finance costs were $41 (2025 – $189), reflecting lower outstanding debt balances. Foreign exchange resulted in a gain of $75, compared to a loss of $243 in the prior year period, primarily due to favorable movements in exchange rates impacting U.S. dollar and Mexican peso denominated balances.

During the quarter, the Company recognized other income of $522 mainly related to realized and unrealized gain on investments and recorded a gain on disposal of subsidiaries of $21.

Nine months ended January 31, 2026

For the nine months ended January 31, 2026, the Company reported a net loss of $280, compared to a net loss of $1,707 in the prior year period. The improvement was primarily driven by significant other income of $687, lower foreign exchange losses, reduced finance costs, and a net reversal of impairment on exploration and evaluation assets, partially offset by higher general and administrative expenses and a loss on disposal of subsidiaries.

General and administrative expenses totalled $467 (2025 – $454), reflecting a modest increase in corporate and administrative activity. Exploration expenses decreased to $152 (2025 – $192), consistent with reduced exploration activity. Consulting and professional fees declined to $149 (2025 – $258). General and administrative expenses were $115 compared to a recovery of $1 in the prior year period. Regulatory and filing fees increased slightly to $6 (2025 – $5), while legal and professional fees were $45 (2025 – nil), primarily related to corporate and transactional matters.

Finance costs were $160 (2025 – $507), reflecting lower outstanding debt balances. Foreign exchange resulted in a gain of $176, compared to a loss of $746 in the prior year period, primarily due to favourable movements in exchange rates impacting U.S. dollar and Mexican peso denominated balances.

During the period, the Company recorded a net reversal of impairment on exploration and evaluation assets of $51. The Company also recognized other income of $687 mainly related to realized and unrealized gains on investments and recorded a loss on disposal of subsidiaries of $7.

REGULATORY DISCLOSURES

Off balance sheet arrangements

The Company does not have any off-balance sheet arrangements as at January 31, 2026, and date of this report.

Page 4

---

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

Proposed Transactions

The Company does not have any proposed transactions as at January 31, 2026, and date of this report other than as disclosed elsewhere in this document.

Financial instruments

As at January 31, 2026, the Company's financial instruments comprise cash, marketable securities, other receivables, accounts payable and accrued liabilities, and Caballo Blanco acquisition payable. The fair values of the Company's financial instruments approximate their carrying values due to their short-term maturity.

Fair value of financial instruments:

Financial instruments recorded at fair value on the consolidated statements of financial position are classified using a fair value hierarchy that reflects the significance of the inputs used in making the measurements.

The three levels of the fair value hierarchy are:

• Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities.
• Level 2 – Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly
• Level 3 – Inputs that are not based on observable market data.

The Company's activities expose it to financial risks of varying degrees of significance, which could affect its ability to achieve its strategic objectives for growth and shareholder returns. The principal financial risks to which the Company is exposed are credit risk, liquidity risk and currency risk. The Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management framework and reviews the Company's policies on an ongoing basis.

Credit Risk

Credit risk is the risk of financial loss to the Company if a counterparty to a financial instrument fails to meet its contractual obligations, and the Company's exposure to such risk arises primarily from cash and other receivables. The Company's cash is held with major Canadian and Mexican financial institutions, which management believes present a low credit risk. Other receivables consist primarily of trade receivables that continue to be collected in the normal course of business and are primarily due from government agencies and a publicly traded company; accordingly, management does not consider these receivables to represent a significant concentration of credit risk and does not consider any allowance for expected credit losses to be material as at the reporting date.

Liquidity Risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company manages liquidity risk through the management of its capital structure. To mitigate this risk, the Company has a planning and budgeting process in place to determine the funds required to support its ongoing operations and capital expenditures.

The Company ensures that sufficient funds are raised from equity offerings or debt financings to meet its operating requirements, after considering existing cash balances, expected exercise of share purchase warrants, and stock options. The Company's ability to continue as a going concern involves significant judgements and estimates while determining forecasted cashflows and is dependent on the Company's ability to obtain financing (Note 1). Most of the Company's financial liabilities have contractual maturities of 30 days or less and are subject to normal trade terms.

Page 5

---

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

Interest Rate Risk

Interest rate risk arises from changes in market rates of interest that could adversely affect the Company. The Company currently has no interest-bearing financial instruments.

Foreign Exchange Risk

The Company is exposed to currency risk by having balances and transactions in currencies that are different from its functional currency. The Company operates in foreign jurisdictions, which uses the Mexican pesos and U.S. dollars. The Company does not use derivative instruments to reduce upward, and downward risk associated with foreign currency fluctuations. The following are the Canadian dollar equivalents as at January 31, 2026.

	U.S. dollars	Mexican Peso
Cash	$ 121	$ 5
Other receivables	-	6
Accounts payable and accrued liabilities	(702)	(974)
Caballo Blanco acquisition payable	(1,826)	-
Net financial liabilities	$ (2,407)	$ (963)

The following are the Canadian dollar equivalents as at April 30, 2025.

	U.S. dollars	Mexican Peso
Cash	$ -	$ 11
Other receivables and prepaids expenses	-	2
Accounts payable and accrued liabilities	(966)	(974)
Debenture	(3,821)	-
Caballo Blanco acquisition payable	(1,769)	-
Net financial (liabilities) assets	$ (6,556)	$ (961)

A 10% change in the U.S. dollar exchange rate relative to the Canadian dollar would change the Company's comprehensive loss by $241 (April 30, 2025 – $198). A 10% change in the Mexican peso exchange rate relative to the Canadian dollar would change the Company's comprehensive loss by $96 (April 30, 2025 – $96).

Price risk

The Company is exposed to price risk with respect to commodity and equity prices. Equity price risk is defined as the potential adverse impact on the Company's earnings due to movements in individual equity prices or general movements in the level of the stock market.

The Company closely monitors individual equity movements, and the stock market to determine the appropriate course of action to be taken by the Company.

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 of gold to determine the appropriate course of action to manage this risk.

Page 6

---

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

Exploration expenses

The Company has not had revenue from operations. The Company is primarily involved in geological exploration and resources and project development. The table below shows the significant expenditures for the current period ended January 31, 2026:

	Caballo Blanco		Pinos		Total
Salary, consulting and administration	$	109	$	20	$ 129
Equipment maintenance and rental		1		55	56
Concessions and permitting		(33)		-	(33)
Period ended January 31, 2026		77		75	152
Project to date – January 31, 2026	$	5,623	$	4,460	$ 10,083

During the period ended January 31, 2025, the Company incurred an exploration expense on general project investigation and evaluation expense on various projects:

	Caballo Blanco		Pinos		Total
Salary, consulting and administration	$	-	$	65	$ 65
Equipment maintenance and rental		-		40	40
Concessions and permitting		85		2	87
Period ended January 31, 2025		85		107	192
Project to date – January 31, 2025	$	5,521	$	4,338	$ 9,859

Related Party Transactions

The Company's related parties include its subsidiaries and key management personnel which consists of senior executive management and directors. Transactions with related parties for goods and services are made on normal commercial terms and are considered to be at arm's length.

Key management personnel include persons having the authority and responsibility for planning, directing, and controlling the activities of the Company as a whole. The key management personnel of the Company are the members of the Company's executive management team and Board of Directors. Compensation provided to key management personnel is as follows:

	Three months ended January 31,		Nine months ended January 31,
	2026	2025	2026	2025
Professional fees	$ 60	$ 39	$ 96	$ 122

Professional fees were paid and accrued to firms of which one of the partners has been the Chief Executive Officer, President or Chief Financial Officer of the Company.

As at January 31, 2026, the Company had amounts payable of $95 (April 30, 2025 – $73) to these parties. These amounts are unsecured and non-interest bearing, due on demand and included in accounts payable and accrued liabilities.

Page 7

---

Capital Risk Management

The Company manages its capital structure and makes adjustments in light of changes in its economic environment and the risk characteristics of the Company's assets. To effectively manage the entity's capital requirements, the Company has in place a planning, budgeting and forecasting process to help determine the funds required to ensure the Company has the appropriate liquidity to meet its operating and growth objectives. As at January 31, 2026, the Company will require to raise additional capital resources to support its normal operating requirements, planned development and exploration of its mineral properties. There are no externally imposed capital requirements to which the Company has not complied.

There has been no change to the Company's approach to capital management during the three and nine months ended January 31, 2026.

Internal controls and procedures

Disclosure controls and procedures are intended to provide reasonable assurance that information required to be disclosed is recorded, processed, summarized, and reported within the time periods specified by securities regulations and that the information required to be disclosed is accumulated and communicated to management. Internal controls over financial reporting are intended to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS. In connection with National Instrument 52-109 (Certificate of Disclosure in Issuer's Annual and Interim Filings) (“NI 52-109”), the Chief Executive Officer and Chief Financial Officer of the Company have filed a Venture Issuer Basic Certificate with respect to the financial information contained in the interim condensed consolidated financial statements for the three and nine months ended January 31, 2026, and this accompanying MD&A (together, the “Interim Filings”).

In contrast to the full certificate under NI 52-109, the Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures and internal control over financial reporting, as defined in NI 52-109. For further information, the reader should refer to the Venture Issuer Basic Certificates filed by the Company on SEDAR+ at www.sedarplus.ca.

Accounting estimates

The preparation of financial statements in conformity with IFRS, requires management to select accounting policies and make estimates and judgments that may have a significant impact on the audited consolidated financial statements. Estimates are continuously evaluated and are based on management's experience and expectations of future events that are believed to be reasonable under the circumstances. Actual outcomes may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

The Company's critical accounting judgements and estimates were presented in note 2 of its annual audited consolidated financial statements as at April 30, 2025, and have remained substantially unchanged and are still applicable to the Company unless otherwise indicated.

Material Accounting Policies

Full disclosure of the Company's accounting policies in accordance with IFRS can be found in Note 3 of its audited consolidated financial statements as at April 30, 2025, and have remained substantially unchanged and are still applicable to the Company unless otherwise indicated.

---

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

Risk and Uncertainties

The operations of the Company are speculative due to the nature of its business which is investment in the exploration and development of mining properties. These risk factors could materially affect the Company's future operating results and could cause actual events to differ materially from those described in forward-looking statements relating to the Company.

Operating Hazards and Risks

Exploration and development of natural resources involve many risks, which even a combination of experience, knowledge and careful evaluation may not be able to overcome. Operations in which the Company has a direct or indirect interest will be subject to all the hazards and risks normally incidental to exploration, development and production of resources, any of which could result in work stoppages, damage to persons or property and possible environmental damage. Although the Company has or will obtain liability insurance in an amount which it considers adequate, the nature of these risks is such that liabilities might exceed policy limits, the liabilities and hazards might not be insurable against, or the Company might not elect to insure itself against such liabilities due to high premium costs or other reasons, in which event the Company could incur significant costs that could have a material adverse effect upon its financial condition.

Title to Assets

Although the Company has or will receive title options for any concessions in which it has or will acquire a material interest, there is no guarantee that title to such concessions will be not challenged or impugned. In some countries, the system for recording title to the rights to explore, develop and mine natural resources is such that a title opinion provides only minimal comfort that the holder has title. Also, in many countries, claims have been made, and new claims are being made by aboriginal peoples that call into question the rights granted by the governments of those countries.

The successful exploration and development of the Company's properties is dependent on support from local communities. A community agreement may be required to permit the Company to conduct exploration activities on its projects. There is no assurance that such an agreement can be reached or, if reached, subsequently renewed or extended. The Company is committed to working in partnership with its local communities in a manner which fosters active participation and mutual respect. The Company works towards minimizing negative project impacts, encouraging certain joint consultation processes, addressing certain decision-making processes and towards maintaining meaningful ongoing dialogue. The Company regularly consults with the communities close to its exploration and development activities.

Management

The Company is dependent on a relatively small number of key employees, the loss of any of whom could have an adverse effect on the Company.

Requirement of New Capital

As an early exploration/development company, the Company typically needs more capital than it has available to it or can expect to generate through the sale of its products. In the past, the Company has had to raise, by way of debt and equity financing, considerable funds to meet its capital needs. There is no guarantee that the Company will be able to continue to raise funds needed for its business. Failure to raise the necessary funds in a timely fashion will limit the Company's growth. It is the intention of the Company to invest in cash-flowing assets, to migrate the business into a situation where the need to raise capital on the markets for continued operation is reduced over time.

Page 9

---

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

Metals Pricing Risk

The feasibility of the Company's mineral exploration and development is significantly affected by changes in the market price of gold and silver. Gold prices fluctuate widely and are affected by numerous factors beyond the Company's control. The level of interest rates, the rate of inflation, world supply of gold and stability of exchange rates can all cause significant fluctuations in gold prices. Such external economic factors are in turn influenced by changes in international investment patterns and monetary systems and political developments.

Risk of Foreign Operations

In Mexico, the jurisdiction in which the Company has its operations and mineral properties is subject to various political, economic and other uncertainties, including the risks of civil unrest, expropriation, nationalization, renegotiation or nullification of existing concessions, licenses, permits, approvals and contracts, and changing political conditions. In addition, in the event of a dispute arising from foreign operations, the Company may be subject to the exclusive jurisdiction of foreign courts or may not be successful in subjecting foreign persons to the jurisdiction of courts in Canada. It is not possible for the Company to accurately predict such developments or changes in laws or policy or to what extent any such changes may have a material adverse effect on the Company's operations.

Other Significant Risks

In addition to the foregoing, the Company's business risks include operating hazards, environmental and other government regulations, collection risk related to IVA, competition in the marketplace, and the market for our securities. Its properties are located in Mexico and are subject to the laws and regulations of that country. The Company carries on its exploration activity outside of Canada. Accordingly, it is subject to the risks associated with the fluctuation of the rate of exchange of the Canadian dollar and foreign currencies, in particular the U.S. dollar and the Mexican pesos. Such fluctuations may materially affect the Company's financial position and results.

Also, please refer to the "Cautionary Statement on Forward-Looking Information" at the end of the MD&A.

SUMMARY OF QUARTERLY RESULTS

	Jan 31, 2026 Q3-2026	Oct 31, 2025 Q2-2026	Jul 31, 2025 Q1-2026	Apr 30, 2025 Q4-2025	Jan 31, 2025 Q3-2025	Oct 31, 2024 Q2-2025	Jul 31, 2024 Q1-2025	Apr 30, 2024 Q4-2024	Jan 31, 2024 Q3-2024
Exploration expense	$ (15)	$ (1)	$ (136)	$ (72)	$ (92)	$ (47)	$ (53)	$ (121)	$ (93)
Stock-based compensation	-	-	-	-	-	-	-	127	-
General and administration (1)	(17)	(25)	(73)	(5)	38	(19)	(18)	(116)	(71)
Finance cost	(41)	(24)	(95)	(130)	(189)	(159)	(159)	(834)	(139)
Foreign exchange	75	(25)	126	365	(243)	(533)	30	(173)	45
Net loss	474	(101)	(93)	(168)	(610)	(832)	(265)	(12,852)	(258)
Other comprehensive income (loss)	(53)	68	222	(103)	(68)	216	183	429	246
Total comprehensive (loss) income	421	(33)	129	(271)	(678)	(616)	(82)	(12,423)	(12)
Basic & diluted loss per share	(0.00)	0.00	0.00	0.00	0.00	0.01	0.00	0.10	0.00

(1) General and administration include all administration expense including salary and wages, investor relations and development, regulatory and filing fees, travel, etc.

Three months ended January 31, 2026, compared to historical quarters

For the three months ended January 31, 2026 (Q3-2026), the Company reported net income of $474, compared to a net loss of $101 in Q2-2026, $93 in Q1-2026, $168 in Q4-2025, $610 in Q3-2025, $832 in Q2-2025, and $265 in Q1-2025. The improvement in net income relative to the immediately preceding

Page 10

---

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

quarter primarily reflects significant other income recognized during the period, a favorable foreign exchange gain, and continued lower finance costs, partially offset by ongoing general and administrative expenses.

Exploration expense remained minimal at $15 in Q3-2026, compared to $1 in Q2-2026, $136 in Q1-2026, $72 in Q4-2025, $92 in Q3-2025, $47 in Q2-2025, and $53 in Q1-2025, reflecting continued limited exploration activity as the Company focused on preserving cash.

General and administrative expenses totalled $17 in Q3-2026 (Q2-2026 – $25; Q1-2026 – $73; Q4-2025 – $5; Q3-2025 – $38; Q2-2025 – $19; Q1-2025 – $18), reflecting lower administrative activity compared to prior quarters while maintaining core corporate functions.

Finance costs were $41 in Q3-2026, compared to $24 in Q2-2026, $95 in Q1-2026, $130 in Q4-2025, $189 in Q3-2025, $159 in Q2-2025, and $159 in Q1-2025. Overall, finance costs remain significantly lower than prior-year levels following the settlement of the Company's debenture in July 2025.

Foreign exchange resulted in a gain of $75 in Q3-2026, compared to a loss of $25 in Q2-2026, a gain of $126 in Q1-2026, a gain of $365 in Q4-2025, a loss of $243 in Q3-2025, a loss of $533 in Q2-2025, and a gain of $30 in Q1-2025. The foreign exchange gain in the current quarter reflects favorable movements in the Canadian dollar relative to the U.S. dollar and Mexican peso, impacting the remeasurement of foreign-currency-denominated balances.

No stock-based compensation expense was recognized during the quarter, consistent with recent periods, as no new equity-based awards were granted and all prior awards had been fully expensed.

Other comprehensive loss for Q3-2026 was $53, compared to income of $68 in Q2-2026, income of $222 in Q1-2026, a loss of $103 in Q4-2025, a loss of $68 in Q3-2025, income of $216 in Q2-2025, and income of $183 in Q1-2025, reflecting foreign currency translation adjustments related primarily to the Company's Mexican subsidiaries.

As a result, the Company recorded total comprehensive income of $421 in Q3-2026, compared to a total comprehensive loss of $33 in Q2-2026 and total comprehensive income of $129 in Q1-2026, as well as total comprehensive losses of $271 in Q4-2025, $678 in Q3-2025, $616 in Q2-2025, and $82 in Q1-2025.

LIQUIDITY AND CAPITAL RESOURCES

A summary of the Company's cash position and changes in cash is as follows:

	Nine months ended January 31,
	2026	2025
Cash used in operating activities	$ 120	$ (856)
Cash used in investing activities	-	-
Cash provided by financing activities	-	-
Decrease in cash	120	(248)
Cash, end of the period	128	34

As at January 31, 2026, the Company's net working capital deficit remained largely unchanged from prior periods, reflecting limited cash resources and ongoing obligations. The Company continues to lack sufficient cash to materially improve its working capital position and is evaluating financing alternatives to support its operations and obligations.

Page 11

---

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

For the nine months ended January 31, 2026, cash used in operating activities was $120, compared to cash used of $856 in the prior year period. The reduced cash outflow primarily reflects lower corporate and operating expenditures during the period, consistent with the Company's continued focus on cost-control and cash-preservation measures.

There were no cash flows from investing or financing activities during the period (2025 – nil).

As a result, cash increased by $120 during the period, compared to a decrease of $248 in the prior year period, and the Company had a cash balance of $128 as at January 31, 2026 (January 31, 2025 – $34).

The Company's ability to continue as a going concern remains dependent on its ability to obtain additional financing through debt or equity financings, or through other strategic alternatives, in order to meet its obligations as they come due and to fund ongoing operations.

As at January 31, 2026, and as at the date of this report

Candelaria's authorized capital stock consists of an unlimited number of common shares without par value.

As at January 31, 2026, the Company has no share purchase warrants outstanding.

On June 28, 2025, a total of 18,000,000 share purchase warrants expired unexercised.

Stock options

The Company and did not grant any stock options during the three and nine months ended January 31, 2026, and the date of this report. As at December 30, 2025, the current number of stock options outstanding and exercisable are:

	Number of stock options ('000)	Weighted average exercise price
Outstanding, April 30, 2024 and 2025	480	$ 0.23
Issued	-
Expired	(280)	0.30
Cancelled	-
Outstanding, January 31, and March 31, 2026	200	$ 0.14

On July 27, 2025, a total of 280,000 stock options expired unexercised.

As at March 31, 2025, the number of stock options outstanding and exercisable were:

	Outstanding & Exercisable
Expiry date	Number of stock options ('000)	Exercise price	Remaining contractual life (years)
27-Apr-27	200	0.14	1.07
	200	$ 0.14

---

Docusign Envelope ID: 73FA081F-3AFB-4F5D-9810-4C6C56C86418

FORWARD-LOOKING STATEMENT

This MD&A contains forward-looking statements that involve risks and uncertainties, which may cause actual results to differ materially from the statements made. When used in this document, the words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" and similar expressions are intended to identify forward-looking statements. Such statements reflect our current views with respect to future events and are subject to such risks and uncertainties. Many factors could cause our actual results to differ materially from the statements made, including those factors discussed in filings made by us with the Canadian securities regulatory authorities. Should one or more of these risks and uncertainties, such as the actual results of current exploration and development programs, the general risks associated with the mining industry, the price of gold and other metals, reduced funding, currency and interest rate fluctuations, increased competition and general economic and market factors, occur or should assumptions underlying the forward-looking financial statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated or expected. We do not intend and do not assume any obligation to update these forward-looking statements, except as required by law. Shareholders are cautioned not to put undue reliance on such forward-looking statements.

This MD&A has been approved by the Board of Directors of the Company and contains certain information that is current to the date of the report. Events occurring after that date could render the information contained herein inaccurate or misleading in a material respect. The Company may, but is not obligated to, provide updates to forward-looking statements, including in subsequent news releases and its annual and interim MD&A as filed with regulatory authorities. Additional information relating to the Company is available on SEDAR+ at www.sedarplus.ca.

Qualified persons

Mr. Jim Cuttle, B. Sc, P.Geo. a qualified person as defined in National Instrument 43-101, has reviewed, and approved the technical information related to Caballo Blanco in this report.

Page 13