ExGen Resources Inc. — Management Reports 2022

Nov 24, 2022

FORM 51-102F1 Management Discussion and Analysis

ExGen Resources Inc. For the period ended September 30, 2022

Date: November 24, 2022

The following IWdW][c[djvi Discussion and Analysis )sI@'=t is provided by the management of ExGen Resources Inc. )sAnC[dt or the s?ecfWdot for the period ended September 30, 2022 and is based on information available to November 24, 2022. This discussion and analysis focuses on the operating and financial results and should be read in Yed`kdYj_ed m_j^ j^[ ?ecfWdovi YedZ[di[Z Yedieb_ZWj[Z _dj[h_c _dWdY_Wb ijWj[c[dji _dYbkZ_d] dej[i \eh j^[ f[h_eZ ended September 30, 2022 and the audited consolidated financial statements including notes for the year ended December 31, 2021 and 2020, )j^[ s_dWdY_Wb ijWj[c[djit, m^_Y^ Wh[ fh[fWh[Z _d WYYehZWdY[ m_j^ Edj[hdWj_edWb Financial Reporting OjWdZWhZi )sEBNOt. =ZZ_j_edWb _d\ehcWj_ed h[bWj_d] je j^[ ?ecfWdo _i WlW_bWXb[ ed OA@=N Wj www.sedar.com.

Overall Performance

ExGen is a Canadian junior resource company listed on the TSX Venture Exchange focused on building a diverse portfolio of joint venture and royalty interests across various exploration stages and commodity groups. ExGen currently has two projects in Canada and thee projects in the United States. The ?ecfWdovi Xki_d[ii ceZ[b [dYecfWii[i those aspects of the mineral industry that range from exploration to the acquisition of minority interests and/or royalty streams on mineral projects. The Company plans to acquire and advance these projects through exploration with the objective to optioning these exploration projects to third parties, while keeping a retained and/or participating interest. This business model significantly reduces the technical and financial risk for the Company by attracting partner companies to fund the exploration and development of our projects. Through this joint venture business model, the Company is able to expose its shareholders to both discovery and potential future cash flow from production while minimizing share dilution. ExGen will continue to opportunistically seek out royalty and minority interests in other mineral projects in safe mining jurisdictions. ExGen is also actively evaluating additional merger and acquisition opportunities within the junior exploration and mining sector.

Qualified Person

Kieran Downes, Ph.D., P. Geo., a Qualified Person as defined by National Instrument 43-101, has reviewed and verified the technical information provided in this release. All technical information provided in the MD&A has been previously disclosed by way of news releases made by ExGen.

Exploration Activities and Results

Empire Mine Project

r The Empire Project is located in southeast central Idaho, in Alder Creek Mining District approximately 3.3 miles southwest of the town of Mackay and 97 miles west of Idaho Falls. ExGen owns 20% and Phoenix Copper Limited (was Phoenix Global Mining Ltd.) emdi 80& e\ Gedd[n N[iekhY[i, EdY. )sGedd[nt*, m^_Y^ ^ebZi j^[ b[Wi[i WdZ YbW_ci je the Empire Mine Project. E nC[d \khj^[h ^Wi W 2.5& JON heoWbjo ed j^[ Acf_h[ I_d[ Lhe`[Yj WdZ _i ed[ e\ L^e[d_nvi largest shareholders, owning 1,330,000 common shares.

A past producer, the reported historical production of the Empire Mine is 694,000 tonnes with recovered grades of 3.64% copper, 1.65 g/t gold and 53.9 g/t silver from underground workings during the period 1901 to 1942. US Bureau of Mines records show that the head grades were between 6% and 8% copper. The Empire Mine produced an additional 115,500 tonnes from 1943 intermittently to 1973, with recovery grades of 2.27% copper, 1.11 g/t gold and 23.76 g/t silver. The property is classified as a polymetallic copper skarn. The mineralization is represented by a near-vertical zone of copper-gold-silver sulphide mineralization located within and below a larger zone of lower-grade copper-oxide mineralization. Previous work on the property has encountered oxide and sulphide copper mineralization over a strike length of 1,200m, a width of 6 to 70m and to a depth of more than 300m.

On October 28, 2020, ExGen reported data from updated NI 43-10 resource estimate for the Empire Mine Project, in ?kij[h ?ekdjo, EZW^e, QO= )j^[ sAcf_h[ I_d[t fh[fWh[Z Xo DWhZ NeYa ?edikbj_d], HH? )sDN?t.

The results of the Empire Mine work programme, to date, were published throughout the period 2017 to present, and YWd X[ \ekdZ _d j^[ ?ecfWdovi d[mi h[b[Wi[i _b[Z ed OA@=N )mmm.i[ZWh.Yec*.

Highlights

• New NI 43-101 resource reported at the Empire Mine oxide open pit based on future recovery of copper, zinc, gold and silver increases Measured & Indicated resources by 19%

• Measured and Indicated resource r 22.9 million tonnes (May 2020: 19.3 million tonnes) r an increase of 19%

• Gold r 238,406 ounces (May 2020: 217,500 ounces) r an increase of 10%

• Silver r 7.59 million ounces (May 2020: 6.82 million ounces) r an increase of 11%

o Copper r 87,543 tonnes (May 2020: 81,948 tonnes) r an increase of 7% o Zinc r 43,871 tonnes (May 2020: 37,650 tonnes) r an increase of 17% Updated resource established following a 32-hole drilling programme, at a direct cost of less than $300,000, and representing 7% of a total of 445 holes drilled at site

An updated Preliminary Economic Assessment is underway for the Empire Mine Open Pit project based on this current October 2020 resource update and recent environmentally friendly metallurgical test work

Empire Mine - 2020 Resource Update

In May 2020, an NI 43-101 compliant resource for the Empire polymetallic open pit was generated for an agitation jWda b[WY^ fbWdj je h[Yel[h ]ebZ WdZ i_bl[h ki_d] Wcced_kc j^_eikb\Wj[ )s=POt* b[WY^, \ebbem[Z Xo Yeff[h WdZ p_dY tank leach in the same circuit. The current gold and silver price performance, coupled with the more environmentally friendly sodium cyanide alternative ATS, has provided an opportunity to expand the Empire resource base to include all metals.

Using the same modelling parameters used in the May 2020 resource update and adding the assays from the recent 32-hole drilling programme, HRC estimated this updated NI 43-101 compliant resource using the value of all gold, silver, copper and zinc in the deposit using a cut-off grade of 0.292% copper equivalent oxide, and 0.497% copper equivalent sulphide, compared with the May 2020 resource at a copper equivalent only cut-off of 0.36%, is tabulated as follows: -

Mineral Resource Statement for Empire Mine, after Hard Rock Consulting October, 2020

				Average Grade	Average Grade	Average Grade			Metal Content	Metal Content
		Cu	Cu	Zn	Ag	Au	Cu	Zn	Ag	Au	Cu
CLASS	Tonnes
		Equiv %									Equiv
			%	%	g/t	g/t	tonnes	tonnes	ozs	ozs	Tonnes
Measured	8,289,719	0.81	0.42	0.22	11.4	0.327	34,655	18,160	3,031,791	87,036	67,013
Indicated	14,619,340	0.72	0.36	0.18	9.7	0.322	52,888	25,711	4,563,407	151,370	105,899
M+I	22,909,059	0.75	0.38	0.19	10.3	0.324	87,543	43,871	7,595,198	238,406	172,912
Inferred	10,612,556	0.75	0.40	0.14	7.4	0.343	42,098	14,569	2,538,574	117,117	79,296

*Notes: Mineral resources that are not mineral reserves do not have demonstrated economic viability. Inferred mineral resources are that part of the mineral resource for which quantity and grade or quality are estimated on the basis of limited geologic evidence and sampling, which is sufficient to imply but not verify grade or quality continuity. Inferred mineral resources may not be converted to mineral reserves. It is reasonably expected, though not guaranteed, that the majority of Inferred mineral resources could be upgraded to Indicated mineral resources with continued exploration. Mineral resources are reported at a 0.36% CuEq cutoff. The CuEq is calculated based on the following assumptions: a long-term copper price of US$3.30/lb; gold price of US$1,650/oz; silver price of US$19.25/oz; zinc price of $1.21/lb; assumed combined operating ore costs of US$19.25/t (process, general and administrative and mining taxes); refining costs of $0.10/lb of CuEq; metallurgical recoveries of 85% for copper, 85% for gold; 65% for silver and 60% for zinc and a 2.5% royalty.

These Mineral Resource are considered to be amenable to open-pit mining and are constrained by a conceptual Lersch Grossman pit shell generated on the same costs, metal prices and recoveries used in the above CuEq calculation and an average mining cost of $1.80/t and variable pit slope angles that ranged from 45 r 52[o] .

Rounding may result in apparent differences between when summing tons, grade and contained metal content. Tonnage and copper and zinc grade measurements are in Imperial units. Gold and silver grades are reported in metric g/tonne units to remain consistent with past reporting formats.

Mineral Resource Statement for Empire Mine, after Hard Rock Consulting May, 2019

		Average Grade	Average Grade	Average Grade			Metal Content	Metal Content
CLASS	Tonnes	Cu	Zn	Ag	Au	Cu	Zn	Ag	Au
		%	%	g/t	g/t	tonnes	tonnes	ozs	ozs
Measured	6,176,000	0.49	0.21	12.2	0.26	30,419	12,864	2,419,000	51,000
Indicated	8,993,000	0.48	0.19	12.5	0.30	43,453	16,949	3,618,000	88,000
M+I	15,169,000	0.49	0.20	12.4	0.28	73,872	29,813	6,038,000	139,000
Inferred	4,271,000	0.44	0.13	9.8	0.32	18,993	5,449	1,340,000	44,000

Mineral resources that are not mineral reserves do not have demonstrated economic viability. Inferred mineral resources are that part of the mineral resource for which quantity and grade or quality are estimated on the basis of limited geologic evidence and sampling, which is sufficient to imply but not verify grade or quality continuity. Inferred mineral resources may not be converted to mineral reserves. It is reasonably expected, though not guaranteed, that the majority of Inferred mineral resources could be upgraded to Indicated mineral resources with continued exploration.

Mineral resources are reported at a 0.36% CuEq cutoff. The CuEq is calculated based on the following assumptions: a long-term copper price of US$3.30/lb; gold price of US$1,650/oz; silver price of US$19.25/oz; zinc price of $1.21/lb; assumed combined operating ore costs of US$19.25/t (process, general and administrative and mining taxes); refining costs of $0.10/lb of CuEq; metallurgical recoveries of 85% for copper, 85% for gold; 65% for silver and 60% for zinc and a 2.5% royalty.

These Mineral Resource are considered to be amenable to open-pit mining and are constrained by a conceptual Lersch Grossman pit shell generated on the same costs, metal prices and recoveries used in the above CuEq calculation and an average mining cost of $1.80/t and variable pit slope angles that ranged from 45 r 52[o] . Rounding may result in apparent differences between when summing tons, grade and contained metal content. Tonnage and copper and zinc grade measurements are in Imperial units. Gold and silver grades are reported in metric g/tonne units to remain consistent with past reporting formats.

P^[ DN? h[fehj [dj_jb[Z s National Instrument 43-101 Technical Report: Updated Mineral Resource Estimate for the Acf_h[ I_d[ Lhe`[Yj ?kij[h ?ekdjo, EZW^e QO=t \eh Gedd[n N[iekhY[i )L^e[d_nvi 80% owned US operating subsidiary) was filed SEDAR (www.sedar.com) on December 18, 2020. The report is in imperial units (1 US short ton = 2,000 lbs, 1 metric tonne = 2,204.6 lbs). HRC estimated the mineral resource for the Project based on drill hole data constrained by geologic boundaries with an Ordinary Krige algorithm. Leapfrog Geo V4.4.2 software was used to complete the resource estimate.

The mineral resources for the Project have been estimated in a manner consistent with the NI 43-101 Committee of d[hWb N[i[hl[i Edj[hdWj_edWb N[fehj_d] OjWdZWhZi )s?NENO?Kt e\ m^_Y^ Xej^ j^[ ?WdWZ_Wd Edij_jkj[ e\ I_d_d], I[jWbbkh]o WdZ L[jheb[kc )s?EIt WdZ =kijhWbWi_Wd ?eZ[ \eh N[fehj_d] e\ AnfbehWj_ed N[ikbji, I_d[hWb N[iekhY[i WdZ Ore Reserve i )j^[ sFKN? ?eZ[t* Wh[ c[cX[hi.

An updated Preliminary Economic Assessment for the Empire Mine Open Pit Project based on this updated resource and revised processing methods will follow in due course.

ExGen is pleased to report that Phoenix, the operator of the Empire Mine Project, reports that its Idaho-registered ef[hWj_d] ikXi_Z_Who, Gedd[n N[iekhY[i EdY., ^Wi _b[Z W LbWd e\ Kf[hWj_edi )j^[ sLbWdt m_j^ j^[ >kh[Wk e\ HWdZ IWdW][c[dj )s>HIt d Fkd[ 2021, \eh h[l[m WdZ WffhelWb \eh j^[ YedijhkYj_ed W nd operation of the Empire Mine Open Pit in Custer County, Idaho, USA.

In August 2021, Phoenix, (the operator of the Empire Mine Project), announced an increase in its land holding at its Navarre Creek gold prospect, in Idaho, with 56 new claims having been staked on the northeast end of the existing claim block. The Navarre Creek property forms part of the Empire Mine Project in Custer County, Idaho, USA.

The 56 new claims at Navarre Creek were staked following analysis of the EM survey data. The claims are contiguous and bring the total land holding at Navarre Creek to 3,577 acres. The additional acreage was added on the northeast end of the Navarre block and covers additional prospective ground. The additional claims will be important for executing future drilling and subsurface exploration, and follow on from the promising prospecting/sampling campaign in 2020, which demonstrated anomalously high gold grades in the initial geochemical samples, indicative of higher-grade values in less weathered rocks below the surface oxidised zone.

On September 8, 2021, the Company sold its wholly owned 2.5% NSR royalty on the Empire Mine project to a private company purchaser for total cash considerations of CDN$2,750,000 and potential further cash payments depending on the exploration and development milestones achieved on the Empire Mine Project, as outlined below.

Scheduled Cash Payments Totaling $2,750,000:

• $500,000 within 10 days of the closing of the NSR Royalty Sale;

• $500,000 on the earlier of: (i) 10 days of the listing of the Purchaser on a stock exchange in Canada or j^[ Qd_j[Z OjWj[i eh j^[ LkhY^Wi[hvi i^Wh[^ebZ[hi h[Y[_l_d] i^Wh[i e\ Wd [dj_jo b_ij[Z ed such an exchange; or (ii) 18 months the closing of the NSR Royalty Sale; and

• $1,750,000 in cash payments made in seven $250,000 cash payments, with the first $250,000 cash payment made on January 15, 2023, and a further six $250,000 cash payments made every three months after the last such payment.

• 100% of the Empire Mine Project Residual Interest - Milestone Based Contingent Cash Payments

• $100,000 on completion of a NI 43-101 compliant Pre-Feasibility Study on the Empire Mine Project; and on the date of filing a NI 43-101 compliant Feasibility Study, an additional $250,000 per each 100,000,000 lbs of copper reserves at the Empire Mine Project as determined by such NI 43-101 compliant Feasibility Study;

• ExGen advises that there is currently no Pre-Feasibility Study or Feasibility Study on the Empire Mine Project and there is no guarantee that any Pre-Feasibility Study or Feasibility Study will ever be produced for the Empire Mine Project, and as a result, there is no guarantee that the contingent cash payments outlined above will be paid as set forth above, or at all.

Kd @[Y[cX[h 10, 2021 j^[ ?ecfWdo fhel_Z[Z Wd kfZWj[ _d h[if[Yj e\ L^e[d_n ?eff[h HjZ.vi )sL^e[d_nt* [nfbehWj_ed and development activities at the Empire Mine Project , ikXi[gk[dj je L^e[d_nvi d[ ws release of November 25, 2021. It reported further analytical results from the 2021 Deep Sulphide core drilling program, below the known open pit oxide resource, at the Empire Mine.

The following program highlights were provided by Phoenix:

q =iiWo results from Holes KXD21-04, KXD21-05, and KXD21-06 intercept high-grade mineralisation across a suite of metals, summarized below:

q Deb[ GT@21 -04

} =j 64.5 c[jh[i )ucv* Z[fj^ 1.0 c e\ 134 ]/j i_bl[h, 2.94& b[WZ, 4.59& p_dY

• } At 97.2 m depth 1.5 m of 0.80% tungsten

• } At 115.8 m depth 1.5 m of 0.44 g/t gold, 68.7 g/t silver, 1.45% copper, 1.37% zinc

q Deb[ GT@21 -05

• } At 60.5 m depth 0.7 m of 0.42 g/t gold and 187 g/t silver

q Deb[ GT@21 -06

• } At 152.2 m depth 2.1 m of 4.93% zinc

• } At 166.4 m depth 1.5 m of 2.9 g/t gold

• } At 191.4 m depth 0.6 m of 0.88 g/t gold and 1.17% copper

q =decWbeki ceboXZ[dkc WdZ jkd]ij[d c_d[hWb_iWj_ed Wbie _dj[hY[fj[Z

q = jejWb e\ 979 c e\ j^[ Ykhh[dj 4,500 c Z[[ p sulphide programme have been completed to date (excluding 68 m long KXD21-01, which was abandoned due to interference with underground workings)

Phoenix noted:

• ( The four core holes intercepted high-grade gold, silver, copper, lead and zinc, as well as tungsten as high as 0.80% (8,030 ppm).

• ( All holes, KXD21-03 through KXD21-06, targeted the sulphide zone below the Empire open pit oxide resource.

• ( The results provide further evidence of a metal-rich system below the open pit oxide resource.

• ( The next round of drilling in the deep sulphide system is scheduled for this winter. A core rig is anticipated to arrive during December.

• ( In addition to the elevated gold, silver, copper, lead, and zinc values, tungsten is present in anomalous concentrations as high as 8,030 ppm (0.80%) and molybdenum as high as 1,275 ppm (0.13%). These values ikffehj j^[ YedYbki_edi e\ J_][b IWkdZ d ^_i 2019 Acf_h[ I_d[ h[fehj s= N[fehj ed W B[bZ R_i_j IWZ[ je j^[ Empire Cu r Au r Ag r )Vd* Lhe`[Yj, EZW^e, QO=t, m^[h[d [l_Z[dY[ _i presented for an underlying ceboXZ[dkc/jkd]ij[d fehf^oho Wj Acf_h[. P^[ IWkdZ h[fehj YWd X[ l[m[Z ed L^e[d_nvi m[Xi_j[ Wj: https://phoenixcopperlimited.com/documents/maund-report-april-2019.pdf.

• ( Phoenix continues to await the ground magnetic survey results for the Horseshoe-White Knob extension area to the north of the Red Star silver-lead deposit, as well the Navarre Creek gold project.

• ( The 2021 drilling plan includes 4,500 m of diamond core in the Deep Sulphide (979 m completed to date), 3,000 m of dualrotary drilling for hydrological characterisation (2,600 m completed to date), 2,300 m of reversecirculation drilling at Navarre Creek, and 3,000 m of diamond core at Red Star and the Horseshoe-Whiteknob target.

Empire Drilling Results 24 November 2021

Note r downhole not true widths

Drill Hole Number	Intersection Metres From To Interval	g/tonne Au Ag	% Cu	% Pb	% Zn	Mo ppm	W ppm
KXD21-04 KXD21-04 KXD21-04 KXD21-04 KXD21-04	64.5 65.5 1.0 67.2 67.8 0.5 97.2 98.8 1.5 115.8 117.3 1.5 133.2 136.2 3.0	0.04 134 0.02 52.5 0.1 26.3 0.44 68.7 0.08 78.6	0.05 0.06 0.37 1.45 0.08	2.94 1.92 0.32 0.53 0.72	4.59 1.17 0.33 1.37 1.91	572 31 727 166 57	110 70 8030 570 330
KXD21-05 KXD21-05 KXD21-05	60.5 61.1 0.7 71.5 74.4 2.9 103.3 105.5 2.2	0.42 187 0.02 31.4 0.82 41.4	0.01 0.01 0.83	0.17 2.36 0.58	0.87 0.59 0.53	24 49 183	<10 <10 120
KXD21-06 KXD21-06 KXD21-06 KXD21-06 KXD21-06	123.9 125.4 1.5 140.9 142.3 1.4 152.2 154.3 2.1 166.4 167.9 1.5 191.4 192.0 0.6	0.05 9.2 0.16 19.6 0.03 8.2 2.9 2.4 0.88 9.6	0.26 1.01 0.31 0.05 1.17	0.02 0.01 0.12 0.01 0.01	0.07 0.24 4.93 0.03 0.05	16 180 18 21 1275	2360 90 90 100 10

*KXD21-02 reported 1 Sept 2021

*KXD21-02	reported 1 Sept 2021
Drill Hole Number	Intersection Metres From To Interval	g/tonne Au Ag	% Cu	% Pb	% Zn	Mo ppm	W ppm
*KXD21-02 including	85.6 87.7 2 86.9 87.7 0.8	0.78 64.09 1.1 80.7	0.98 1.44	0.05 0.11	0.21 0.33	171 214	93 190
*KXD21-02	98.1 98.6 0.5	0.01 258	0.29	0.01	0.11	27	1710
*KXD21-02	111.5 111.9 0.4	0.21 72.4	0.51	1.14	0.38	119	1600
*KXD21-02	142.6 147.6 5	0.3 19.3	0.77	0.21	0.53	40	127
including	145.2 146.9 1.7	0.72 33.8	1.1	0.6	1.08	58	290
*KXD21-02	173.4 175 1.5 175 176.5 1.5 176.5 178 1.5 178 179.4 1.4 179.4 180.1 0.8 180.1 181.7 1.5 181.7 183.5 1.8 183.5 184.4 0.9 184.4 185.9 1.5	<0.01 0.6 <0.01 0.8 <0.01 0.5 0.13 8.7 0.03 1.6 0.01 2.4 0.14 5.2 0.56 15.6 0.5 4.1	0.03 0.03 0.02 0.64 0.05 0.16 1.11 0.85 0.17	0 0.01 0.01 0.02 0.01 0.03 0 0.03 0.03	0 0.02 0.02 0.06 0.03 0.05 0.01 0.1 0.06	14 28 33 83 109 105 10 22 233	<10 <10 10 30 20 50 150 190 190
*KXD21-02 including	185.9 187.9 2 187.5 187.9 0.5	0.38 34.38 1.31 120	2.28 8.38	0.01 0.01	0.14 0.48	66 10	35 20
*KXD21-02	203 204.5 1.5	0.05 3	0.11	0.01	0.02	1365	10

*(Hole KXD21-01 was abandoned at a depth of 68 m due to interference with underground workings. Hole KXD21-03 did not contain assay values considered significant for this reporting).

**Due to the limited amount of drilling in the area, the orientation and true thickness of the mineralization are not yet understood.

Kd @[Y[cX[h 16, 2021 j^[ ?ecfWdo fhel_Z[Z Wd kfZWj[ d h[if[Yj e\ L^e[d_n ?eff[h HjZ.vi )sL^e[d_nt* [nfbehWj_ed WdZ Z[l[befc[dj WYj_l_j[i Wj j^[ Acf_h[ I_d[ Lhe`[Yj, ikXi[gk[dj je L^e[d_nvi d[ ws release of December 15, 2021.

The following program highlights were provided by Phoenix:

Three exploratory drill holes into an area of the Empire Mine open pit not previously drilled all encountered further oxide mineralisation, including:

• 18.3 metres )ucv e\ 0.61& Yeff[h, WdZ 12.8 ]hWcc[i/jedd[ )u]/jv i_bl[h \hec ikh\WY[

including 4.6 m of 0.86% copper, 15.5 g/t silver, and 1.02% zinc from 9.1 m

• The Empire Mine Oxide Open Pit feasibility study remains in progress and on schedule for completion in early Q2 2022 and will include an update of the resources;

• The Empire Mine Oxide Open Pit operating plan was presented to the community of Mackay, Idaho during a Town Hall meeting on 1 December 2021.

Phoenix noted:

• Receipt of analyses from Empire step-out drill holes KX21-01 to KX21-03, and from three condemnation drill holes. These drill holes were completed using a reverse-circulation drill rig that was available for a short period while the core drilling rig was busy completing an oriented coring program for the feasibility-level slope stability studies.

• The three (3) exploratory holes were drilled on the south end of the Empire oxide copper deposit in an area that had no previous drilling but surface indications suggesting it to be prospective.

• r

• Copper, silver, and zinc mineralization was intercepted in all three of the holes KX21-01 KX21-03 (Table below), including grades in excess of the average grade used in the preliminary economic model.

KX21-02 was of significant interest, with an average oxide copper grade of 0.61% from the surface down 18.3 m, and including 4.6 m of 0.86% copper. This mineralized zone appears contiguous with the main Empire Oxide orebody but has not yet been included in the resource.

KX21-01 encountered a shorter interval of 1.5 m of zinc mineralization grading 1.56% at 47.2 m depth, and KX21-03 encountered a 1.5 m interval of 1.46% copper at a depth of 29.0 m.

Phoenix is assessing the results in light of additional drilling in the future, as well as inclusion in the next resource update in early Q2 2022.

Analytical data from the condemnation drilling was as expected with no significant mineralized intercepts.

The 2021 geotechnical oriented core drilling program was also successful in providing data for slope stability calculations to be used in the feasibility study.

Phoenix confirmed that the feasibility study for the Empire open pit project remains on track for completion in early Q2 2022.

Phoenix held its first Town Hall community meeting in Mackay on 1 December, as part of its ESG and Sustainability Lhe]hWcvi Yecckd_jo b_W_ied fheY[ii. Ieh[ j^Wd 135 Y_j_p[di Wjj[dZ[Z j^[ c[[j_d], m^[h[_d j^[ L^e[d_n j[Wc presented a description of the proposed operating plan and then fielded questions and comments from the attendees. The questions and comments from the community included, but were not limited to, transportation and supply routes, mine staffing and staff housing, and economic community benefits. The information gathered will be invaluable in the future operating design.

Empire Drilling Results 16 December 2021

Drill Hole Number	Intersection Metres From To Interval*	Intersection Metres From To Interval*	g/tonne Au Ag	% Cu	% Pb	% Zn	Mo ppm	W ppm
KX21-01 KX21-01 KX21-01	30.5 47.2 105.2	35.1 4.6 50.3 3 109.7 4.6	0 9.4 0 12.4 0 3	0.43 0.54 0.44	0.04 0.02 0.01	0.18 1.56 0.39	55 253 49	40 10 30
KX21-02 including	0 9.1	18.3 18.3 13.7 4.6	0 12.8 0 15.5	0.61 0.86	0.02 0.01	0.4 1.02	92.3 132	153.3 150
KX21-03	29	30.5 1.5	0 12.9	1.46	0.08	0.3	229	60
KX21-03	100.6	102.1 1.5	0 2.6	0.01	0.01	1.34	62	50
	*Downhole width

On February 1, 2022 j^[ ?ecfWdo fhel_Z[Z Wd kfZWj[ d h[if[Yj e\ L^e[d_n ?eff[h HjZ.vi )sL^e[d_nt* [nfbehWj_ed WdZ Z[l[befc[dj WYj_l_j[i Wj j^[ Acf_h[ I_d[ Lhe`[Yj, ikXi[gk[dj je L^e[d_nvi d[mi h[b[Wi[ e\ January 28, 2022. The Company reported results from the ground-based field magnetics survey and the airborne hyperspectral mineral surveys.

The following program highlights were provided by Phoenix:

• 169- b_d[ a_bec[jh[i )uacv* e\ ]hekdZ -based total field magnetics and airborne hyperspectral imaging completed for the entirety of the Navarre Creek claim block

• Two distinct intrusive bodies identified, partially concealed below glacial till showing strong magnetic signatures which complement the existing jasperoid outcrops

• A northeast trending, approximately 2.3-mile-long by 1-mile-wide corridor of hydrothermal alteration also identified, consistent with the gold and silver bearing Carlin-style epithermal deposits

• Markers for Carlin-style gold deposits are the presence of jasperoids, and the association of gold, antimony, silver and zinc. These markers are found at Navarre Creek and may signify the potential for this style of deposit

• The results of these surveys, together with the results of previous exploration, highlight the prospectivity of the claim block. These positive results will drive further exploration and drill targeting in 2022

Navarre Creek Geology, Geochemistry, and Geophysics

During the 2021 field season, Phoenix contracted Magee Geophysical Services to acquire approximately 169 line-km of total field magnetic me Wikh[c[dji Wj j^[ ?ecfWdovi JWlWhh[ ?h[[a fhe`[Yj WdZ Of[YPEN, HH? e\ N[de, J[lWZW je Yecfb[j[ Wd W_hXehd[ hyperspectral survey of the same Navarre Creek area to identify prospective exploration targets in an area, many of which are largely concealed by glacial till.

The ground magnetics survey looked specifically for magnetite and magnetic-bearing minerals, some of which have been identified in limited outcroppings, while the hyperspectral imaging helps to identify alteration minerals often associated with precious metal deposition.

Hyperspectral imaging incorporates a small airplane with mounted infrared lights and sensors to detect a wide range of wavelengths, mineral absorption and reflectance within the target area. The wavelength data collected in this survey are VNIR (Visible and NearInfrared), SWIR (Short-Wave Infrared), and LWIR (Long-Wave Infrared). The human eye can detect wavelengths (colors) from 390 dWdec[j[hi )udcv* je 700dc. P^[ RJEN WdZ OSEN i[diehi Yebb[Yj[Z mWl[b[d]j^ ZWjW \hec 390dc je 2, 450nm, while the LWIR sensors ranged from 8,000nm to 12,000nm.

The Navarre Creek project is located within an intrusive dome complex, where the magnetic components in overlying volcanic lithologies is destroyed by silicic alteration associated with steam-heated, acidic, and oxidized hydrothermal fluids. The survey highlighted several such areas including the Lehman Creek fault, one or more porphyry plugs, and several contacts/faults.

The survey identified volcanic associated alteration that is both acidic and of fairly high temperature as evidenced by pyrophyllite and dickite. As would be expected in the Challis Volcanic Field, the white mica is Al-rich (paragenetic) and also shows zoned crystallinity patterns, typical of intermediate-to-high sulfidation systems and is likely proximal to a magmatic heat source. The presence of iron oxide associated with some of these zones adds prospectivity. The alteration pattern is useful in developing an exploration model to optimise future drill targets.

During the summer of 2020, Konnex Resources' exploration team mapped and sampled the Company's Navarre Creek gold property, which was then comprised of 2,420 acres of unpatented mining claims, located approximately five kilometres northnorthwest of the Empire Mine. 90 rock chip and grab samples were collected in the hydrothermally altered volcanic rocks that make up the Navarre Creek claims and sent to ALS Laboratories in Reno, USA for geochemical analysis.

Of the 90 samples, 53 were above the detection limit for gold m_j^ W ^_]^ e\ 0.569 ]hWcc[i f[h jedd[ )u]/jv*, WdZ 25 WXel[ j^[ detection limit for silver. There was also a strong correlation between elevated gold values and elevated antimony values, typical of epithermal gold and silver systems in the western US. With the exception of one sample, all samples with a gold value greater than

0.1 g/t occurred within the same alteration type, that being predominantly a jasperoid-hosted quartz stockwork and micro-veining system. This provides valuable information for future sampling and drill targeting. The quartz stockworking and micro-veining appear to occur predominantly in felsic volcanic tuff units in the Navarre Creek area. One anomalous sample, 32519, registered a gold value of 0.387 g/t, in a magnetite skarn sample located on the southern end of the Navarre Creek claim block where the skarn body is exposed as subcrop through the surface volcanics tuffs. Additionally, the presence of limestone in surface float near the skarn sample location is evidence that the Paleozoic sedimentary rocks that occur at the Empire Mine may be near the surface. The Empire orebody is partly comprised of a magnetite skarn body hosted in Paleozoic limestone. It was also noted that volcanic outcropping across the Navarre Creek area is strongly weathered and highly leached to depths of two to four metres.

The Navarre Creek claim block now covers 3,577 acres (14.48 km²), representing over six kilometres of prospective strike length, including an area of secondary alteration thought to be epithermal in nature, with over 2.5-kilometres of highly brecciated, westtrending jasperoid intersecting argillically and silicically altered Eocene Challis volcanics.

Phoenix noted:

• ( Both surveys covered the entirety of the 3,577-acre claim block, including the 1,054 acres of additional claims filed in July 2021, and identified two magnetic bodies partially concealed below glacial till and overburden, a roughly 2.3-mile-long by 1-mile-wide zone of hydrothermal alteration similar to that associated with Carlin-style epithermal deposits in the western US.

• ( The results confirm the geological and geochemical testing results reported from previous field studies, in particular the iron-rich Lehman Fault and Bear Cave gossan.

• ( The geophysical results coincide well with previous mapping and sampling conducted by Phoenix, as well as with the _dZ_d]i e\ j^[ EZW^e C[ebe]YWb Okhl[o h[fehj[Z _d s Geology and Geochemistry of Jasperoid Near Mackay, EZW^et 1988, Bulletin 27. This report states sDoZhej^[hcWb iebkj_edi j^Wj \ehc[Z j^[ Wif[he_Zi cWo Wbie ^Wl[ \ehc[Z bWh][ bem -grade fh[Y_eki c[jWb Z[fei_ji m_j^_d j^[Wif[he_Z XeZ[i eh m_j^_d Wbj[h[Z Yekdjho heYai WiieY_Wj[Z m_j^ j^[ `Wif[he_Zi.t Jasperoids and the association of gold, antimony, silver, copper and zinc, as found at Navarre Creek, can be the signatures of precious metal deposits.

• ( Phoenix believes the Navarre Creek area to be quite remarkable, with the combination of iron-rich faults and gossans, jasperoid bodies, and favourable surface geochemistry all supported by the results of the latest geophysical surveys.

• ( Phoenix has developed an exploration model at Navarre targeting the geology, geochemistry, and geophysics typical of epithermal precious metal deposits. Findings thus far, including the recent geophysical results, support the exploration model and will provide the basis for further exploration, including a planned drilling program in 2022.

• ( In addition to the evaluation of these latest Navarre Creek results, Phoenix continues to focus its efforts on the Empire Open-Pit copper oxide feasibility study, scheduled for completion in Q2 of this year, and with the ongoing permitting of the Empire copper-oxide open pit.

On July 13, 2022 th [ ?ecfWdo fhel_Z[Z Wd kfZWj[ d h[if[Yj e\ L^e[d_n ?eff[h HjZ.vi )sL^e[d_nt* [nfbehWj_ed WdZ Z[l[befc[dj WYj_l_j[i Wj j^[ Acf_h[ I_d[ Lhe`[Yj, ikXi[gk[dj je L^e[d_nvi d[mi h[b[Wi[ e\ Fkbo 12, 2022. P^[ ?ecfWdo h[fehj[Z j^Wj j^[ 2 022 drilling program is currently underway.

The following program highlights were provided by Phoenix:

• P^[ 2022 Zh_bb_d] fhe]hWc _i [nf[Yj[Z je \khj^[h kdZ[hijWdZ_d] e\ =cced_kc P^_eikb\Wj[ )s=POt* Wi W ded -toxic, environmentally friendly reagent for the recovery of copper, gold, silver, and zinc from the Empire open pit resource.

• Phoenix will also examine the possibility of bringing forward the production of precious metals.

• In addition to the collection of PQ-diameter core samples (85 millimeters) for metallurgical testing, geotechnical data for enhanced pit slope stability studies and resource assaying for enhanced continuity of copper, gold, silver, and zinc grades will be gathered from the same core.

• Following the PQ-core drilling in the Empire open pit, the drill rig will move to the Red Star silver-lead resource and the Empire deep sulphide target to conduct further exploratory drilling through to late autumn.

• In addition to the drilling program, Phoenix is completing ongoing open pit engineering trade-off studies for further economic and environmental optimization as part of the feasibility study process.

Phoenix noted:

• ( The 2022 drilling season kicked off as scheduled in early June with the arrival of a core drilling rig capable of drilling PQdiameter core.

• ( The drilling program will initially focus on collecting core samples for metallurgical and geotechnical studies from the Empire open pit, which remains the flagship project. The results of these studies may allow Phoenix to bring forward production of gold and silver, currently scheduled as a second phase of the open pit project.

• ( Once the Empire open pit drilling is completed, the rig will begin further exploratory drilling in the Red Star and Empire Sulphide areas.

• ( Phoenix is actively searching for further drilling capacity for this season and will contract additional drill rigs when and if they become available.

• ( P^[ Acf_h[ Kf[d L_j B[Wi_X_b_jo ijkZo h[cW_di _d fhe]h[ii m^_bij L^e[d_nvi [d]_d[[hi Yecfb[j[ \khj^[h jhWZ[ -off and optimization studies. The global volatility in pricing for everything from structural steel to chemical reagents has also slowed progress on the study. However, there are some indications that markets are slowly calming and supply backlogs are shortening.

• ( The Phoenix team is continuing to focus on what it knows and what it can control. The Empire open pit copper mine is Z[Wbbo ik_j[Z je fhel_Z[ Yeff[h \eh j^[ mehbZvi jhWdi_j_ed je Yb[Wd [d[h]o WdZ, Wi W h[ikbj, m_bb X[ _d ^]^ Z[cWdZ _d j^[ coming years. The team is working diligently to collect the necessary data, permits, and funds so that Phoenix can advance the project in a way which will be most economic, while minimizing its environmental footprint.

On September 15, 2022 j^[ ?ecfWdo fhel_Z[Z Wd kfZWj[ d h[if[Yj e\ L^e[d_n ?eff[h HjZ.vi )sL^e[d_nt* [nfbehWj_ed WdZ Z[l[befc[dj WYj_l_j[i Wj j^[ Acf_h[ I_d[ Lhe`[Yj, ikXi[gk[dj je L^e[d_nvi d[mi h[b[Wi[ e\ September 8, 2022.

The following program highlights were provided by Phoenix:

@h_bb_d] Wj j^[ Acf_h[ ef[d f_j Yeff[h c_d[ )sAcf_h[t Yecc[dY[Z _d Fkd[ 2022 je \khj^[h Gedd[nvi kdZ[hijWdZ_d] e\ c[jWbbkh]_YWb h[Yel[ho ki_d] =cced_kc P^_eikb\Wj[ )s=POt h[W][dj.

Trade-off, optimization, and engineering studies are progressing on Empire.

Exploratory drilling in the North Pit/Red Star area to commence on 15 September 2022.

JWlWhh[ ?h[[a Zh_bb_d] fbWd Wffhel[Z Xo QO Beh[ij O[hl_Y[ )sQOBOt*.

Phoenix noted:

1. Empire open pit

Phoenix initiated its 2022 drilling program in June to provide samples for ATS metallurgical test work. ATS is the non-toxic, [dl_hedc[djWbbo \h_[dZbo h[W][dj j^Wj Gedd[n fbWdi je ki[ \eh j^[ h[Yel[ho e\ XWi[ WdZ fh[Y_eki c[jWbi \hec Acf_h[vi ef[d f_j resource. With the results of these studies, Konnex will determine whether the production of precious metals can be moved from j^[ i[YedZWho f^Wi[ e\ j^[ ef[hWj_ed je j^[ fh_cWho f^Wi[. E\ [Wi_Xb[, j^_i mekbZ fej[dj_Wbbo [d^WdY[ Acf_h[vi fhe`[Yj[Z economics in the early years of production.

2. Red Star

A second drill rig is scheduled to arrive on site in the middle of September 2022 and will report to the North Pit/Red Star area upon its arrival. The month- bed] Zh_bb_d] fhe]hWc _i Wdj_Y_fWj[Z je _cfhel[ j^[ Gedd[nvi kdZ[hijWdZ_d] e\ c_d[hWb_pWj_ed _d j^ e area.

3. Navarre Creek (Gold)

L^e[d_n ?eff[h ikXc_jj[Z W LbWd e\ Kf[hWj_edi \eh Zh_bb_d] WYj_l_j_[i Wj JWlWhh[ ?h[[a je j^[ QOBO ed 15 =fh_b 2021 )j^[ sJWl arre ?h[[a LbWdt. P^[ QOBO feij[Z W fkXb_Y iYef_d] dej_Y[ e\ j^[ JWlWhh[ ?h[[a LbWd ed 18 Jel[cX[h 2021, and the Navarre Creek Plan was approved on 30 August 2022, clearing the way for an initial drilling program comprised of up to 60 reverseY_hYkbWj_ed )sN?t Zh_bb ^eb[i \hec 30 Zh_bb fWZi beYWj[Z ed lWh_eki jWh][ji ed j^[ JWlWhh[ ?h[[a YbW_c XbeYa. P he Navarre Creek Plan was approved under a Categorical Exclusion, meaning that it is categorically excluded from documentation in an Environmental Assessment or Environmental Impact Statement, for the following reasons: 1) the initial drilling program will be completed in one year or less, 2) the Navarre Creek Plan proposes less than one mile of new road construction (existing roadways will be utilized for access), and 3) the Navarre Creek Plan proposes use of overland equipment travel (low ground pressure equipment). Konnex has reserved an RC drilling rig from Alford Drilling that is scheduled to arrive in June 2023.

DOK Project:

The historical and current exploration results of the DOK Property demonstrate that the DOK property exhibits many similarities with other large alkalic porphyry copper-gold deposits in northern British Columbia. The property is located approximately 40 kilometers north of the Galore Creek and the Shaft Creek porphyry copper deposits and south of the active exploration currently underway north of the Stikine River.

The 2014 drilling program consisted of two drill holes totaling 834.9m. These holes tested a 400m length of a geophysical anomaly measuring approximately 1.2 kilometers long by 800m wide that is open in both directions. The drill holes intersected visible copper mineralization in both holes hosted in potassic and phyllic altered zones of andesite,

quartz monzonite rocks and hydrothermal breccia. Hydrothermal biotite and gypsum veining as well as disseminated and fracture controlled pyrite and magnetite occur in variable concentration throughout the core. Significant molybdenite mineralization was intersected in the lower portion of DDH DOK-01-2014 in a hydrothermal breccia.

The significant pyrite and magnetite concentrations in the drill holes combined with the analytical results, alteration, mineralogy and lithology suggest that the drilling may have intersected the outer edge of a porphyry copper-gold system. The weighted average grade of the mineralized intervals in the two diamond drill holes are as follows:

==> picture [405 x 75] intentionally omitted <==

==> picture [405 x 44] intentionally omitted <==

The above core interval do not represent true width of the mineralization .

Kd =fh_b 14, 2014, ?edj_d[djWb Lh[Y_eki I_d[hWbi EdY. )s?edj_d[djWbt* i_]d[Z W OkX -Option Agreement with ExGen to earn up to a 75% interest in the DOK property. Under the terms of the Sub-Option Agreement, Continental has the option to earn a 60% interest within four years by incurring total expenditures of $2,000,000 on or before April 30, 2018 and by making total cash payments of $200,000.

In July 2016, Continental elected to withdraw from its option, and as a result, the Company regained 100% control of the DOK project from Continental.

On July 19, 2016, the Company entered into an amending agreement with the DOK optionors (the Amendment).

Pursuant to the Amendment, the Company will make the following payments to the Optionors:

• (i) $16,000 on execution of the Amendment; (paid)

• (ii) $20,000 on or before the first anniversary of the Amendment; (paid)

• (iii) $40,000 on or before the second anniversary of the Amendment; (paid)

• (iv) $50,000 on or before the third anniversary of the Amendment (paid); and

• (v) $90,000 on or before the fourth anniversary of the Amendment.(paid)

In addition, ExGen has agreed that if DOK is sub-optioned to another party prior to the completion of the payment of all of the cash payments noted above, then ExGen shall pay to the Optionors an amount equal to all of the cash option fees that ExGen receives from the Sub-Optionor pursuant to the sub-option agreement, until the full amount of all cash payments required above have been paid in full.

In May 2021, the ?ecfWdo i_]d[Z Wd efj_ed W]h[[c[dj m_j^ IekdjW_d >eo I_d[hWbi HjZ. )sIekdjW_d >eot*, m^[h[Xo Mountain Boy may earn a 60% interest in the DOK property. In order to earn the 60% interest, Mountain Boy must spend $2,500,000, deliver 1,500,000 shares, and pay $230,000 to the Company. The first-year requirement is $30,000 cash, 300,000 shares, and $150,000 of work, with the balance of the earn-in requirements spread over another four years.

A first payment of $10,000 was were received on May 11, 2021 . Remaining cash and share payments owing to ExGen and work spend requirements on the DOK property are as follows (on or before the following dates):

Date		Cash	Shares	Work	Cumulative Work
Closing	(received)	$10,000	100,000*
January	15, 2022	$20,000	200,000 **	150,000	150,000
January	15, 2023	$20,000	200,000	500,000	650,000
January	15, 2024	$50,000	200,000	500,000	1,150,000
January	15, 2025	$60,000	200,000	600,000	1,750,000
January	15, 2026	$70,000	600,000	750,000	2,500,000

• Shares were received during the year

** Shares were received subsequent to year end

The Company has substantially completed the earn-in requirements, including all cash payments to the underlying vendors, with the remaining requirement being a further work expenditure on the Property of $500,000 before April 30, 2025 (to hold a 100% interest) subject to a 3% royalty payable to vendors in the underlying agreement, with the Company retaining the sole right to purchase 2% of the vendors NSR Royalty.

On July 25, 2022 the Company provided an update on the DOK project, which is currently under option by Mountain >eo I_d[hWbi HjZ. WdZ _dYbkZ[Z _d IekdjW_d >eovi P[b[]hWf^ ?h[[a fhe`[Yj _d dehj^[hd >h_j_i^ ?ebkcX_W , subsequent to IekdjW_d >eovi news release of July 8, 2022. Field work commenced in June and the geophysical survey is now underway. The geology team is applying multiple geoscientific techniques in addition to conventional geological work to define areas of favourable alteration and mineralization in preparation for drilling. The program over the next few weeks will involve ground geophysics (induced polarization and magnetotellurics) and on-site shortwave infrared analysis of rock samples which is used to identify alteration minerals that may be associated with mineralization. Geologists are continuing to map and sample the known mineralized areas and exploring other areas of the extensive property. The objective of this work is to define drill targets and establish a better understanding of the overall geological setting on the property. Mountain Boy has reported that much of the historic work focused on the DOK target and included two drill holes which intersected sub-ore grade copper and gold mineralization. The DOK target is now seen as part of a six-kilometer trend which straddles the former DOK property line near the middle of that trend. The area around the former property line exhibits several encouraging features, including elevated copper and gold values on surface, with many samples over 1% copper, up to 17.95%, anomalous copper and gold soil samples, widespread hydrothermal alteration consistent with porphyry-style mineralization and a chargeability high from a 2012 IP survey. The area has received only minimal exploration and remains untested. This area, in the middle of the six-kilometer trend, is currently interpreted as an important feature in the exploration of this extensive copper-gold porphyry system. Recent interpretation of the 2012 IP results suggests a buried intrusive unit corresponding to a resistive anomaly in the MT data. This is capped by a strong chargeability anomaly which is interpreted to be phyllic hydrothermal alteration of the volcanic rocks overlying the intrusive, a common feature of porphyry deposits. Chargeability anomalies also exist at the northwest end of the 2012 IP program. The current 14-line kilometre 3D induced polarization (IP) and magnetotelluric (MT) survey, using a Volterra distributed acquisition system is being undertaken along grid lines that are oriented northeast to best test several features obliquely and complement the IP survey lines conducted in 2012. The current survey is expected to better define the strong chargeability anomaly and encouraging alteration identified in the area around the southeast end of the 2012 IP survey. The current lines straddle the DOK, Dok-X and Red Creek targets and are immediately west-northwest of the Nirvana Bowl target. To complement the geophysical surveys and structural and geological mapping, Mountain Boy is conducting a systematic rock sampling program for short wave near infrared (SWIR) analysis. This technique identifies alteration minerals in hydrothermal systems. Initial results from the SWIR data collected in 2021 confirm the presence of porphyry-style alteration minerals and suggest that multiple hydrothermal pulses have altered and mineralized the host rocks in both the DOK and Yeti targets on the property. OSEN WdWboi_i _i ki[\kb \eh l[Yjeh_d] m_j^_d W fehf^oho ioij[c. HWmh[dY[ Nekbijed, IekdjW_d >eovi ?AK, ikccW rized j^[ _dj[dj e\ j^[ Ykhh[dj fhe]hWc: sKkh _d -house geological team, backed by some leading porphyry experts, have done an outstanding job of compiling, and interpreting the enormous amount of information that has been collected over the years on what is now a consolidated property position. An important aspect of the current program is the Border Zone, the area that straddles the previous property line, and was largely overlooked. The MTB geological work last summer highlights the importance of this area, which sits in the middle of a 6-kilometer mineralized trend. The present geological work, together with results from the IP, MT, and SWIR will provide the information needed to determine the best drill beYWj_edi.t

Gordon Lake:

During 2014, the Company re-negotiated the terms and conditions of its agreement with Katalyst Data Management (formerly Kelman Technologies Inc.) on the Gordon Lake gold project located approximately 110 kilometers northeast of Yellowknife, NWT. Katalyst executed an Assignment Agreement whereby it assigned its 10% working interest in the Gordon Lake project Mining Lease (ML) #3123 and 100% working interest in ML #3088 and ML#3116, to ExGen. The Assignment Agreement eliminated GWjWboijvi 10% working interest and a 4% sliding royalty on the Gordon Lake project. ExGen now owns 100% of Gordon Lake with no third party underlying royalties.

On February 9, 2018 the Company has entered into an option agreement (the sKfj_edt* with Phoenix to earn an 80% interest in Gordon Lake by making the following payments and exploration commitments:

Cash and Shares

Cash payment of US $25,000 on signing the Option (received)

• 2,000,000 common shares of Phoenix within 90 days of signing the Option (received)

• US $25,000 on the first 2 anniversary dates of the signing of the Option and then US $50,000 on the anniversary date of the signing of the Option until the completion of a bankable feasibility study.

Project Spend by Phoenix

Phoenix to spend US $250,000 on Gordon Lake within 12 months of signing the Option

Project Participation

ExGen to retain a 20% carried interest until commencement of mine construction

ExGen to be granted a 2.5% net smelter returns royalty for all metals on Gordon Lake (the s2.5& JONt*

• 30 mile area of interest, which applies to both AnC[dvi 20& carried interest and the 2.5% NSR

In February 2019, Phoenix elected to withdraw from its option, and as a result, the Company regained 100% control of the Gordon Lake project from Phoenix.

In December 2019, the Company has entered into an option agreement with Blue Lagoon Resources Inc. (BLLG), whereby BLLG can acquire an 80% interest in the Gordon Lake gold property located in the Northwest Territories of Canada.

Pursuant to the option agreement, BLLG may acquire a 80% interest in the Property by incurring $250,000 in exploration expenditures during the first year of the option, paying $100,000 in cash and issuing 100,000 shares of the BLLG to ExGen over a period of two years, paying a further $50,000 to ExGen per year until the commencement of commercial production, and issuing a further 650,000 shares of the BLLG upon achieving certain milestones as follows: 100,000 shares upon obtaining a technical report establishing an NI 43-101 resource estimate; 200,000 shares upon obtaining a further technical report establishing economics on the property, and 350,000 shares upon commencing commercial production. In addition, upon exercise of the option, BLLG will grant ExGen a 2.5% net smelter return royalty, with all prior cash payments being credited towards royalty payments.

In 2020, the option agreement between the Company and Blue Lagoon Resources Inc. to earn an 80% interest in the Gordon Lake property was terminated.

Boss Property:

During Q4 2013, ExGen completed an independent National Instrument 43-101 Technical Report on the Boss project. The Technical report has been filed on SEDAR and can be read by accessing www.sedar.com.

The Technical Report identified an 8km by 6km area, the majority of which occurs within the Boss project, that hosts all the copper-gold mineralization, six areas of skarn development, alteration and intrusive activity which supports a porphyry copper-gold exploration model.

Buena Vista Property:

During Q4 2012, ExGen completed a surface mapping and sampling program to evaluate the sources of the Titan-24 chargeability signatures identified on the north and south ends of the property in 2011. These areas of chargeability (anomalies) are interpreted to represent buried copper mineralization. The field work suggests a strong correlation between the chargeability anomalies and copper mineralization exposed in outcrop. The most significant result of the 2012 field program is that in addition to the previously identified iron carbonate alteration, copper mineralization also occurs over large areas (up to 20m by 20m) in outcrop in what is described as hydrothermally altered (sericite-hematite) volcanic rocks. In addition, the copper mineralization is more widespread than indicated by previous work. The areas sampled in 2012 are located outside the zone of strong carbonate alteration and has a strong barium-arsenic geochemical signature. A limited number of samples were collected from the mineralized outcrops to determine copper and other metal concentrations (see table below).

Sample ID	Sample Type	Interval(m)	Copper(%)	Silver(g/t)	Gold(g/t)
BV-01-2013	Chip/Channel	1.0	2.01	22.0	0.03
BV-02-2013	Chip/Channel	1.5	2.40	6.0	0.07
BV-03-2013	Chip/Channel	1.0	0.39	8.0	0.24
BV-04-2013	Area Chip	30cm X 30cm	1.56	30.0	0.03
BV-05-2013	Area Chip	30cm X 30cm	1.43	6.0	trace

Sample BV-04-2012 is taken from a crackle zone within Anomaly A that exhibits a close spaced system of carbonate fractures with visible copper mineralization. The chargeability signature in this anomaly covers an area measuring approximately 1,500m by 800m located at the north end of the project and extends to a minimum depth of 500m.

The chargeability signature in Anomaly B covers an area measuring approximately 1,000m by 600m located at the south part of the project. Samples BV-02-2012, BV-03-2012 and BV-05-2012 are channel samples taken from separate zones of copper oxide mineralization exposed within the chargeability signature from moderate to strong sericitehematite altered volcanic rocks.

During Q2 2013, ExGen completed an independent National Instrument 43-101 Technical Report on the Buena Vista project. The Technical report has been filed on SEDAR and can be read by accessing www.sedar.com.

Future Activities

ExGen will continue approaching other mineral exploration/production companies with the objective of achieving option agreements on its other projects. ExGen is also currently evaluating a number of potential acquisition targets, including both projects and other junior resource companies.

Selected Quarterly Financial Information

Quarters Ended:	September 2022	30,	June 30, 2022	March 31, 2022	December 31, 2021
	$		$	$	$
Net income(loss)	(80,675)		(36,684)	170,347	1,124,235
Comprehensive income(loss)	(362,399)		(495,869)	228,747	884,486
Basic & diluted income(loss) per share	0.00		0.00	0.00	0.03
Total Assets	5,362,807		5,713,565	6,326,639	3,775,186
Quarters Ended:	September 2021	30,	June 30, 2021	March 31, 2021	December 31, 2020
	$		$	$	$
Net income(loss)	451,527		(47,093)	95,590	81,543
Comprehensive income(loss)	852,070		249,280	(68,976)	29,129
Basic & diluted income(loss) per share	0.01		0.00	0.00	0.00
Total Assets	2,452,787		1,624,302	1,390,889	1,460,535

Third Quarter Results

The increase in comprehensive loss for the three and nine month periods ended September 30, 2022 compared to the comprehensive income for the three and nine month periods ended September 30, 2021 was primarily due to an increase in unrealized loss on investments in marketable securities and an increase in general administrative and professional fees due to increased corporate activities. The increased comprehensive loss was partially offset by an increase in accretion income.

Liquidity and Capital Resources

P^[ ?ecfWdovi meha_d] YWf_jWb \eh j^[ f[h_eZ [dZ[Z September 30, 2022 was $3,154,017 compared to working capital of $1,144,976 for the year ended December 31, 2021.

The financial statements have been prepared by management on the basis of accounting principles applicable to a going concern, which assumes that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its obligations in the normal course of operations.

P^[ Wffb_YWj_ed e\ j^[ ]e_d] YedY[hd YedY[fj _i Z[f[dZ[dj kfed j^[ ?ecfWdovi WX_b_jo je ][d[hWj[ \kjkh[ fhe_jWXb e operations and/or obtain additional financing to pay its liabilities and to meet its commitments. The ability of the Company to generate future profitable operations is primarily dependent upon achieving successful exploration and profitable development of its mineral properties.

Management believes the going concern assumption to be appropriate for the financial statements. If the going concern assumption were not appropriate for the financial statements, adjustments may be necessary to the carrying value of assets and liabilities, reported expenses, and the statement of financial position classifications used.

Transactions with Related Parties

Key Management Personnel:

ExGen considers key management personnel to be the officers and directors of the Company.

Total compensation to key management personnel of $16,500 (2021 - $13,500) consisted of consulting fees to officers.

At September 30, 2022, accounts payable and accrued liabilities included $8,750 which was owing to a director of the Company (December 31, 2021 - $58,287).

Other Related Parties:

During the period ended September 30, 2022, the Company incurred a charge to a spouse of a director $11,250 in rent (2021 - $11,250). At September 30, 2022, accounts payable and accrued liabilities included $8,750 (December 31, 2021 - $97,500) relating to such services.

These transactions are in the normal course of operations and are measured at the exchange amount, which is the amount determined and agreed to by the related parties.

Mineral Properties

A comparison and detail of expenditures related to the Boss Property for 2022, 2021 and 2020 is as follows:

Boss Property	Boss Property	Boss Property	Boss Property
	January 1, 2022 to September 30, 2022	January 1, 2021 to December 31, 2021	January 1, 2020 to December 31, 2020
State filing fees Operating Leases Reversal of lease payments Impairment	$ 620 - - (620)	$ 466 - - (466)	$ 491 - - (491)
	$ -	$ -	$ -

A comparison and detail of expenditures related to the Buena Vista Property for 2022, 2021 and 2020 is as follows:

Buena Vista Property	Buena Vista Property	Buena Vista Property	Buena Vista Property
	January 1, 2021 to September 30, 2022	January 1, 2021 to December 31, 2021	January 1, 2020 to December 31, 2020
State filing fees Impairment	$ 12,106 (12,106)	$ 11,799 (11,799)	$ 12,445 (12,445)
	$-	$-	$-

A comparison and detail of expenditures related to the DOK Property for 2022, 2021 and 2020 is as follows:

DOK Property	DOK Property	DOK Property	DOK Property
	January 1, 2021 to September 30, 2022	January 1, 2021 to December 31, 2021	January 1, 2020 to December 31, 2020
Property acquisition Proceeds from Option Payment Sample storage Impairment	$ - - 3,154 (3,154)	$ - - 3,931 (3,931)	$ 90,000 - 3,802 (93,802)
	$ -	$-	$-

A comparison and detail of expenditures related to the Gordon Lake Property for 2022, 2021 and 2020 is as follows:

		Gordon Lake Property
	January 1, 2021 to September 30, 2022	January 1, 2021 to December 31, 2021	January 1, 2020 to December 31, 2020
Geology, Engineering, Metallurgy Proceeds from Option Payment Lease costs Reversal of Impairment(Impairment)	$ - - 2,715 (2,715)	$ - (20,000) 1,228 (1,228)	$ - - 2,130 (2,130)
	$ -	$ (20,000)	$-

Off-Statement of Financial Position Arrangements

The Company does not have any special purpose entities nor is it a party to any transactions or arrangements that would be excluded from the statement of financial position.

Officers and Directors

Individual	Office Held
Jason Riley	Director, Chairman of the Board and CEO
Jason Tong	CFO
Dennis Thomas	Director
Mark Swartout	Director
Arlen Grove	Director
Kieran Downes	Director

Share Capital

The Company is authorized to issue an unlimited number of common shares of which 63,893,008 were outstanding at September 30, 2022. The following table shows the detailed number of shares, options and warrants outstanding as of September 30, 2022 and changes (if any) that have occurred up to the date of this MD&A.

	As of 30- September -22	Change	As of Date of this MD&A
Common shares issued and outstanding Common shares issuable upon exercise of warrants	63,893,008 620,000	- -	63,893,008 620,000
Common shares fully diluted	64,513,008	-	64,513,008

Outlook

As an exploration and development stage company; the future liquidity of the Company will be affected principally by the level of its exploration and development expenditures and by its ability to raise the adequate capital through the capital markets or other means. The Company will be required to raise additional funding in order to meet its long-term business objectives. The Company is aware of the current conditions in the financial markets and has taken significant steps to adapt our business model to reduce capital requirements going forward. The Company will continue to evaluate its funding requirements on a go forward basis in an effort to meet its future development and growth initiatives.

Financial Instruments and Financial Risk Management

The ?ecfWdovi financial instruments include cash, accounts receivable, marketable securities, deposits, and accounts payable and accrued liabilities.

Fair value

The carrying values of accounts receivable, and accounts payable and accrued liabilities approximate their fair values at September 30, 2022 due to their relatively short periods to maturity. It is not practicable to estimate the fair value of the deposits due to the nature of the deposits and the unknown timing of when these will be returned to the Company. However, management believes that the fair value of these deposits is not materially different from their carrying values at September 30, 2022.

P^[ jWXb[ X[bem ikccWh_p[i j^[ \W_h lWbk[ e\ j^[ ?ecfWdovi _dWdY_Wb _dijhkc[dji ki_d] j^[ \ebbem_d] \W_h lWbk[ hierarchy:

Level 1 fair values are determined by reference to quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date.

Level 2 fair values include valuations using inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly.

Level 3 valuations are based on inputs that are unobservable for the asset or liability.

The significance of inputs used in making fair value measurements are examined and classified according to a fair

value hierarchy.

As at September 30,2022		Level 1		Level 2		Level 3		Total
Cash	$	2,547,020	$	-	$	-	$	2,547,020
Marketable securities		529,049		-		-		529,049
Total	$	3,076,069	$	-	$	-	$	3,076,069

Risk management

P^[ ?ecfWdovi h_ia cWdW][c[dj feb_Y_[i Wh[ [ijWXb_i^[Z je identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adhere to market conditions. The Company has exposure to credit risk, liquidity risk and market risk as a result of its use of financial instruments. This note presents d\ehcWj_ed WXekj j^[ ?ecfWdovi [nfeikh[ je [WY^ e\ j^[ WXel[ h_iai WdZ j^[ ?ecfWdovi eX`[Yj_l[i, feb_Y[i WdZ processes for measuring and managing these risks. Further quantitative disclosures are included as applicable.

P^[ >eWhZ e\ @h[Yjehi ^Wi j^[ el[hWbb h[ifedi_X_b_jo \eh j^[ [ijWXb_i^c[dj WdZ el[hi]^j e\ j^[ ?ecfWdovi h_ia management framework. The Board has implemented and monitors compliance with risk management policies.

(a) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The ?ecfWdovi credit risk is attributable to cash balances, trade accounts receivable and deposits.

The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses, h[fh[i[dji j^[ ?ecfWdovi cWn_ckc [nfeikh[ je Yh[Z_j h_ia. ?Wi^ _i ^[bZ m_j^ OY^[Zkb[ E ?WdWZ_Wd XWdai, while the deposits are held with a governmental authority. Therefore, management believes the risk of loss to be minimal.

As at September 30, 2022 AnC[dvi accounts receivable consisted of $nil from trade partners (2021 - $nil).

(b) Liquidity risk

Liquidity risk is the risk that the Company will incur difficulties meeting its financial obligations as they become due. The ?ecfWdovi approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they become due, under both normal and stressed conditions, without _dYkhh_d] kdWYY[fjWXb[ beii[i eh h_ia_d] ^Whc je j^[ ?ecfWdovi h[fkjWj_ed.

As at September 30, 2022 , j^[ ?ecfWdovi _dWdY_Wb b_WX_b_j_[i m[h[ Yecfh_i[Z e\ WYYekdji fWoWXb[ WdZ accrued liabilities of $49,966 (December 31, 2021 - $606,212), which have either contractual or expected maturities of less than one year. In order for the Company to settle its expected future obligations the Company will be required to raise funds through private placements. See note 1 for discussion of going concern.

• (c) Market risk

Market risk consists of currency risk, commodity price risk, other price risk, and interest rate risk. The objective of market risk management is to manage and control market risk exposures within acceptable limits, while maximizing returns:

i) Currency risk

Foreign currency exchange rate risk is the risk that the fair value or future cash flows will fluctuate as a result of changes in foreign exchange rates. Although the Company is considered to be in the exploration stage and has not yet developed commercial mineral interests, the underlying market prices in Canada for minerals are impacted by changes in the exchange rate between the Canadian and United States dollar. As the Company has transactions that are denominated in United States dollars the Company is exposed to foreign currency exchange risk. At September 30, 2022, the Company held, disclosed in US Dollars, US cash of $19,561 (2021 - $165,586), US deposits of $27,312 (2021 - $34,353) and US accounts payable of $2,000 (2021 - $2,000). Every $0.01 change

in the foreign exchange rate at September 30, 2022 would have impacted net loss by $575 (2021 - $1,623).

The Company is also exposed to fluctuations in the exchange rate between the Canadian dollar and British pounds through its investment in Phoenix (see note 5). At September 30, 2022, the Company held Phoenix shares of $512,049. Every $0.01 change in the foreign exchange rate at September 30, 2022 would have impacted other – comprehensive income by $3,392 (2021 $14,438).

• ii) Commodity price risk

Commodity price risk is the risk that the fair value or future cash flows will fluctuate as a result of changes in commodity prices. Commodity prices for minerals are impacted by world economic events that dictate the levels of supply and demand as well as the relationship between the Canadian and United States dollar, as outlined above. As the Company has not yet developed commercial mineral interests, it is not exposed to commodity price risk at this time.

• iii) Other price risk

Other price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices (other than those arising from interest rate risk or currency risk), whether those changes are caused by factors specific to the individual financial instrument or its issuer or by factors affecting all similar financial instruments traded in the market. The Company is exposed to other price risk through its investments in Phoenix shares traded in an active market. A 10% change in the share price, holding other factors consistent, would impact other comprehensive income by $51,205 (2021 - $144,385).

• iv) Interest rate risk

Interest rate risk is the risk that future cash flows will fluctuate as a result of changes in market interest rates. The Company has no variable rate debt, however is exposed to interest rate risk on its cash or deposits. The Company did not hold any cash equivalents at September 30, 2022 and had no interest rate swap or financial contracts in place at September 30, 2022.

Capital Management

P^[ ?ecfWdovi eX`[Yj_l[i m^[d cWdW]_d] YWf_jWb Wh[ je iW[]kWhZ j^[ ?ecfWdovi WX_b_jo je Yedj_dk[ Wi W ]e_d] concern and to maintain a flexible capital structure which will allow it to pursue the development of its mineral properties. Therefore, the Company monitors the level of risk incurred in its mineral property expenditures relative to its capital structure. The Company monitors its capital structure and makes adjustments in light of changes in economic conditions and the risk characteristics of the underlying assets. The capital structure of the Company consists of equity comprised of issued share capital and deficit.

To maintain or adjust the capital structure, the Company may issue new equity if available on favorable terms, option its mineral properties for cash and/or expenditure commitments from optionees, enter into joint interest arrangements eh Z_ifei[ e\ c_d[hWb fhef[hj_[i. P^[ ?ecfWdovi _dl[ijc[dj feb_Yo _i je ^ebZ YWi^ _d _dj[h[ij X[Wh_d] XWda WYYekdji and highly liquid short-term interest-bearing investments with maturities of one year or less which can be liquidated at any time without penalties.

The Company is not subject to externally imposed capital requirements. There has been no change in the ?ecfWdovi approach to capital management during the period ended September 30, 2022.

Risks and Uncertainties

The securities of the Company must be considered speculative, generally because of the nature of the business and its stage of development. In addition, a prospective investor should carefully consider the following factors:

• a) Mineral Exploration and Development

Mineral exploration and development involve a high degree of risk and few properties which are explored are ultimately developed into producing mines. There are no assurances that even if reserves are established on the properties, a mine will be brought into commercial production.

b) Metal Prices

T ^[ ?ecfWdovi \kjkh[ h[l[dk[i, _\ Wdo, Wh[ [nf[Yj[Z je X[ Z[h_l[Z _d bWh][ fWhj \hec j^[ iWb[ e\ ]ebZ WdZ XWi[ metals. The prices of those commodities fluctuate widely and are affected by numerous factors beyond the

?ecfWdovi control including international economic and political conditions, expectations of inflation, international currency exchange rates, interest rates, global and regional consumption patterns, speculative activities, levels of supply and demand, increased production due to new mine developments and improved mining methods, etc. The effect of these factors on the price of base and precious metals, and therefore the economic viability of the ?ecfWdovi ef[hWj_edi YWddej X[ WYYkhWj[bo fh[Z_Yj[Z.

c) Additional Financing

The Company does not currently have sufficient financial resources to undertake, by itself, all of its planned exploration and possible development programs. The exploration and development of the properties may therefore Z[f[dZ ed j^[ ?ecfWdovi WX_b_jo je obtain additional required financing. There is no assurance that additional funding will be available to allow the Company to fulfill its obligations on the properties.

d) Government Regulation

Exploration and development of the properties will be affected to varying degrees by: i) government regulations relating to such matters as environmental protection, health, safety, and labour; ii) mining law; iii) restrictions on production; price controls; tax increases; iv) maintenance of claims; v) tenure; and vi) expropriation of property. P^[h[ i de WiikhWdY[ j^Wj \kjkh[ Y^Wd][i _d ikY^ h[]kbWj_edi, \ Wdo, m_bb dej WZl[hi[bo W\[Yj j^[ ?ecfWdovi operations.

Cautionary Statement

This MD&A may contain s\ehmWhZ -looking d\ehcWj_edt within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein may be forward-looking information. Generally, forward-looking information may be identified by the use of forward-looking terminology suc ^ Wi sfbWdit, s[nf[Yjit eh sZe[i not [nf[Yjt, sfhefei[Zt, s_i [nf[Yj[Zt, sXkZ][jit, siY^[Zkb[Zt, s[ij_cWj[it, s\eh[YWijit, s_dj[dZit, sWdj_Y_fWj[it or sZe[i dej Wdj_Y_fWj[t, eh sX[b[l[it, eh lWh_Wj_edi e\ ikY^ mehZi WdZ f^hWi[i, eh Xo j^[ ki[ of words or phrases which state that certain actions, events or results may, could, would, or might occur or be achieved. This forward-looking information reflects the ?ecfWdovi current beliefs and is based on information currently available to the Company and on assumptions the Company believes are reasonable. These assumptions include, but are not limited to, the actual results of exploration projects being equivalent to or better than estimated results in technical reports and future costs and expenses being based on historical costs and expenses, adjusted for inflation. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to: the early stage development of the Company and its projects; general business, economic, competitive, political and social uncertainties; fluctuations in the market value for gold and other metal commodities; the actual results of current exploration and development or operational activities; competition; changes in project parameters as plans continue to be refined; accidents and other risks inherent in the mining industry; lack of insurance; delay or failure to receive board or regulatory approvals; changes in legislation, including environmental legislation, affecting the Company; timing and availability of external financing on acceptable terms; conclusions of economic evaluations; and lack of qualified, skilled labor or loss of key individuals. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

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