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Clean Energy Transition Inc. — Management Reports 2025
Sep 27, 2025
44285_rns_2025-09-26_91f4dc1e-9fbf-4495-85c3-da513ffbdbe4.pdf
Management Reports
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transition.inc
Clean Energy Transition Inc.
Form 51-102F1
Management's Discussion and Analysis
For the three months ended July 31, 2025
This Management's Discussion and Analysis ("MD&A") has been prepared by management as of September 26, 2025 and should be read in conjunction with the unaudited condensed interim consolidated financial statements of Clean Energy Transition Inc., ("Clean Energy Transition Inc.," "transition.inc.," or the "Company"), for the three months ended July 31, 2025, and the audited consolidated financial statements of Clean Energy Transition Inc. for the year ended April 30, 2025, prepared in accordance with International Financial Reporting Standards ("IFRS"). All dollar figures are expressed in Canadian dollars unless otherwise indicated. Further information on the Company can be found on SEDAR+ at www.sedarplus.ca and the Company's website transition.inc.
Cautionary Statement on Forward Looking Statements
This MD&A includes some statements that may be considered "forward-looking statements." All statements in this discussion that address the Company's expectations about future exploration and development are forward-looking statements. Although the Company believes the expectations presented in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploration successes, permitting successes, availability of capital and financing, and general economic, market, and business conditions. Readers are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. The forward looking statements herein are made as of the date of this MD&A only; the Company does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law.
Clean Energy Transition Inc.
Management's Discussion and Analysis
Three months ended July 31, 2025
Corporate Summary and Overall Performance
In 2024, Clean Energy Transition Inc. or transition.inc pivoted to focus across three main areas, for opportunities to generate positive cash flow, across the energy transition. First, the Company includes a Quartz division- focused on advancing its silica/quartz business with the Snow White Project in Ontario and the Silicon Ridge Project in Québec. The silica in high-quality quartz can be used to make silicon metal, a key component in both lighter, stronger car bodies and solar energy panels. Secondly, the Company owns and is working on advancing low carbon production opportunities in a Critical Minerals division. The transition to cleaner energy will depend on critical energy transition minerals. Minerals – such as copper, lithium, nickel, cobalt – are essential components in many of the new clean energy technologies and required infrastructure- from wind turbines and grid refurbishment to electric vehicles. Finally, transition.inc has a third area of focus - working on other business opportunities, related to the energy transition.
This pivot builds on the Company's history since 1985, during which it has mainly been focused on the exploration and development of critical energy transition metals.
On November 12, 2024 the Company announced further details about the Ontario mining lease it acquired in the summer. The lease hosts the Langmuir North and Langmuir #1 Deposits which the Company had consolidated and will refer to the assets as the "Aurora Nickel Project", incorporating the Aurora North and Aurora South Deposits. The Aurora Nickel Project is approximately 25 kilometres southeast of Timmins, Ontario and the mining lease incorporates ~905 hectares.
Micon International Limited ("Micon") previously completed a Mineral Resource Estimate ("MRE") for the Aurora Nickel Project (reference Sedar+ filed report titled "Technical Report on the Initial MRE for the Langmuir North and Langmuir #1 Nickel Deposits, Langmuir Township, Ontario, Canada" issued January 6, 2010, revised June 4, 2015) and this MRE is considered historical in nature.
The Company also announced that Micon had begun work to update the historic MRE (see detail below).
On December 23, 2024, the Company announced the closing of a non-brokered private placement of Flow-Through Units ("FT Units"), whereby it issued 5,312,500 FT Units at a price of $0.08 per FT Unit for aggregate gross proceeds of $425,000 (the "Offering"). Sean Samson, President, CEO, and a director of the Company participated in the Offering, purchasing 375,000 FT Units.
Under the Offering, each FT Unit consisted of one flow-through common share ("FT Share"), and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder thereof to purchase one common share in the capital of the Company at a price of $0.12 for a period of thirty-six months following the date of issuance.
Closing of the Offering was subject to certain customary conditions, including, without limitation, final approval of the TSX-V (approved), and all of the securities issued under the Offering were subject to a four-month and one-day statutory hold period, along with a 15-month contractual hold period from the date of issuance. The Company did not pay any finders' fees in cash or securities under the Offering.
On March 3, 2025 the Company announced an updated MRE prepared in accordance with National Instrument 43-101 – Standards of Disclosure for Mineral Projects ("NI 43-101") at the Aurora Nickel Project. The MRE contains an Indicated Mineral Resource of 10.5 million tonnes ("Mt") at an average 0.44% Ni grade. The Aurora Nickel Project, incorporates the Aurora North and Aurora South Deposits. The Aurora North contains an Indicated Mineral Resource of 8.5 Mt at an average 0.4% Ni grade, likely mined by open-pit and the Aurora South contains an Indicated Mineral Resource of 2.0 Mt at an average 0.65% Ni grade, likely mined with an underground method.
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Clean Energy Transition Inc.
Management's Discussion and Analysis
Three months ended July 31, 2025
Table 1- Aurora Nickel Project Mineral Resource Statement
| Deposit | Mining Method | Category | Cut-off Grade | Tonnage (Mt) | Average Value | Contained Nickel | |
|---|---|---|---|---|---|---|---|
| Ni % | Ni % | Pounds | Tonnes | ||||
| Aurora North | Open Pit (OP) | Indicated | 0.25 | 8.5 | 0.40 | 74.0M | 34K |
| Aurora South | Underground (UG) | Indicated | 0.40 | 2.0 | 0.65 | 28.2M | 13K |
| Total | OP+UG | Indicated | 10.5 | 0.44 | 102.2M | 47K |
- The effective date of this Mineral Resource Estimate is March 3, 2025.
- The MRE presented above uses economic assumptions for both surface mining and underground mining.
- The MRE has been classified in the Indicated category following spatial grade continuity analysis and geological confidence.
- The economic parameters were in CAD and used metal prices of $12.67/lb Ni, with metallurgical recovery of 77%, an open pit mining cost of $3/t and underground mining cost of $60/t, Processing cost of $20/t and a General & Administration cost of $5/t.
- For open pit mining, a slope angle of 53° has been considered.
- The Aurora North and South deposit block models use a block size of 10 m x 20 m x 20 m.
- Charley Murahwi, M.Sc., P.Geo., FAusIMM and Chitrali Sarkar, M.Sc., P.Geo. from Micon International Limited are the Qualified Persons (QPs) for the current Mineral Resource Estimate (MRE).
- Mineral resources unlike mineral reserves do not have demonstrated economic viability. The estimate of mineral resources may be materially affected by environmental, permitting, legal, title, taxation, socio-political, marketing, or other relevant issues.
- The mineral resources have been estimated in accordance with the CIM Best Practice Guidelines (2019 and 2023) and the CIM Definition Standards (2014).
- Totals may not add correctly due to rounding.
A Technical Report in support of the MRE was filed on SEDAR+ (www.sedar.com) on April 14, 2025.
For context - equivalent number of Electric Vehicles in the MRE's Contained Nickel
It is estimated that the average electric vehicle battery requires ~145 pounds of nickel (Bloomberg New Energy Finance ("BNEF") estimate, for a 100kWh battery¹). Based on this, the Contained Nickel in the Aurora Nickel Project's MRE represents the equivalent nickel required to produce more than 705,000 electric vehicles or 70.5 gigawatt-hours ("GWh") of potential battery storage. For context, this is more than 5x the total 2023 new Battery EV registrations in Canada.²
Much of the previous year was spent focused on trying to develop the quartz business. With the Snow White Project in Ontario this included continued marketing discussions. For the Silicon Ridge Project in Québec, it was towards trying to unlock value through paths to advance the asset. These discussions have continued into the first quarter of this year but have been hampered by the ongoing uncertainty around trade barriers and tariffs on exports.
On November 6, 2024 the Company announced production from its quartz business. Samples from the Snow White Quartz Project in Ontario had been sent to the US and to Canada, to customers whose businesses include the production of silicon ("MG-Si") and ferrosilicon alloys. These customers require test
¹ Company estimates, based on BNEF calculations https://tinyurl.com/3xswdn8k.
² Company estimates, based on 139,501 Battery EVs registered in Canada (StatsCan) https://tinyurl.com/3z8penz7.
Clean Energy Transition Inc.
Management's Discussion and Analysis
Three months ended July 31, 2025
samples to run through their smelters, for performance verification and hopefully then, for negotiation of long-term supply contracts.
In late spring, the potential Canadian customers for the Company's quartz ran the quartz sample through their smelters for performance verification. As noted in the Company's annual filings, this testing confirmed that our material can be transformed into MG-Si. Historically, that MG-Si would be sold by these potential Canadian customers either into Quebec's aluminum industry or across the border into the U.S., where it is further transformed into polysilicon for solar cells. Both of those outlets have been disrupted by recent U.S. trade policy. Tariffs on Quebec aluminum — 25% in March, rising to 50% by June — have crippled exports, which historically accounted for nearly 90% of production. The U.S. solar industry has also been unsettled by recent announcements, leaving buyers uncertain about the path forward. This has rattled the value chain to the point that despite positive test results, we have not entered commercial negotiations with the buyer, because of the general uncertainty.
For context - equivalent number of GW of Solar Panels in the Snow White's Contained Quartz
The Company drilled Snow White and M. Plan International (now Micon) completed a NI 43-101 Technical Report, which classified a Mineral Resource with 486,000 Indicated tonnes and 271,000 Inferred tonnes of quartz in the Snow White Main Zone. Subsequent to the Resource, the Company has identified continued quartz along a 1km trend, and surface-sampled from the Mirror and Pure White Zones.
A Technical Report in support of the MRE was filed on SEDAR+ (www.sedar.com) on August 4, 2018.
The Company estimates ~2.5 tonnes of low-impurity quartz produces 1 tonne of MG-Si. 1 tonne of MG-Si produces 0.8 tonnes of polysilicon. ~3.5g of polysilicon is used per watt in Solar Modules and Panels, or 3.5 tonnes per megawatt. Therefore, ~10.94 tonnes of low-impurity quartz is required for 1 megawatt of solar power. Natural Resources Canada estimates Canada's installed solar capacity to be 6,452 megawatts or, ~6.5 gigawatts ("GW").
For context, the Snow White Main Zone Resource could potentially produce >69 GW of energy generating solar panels. That's 10x Canada's current installed solar generation.
Since 1985 the Company has been focused on the exploration and development of critical energy transition metals and there is a direct throughline from Clean Energy Transition Inc's mining assets- which we think of as energy-generating solar panels and energy-storing batteries, in the ground, and the additional business opportunities the Company is exploring, related to the energy transition.
Results of Operations
Three months ended July 31, 2025
For the three months ended July 31, 2025 ("Q1-2026"), the Company incurred a net comprehensive loss of ($285,897) compared to ($507,396) for the three months ended July 31, 2024 ("Q1-2025"). The significant changes in revenue and expenses between the periods is a result of the following:
- A decrease in gain on sale of marketable securities to $nil (Q1-2025 – $344,925);
- A decrease in unrealized loss on marketable securities to $116,850 (Q1-2025 – $454,891) as the Company sold certain securities in Q1-2025 realizing gains previously recognized as unrealized gains in OCI.
- A decrease in compensation and benefits expense to $51,565 (Q1-2025 – $164,675);
- A decrease in exploration expenses to $35,080 (Q1-2025 – $192,910).
3 https://natural-resources.canada.ca/energy-sources/renewable-energy/solar-energy
Clean Energy Transition Inc.
Management's Discussion and Analysis
Three months ended July 31, 2025
Summary of Quarterly Results
The following table sets forth selected results of operations for the Company's eight most recently completed quarters, compiled from the Company's quarterly and annual financial statements.
| Period | Quarter Ending | Revenue ($) | Net Income (Loss) ($) | Net Income (Loss) per Share ($) |
|---|---|---|---|---|
| Q1-2026 | July 31, 2025 | - | (169,047) | (0.00) |
| Q4-2025 | April 30, 2025 | (16,456) | (144,331) | (0.01) |
| Q3-2025 | January 31, 2025 | 143,041 | (169,063) | (0.00) |
| Q2-2025 | October 31, 2024 | - | (124,450) | (0.00) |
| Q1-2025 | July 31, 2024 | - | (52,505) | (0.00) |
| Q4-2024, Rogue Stone wound down. | ||||
| Q4-2024 | April 30, 2024 | - | (274,800) | (0.01) |
| Q3-2024 | January 31, 2024 | 12,000 | (134,329) | (0.00) |
| Q2-2024 operations ended at Rogue Stone quarries. | ||||
| Q2-2024 | October 31, 2023 | 196,514 | (819,551) | (0.02) |
Liquidity and Capital Resources
transition.inc is focused on opportunities to generate positive cash flow across the energy transition. For its mineral properties, the Company has not yet determined whether the properties contain ore reserves that are economically recoverable. The recoverability of amounts shown for exploration and evaluation assets are dependent upon the existence of economically recoverable reserves, securing and maintaining title and beneficial interest in the properties, the ability of the Company to obtain necessary financing to complete the development of those reserves, and upon future profitable production or proceeds from the disposition of the exploration and evaluation assets.
The Company had working capital of $658,363 as at July 31, 2025 compared to working capital of $941,871 as at April 30, 2025. As at July 31, 2025, the Company's cash on hand was $674,905 (April 30, 2025 - $858,135). The Company has sufficient working capital to cover its current liabilities.
Commitments and Contingencies
As at July 31, 2025, the Company has no equipment lease agreement remaining. The Company has successfully met 46% of its flow-through commitment related to its December 23, 2024 financing. The Company has committed to spending $425,000 in flow-through eligible exploration expenditures.
Off-Balance Sheet Arrangements
The Company has not entered into any off-balance sheet arrangements.
Clean Energy Transition Inc.
Management's Discussion and Analysis
Three months ended July 31, 2025
Transactions with Related Parties
a) Compensation of key management personnel
The Company's key management personnel have authority and responsibility for planning, directing and controlling the activities of the Company and consist of its directors, President and Chief Executive Officer and Chief Financial Officer. Compensation of the directors, officers and/or companies controlled by these individuals for the three months ended July 31, 2025 and 2024 were as follows:
| Three months ended July 31, | 2025 | 2024 |
|---|---|---|
| Key management compensation | $ 58,566 | $ 173,113 |
| Director compensation | 16,875 | - |
| Stock based compensation | - | 3,348 |
| Total compensation of key management personnel | $ 75,441 | $ 176,461 |
b) Related party balances
Amounts due to related parties amounted to $51,573 as at July 31, 2025 (April 30, 2025 - $39,801). Amounts due to related parties are unsecured, non-interest bearing and have no specific repayment terms.
Critical Accounting Estimates
The preparation of the Company's consolidated financial statements requires management to make judgments and estimates that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and reported amounts of expenses during the reporting period. Actual outcomes could differ from these estimates. The consolidated financial statements include estimates which, by their nature, are uncertain. The impact 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 may affect both the period of revision and future periods.
Significant assumptions about the future and other sources of estimation uncertainty that management has made at the statement of financial position date, that could result in a material adjustment to the carrying amounts of assets and liabilities, in the event that actual results differ from assumptions made, relate to, but are not limited to, the following:
a. Determination of cash generating units
In performing impairment assessments of corporate assets, assets that cannot be assessed individually are grouped together into the smallest group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. Management is required to exercise judgment in identifying these cash generating units ("CGUs").
b. Recoverability of asset carrying values
Management is required to assess impairment in respect of intangible exploration and evaluation assets. Note 9 discloses the carrying value of these assets. The triggering events for the impairment of exploration and evaluation assets are defined in IFRS 6 Exploration and Evaluation of Mineral Resources
Impairment of exploration and evaluation assets is assessed at the CGU level. The Company has used each of its mineral properties to establish its CGUs. In making the assessment, management is required to make judgments on the status of each project and the future plans towards finding commercial reserves. The nature of exploration and evaluation activity is such that only a proportion of projects are ultimately successful and some assets are likely to become impaired in future periods.
Clean Energy Transition Inc.
Management's Discussion and Analysis
Three months ended July 31, 2025
The Company assesses its equipment and producing assets for possible impairment if there are events or changes in circumstances that indicate that carrying values of the assets may not be recoverable, or at least annually.
The assessment of any impairment of equipment and producing assets is dependent upon estimates of recoverable amounts that take into account factors such as production estimates, decline in sales volumes, economic and market conditions affecting prices, timing of cash flows, future development costs, and the useful lives of assets and their related salvage values.
c. Classification of exploration and evaluation assets
Judgement is required in determining whether technical feasibility and commercial viability have been established by an economically viable extraction operation and commitment of sufficient financial resources to pursue development in determining whether the exploration and evaluation assets should be reclassified to producing assets.
d. Depreciation and depletion
Depletion of producing assets is provided using the unit-of-production method based on the production volume forecast, as determined annually by management and independent engineers.
e. Fair value of assets acquired and consideration
The fair value of consideration to acquire the assets (Note 7) comprised of common shares and cash. Common shares were valued on the date of issuance. The Company applied IFRS 2 Share-based Payments in accounting for the acquisitions.
f. Determination of control of subsidiaries and significant influence
Judgment is required to determine when the Company has control of subsidiaries or joint control or joint arrangements. This requires an assessment of the relevant activities of the investee, being those activities that significantly affect the investee's returns, including operating and capital expenditure decision-making, financing of the investee, and the appointment, remuneration and termination of key management personnel; and when the decisions in relation to those activities are under the control of the Company or require unanimous consent from the investors. Judgment is also required when determining the classification of a joint arrangement as a joint venture or a joint operation through an evaluation of the rights and obligations arising from the arrangement. Changes to the Company's access to those rights and obligations may change the classification of that joint arrangement. Based on assessment of the relevant facts and circumstances, the Company concluded that it controls 2723493 Ontario Inc., 2712428 Ontario Inc. 2701674 Ontario Inc. and Clean Metals Inc.
The Company applies the equity method to account for its investments when the Company determines that it has significant influence in the investees. Significant influence is the power to participate in the financial and operating policy decision of the investee but not control of those policies and management uses judgment in determining whether significant influence exists. Judgment is exercised in the evaluation of its voting power and potential voting rights by examining all facts and circumstance in determining its powers to participate in the financial and operating policy decisions of an investee.
g. Accrued liabilities
The Company has applied judgment in recognizing accrued liabilities, including judgment as to whether the Company has a present obligation (legal or constructive) as a result of a past event; whether it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation; and whether a reliable estimate can be made of the amount of the obligation.
h. Share based compensation
The Company has applied estimates in the inputs used in accounting for share based compensation in the consolidated statements of loss and comprehensive loss.
i. Deferred income tax assets
Clean Energy Transition Inc.
Management's Discussion and Analysis
Three months ended July 31, 2025
The Company has applied judgment in the inputs used in assessing the recoverability of deferred income tax assets to the extent that the deductible temporary differences will reverse in the foreseeable future and that the Company will have future taxable income.
Financial Instruments and Other Instruments
The Company has not entered into any specialized financial agreements to minimize its investment risk, currency risk or commodity risk. As of the date hereof, the Company's investment in exploration and evaluation assets has full exposure to commodity risk, both upside and downside.
Changes in Accounting Policies
As of July 31, 2025, there are no IFRS or IFRIC interpretations with future effective dates that are expected to have a material impact on the Company's consolidated financial statements. The Company has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective. These policies and all accounting policies and new standards that are not yet adopted are disclosed in the year ended April 30, 2025 financial statements.
Outstanding Share Data
As at the date of this MD&A, a total of 41,743,850 common shares were issued and outstanding.
As mentioned earlier, on December 23, 2024, the Company announced the closing of its non-brokered private placement of FT Units, whereby it issued 5,312,500 FT Units at a price of $0.08 per FT Unit for aggregate gross proceeds of $425,000. Sean Samson, President, CEO, and a director of the Company participated in the Offering, purchasing 375,000 FT Units. Each FT Unit consisted of one FT Share and one-half of one common share purchase warrant. Each Warrant entitles the holder thereof to purchase one common share in the capital of the Company at a price of $0.12 for a period of thirty-six months following the date of issuance.
On February 23, 2024, the Company announced that it had granted 1,300,000 stock options to directors, and officers of the Company. The stock options are exercisable at a price of $0.05 per share, expire in seven years, and vest over a period of one year, with one half of the options vesting immediately, and one half vesting at the end of the first anniversary of the date of grant. The options were granted for a term of seven years and expire on February 23, 2031.
The following table summarizes the Company's stock options outstanding as of the date of this MD&A.
| Expiry Date | Exercise Price | Number of Options Exercisable | Number of Options Outstanding |
|---|---|---|---|
| January 15, 2027 | $0.07 | 680,000 | 680,000 |
| August 14, 2027 | $0.09 | 865,000 | 865,000 |
| December 18, 2027 | $0.08 | 340,000 | 340,000 |
| February 23, 2031 | $0.05 | 1,300,000 | 1,300,000 |
| Total | 3,185,000 | 3,185,000 |
The following table summarizes the Company's warrants outstanding as of the date of this MD&A.
| Expiry Date | Exercise Price | Number of Warrants Outstanding |
|---|---|---|
| December 23, 2027 | $0.12 | 2,656,250 |
Clean Energy Transition Inc.
Management's Discussion and Analysis
Three months ended July 31, 2025
Investor Relations, Promotion and Product Marketing
During the quarter ended July 31, 2025, the Company did not hire contractors for investor support.
Disclosure Controls and Procedures
Disclosure controls and procedures ("DC&P") 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 information required to be disclosed is accumulated and communicated to management. Internal controls over financial reporting ("ICFR") are intended to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purpose in accordance with Canadian generally accepted accounting principles.
TSX Venture listed companies are not required to provide representations in the annual filings relating to the establishment and maintenance of DC&P and ICFR, as defined in Multilateral Instrument 52-109. In particular, the CEO/CFO certifying officers do not make any representations relating to the establishment and maintenance of (a) 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 (b) 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. The issuer'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 their certificates regarding the absence of misrepresentations and fair disclosure of financial information. 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 Multilateral Instrument 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
The Company is subject to a number of risks and uncertainties due to the nature of its business. The Company's exploration and development activities expose the Company to various financial and operational risks that could have a significant impact on its level of operating cash flows in the future. Readers are advised to study and consider risk factors stressed below.
The following are identified as main risk factors that could cause actual results to differ materially from those stated in any forward-looking statements made by, or on behalf of, the Company.
Financing
The Company's future financial success depends on the ability to raise additional capital from the issuance of shares, borrowing from lenders or the discovery of properties which could be economically justifiable to develop. Such development could take years to complete and resulting income, if any, is difficult to determine. The sales value of any commodities potentially discovered by the Company is largely dependent upon factors beyond the Company's control, such as the market value of the products produced.
Similarly, the Company's efforts to identify additional opportunities from across the energy transition more broadly, will be dependent on the Company's capacity to finance these identified opportunities.
General Resource Exploration Risks and Competitive Conditions
The resource exploration industry is an inherently risky business with significant capital expenditures and volatile metals markets. The marketability of any minerals discovered may be affected by numerous factors that are beyond the Company's control and which cannot be predicted, such as market fluctuations, mineral markets and processing equipment, and changes to government regulations, including those relating to
Clean Energy Transition Inc.
Management's Discussion and Analysis
Three months ended July 31, 2025
royalties, allowable production, importing and exporting of minerals, and environmental protection. This industry is intensely competitive and there is no guarantee that, even if commercial quantities are discovered, a profitable market will exist for their sale. The Company competes with other junior exploration companies for the acquisition of mineral claims as well for the engagement of qualified contractors. Metal prices have fluctuated widely in recent years, and they are determined in international markets over which the Company has no influence.
Governmental Regulation and Support
Regulatory standards continue to change, making the review process longer, more complex and therefore more expensive. Exploration and development on the Company's properties are affected by government regulations relating to such matters as environmental protection, health, safety and labour, mining law reform, restrictions on production, price control, tax increases, maintenance of claims, and tenure. There is no assurance that future changes in such regulations couldn't result in additional expenses and capital expenditures, decreasing availability of capital, increased competition, reserve uncertainty, title risks, and delays in operations. The Company relies on the expertise and commitment of its management team, advisors, employees and contractors to ensure compliance with current laws.
Similarly, the Company's work in critical minerals, in addition to its efforts to identify additional opportunities from across the energy transition more broadly, are enhanced by support of various levels of government. This current support may not continue and could decrease, based on political priorities.
Product Marketing
The markets for sale of minerals are often quite opaque and challenging for new entrants to break into. This is the case for the sale of silica, the primary product from the Quartz business. The Company has worked with expert consultants to characterize the material, plan the project and identify the sales market. Management continues to aggressively market the material across various identified sales verticals, with the objective to confirm buyers and verify the economic nature of the project. However, at October 31, 2023, the Company wrote down the full carrying value of Snow White to $nil because even though permitted, Management felt that marketing the product was becoming too challenging. (Subsequent market interest in the product has reignited discussion around producing silica/quartz from Snow White).
Approval
The Board of Directors of the Company has approved the contents of this Management's Discussion and Analysis on September 26, 2025.
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