Galactic Gold Corp. — Management Reports 2025

May 30, 2025

LOGICA VENTURES CORP.
(A Capital Pool Company)
INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS - QUARTERLY HIGHLIGHTS
THREE MONTHS ENDED MARCH 31, 2025
(EXPRESSED IN CANADIAN DOLLARS)

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Logica Ventures Corp.
Interim Management's Discussion & Analysis - Quarterly Highlights
Three Months Ended March 31, 2025
Dated: May 29, 2025

INTRODUCTION

The following Interim Management's Discussion and Analysis ("MD&A") of Logica Ventures Corp. (the "Company") for the three months ended March 31, 2025 is dated as of May 29, 2025 and has been prepared to provide material updates to the business operations, liquidity and capital resources of the Company since its last annual management discussion & analysis, being the Annual Management Discussion & Analysis ("Annual MD&A") for the fiscal year ended December 31, 2024. This MD&A does not provide a general update to the Annual MD&A, or reflect any non-material events since the date of the Annual MD&A.

This MD&A has been prepared in compliance with section 2.2.1 of Form 51-102F1, in accordance with National Instrument 51-102 – Continuous Disclosure Obligations. This discussion should be read in conjunction with the unaudited condensed interim financial statements of the Company for the three months ended March 31, 2025 in addition to the audited annual financial statements for the years ended December 31, 2024 and 2023, together with the notes thereto. Results are reported in Canadian dollars, unless otherwise noted. The Company's unaudited condensed interim financial statements and the financial information contained in this MD&A are prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and interpretations of the IFRS Interpretations Committee ("IFRIC"). The unaudited condensed interim financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting. Accordingly, they do not include all of the information required for full annual financial statements required by IFRS.

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

Further information about the Company and its operations is available on SEDAR+ at www.sedarplus.ca.

CAUTION REGARDING FORWARD-LOOKING STATEMENTS

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

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Logica Ventures Corp.
Interim Management's Discussion & Analysis - Quarterly Highlights
Three Months Ended March 31, 2025
Dated: May 29, 2025

Forward-looking statements	Assumptions	Risk factors
The Company expects to complete a Qualifying Transaction (defined below).	The Company expects to identify an asset or business to acquire and close a Qualifying Transaction, on terms favourable to the Company.	The Company's inability to find a target to complete a Qualifying Transaction, resulting in the Company remaining as a public shell on the TSX-V trading board of the Exchange (defined below), for various reasons including, without limitation, as a result of a lack of financing.
The Company's ability to meet its working capital needs at the current level for the twelve-month period.	The operating activities of the Company for the twelve-month period ending March 31, 2026, and the costs with the Company's current expectations, interest rates and other applicable economic conditions are favourable to the Company.	Changes in debt and equity markets; timing and availability of external financing on acceptable terms; ongoing increases in costs; regulatory compliance, other local legislation and regulation, interest rate and exchange rate fluctuations; Changes in economic conditions.

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

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

DESCRIPTION OF BUSINESS

Logica Ventures Corp. was incorporated under the Business Corporations Act (Ontario) on March 6, 2019 and is classified as a Capital Pool Company, as defined in the Policy 2.4 of the TSX Venture Exchange (the "Exchange"). The principal business of the Company will be the identification and evaluation of assets or businesses with a view to completing a qualifying transaction. The Company has not commenced operations and has no assets other than cash. The Company's continuing operations as intended are dependent upon its ability to identify, evaluate and negotiate an acquisition, or business, or an interest therein. Such an acquisition will be subject to the approval of the regulatory authorities concerned and, in the case of a non-arm's length transaction, of the majority of the disinterested shareholders.

The proceeds raised from the issuance of share capital may only be used to identify and evaluate assets or businesses for future investment, and reasonable general and administrative expenses not exceeding $3,000 per month are permitted, with no cumulative maximum. These restrictions apply until completion of a qualifying transaction by the Company, as defined under the policies of the Exchange. Where a qualifying transaction warrants, additional funding may be required. The ability of the Company to fund its potential future operations and

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Logica Ventures Corp.
Interim Management's Discussion & Analysis - Quarterly Highlights
Three Months Ended March 31, 2025
Dated: May 29, 2025

commitments may be dependent upon the ability of the Company to obtain additional financing. On April 7, 2022, the shareholders of the Company voted in favor for the removal of the consequences associated with the Company not completing a qualifying transaction within 24 months of its listing date, which was, prior to being amended, previously prescribed by CPC Policy 2.4.

The head office and the registered head office of the Company is located at 1285 West Broadway Suite 600, Vancouver BC V6H 3X8.

OPERATIONAL HIGHLIGHTS

Nothing of note to disclose.

TRENDS AND ECONOMIC CONDITIONS

For the immediate future, the Company intends to work towards completing a Qualifying Transaction. The Company continues to monitor its spending and will amend its plans based on business opportunities that may arise in the near future. Management regularly monitors economic conditions and estimates their impact on the Company's operations and incorporates these estimates in both short-term operating and longer-term strategic decisions.

At the date of this interim MD&A, the Canadian federal government and the provincial government of Ontario have not introduced measures that have directly impeded the activities of the Company. Although cash has declined over the period, the Company believes the activities of the Company will continue and accordingly the current situation bears no impact on management's going concern assumption. However, it is not possible to reliably estimate the length and severity of these developments and the impact on the financial results and condition of the Company in future periods.

Emerging external political risks including trade disputes with the United States, China and other parties yet to be determined could represent a material threat to Canada's economy. Retaliatory trade restrictions and/or import tariffs have historically resulted in adverse inflationary environments and are expected to do so again. Management, in conjunction with the Board of Directors, will continue to monitor these developments and their effect on the Company's business.

Inflation serves to increase operational and compliance costs. While the Company works to counteract rising costs wherever possible, there is no certainty it will be successful in doing so. Despite its best efforts, inflationary pressure is expected to introduce an additional financial burden upon the Company.

Apart from these and the risk factors noted under the heading "Risks and Uncertainties" below, management is not aware of any other trends, commitments, events, or uncertainties that would have a material effect on the Company's business, financial condition or results of operations.

RESULTS OF OPERATIONS

Three months ended March 31, 2025, compared with three months ended March 31, 2024

The Company's net loss totaled $15,903 for the three months ended March 31, 2025, with basic and diluted loss per share of $0.00. This compares to a net loss of $16,731 for the three months ended March 31, 2024, with basic and diluted loss of $0.00 per share. The decrease in the net loss of $828 for the three months ended March 31, 2025 compared to the three months ended March 31, 2024, was principally the result of:

• For the three months ended March 31, 2025, the Company recorded filing fee expenses of $6,491, compared to $10,677 as computer share expenses invoiced in the prior year have not been in the current year.
• For the three months ended March 31, 2025, the Company recorded professional fees of $8,254, compared to $4,601 for the three months ended March 31, 2024. There was a marginal increase of $3,653.

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Logica Ventures Corp.
Interim Management's Discussion & Analysis - Quarterly Highlights
Three Months Ended March 31, 2025
Dated: May 29, 2025

Cash flow

The Company had cash of $37,720 at March 31, 2025 (December 31, 2024 - $52,136). The decrease in cash of $14,416 during the three months ended March 31, 2025 was primarily due to cash used in operating activities of $14,416.

Cash used in operating activities was $14,416 for the three months ended March 31, 2025. Operating activities were affected by a net loss of $15,903 and changes in amounts payable and accrued liabilities of $1,487. For the three months ended March 31, 2024, cash used in operating activities was $2,939. Operating activities were affected by net loss of $16,731 and changes in non-cash working capital balances relating to a change in amounts payable and accrued liabilities of $13,792.

Cash used in financing activities were $nil for the three months ended March 31, 2025. For the three months ended March 31, 2024, cash provided by financing activities were $124,095 due to share issuance and cost.

LIQUIDITY AND FINANCIAL POSITION

The Company manages its capital structure and adjusts it, based on available funds to the Company. Pursuant to the policies of the Exchange, the proceeds raised from the issuance of common shares may only be used to identify and evaluate assets or businesses for future investment. These restrictions apply until completion of a Qualifying Transaction by the Company as defined under Policy 2.4.

The Company's primary objective, with respect to its capital management, is to ensure that it has sufficient cash resources to fund the identification and evaluation of potential acquisitions. To secure the additional capital necessary to pursue these plans, the Company may attempt to raise additional funds through the issuance of equity or by securing strategic partners.

As at March 31, 2025, the Company has accounts payable and accrued liabilities of $172,039 (December 31, 2024 - $170,552) due within 12 months, and cash of $37,720 (December 31, 2024 - $52,136). Management knows the Company's working capital to be negative, but they continue to identify and evaluate other opportunities that would enable them to meet its ongoing obligations and meet its objective of completing a Qualifying Transaction. There is no assurance that the Company can extend account payable on favorable terms as they fall due.

RELATED PARTY TRANSACTIONS

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

As at March 31, 2025 the directors and/or officers of the Company collectively control 4,103,334 (December 31, 2024 - 4,103,334) common shares of the Company or approximately $30.00\%$ (December 31, 2024 – $30.00\%$) of the total common shares outstanding.

During the year ended March 31, 2025, a director of the Company paid for certain invoices on behalf of the Company. As at March 31, 2025, the Company owed $3,705 (December 31, 2024 - $3,468) to the director. The amount is unsecured, non-interest bearing, and due on demand.

OFF-BALANCE SHEET ARRANGEMENTS

The Company has no off-balance sheet arrangements.

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Logica Ventures Corp.
Interim Management's Discussion & Analysis - Quarterly Highlights
Three Months Ended March 31, 2025
Dated: May 29, 2025

ADDITIONAL INFORMATION OUTSTANDING SHARE DATA

As of the date of this MD&A, there are currently 13,523,334 common shares of the Company issued and outstanding, of which 5,163,334 common shares are held in escrow, and 274,000 stock options.

RISKS AND UNCERTAINTIES

An investment in the securities of the Company is highly speculative and involves numerous and significant risks. Such investments should be undertaken only by investors whose financial resources are sufficient to enable them to assume these risks and who have no need for immediate liquidity in their investment. Prospective investors should carefully consider the risk factors that have affected, and which in the future are reasonably expected to affect, the Company and its financial position. Please refer to the section entitled "Risk and Uncertainties" in the Company's annual management's discussion & analysis for the fiscal year ended December 31, 2024, available on SEDAR+ at and the additional risk factors below as a result of the Amalgamation.

ADDITIONAL DISCLOSURE FOR VENTURE ISSUERS WITHOUT SIGNIFICANT REVENUE

Operating expenses	Three months ended March 31,
	2025	2024
Professional fees	$ 8,254	$ 4,601
Filing fees	6,491	10,677
Travel	284	886
Office expenses	874	567
Total	$ 15,903	$ 16,731