GFG Resources Inc. — Management Reports 2023

Oct 17, 2023

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GFG Resources Inc. (An Exploration Stage Company)

Management’s Discussion & Analysis

For the years ended June 30, 2023 and 2022

FOR FURTHER INFORMATION PLEASE CONTACT:

Marc Lepage, Vice President, Business Development GFG Resources Inc. 202 – 640 Broadway Avenue Saskatoon, Saskatchewan Canada S7N 1A9

Phone: (306) 931-0930 info@gfgresources.com www.gfgresources.com

TRADING SYMBOLS: TSX-V: GFG OTCQB:GFGSF

2023 Management’s Discussion and Analysis (in Canadian dollars, except as otherwise noted)

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MANAGEMENT’S DISCUSSION AND ANALYSIS

This Management’s Discussion and Analysis (“MD&A”) dated as of October 16, 2023, is to assist readers in understanding GFG Resources Inc.’s (“GFG” or the “Company”) financial and operating performance for the years ended June 30, 2023 and 2022. This MD&A should be read in conjunction with the Company’s audited consolidated financial statements and related notes thereto for the years ended June 30, 2023 and 2022. The Board of Directors has approved the disclosure presented herein.

The Financial Statements of the Company have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accountings Standards Board. Except as otherwise disclosed, all dollar figures included therein and in the following MD&A are quoted in Canadian dollars, which is the functional and presentation currency of the Company. The functional currency of the entity is determined using the currency of the primary economic environment in which that entity operates.

Additional information can be found on the Company’s website (www.gfgresources.com) or SEDAR+ (www.sedarplus.ca).

Certain sections of this MD&A may contain forward-looking statements.

All statements, other than statements of historical fact, made by the Company that address activities, events or developments that the Company expects or anticipates will or may occur in the future are considered forward-looking information, including, but not limited to, statements preceded by, followed by or that include words such as “may”, “will”, “would”, “could”, “should”, “believes”, “estimates”, “projects”, “potential”, “expects”, “plans”, “intends”, “anticipates”, “targeted”, “continues”, “forecasts”, “designed”, “goal”, or the negative of those words or other similar or comparable words.

Forward-looking information involves known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Although the Company has attempted to identify important factors and various risks that could cause actual results, performance or achievements to differ materially from those described in forward-looking information, there may be other factors that cause results, performance or achievements not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information will prove to be accurate, and accordingly readers should not place undue reliance on forward-looking information.

See additional discussion under “Risks and Uncertainties” section for a non-exhaustive list of risk factors that could cause actual results to differ materially from the forward-looking information included in this MD&A.

The forward-looking information contained in this MD&A is expressly qualified by this cautionary statement. Except as required by applicable securities laws, the Company does not undertake any obligation to publicly update or revise any forwardlooking information and readers should carefully consider the matters discussed under “Risks and Uncertainties” in this MD&A.

HIGHLIGHTS FOR THE YEAR AND OTHER SIGNIFICANT EVENTS

• September 11, 2023: the Company announces the termination of its option and earn-in agreement, with Group 11 Technologies Inc., on its Rattlesnake Hills property.

• September 6, 2023: GFG drills 10.21 grams of gold per tonne (“g/t Au”) over 2.7 metres (“m”) from its deepest drill intercept to date at its Montclerg Gold Project.

• June 27, 2023: the Company drills 9.97 g/t Au over 8.1 m at its Montclerg Gold Project extending high-grade gold mineralization at the MC Central Zone.

• May 15, 2023: announced the appointment of Mr. Anders Carlson as Vice President, Exploration.

• April 11, 2023: released the final five holes from its 2022 Phase 2 drill program at the Montclerg Gold Project and announces first pass drilling at the Aljo Mine Target successfully returned high-grade gold intervals at shallow depths.

GFG Resources Inc.

2023 Management’s Discussion and Analysis (in Canadian dollars, except as otherwise noted)

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• March 21, 2023: the Company closed a non-brokered, oversubscribed private placement for gross proceeds of $4,199,578.

• February 8, 2023: released eight additional holes from its Phase 2 drill program; expands high-grade gold mineralization at Montclerg including 8.46 g/t Au over 5.0 m.

• January 18, 2023: released four holes from its Phase 2 drill program; drills significant gold mineralization in multiple zones at Montclerg including 9.85 g/t Au over 16.0 m.

• December 15, 2022: announced high-grade gold results from its 2022 surface sampling program on its 100% owned Aljo Gold Mine target which included values of up to 276.00 g/t Au.

• October 21, 2022: the Company made the first of two anniversary payments pursuant to an option agreement (the “Agreement”) with International Explorers and Prospectors Inc. Pursuant to the Agreement, GFG issued a total of 5,353,721 common shares of the Company to IEP at a deemed value of C$0.0934 per common share based on the VWAP for the five previous trading days.

• October 6, 2022: the Company closed a non-brokered, oversubscribed private placement with the issuance of 16,011,872 common shares for gross proceeds of $2,051,743.

• August 22, 2022: Confirms continuity of the Montclerg gold system with 3.40 g/t Au over 15.0 m east of the Timmins gold district.

• July 20,2022: Continues to expand the Montclerg Gold Project with 1.60 g/t Au over 70.4 m.

OUTLOOK

The Company's primary objective for 2023 is to unlock the potential of the Montclerg Gold Project and the Goldarm Property by conducting extensive exploration and drilling activities. With the assay results in from the Phase 1 drill program at Montclerg, the Company has set the stage for further exploration. Throughout the remainder of the year, the Company will complete 3-5,000 m of drilling at various permitted and drill-ready targets on the Goldarm Property. This strategy is expected to provide valuable insights into the gold and gold-copper potential of the area.

In addition to the drilling activities, GFG is completing an extensive surface exploration program at the Goldarm Property and the Dore Gold Project. These programs are expected to be completed during the fourth quarter. The surface exploration program will provide critical data to support the Company's drilling efforts and further advance the understanding of the geological potential in those areas that have seen very little exploration.

The Letter Agreement between GFG and Group 11 Technologies Inc. (“Group 11”) (see Corporate Developments – Option and Earn-in Agreement on page 4) was terminated on September 6, 2023. GFG owns 100% of the Rattlesnake Hills property and has undertaken a strategic review to evaluate the best path forward to advance the asset and maximize shareholder value.

CORPORATE DEVELOPMENTS

On March 21, 2023, the Company closed a non-brokered private placement with the issuance of: (i) 13,389,076 units of the Company (“Units”) at a price of $0.13 per Unit for gross proceeds of $1,740,580; (ii) 2,250,000 common shares of the Company that will qualify as "flow-through shares" for the purposes of the Income Tax Act (Canada) (“FT Shares”) at a price of $0.15 per FT Share for gross proceeds of $337,500; and (iii) 11,369,231 premium units of the Company (“Premium Units”) at a price of $0.1866 per Premium Unit for gross proceeds of $2,121,498.

Each Unit consists of one common share of the Company (which shall not be a “flow-through share”) and one-half of one share purchase warrant, with each whole share purchase warrant (a “Warrant”) entitling the holder thereof to acquire one additional common share of the Company (which shall not be a “flow-through share”) at an exercise price of $0.18 for a period of 36

GFG Resources Inc.

2023 Management’s Discussion and Analysis (in Canadian dollars, except as otherwise noted)

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months from the date of issuance. Each Premium Unit shall consist of one FT Share and one-half of one Warrant. A total of 12,379,154 share purchase warrants were issued.

Total common shares of 27,008,307 were issued for gross proceeds of $4,199,578.

Option and Earn-in Agreement

On April 12, 2021, the Company entered into a Letter Agreement with Group 11, whereby Group 11 has the right to acquire, in multiple stages, up to 70% interest in the Rattlesnake Hills Project (“RSH Project”) by making staged cash and equity payments and completing a series of exploration and development expenditures designed to test the applicability of in-situ recovery technology to gold systems. On May 27, 2021, June 21, 2021 and May 16, 2022, the Company entered into amendments (the “Amendments”) with certain terms and conditions being amended from the original Letter Agreement.

The Letter Agreement, and Amendments thereto, was to terminate in April 2023 upon failure of Group 11 to complete Stage 1 required activities and to provide GFG with notice of completion. The Company subsequently extended the termination date of the Letter Agreement. On September 6, 2023, Group 11 notified the Company that it was withdrawing from the Letter Agreement. The RSH Project remains 100% owned and controlled by the Company.

CORPORATE PROFILE

The Company was incorporated on January 24, 2012, under the laws of the Province of British Columbia, Canada. Following the completion of its initial public offering on June 26, 2012, the Company secured designation as a Capital Pool Company, according to the regulations of the TSX Venture Exchange (the “Exchange”). The Company’s current corporate structure is primarily a result of the Rapier Acquisition and the following transactions:

• i) On September 2, 2016, the Company entered into an arrangement agreement to acquire 100% of the issued and outstanding shares of 1070900 BC Ltd. (“1070900”), in exchange for shares of the Company which would result in a reverse take-over of the Company by the shareholders of 1070900 (the “Transaction”). As 1070900 is deemed to be the accounting acquirer for accounting purposes, its assets, liabilities and operations are included in the financial statements at their historical carrying values.

On October 21, 2016, the Transaction closed and the Company acquired, on a one for one basis, all issued and outstanding shares of 1070900 in exchange for 38,503,483 common shares of the Company. Effective June 30, 2017, the Company completed the wind-up and dissolution of 1070900.

• ii) On July 5, 2016, 1070900 entered into an agreement and plan of share exchange with GFG Resources (US) Inc. (“GFG-US”) to acquire all the issued and outstanding shares of GFG-US in exchange for common shares of 1070900, on a one share for one share equivalent basis. This would result in a reverse take-over of 1070900 by the shareholders of GFG-US (the “Arrangement”).

On August 24, 2016, the Arrangement closed and the shareholders of 1070900 received 21,194,612 common shares of 1070900 for all the issued and outstanding shares of GFG-US. Out of 21,194,612 commons shares of 1070900, 19,050,419 common shares were issued in exchange for all of GFG-US’s issued and outstanding common shares on a one for one basis. In addition to the common shares exchanged, 2,144,193 additional shares were withheld, pending the receipt of clearance certificates from the U.S. Internal Revenue Service. In January 2017, the Company received the required clearance and issued 2,144,193 common shares effective March 7, 2017.

The shareholders of 1070900 also issued 875,000 stock options in exchange for all the issued and outstanding stock options of GFG-US.

On October 27, 2016, upon receiving final acceptance from the Exchange, Crest Petroleum Corp. changed its name to GFG Resources Inc. and began trading on the Exchange as a Tier 2 Mining Issuer under the symbol “GFG”. Further, on December 12, 2016, the Company announced that it had also started trading on the OTCQB Venture Market in the U.S. under the symbol “GFGSF”.

The Company’s head office address is Suite 202 – 640 Broadway Avenue, Saskatoon, Saskatchewan, S7N 1A9. The Company’s principal business activity is the exploration and acquisition of mineral properties.

GFG Resources Inc.

2023 Management’s Discussion and Analysis (in Canadian dollars, except as otherwise noted)

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PROJECTS OVERVIEW AND EXPLORATION ACTIVITIES

In Ontario, the Company operates three gold projects (see Figure 1), each large and highly prospective gold properties within the prolific gold district of Timmins, Ontario. The Goldarm Property, Pen Gold and Dore Gold projects have similar geological settings to many of the gold deposits found in the Timmins Gold Camp which have produced over 70 million ounces of gold.

Figure 1: Regional Map of GFG Gold Projects in the Timmins Gold District

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The Company also owns 100% of the Rattlesnake Hills Gold Project (see Figure 14), a district scale gold exploration project located approximately 100 km southwest of Casper, Wyoming, U.S. In Wyoming, the Company has partnered with Group 11 through an option and earn-in agreement to advance the Company’s RSH Project with a proprietary ISR technology that could revolutionize the gold mining industry (see Rattlesnake Hills Gold Project Overview).

Ontario Properties

The Goldarm Property

Utilizing two earn-in agreements, multiple purchase and sale agreements and a series of staking programs, GFG acquired and consolidated a large, highly prospective land package east of the Timmins Gold Camp (see Figure 2). This consolidated land package, the Goldarm Property, is comprised mainly of the Montclerg Gold Project ( see news release dated October 25, 2021 ), the WWCC Property ( see news release dated April 13, 2022 ) and the Aljo Mine Claims ( see news release dated April 27, 2022 ). In addition, the Company staked more than a 6,500-hectare land package that is adjacent to both the WWCC Property and Aljo Mine Claims.

GFG Resources Inc.

2023 Management’s Discussion and Analysis (in Canadian dollars, except as otherwise noted)

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Figure 2: Timmins East Regional Map of the Goldarm Property

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Montclerg Gold Project Overview

The Montclerg Gold Project is located 48 km east of the prolific Timmins Gold Camp and is surrounded by multiple current and historic gold mines. The Project consists of five patented mining claims and 110 unpatented mining claims that cover 10 km of the highly prospective Pipestone Deformation Zone (see Figures 1-3) which hosts multiple gold deposits and mines in one of the most prolific gold districts in the world.

Figure 3: Montclerg Gold Project Geology Map with Historic Drill Holes

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2023 Management’s Discussion and Analysis (in Canadian dollars, except as otherwise noted)

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The Montclerg Gold Project overlaps the Pipestone Deformation Zone, a major northern splay of the Porcupine Destor Deformation Zone (“PDFZ”) and is within 10 km’s of the Stock Mine and Mill and the Taylor Gold Mine. The two gold prospects at the Montclerg Gold Project, MC and CX, occur north and south of the Pipestone Deformation Zone, respectively, and are associated with east-northeast trending fault zones that bisect the metasedimentary, felsic volcanic, mafic volcanic and felsic porphyric rocks of the area.

MC Prospect

Since the discovery of gold at the MC prospect in 1938, and prior to the acquisition of the Project by GFG, a total of 19,730 m were drilled in 96 holes that sporadically test the trend over a 1.5 km strike length. The vast majority of holes, approximately 80, were drilled prior to 1967 and focused on depths of less than 150 m. These historic holes were not sampled completely with only the most intensely veined intervals assayed.

Drilling in 2016 demonstrated the existence of up to five separate gold zones at the MC prospect. Well-sampled drill core shows three upper zones with grades and thickness on the order of 1.5 g/t Au over 25.5 m[(1)] . Two deeper zones were intersected in several drill holes that tested the mafic volcanic footwall deeper than 200 m vertical. The two deeper zones are higher grade and have returned up to 3.28 g/t Au over 2.4 m, 3.69 g/t Au over 7.4 m (including 9.23 g/t Au over 2.2 m) and 6.05 g/t Au over 2.0 m[(1)] . Broadly spaced drilling indicates this footwall system extends over a strike length of 175 m.

CX Prospect

The CX prospect, occurring about 350 m south of the MC prospect, was first drilled in 1987. A total of 4,700 m has been drilled in 23 holes that test portions of the 1.2 km trend to depths of less than 200 m. The geology and character of mineralization is analogous to the Clavos gold deposit with the mineralization at CX also occurring in close proximity to a quartz-feldspar porphyry body that intruded along the contact of the metasedimentary and ultramafic rocks within the Pipestone Deformation Zone.

Both the MC and CX prospects have only been drilled sporadically along strike and have only been tested to shallow depths (<200 m vertical) (see Figure 4). They remain open at depth and along strike. Importantly, the deeper high-grade zones at the MC prospect demonstrate the high prospectivity of the footwall mafic volcanic rocks. See Table 1 below for a list of selected highlighted historic drill results[(1)] .

Table 1: Select Highlighted Historic Drill Holes from the Montclerg Gold Project[(1)]

Hole		From	To	Length	Aug/t	Area
MON-16-01		40.5	81.0	40.5	1.20	MC Central
	and	54.0	79.5	25.5	1.53	MC Central
	and	121.5	145.5	24.0	0.88	MC Central
	and	294.6	297.0	2.4	3.28	MC Central
MAT-06-07		324.6	332.0	7.4	3.69	MC Central
	incl.	324.6	326.9	2.2	9.23	MC Central
	and	369.3	371.3	2.0	6.05	MC Central
MON-07-01		48.6	60.0	11.3	1.76	MC West
	and	65.4	73.7	8.3	1.92	MC West
	and	126.0	134.0	8.0	2.66	MC West
CMX13		58.0	59.0	1.0	3.98	CX Central
	and	63.0	69.0	6.0	1.20	CX Central
	and	82.0	87.0	5.0	4.11	CX Central
	and	85.0	86.0	1.0	16.95	CX Central

(1) Drill intercepts are historical and presented using a 0.20 g/t Au cut-off and as drilled length. True width is estimated to be 50 to 90% of drilled length. GFG’s QP has not verified the laboratory accreditation, analytical method, sample size or QA/QC procedures utilized for the historic drill results.

Potential quantity and grade is conceptual in nature. There has been insufficient exploration to define a Mineral Resource on the Project to date and it is uncertain if further exploration will result in the Project being defined as a Mineral Resource.

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2023 Management’s Discussion and Analysis (in Canadian dollars, except as otherwise noted)

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Figure 4: Montclerg Gold Project Cross Section Map

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WWCC Property Overview

The 6,500-hectare WWCC Property, which is a component of the newly consolidated Goldarm Project, encompasses the prospective Pipestone and North Pipestone deformation zones which hosts multiple gold deposits and mines in one of the most prolific gold districts in the world. The geological setting is analogous to many of the Timmins gold deposits however due to the lack of outcrop and complexity of land ownership, the WWCC Property has seen limited exploration. In addition, the WWCC Property encompasses other promising structural settings, including those associated with the Carr Porphyry, that host high-grade gold occurrences.

Aljo Mine Claims Overview

The Aljo Mine Claims (see Figure 2), which host portions of the historic Aljo Gold Mine, are located adjacent to the eastern most section of the WWCC property. The Aljo Gold Mine was the focus of underground exploration and development during the early 1900’s, including two shafts to depths of 400 and 575 feet. Limited, intermittent production occurred through the 1940’s. More recently, Kingswood Exploration completed surface exploration and drilling on the property between 1988 and 1992. This historic drilling returned high-grade gold mineralization associated with quartz-carbonate veins in highly carbonatealtered mafic volcanic rocks (see Table 2). Gold mineralization is also documented in the adjacent ultramafic and porphyric felsic intrusive rocks which, along with the presence of extensional- and shear-vein systems, provides support for multiple mineralized zones and the overall high prospectivity of the area.

Table 2: Highlights from Historic Drill Intercepts on the Aljo Mine Claims[(1) ]

Hole ID	From(m)	To(m)	Interval(m)	**Aug/t **
DC822	74.68	76.20	1.52	15.40
	85.92	86.87	0.94	10.92
K-2-88	151.49	153.31	1.83	14.34
BC-90-4	19.20	21.03	1.83	82.60

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BC-90-5	78.64	80.16	1.52	11.20
BC-90-6	58.83	59.44	0.61	83.44
BC-92-12	72.24	74.07	1.83	9.24
	76.60	76.99	0.40	72.24
BC-92-21	102.78	106.07	3.29	5.46

(1) Drill intercepts are historical and GFG’s QP has not verified the laboratory accreditation, analytical method, sample size or QA/QC procedures utilized for the historic drill results. True widths have not been estimated.

2023 Exploration Program – Montclerg Gold Project

Phase 1 Drill Program

The Company completed its 13-hole 2023 Phase 1 drill program at the Montclerg Gold Project during the second quarter – final assay results were received in September 2023 (see Table 3 and Figures 5 & 6). The Phase 1 drill program was designed to complete infill drilling to confirm continuity in the MC Central area and drill significant step-out holes up to one km to the east. Overall, the drill program was successful in proving continuity along strike and at depth in the MC Central and proving the potential for additional discoveries over a km east of MC Central.

Table 3: Final Assay Results from the 2023 Phase 1 Drill Program

Hole ID	From(m)	To(m)	Length(m)	Au(g/t)	Zone
MTC-23-052	379.4	380.0	0.6	1.09	Undefined
MTC-23-053	63.5	64.3	0.8	1.27	Upper Footwall
MTC-23-055	72.0	74.8	2.8	1.70	Upper Footwall
MTC-23-056 and and and and and and and and and and incl.	83.5 129.0 143.0 189.4 195.4 202.9 216.2 226.3 262.8 277.0 295.0 295.5	84.5 130.0 176.0 191.4 197.0 205.8 217.3 227.7 263.8 280.3 297.2 296.6	1.0 1.0 33.0 2.0 1.6 2.9 1.1 1.4 1.0 3.3 2.2 1.1	1.09 0.29 0.92 1.56 0.69 0.60 1.22 0.56 4.05 0.23 3.49 5.78	Upper Main Main Zone Lower Footwall Lower Footwall
MTC-23-057 and incl. and	254.5 346.0 346.0 375.5	256.8 348.7 347.5 376.7	2.3 2.7 1.5 1.2	2.25 10.21 16.20 2.42	Lower Footwall Lower Footwall
MTC-23-045 and	177.4 220.6	182.9 227.3	5.5 6.7	2.00 1.23	New Zone New Zone
MTC-23-046 and incl. also incl.	117.0 265.0 265.7 272.0	121.5 275.6 266.6 273.9	4.5 10.6 0.9 1.9	0.54 1.93 6.63 4.94	New Zone New Zone
MTC-23-048 and and and incl.	34.8 47.3 66.2 88.0 88.5	37.5 61.2 70.5 92.1 92.1	2.7 13.9 4.3 4.1 3.6	1.91 0.50 0.42 4.10 4.61	Upper Main Lower Main Upper Footwall
MTC-23-054	56.8	60.6	3.8	1.15	Upper Footwall

GFG Resources Inc.

2023 Management’s Discussion and Analysis (in Canadian dollars, except as otherwise noted)

(in Canad	ian dollars, except as otherwi	se noted)				Page 10
						Upper Footwall
	and incl.	73.1 73.6	81.2 79.8	8.1 6.2	9.97 12.89	Upper Footwall

*Drill intercepts are presented using a 0.20 g/t Au cut-off and as drilled length with a minimum 0.5 gram-metre product. Composites include internal dilution of up to 3 m at grades less than 0.2 g/t Au. Included intervals are calculated using a 3 g/t cut-off at a minimum 5 gram-metre product. True width is estimated to be 50 to 90% of drilled length.

** Holes MTC-23-047, 049, 050, 051 had no significant gold assays.

Commentary on Assay Results

Drill hole MTC-23-045 was designed as a significant northeastern step-out hole testing stratigraphy more than 700 m from the core of MC Central. The hole successfully intersected two new zones of gold mineralization. The upper zone lies along a maficfelsic volcanic contact returning 2.00 g/t Au over 5.5 m , including 3.83 g/t Au over 1.2 m . Mineralization within the mafic volcanic unit consists of thin microfractures infilled with quartz carbonate with up to 3% pyrite and arsenopyrite. Mineralization within the felsic volcanic was typical of the MC Central panel, with up to 15% thin extension veins with arsenopyrite halos. The lower zone lies entirely within the footwall of the felsic volcanic unit returning 1.23 g/t Au over 6.7 m including 3.18 g/t Au over 1.0 m and is characterized by up to 7% extensional quartz-carbonate veining with up to 5% fine-grained disseminated arsenopyrite and pyrite.

The presence of considerable gold mineralization this far east of the MC Central bodes well for potential extension of the Montclerg system along strike. The nature of alteration and mineralization observed is very similar to that of the Upper and Lower Main zones at MC Central.

Drill hole MTC-23-046 was drilled to test the Montclerg Footwall zones 1 km east of MC Central. The hole was designed to test the mafic stratigraphy south of the gabbro where limited drilling has been completed. The drill hole successfully intersected 1.93 g/t Au over 10.6 m , including 6.63 g/t Au over 0.9 m and also including 4.94 g/t Au over 1.9 m in mafic volcanic rocks. The zone appears similar to the Lower Footwall zone at MC Central. The zone is characterized by strongly ankerite-altered mafic volcanics with fine-grained disseminated pyrite and arsenopyrite with up to 15% quartz-carbonate veining.

The observed mineralization in MTC-23-046 correlates well with a broad interval of low-grade gold intersected in MTC-22044 approximately 75 m down-dip and to the west . The continuity and moderately higher grades in MTC-23-046 demonstrate the potential for additional mineralized zones in this area that lies 1 km east of MC Central.

Drill hole MTC-23-048 was designed to test a gap within the Main Zone within the felsic volcanics as well as the extension of the Upper Footwall zone to the east. A broad zone was intersected in felsic volcanics which returned 0.50 g/t Au over 13.9 m . The zone consists of strong sericite-ankerite alteration with up to 15% quartz carbonate veins associated with halos of up to 2% arsenopyrite and pyrite. The Upper Footwall zone was intersected where expected, yielding an intercept of 4.09 g/t Au over 4.1 m including 6.28 g/t Au over 2.3 m . Strongly ankerite-altered mafic volcanics were intersected with up to 10% fine disseminated arsenopyrite and pyrite, and minimal veining. The mafic-hosted Upper Footwall zone observed (4.09 g/t Au over 4.1 m) extends the mineralized envelope modestly to depth.

Drill hole MTC-23-054 was designed to test the up-dip extension of the Upper Footwall zone. Two zones were intersected yielding 1.15 g/t Au over 3.8 m and 9.97 g/t Au over 8.1 m . The first zone is characterized by strongly altered massive mafic volcanics with up to 10% arsenopyrite and pyrite, and 3% thin, irregular quartz-carbonate veins. The second zone occurs within a strongly altered mafic flow-top breccia with up to 15% arsenopyrite and pyrite and up to 3% quartz-carbonate veining.

This high-grade intercept from the Upper Footwall zone within the MC Central significantly extends mineralization towards the surface and stands out as one of the best intercepts drilled to-date along the Montclerg trend.

Drill hole MTC-23-052 was drilled to test the mafic volcanic corridor 1.3 km east of MC Central. The hole was centered on an 800 m wide gap in drilling and intersected 1.09 g/t Au over 0.6 m with weak to moderate quartz-carbonate veinlets rimmed by pyrite. The presence of significant alteration and sulphide coupled with gold mineralization shows that this new area hosts potential for additional mineralized zones within the eastern basalt panel that will be tested in future drill campaigns.

Drill hole MTC-23-053 was designed to test the up-dip extension of the Upper Footwall Zone. One zone was intersected yielding 1.27 g/t Au over 0.8 m . The mineralization is characterized by strongly altered massive mafic volcanics with a 0.1 m wide smokey quartz vein with a strong mineralized halo of arsenopyrite and pyrite.

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2023 Management’s Discussion and Analysis (in Canadian dollars, except as otherwise noted)

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Drill hole MTC-23-055 tested the up-dip extension of the Upper Footwall Zone and intersected 1.70 g/t Au over 2.8 m . The mineralization is characterized by strongly altered massive mafic volcanics with up to 15% quartz-carbonate veins and up to 10% arsenopyrite and pyrite.

Drill hole MTC-23-056 was designed to test the Main Zone and the up-dip extension of the Lower Footwall Zone. Three mineralized intervals were intersected within this hole. A broad zone was intersected in the MC Main Zone grading 0.92 g/t Au over 33.0 m . The Main Zone is characterized by sericite-altered felsic volcanics with up to 30% quartz-carbonate veins and up to 3% arsenopyrite and pyrite. The Lower Footwall Zone yielded 4.05 g/t Au over 1.0 m and is characterized by strongly altered mafic volcanics with up to 8% arsenopyrite and pyrite and 20% quartz-carbonate veins. Additional mineralization was intersected down-hole in the Lower Footwall Zone yielding 5.78 g/t Au over 1.1 m and is characterized by strongly altered mafic volcanic, 2% quartz-carbonate veins and up to 5% pyrite and arsenopyrite.

Drill hole MTC-23-057 tested the down-dip extension of the Lower Footwall Zone. Three mineralized intervals were intersected in this hole. A narrow zone was intersected in the Main Zone yielding 2.25 g/t Au over 2.3 m . The Main Zone is characterized by sericite-altered felsic volcanics with up to 3% quartz-carbonate veins and up to 5% arsenopyrite, pyrite and pyrrhotite. The Lower Footwall Zone yielded a high-grade intercept of 10.21 g/t Au over 2.7 m including 16.20 g/t Au over 1.5 m and is characterized by strongly altered mafic volcanic, minor veining and up to 20% arsenopyrite and pyrite.

This hole is of particular significance as it is the deepest high-grade intercept of the Lower Footwall at Montclerg to-date. The intercept lies at a vertical depth of 330 m and clearly demonstrates continuity of the gold system at economic grades and widths.

Figure 5: Montclerg Gold Project Plan View Map

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Figure 6: Montclerg Gold Project MC Central Plan View Map

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2022 Exploration Program - Montclerg Gold Project

Phase 2 Drill Program

During the Phase 2 drill program, the Company completed a total of 17 holes (3,541 m) on the Goldarm Property. The Phase 2 drill program was designed to: i) complete infill drilling to advance Montclerg towards resource; ii) drill step-out holes to grow the Montclerg gold system; and iii) begin testing high-priority gold targets within the Goldarm Property such as the Aljo Gold Mine target (“Aljo”). Of the 17 holes completed, 14 holes were completed at Montclerg and three holes at Aljo (see Table 4 for highlights).

Table 4: Drill Hole Assay Highlights from the 2022 Phase 2 Drill Program

Hole ID	From(m)	To(m)	Length(m)	Au(g/t)	Zone
MTC-22-031 incl. and incl.	285.2 290.3 300.4 300.4	292.6 292.6 302.0 301.3	7.4 2.3 1.6 0.9	2.78 7.83 4.59 6.03	Lower Footwall Lower Footwall
MTC-22-034 incl. and incl.	79.5 83.0 161.7 163.9	94.6 86.8 171.0 168.3	15.1 3.8 9.3 4.4	1.56 3.34 5.25 10.75	Lower Main Upper Footwall
MTC-22-035 incl.	72.0 77.0	85.2 82.1	13.2 5.1	2.31 4.07	Lower Main

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					Upper Footwall Upper Footwall Upper Footwall Upper Footwall Lower Main Lower Footwall
and incl.	125.3 130.3	141.3 137.8	16.0 7.5	9.85 14.98	Upper Footwall
MTC-22-036 incl.	79.0 80.5	85.0 84.0	6.0 3.5	6.70 10.59	Upper Footwall
MTC-22-039 incl. and	79.8 80.7 88.0	83.3 83.3 98.3	3.5 2.6 10.3	2.87 3.80 4.02	Upper Footwall
MTC-22-041 incl.	76.2 77.5	81.0 80.1	4.8 2.6	3.29 5.31	Upper Footwall
MTC-22-042 and	96.4 307.3	119.0 312.3	22.6 5.0	1.48 8.46	Lower Main Lower Footwall
ALJ-22-002 incl. and incl. and incl.	62.1 67.5 79.0 85.3 101.0 103.2	75.0 68.1 97.0 89.2 105.3 104.2	12.9 0.6 18.0 3.9 4.3 1.0	3.03 59.80 1.12 3.76 6.58 27.40

*Drill intercepts are presented using a 0.20 g/t Au cut-off and as drilled length. Composites include internal dilution of up to 3 m at grades less than 0.2 g/t Au. Included intervals are calculated using a 3 g/t cut-off. True width is estimated to be 50 to 90% of drilled length.

Commentary on Assay Results

MTC-22-031 was drilled to test the Lower Footwall Zone’s western and depth continuity. Pervasive carbonate alteration and moderate to high strain within the mafic volcanics marks mineralization. Gold mineralization is associated with trace to 20% pyrite and trace to 10% arsenopyrite disseminations with moderate quartz veining of the host rock. This zone returned 2.78 g/t Au over 7.4 m and includes 7.83 g/t Au over 2.3 m. The hole confirmed western strike continuity of Lower Footwall mineralization as well as continuity of the Upper Main Zone to the west of MTC-22-001.

MTC-22-034 was designed to test the Upper and Lower Main Zones 30 m below MTC-22-023. The hole demonstrated depth continuity with strong to moderate silica, and patchy to pervasive sericite alteration of the felsic volcanics. Mineralization is associated with trace to 5% quartz veining, trace to 5% disseminated arsenopyrite and trace to 1% pyrite in the wall rocks. The zone returned 1.56 g/t Au over 15.1 m .

The Upper Footwall Zone was intercepted further downhole and comprises strong carbonate and weak silica alteration of mafic volcanics. It exhibits moderate brecciation and shearing and trace to 30% quartz veining. Disseminated pyrite, 5 to 20%, and lesser arsenopyrite, trace to 10%, occur in the wall rocks. The zone returned 10.75 g/t Au over 4.4 m confirming the extension of the Upper Footwall Zone at depth .

MTC-22-035 was drilled 30 m down-dip of hole MTC-22-005 to test the depth continuity of the Lower Footwall Zone that returned 5.08 g/t Au over 26.0 m . The Upper Main Zone mineralization comprises patchy to strong silica and minor sericite alteration of felsic volcanics with irregular quartz veining. Disseminated pyrite, trace to 1% and arsenopyrite, trace to 5%, occur throughout the wall rock. The Main Zone mineralization returned 2.31 g/t Au over 13.2 m, including 4.07 g/t Au over 5.1 m .

Further downhole, mineralization of the Lower Footwall Zone comprises strong to pervasive carbonate alteration and patchy sericite altered mafic volcanics. There is localized blocky texture and fracturing with quartz veining ranging from 0.5 to 20%. Disseminated pyrite, 2 to 30%, and lesser arsenopyrite, trace to 5%, occur in the wall rocks. This zone returned 9.85 g/t Au over 16.0 m including 14.98 g/t Au over 7.5 m . This confirms that the Lower Footwall Zone identified in hole MTC-22-005 continues to extend to depth, with significant widths interpreted to reflect the intersection between moderately north-dipping Upper Footwall Zone mineralization and sub-horizontal mineralization associated with the Lower Main Zone.

MTC-22-036 was a shallow hole designed to test the up-dip extension of hole MTC-21-005 and MTC-22-035 that returned 5.08 g/t Au over 26.0 m and 9.85 g/t Au over 16.0 m, respectively, in the Upper Footwall Zone. The hole successfully

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intersected a broad zone of mineralization grading 6.70 g/t Au over 6.0 m including 10.59 g/t Au over 3.5 m ; demonstrating up-dip continuity. The mineralized zone is hosted in massive and brecciated, mafic volcanics with strong ankerite alteration with quartz-carbonate veining of up to 10%. Sulphide disseminations and stringers range from 1 to 10% pyrite and trace to 2% arsenopyrite.

MTC-22-039 was drilled to test the easterly strike extent of Upper Footwall Zone in an untested area to the east of historical drill hole 06-Mat-01. This hole confirmed eastern continuity and returned 4.02 g/t Au over 10.3 m . The mineralized zone is associated with patches of strong sericite, ankerite alteration and strong silica alteration as vein halos. Quartz veining ranges from trace to 60% of host rock. Sulphide disseminations and stringers range from trace to 15% pyrite and trace to 15% arsenopyrite.

MTC-22-041 was drilled as an infill hole to test the Upper Footwall Zone between MTC-22-036 and MTC-22-037. This zone returned 3.29 g/t Au over 4.8 m including 5.31 g/t Au over 2.6 m; demonstrating continuity. The interval is hosted in strongly to pervasively ankerite-altered, brecciated, mafic volcanics with quartz veins ranging from trace to 90%. Sulphide disseminations and stringers range from trace to 8% pyrite and trace to 4% arsenopyrite.

MTC-22-042 was drilled to test the strike and depth continuity of the Lower Footwall Zone. The Lower Footwall Zone is hosted in sericite-ankerite-altered, mafic stratigraphy and returned 8.46 g/t Au over 5.0 m . This is the broadest and highestgrade interval returned to date from the Lower Footwall Zone. The hole had stacked intervals of mineralization associated with the Lower Main and Lower Footwall Zones. The Lower Main Zone was intersected at three separate intervals including intervals of 1.48 g/t Au over 22.6 m . The two intersections are hosted in silica-sericite altered and brecciated, felsic volcanics with trace to 3% quartz and quartz-carbonate veining. Sulphides range from trace to 5% pyrite and trace to 15% arsenopyrite with higher sulphide content proximal to veins within the brecciated host rock. Quartz and quartz-carbonate veining comprises trace to 30%. Sulphide disseminations and stringers range from 2 to 20% pyrite and trace to 15% arsenopyrite.

ALJ-22-002 was drilled 25 m east of historical drilling which returned 83.63 g/t Au over 1.8 m, on the Southern Aljo trend. The hole successfully intersected several intervals of high grade: 3.03 g/t Au over 12.9 m including 59.80 g/t Au over 0.6 m; 1.12 g/t Au over 18.0 m; and 6.58 g/t Au over 4.3 m including 27.40 g/t Au over 1.0 m . These intervals are hosted in green to purple brecciated mafics. Silica-carbonate alteration is weak to intense and occurs as fracture fill or vein halos. Quartz and quartz-carbonate veins and breccias comprise up to 20% of the intervals. Sulphides are present with pyrite and pyrrhotite occurring as disseminations and veins in the host rock from trace up to 10%.

Phase 1 Drill Program

The Company completed 17 holes in its Phase 1 2022 drill program at Montclerg (see Table 5). This 4,200 m drill program was designed to complete infill and step-out holes over a one km segment of the Montclerg gold system. Infill drilling focused on the MC Central panel testing for extensions of the Upper and Lower Main zones and the high-grade Upper and Lower Footwall zones. Step-out drilling tested the MC West, MC East and the CX targets. Highlights of the assay results are outlined below:

Table 5: Drill Hole Assay Highlights from the Phase 1 2022 Drilling at the Montclerg Gold Project*

Hole ID	From(m)	To(m)	Length(m)	Au(g/t)	Zone
MTC-22-015 incl.	24.0 26.7	57.5 28.7	33.5 2.0	1.32 10.36	MC West
MTC-22-018 incl.	52.0 53.9	57.9 56.0	5.9 2.1	3.51 7.93	MC West
MTC-22-019 incl.	112.6 112.6	118.1 116.0	5.5 3.4	4.38 6.37	Upper Footwall
MTC-22-020 and incl.	22.4 97.0 102.8	36.1 105.3 105.3	13.7 8.3 2.5	0.95 4.95 12.83	Upper Main Upper Footwall
MTC-22-021 incl.	50.3 62.2	72.0 64.0	21.7 1.8	1.51 8.17	Upper Main
MTC-22-023	17.6	88.0	70.4	1.61	Upper Main

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					Upper Footwall Upper Footwall Upper Footwall
incl. and incl.	74.0 124.5 130.1	80.0 133.2 133.2	6.0 8.7 3.1	4.56 2.46 5.62	Upper Footwall
MTC-22-029	104.4	111.5	7.1	4.98	Upper Footwall
MTC-22-030 incl. also incl.	71.0 71.0 80.9	86.0 74.0 86.0	15.0 3.0 5.1	3.40 6.21 4.84	Upper Footwall

*Drill intercepts are presented using a 0.20 g/t Au cut-off and as drilled length. Composites include internal dilution of up to 3 m at grades less than 0.2 g/t Au. True width is estimated to be 50 to 90% of drilled length.

Commentary on Assay Results

MTC-22-015 drilled on the MC West target, was designed to test the up-dip extension of mineralization seen in MTC-22-014. The hole collared into gold mineralization immediately below approximately 20 m of overburden. A broad, near surface, zone of gold mineralization was intersected in the quartz feldspar porphyry returning 1.32 g/t Au over 33.5 m, including 10.36 g/t Au over 2.0 m . This broad zone is characterized by light beige sericitic and local fuchsitic alteration with sporadic patches of pyrite and arsenopyrite. The higher-grade sub-interval was associated with intensely strained, altered and quartz veined porphyry.

MTC-22-018 was designed to test a 150 m gap between MC West and MC Central targets and intersected multiple mineralized zones. The first zone returned 3.51 g/t Au over 5.9 m including 7.93 g/t Au over 2.1 m in a fault zone within the felsic volcanics.

MTC-22-019 was drilled to test the Upper Footwall zone east of the high-grade mineralization intersected in MTC-21-005 which returned 5.08 g/t Au over 26.0 . This follow-up drill hole successfully intersected the Upper Footwall zone and returned 4.38 g/t Au over 5.5 m , including 6.37 g/t Au over 3.4 m in altered mafic volcanic rocks with intense carbonate and strong sericite hosting 5% quartz carbonate veins and up to 15% pyrite and arsenopyrite.

MTC-22-020 was drilled to test the Upper Footwall zone up dip of the high-grade mineralization intersected in MTC-21-005. This follow-up drill hole successfully intersected the Upper Footwall zone and returned 4.95 g/t Au over 8.3 m , including 12.83 g/t Au over 2.5 m occurring in intensely carbonate-sericite altered mafic volcanic rocks hosting 5% quartz carbonate veins and up to 35% pyrite and arsenopyrite. Another broad mineralized interval was encountered near the top of the hole that returned 0.95 g/t Au over 13.7 m .

MTC-22-021 was designed to test the MC Central Upper Main Zone as well as the Upper Footwall Zone approximately 20 m west of MTC-21-005 which returned 5.08 g/t Au over 26.0 m . The hole intersected a broad zone grading 1.51 g/t Au over 21.7 m and ended in mineralization as the hole was terminated prematurely. The zone consisted of strong sericite altered felsic volcanics with a total of 5% quartz carbonate veins which form parallel as well as oblique to fabric of the felsic volcanic host rock. Veins often contain a strong pyrite and arsenopyrite halo as well as up to 1% fine-grained disseminated sulphides within the wall rock.

MTC-22-023 yielded the best bulk tonnage results thus far on the property intersecting 1.61 g/t Au over 70.4 m in the MC Central Upper Main Zone. The zone is hosted in pervasively sericite altered felsic volcanic, with up to 30% quartz-carbonate veinlets with an average of 2% arsenopyrite and 0.5% Pyrite. MTC-22-023 also intersected the Upper Footwall Zone returning grades of 2.46 g/t Au over 8.7 m, including 5.62 g/t Au over 3.1 m. The footwall host unit consists of strongly ankerite altered mafic volcanic with 2% wispy quartz-carbonate veinlets. Mineralization consisted of fine-grained disseminated pyrite and arsenopyrite of 1-3%.

The MC Central target hosts the Upper Main, Lower Main and Upper Footwall zones MTC-22-021, MTC-22-022 and MTC22-023 were drilled as step-outs west of section MTC-21-005. These recent results show that infill drilling can increase the width and grade of the zones, illustrated by hole MTC-22-023 which intersected 1.61 g/t Au over 70.4 m . The Upper Footwall Zone which has been historically poorly tested continues to return higher grade mineralization. Hole MTC-22-023 intersected 2.46 g/t Au over 8.7 m, inclusive of 5.62 g/t Au over 3.1 m, showing continuity of this zone to the east. The MC Central target continues to show a robust shallow mineralized package that remains open in a number of directions and GFG will continue to aggressively target this horizon in future drilling campaigns.

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MTC-22-029 was drilled to test the Upper Footwall mafic volcanic and returned 4.98 g/t Au over 7.1 m . Hole MTC-22-029 was similar to hole MTC-21-005, situated 60 m to the west, which returned 5.08 g/t Au over 26.0 m . The mineralization comprises several, higher-grade zones developed in strongly carbonate-altered, grey mafic volcanics with up to 10% fine grained pyrite and arsenopyrite. Irregular quartz veins up to 25% are also noted with arsenopyrite halos. The Upper Footwall zone is only sporadically tested, is open along strike and will be a focus for upcoming drill programs.

MTC-22-030 was drilled as an 80 m step-out hole east of hole MTC-22-029 to test the Upper Footwall mafic volcanics. A very well mineralized zone was intersected 70 m below surface yielding 3.40 g/t Au over 15.0 m . The mineralization comprises several, higher-grade zones formed in strongly carbonate-leucoxene-altered, grey mafic volcanic stratigraphy with up to 15% fine grained pyrite and arsenopyrite. There was limited veining in the zone and mineralization is associated with zones of strong brittle-ductile deformation. The Upper Footwall zone remains open along strike to the east and west and will see further testing.

Surface Sampling

An aggressive summer surface exploration program was conducted across the Goldarm Property. The goal of the program was to collect regional geochemical and geophysical data to support GFG’s generative targeting efforts. A prospecting program of 1,030 rock samples was completed on the southern half of the Goldarm Property. The sampling program revealed numerous outcrops displaying quartz veining, altered mafic units and porphyry lithologies; particularly in the east near the Aljo Gold Mine target. Highlight assays from surface rock grab samples from outcrop, trenches and/or mine spoil dumps are presented in Table 6; with the program returning assays ranging from 0.01 to 276.00 g/t Au. The results confirmed the presence of multiple, high-grade vein systems exposed over an area of 0.5 km by 0.75 km that are host to the historic Aljo Gold Mine workings.

In addition to the rock sampling program, a targeted till and soil sampling program, focused in the western and eastern regions on the southern half of the Goldarm Property, was completed with a total of 137 samples collected. These areas were selected based on an association with broadly east-west trending structures associated with the Montclerg, Carr and Aljo Gold Mine targets.

Table 6: Rock Sample Highlights from the Aljo Gold Mine Target[(1) ]

Grab Sample ID	Gold (g/t)	Rock Description
931934	276.00	Quartz-carbonate vein rubble from trench; 2% blebby pyrrhotite.
931946	86.00	40% chaotic carbonate veining in chlorite-altered mafic; 1% blebby chalcopyrite.
931874	78.60	50% quartz vein material in grey-altered mafic volcanic; minor pyrite, trace chalcopyrite.
931947	76.60	40% carb veining in grey chloritic-carbonate-altered mafic volcanic; 1% blebby chalcopyrite with trace pyrite.
931808	44.20	Pillowed mafic volcanic, quartz vein with trace pyrite.
931935	33.20	Quartz vein with chlorite-carbonate ribbons; 0.5% pyrite-pyrrhotite-sphalerite.
931936	26.60	Quartz vein material with ribbons of chlorite-carbonate rich host within; 0.5% disseminated pyrite and arsenopyrite.
931941	8.99	Quartz vein with 5% mafic host; trace pyrite, chalcopyrite and pyrrhotite.
931965	8.97	Quartz vein with trace pyrite, pyrrhotite.
932103	8.54	Quartz vein with trace pyrite.
931835	8.38	Quartz vein in mafic pillows with trace pyrite.
931814	6.20	Quartz vein in mafic volcanic, trace pyrite.
931829	4.75	Trace pyrite in fractured mafic volcanic.

(1) Please note that soil, till, rock, and float samples are selective by nature, and values reported may not represent the true grade or style of mineralization at the Aljo Gold Mine target. Readers are cautioned that these potential grades are conceptual in nature; there has been insufficient exploration by the Company or its Qualified Person to define a mineral resource or deposit; and it is uncertain whether further exploration will result in these targets being delineated as a mineral resource.

The reader is cautioned that descriptions of mineralization and soil anomalies reported in this news release are preliminary and/or earlystage results. While these results are considered encouraging, there is no guarantee that they indicate significant mineralization will be intersected in future drilling programs completed by the Company.

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Pen Gold and Dore Gold Properties Overview

Through four transactions and a series of staking programs, GFG acquired and consolidated two large, highly prospective land packages west and southwest of Timmins, Ontario (see Figure 7). The northern consolidated land package, the Pen Gold Project, consisted of three transactions which included the West Porcupine property purchased from Probe, the Pen Gold property with the acquisition of Rapier, and the Sewell property purchased from Alamos. The southern consolidated land package, the Dore Gold Project, consists of the Swayze property acquired from Osisko, and land added through a regional staking program ( see news releases dated December 11, 2017, February 28, 2018, May 10, 2018 and June 25, 2018 ).

The Pen Gold and Dore Gold projects host highly prospective geology in an underexplored area. Previous exploration work and drilling on the properties have identified several distinctive and prospective zones of gold mineralization and targets that will be the focus of upcoming exploration programs.

Figure 7: Pen and Dore Gold Property Locations West of Timmins, Ontario

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Pen Gold Project Overview

The Pen Gold property is located 50 km southwest of the prolific gold district and town of Timmins, Ontario (see Figure 1). The property represents a land package of approximately 475 square km and is situated between Newmont’s Borden Gold project and the Pan American Silver’s Timmins West Mine. The property covers an approximately 55-kilometre-long section of Archean greenstone that contains the interpreted western extension of the PDFZ within the same geological setting that hosts most of the gold deposits found in the Timmins Gold Camp.

Geology

The Pen Gold Project is located in the Archean Superior Province of Northern Ontario. The Archean Superior Province is host to a variety of lithologies which range in age from 3.5 Ga to less than 2.76 Ga and form an east-west trending pattern of alternating terranes. It is divided into numerous subprovinces, bounded by linear faults and characterized by differing lithologies, structural/tectonic conditions, ages and metamorphic conditions.

The Abitibi Subprovince is a volcano-plutonic terrane comprising low metamorphic grade metavolcanic-metasedimentary belts. It contains lithologically diverse metavolcanic rocks with various intrusive suites and to a lesser extent chemical and clastic metasedimentary rocks. The individual greenstone belts within the Subprovince have been intruded, deformed and truncated by felsic batholiths. The east trending Abitibi and Swayze greenstone belts of the Abitibi Subprovince have historically been explored and mined for a variety of commodities.

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The Pen Gold Project lies within the Abitibi Subprovince, proximal to its western boundary with the Kapuskasing Structural Zone and the Ivanhoe Lake Cataclastic Zone. It is situated at the northern limit of the Swayze Greenstone Belt and is thought to be the western extension of the Abitibi Greenstone Belt (see Figure 8).

Figure 8: Pen Gold Property Outline and Regional Geology Map

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Dore Gold Project Overview

The Dore Gold Project is located 40 km east of Newmont’s Borden Gold project and 30 km northwest of IAMGOLD’s Cote Lake gold project in Ontario. The land package consists of approximately 212 square km and covers a 12-kilometre-long section of Archean greenstone within the Swayze Greenstone Belt (see Figure 9).

Geology

The Dore Project is located within the central part of the Swayze Greenstone Belt (see Figure 9) that is part of the western extension of the Abitibi Subprovince, a Neo-Archean granitoid-greenstone belt. This greenstone belt is bounded and transected by major faults and large batholiths including the Kapuskasing Fault, the PDFZ, the Ridout Fault, the Kenogamissi batholith, and the Nat River and Ramsey granitoid complexes.

The Dore Gold property covers mafic and felsic volcanic packages along the Rundle Fault Zone and is located only a few km north of the Rideout Fault Zone that hosts the Cote Lake gold deposit.

The western limit and central zone of the Dore Gold property is located within the Bret Lake synform, which is composed mainly of metasedimentary rocks and metavolcanic flows from the Swayze-Dore stratigraphic package. The rocks are a mixed group of felsic to intermediate pyroclastic and volcaniclastic rocks intercalated with epiclastic metasedimentary rocks of the Swayze series. Irregular feldspar-quartz porphyry stocks, dykes, and sills, and medium to coarse-grained diorite-gabbro intrude all rocks within the supra-crustal sequences. Northwest striking diabase dikes intrude all older lithologies. Known gold mineralization described for this area is related with shear zones; porphyritic intrusions, and quartz-carbonate-sericite veins with associated carbonatization, silicification, chloritization, and potassic alteration.

The eastern-most claims of the property package cover the central section of the Bret Lake synform at the contact with a large intrusive center that include dioritic and syenitic marginal intrusive phases. Quartz-carbonate-sericite gold mineralization is reported in close special relationship with the intrusive rocks.

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Figure 9: Dore Gold Project Geology Map

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2022 Exploration Program – Pen Gold Project

The Company completed its Q1 sonic drill program in April 2022 and received the data during the first quarter of 2023. Results will be integrated into an updated targeting strategy for the Pen Gold Property.

2021 Exploration Program – Pen Gold Project

Sonic Drilling Pilot Program

The Company completed a pilot sonic drill program in April 2021 to constrain technical and operational aspects of this novel exploration technique and allow for effective planning of subsequent programs testing high priority structural targets. Sonic drilling is used to collect till samples throughout the overburden profile from surface to the underlying bedrock. In cases where the overburden is >10 m thick this technique produces more reliable results than samples collected by hand dug pits. Similar to surface till programs, sonic drill samples are analysed for gold grain characterization and gold concentration (by both aqua regia and cyanide leach techniques). With closely spaced holes sonic drilling provides a 3-dimensional picture of gold grain dispersion which is particularly important for refining targets for bedrock drilling. The Company continues to prioritize areas for sonic drilling, focussing on flexures, splays and structural intersections along the PDFZ in the west block of the Pen Gold Project.

Phase 1 Drill Program

The Company resumed drilling at the Pen Gold Project in February 2021 with a plan to drill approximately 5,000 m, which was completed in May 2021. The drill program had a primary focus on the Slate Rock and R66 targets in the west block of the Pen Gold Project and other priority targets such as Sewell North and Boundary in the east block of the property (see Table 7 and Figures 10 - 13).

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Figure 10: 2021 Phase 1 Drill Targets on the Pen Gold Project

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Table 7: Initial Results from the 2021 Phase 1 Drill Program at the Pen Gold Project

Hole ID	From	To	Interval (m)	Au (g/t)	Target
PEN-21-082 incl and and and	69.4 90.0 20.6 0.22 85.0 90.0 5.0 0.45 151.2 151.7 0.5 0.75 238.0 239.0 1.0 0.91 286.9 293.5 6.6 0.23				Slate Rock
PEN-21-083 and and	112.0 116.0 4.0 0.32 217.7 218.4 0.7 0.89 222.5 226.0 3.5 0.31
PEN-21-084 and	233.1 237.7 4.6 0.30 269.0 273.5 4.5 0.57
PEN-21-085 and and and	103.0 105.5 2.5 0.40 117.4 122.8 5.4 0.20 170.3 174.2 3.9 0.39 189.0 194.0 5.0 0.22
PEN-21-086	63.7 64.4 0.7 2.26
PEN-21-087	no significant assays				R66
PEN-21-088	no significant assays
PEN-21-089	73.8 75.2 1.5 0.35
PEN-21-090 and	38.5 39.5 1.0 1.28 44.2 45.2 1.0 2.22				Keith South
PEN-21-091	no significant assays				TMN
PEN-21-092 and and and and and	121.5 127.0 5.5 0.40 136.5 137.0 0.5 1.07 140.0 142.5 2.5 0.63 171.5 172.5 1.0 0.97 203.0 207.0 4.0 0.55 242.8 243.8 1.0 2.07				Boundary

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	PEN-21-093 and incl	211.0 216.0 5.0 1.36 223.0 225.0 2.0 1.65 223.0 223.5 0.5 5.74
	PEN-21-094 and	176.5 177.6 1.1 1.13 212.9 214.0 1.1 1.93

*Gold intervals reported in the above table are at 0.2 g/t cut-off and a minimum 0.5 gram per metre product. Weighted averaging has been used to calculate all reported intervals. True widths are estimated at 70-90% of drilled thickness.

Slate Rock

Gold mineralization at Slate Rock occurs in a multi-phase diorite intrusion and has been traced intermittently with gold grains in till, surface rock samples and drill core for a strike length of over three km. Exploration has been focused up-ice of boulder samples that returned up to 18.0 g/t Au at the head of a till anomaly that peaked at 220 grains of gold (84% pristine). Initial drilling in 2019 returned significant intercepts associated with intense quartz-sericite-albite alteration, pyrite-magnetite mineralization and quartz-carbonate veining. In 2020, drill hole PEN-20-047, collared 800 m to the west, encountered multiple mineralized zones including a visible gold bearing interval that graded 0.29 g/t Au over 25.5 m including 2.36 g/t Au over 1.0 m.

As part of the 2021 winter drill program, the Company completed three holes to follow-up on this visible gold bearing interval and other areas of structural complexity interpreted from airborne magnetic data beneath Slate Rock Lake. An additional hole was completed approximately 650 m to the east to test a resistive chargeability anomaly. All drill holes encountered the strongly altered, poly-phase diorite, and returned low-grade mineralization such as 0.22 g/t Au over 20.6 m (PEN-21-082), 0.32 g/t Au over 4.0 m (PEN-21-083), 0.57 g/t Au over 4.5 m (PEN-21-084), and 0.39 g/t Au over 3.9 m (PEN-21-085).

The majority of drilling completed at Slate Rock to date has focused on a 600 m section of the multi-kilometre regional target. Using recently completed Drone magnetic survey data, on-going analysis will focus on the identification of priority targets elsewhere along this highly prospective, regional scale gold system.

Figure 11: Plan Map of the Slate Rock Prospect with Drill Hole Locations

==> picture [368 x 230] intentionally omitted <==

R66

Prospecting efforts in 2020 identified a significant new gold showing, R66, in the west block of the Project in a low-lying area with no documented historic gold exploration or drilling ( see news release dated November 12, 2020 ). The recently discovered, northeast-trending quartz-carbonate veining, occurs within highly strained and carbonate altered intermediate to mafic volcanic rocks and has returned outcrop grab sample results up to 8.39, 11.10, 21.60 and 65.90 g/t Au. Veining occurs proximal to a

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prominent mafic-ultramafic contact and along a northeast structural corridor that shows a distinct magnetite destruction signature.

As part of the 2021 winter drill program, the Company tested both the veins discovered on surface and one of the regional targets along the one-kilometre corridor (see Figure 10). Drill hole PEN-21-086, testing beneath the outcropping mineralization, encountered quartz-carbonate veins in sheared mafic volcanic horizon that returned up to 2.26 g/t Au over 0.7 m. Other nearby holes did not intersect significant veining within the mafic volcanic horizon and returned only weakly anomalous gold values. The system remains open to the north where the Company will prioritize future drilling.

Keith South

Prospecting along the south shoreline of Keith Lake in 2019 identified a highly strained and carbonate altered zone of mafic volcanic and intrusive rocks in proximity to polymictic conglomerate. These features are analogous to those in the main Timmins Camp and Borden Gold Project, where the conglomerates are thought to mark geological structure important to gold mineralization. The Company completed one drill hole to test this high strain zone that marks a property-scale sedimentary basin bounding structure (see Figure 12). Drill hole PEN-21-090 encountered highly strained and pervasively carbonate altered gabbroic rocks near the top of the hole that returned 1.28 g/t Au over 1.3 m and 2.20 g/t Au over 1.0 m. While these zones are subeconomic, the results are significant in that they demonstrate this basin bounding structure is productive and deserves consideration for further drill testing.

Figure 12: Plan Map of R66 and Keith South Prospects and Drill Hole Locations

==> picture [270 x 231] intentionally omitted <==

Boundary

The Boundary Trend was identified in 2019 through systematic till sampling and follow-up prospecting that outlined six new gold showings along a three-kilometre trend within the eastern portion of the Pen Gold Project. Surface rock grab and channel sampling returned up to 11 g/t Au associated with quartz veined, carbonate-sericite altered mafic volcanic and intrusive rocks. The Company completed six holes along the Boundary Trend in 2020 and in the westernmost hole, PEN-20-070, two zones were encountered in carbonate-altered mafic volcanic rocks that returned 4.66 g/t Au over 1.2 m at 190.5 m and 5.02 g/t Au over 0.7 m at 264.9 m (see Figure 13). The lower zone is of particular interest as it consists of an interval of high strain and quartz-carbonate flooding at the contact with the underlying sedimentary rock package. Management believes the strain, alteration and structural setting are a strong indicator to host a significant gold system and completed three holes during the 2021 Phase 1 drill program. All three holes transected the targeted mafic volcanic package and returned gold values up to 0.40 g/t over 5.5 m, 1.36 g/t over 5.0 m, and 5.74 g/t over 0.5 m. The gold mineralization is associated with quartz-carbonate veining, pervasive carbonate alteration and moderate to high strain. In all holes the gold mineralization occurs within or adjacent to a weakly magnetic horizon within the mafic volcanic succession (Fe-tholeiite) which will be used as an important targeting criterion for planned follow-up drilling in this high priority target area.

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Figure 13: Plan Map of the Boundary West Prospect with Drill Hole Locations

==> picture [269 x 207] intentionally omitted <==

Sewell North

Reconnaissance drilling at the Sewell North Prospect in 2020 identified a new gold zone along a parallel structure approximately one km north of the Sewell Prospect. Hole PEN-20-054 encountered a quartz-carbonate vein system in strongly sheared and altered diorite that returned 4.56 g/t Au over 0.7 m at 15.7 m downhole. Initial follow-up drilling has confirmed that the style of veining and alteration is analogous to the Sewell Prospect which has returned values up to 33.80 g/t Au over 1.05 m.

From a structural study of recently completed drone magnetic survey data, the Company completed three holes to test two priority structural targets. Drill hole PEN-21-096, drilled at the easternmost end of the Sewell North prospect, encountered three zones of interest. The upper zone consists of approximately 10 m of pervasively silicified diorite with dissemination and clots of pyrite. The middle zone had a 10 m interval of highly strained diorite that is flanked by 0.5 to 1.0 m wide quartz carbonate veins with disseminated pyrite. The lower zone had an 11 m interval of felsic intrusion that is highly altered and flanked by 0.8 to 2.0 m wide quartz veins with trace pyrite and chalcopyrite.

Wyoming Property

Rattlesnake Hills Gold Project Overview

The RSH Project is in Central Wyoming approximately 100 km southwest of Casper on the western side of Natrona County (see Figure 14). The RSH Project encompasses the Rattlesnake Hills Gold District, nearly in its entirety, and is considered a district scale gold exploration play which comprises 686 unpatented lode mining claims as well as eight Wyoming State mining leases. The RSH Project is controlled 100% by GFG.

The RSH Project location is close to infrastructure such as paved roads, power and water. Also, the Wyoming business climate is considered productive and is one of the best places to do business. The Wyoming economy is primarily driven by the mineral resource sector. The State is the leader in coal, uranium, trona and bentonite production in the US. Additionally, the State is also a key producer of natural gas and oil.

The RSH Project has the geologic setting, alteration and mineralization similar to other gold deposits of the Rocky Mountain alkaline province which, collectively, have produced over 50 million ounces of gold.

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Figure 14: Rattlesnake Hills Gold Project Location

==> picture [314 x 236] intentionally omitted <==

The RSH Project is centrally located within a roughly 1,500-kilometre-long belt of alkalic intrusive complexes that occur along the eastern side of the Rocky Mountains from Montana to New Mexico, several of which are associated with multiple gold deposits. Examples of such deposits analogous to the RSH Project, with transitional epithermal to porphyry styles of precious metal mineralization, include Cripple Creek Mine, CO, Wharf Mine, SD and Golden Sunlight Mine, MT (Jensen and Barton, 2000).

On April 12, 2021, the Company entered into an option and earn-in agreement (the “Agreement”) with Group 11, a privatelyowned corporation, to advance the RSH Project ( see news releases dated April 14, 2021 and July 26, 2021 ). Under the terms of the Agreement, Group 11 has the right to acquire, in multiple stages, up to 70% of the RSH Project by making staged cash and equity payments and completing a series of exploration and development expenditures designed to test the applicability of ISR technology to gold systems. On May 27, 2021, June 21, 2021 and May 16, 2022, the Company entered into amendments (the “Amendments”) with certain terms and conditions being amended from the original Agreement.

On May 16, 2022, in return for 2% of its common shares, Group 11 requested and received a 12-month extension to Stage 1.

The Letter Agreement, and Amendments thereto, was to terminate in April 2023 upon failure of Group 11 to complete Stage 1 required activities and to provide GFG with notice of completion. The Company extended the termination date of the Letter Agreement. On September 6, 2023, Group 11 notified the Company that it was withdrawing from the Letter Agreement. A strategic review has been initiated to evaluate the best path forward to advance the asset and maximize shareholder value. The RSH Project remains 100% owned and controlled by the Company.

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RESULTS OF OPERATIONS

The following financial data is derived from the Company’s consolidated financial statements for the years ended June 30, 2023, 2022 and 2021:

	2023	2022	2021
Expenses*	$12,444,973	$1,582,478	$1,574,560
Net loss*	$(11,848,753)	$(860,158)	$(391,293)
Basic and diluted lossper share	$(0.06)	$(0.01)	$(0.00)
Total current assets	$3,701,212	$1,788,231	$1,785,005
Total current liabilities	$971,021	$458,201	$658,569
Workingcapital	$2,730,191	$1,330,030	$1,126,436
Exploration and evaluation assets	$29,330,733	$36,557,829	$33,269,797

• 2023 figures include an impairment charge of $10,752,013 on the Company’s Rattlesnake Hills Property.

Financial year ended June 30, 2023 versus the financial year ended June 30, 2022

Net loss

For the year ended June 30, 2023, the Company incurred a Net loss of $11,848,753, or $0.06 per share, which included a noncash Impairment charge of $10,752,013 and $249,343 in non-cash share-based compensation which were offset by the $579,728 non-cash gain on the derecognition of the Flow-through share premium. This compares to the comparative year’s Net loss of $860,158, or $0.01 per share, which included $245,587 in non-cash share-based compensation offset by the $658,039 non-cash gain on the derecognition of the Flow-through share premium. Excluding the above items, the Net loss for the year ended June 30, 2023 is $1,427,125 compared to $1,272,610 for the prior year.

Expenses

For the year ended June 30, 2023, the Company incurred total operating expenses of $12,444,973 versus the $1,582,478 incurred during the comparative year. Prior to the non-cash Impairment charge of $10,752,013 and non-cash share-based compensation of $249,343, total operating expenses for fiscal 2023 were $1,443,617. For the comparative year, total operating expenses prior to non-cash share-based compensation of $245,587 were $1,336,891. Generally, this increase was due to higher consulting fees, investor relations costs, membership and dues, rent, professional fees and corporate travel costs offset by decreases to office expenditures and salaries.

Significant year over year expense variations are described below:

• Consulting fees increased by $35,765, year over year. The increase was primarily due to certain human resource costs incurred during fiscal 2023;

• Investor relations expenditures increased by $34,231, or 8%, year over year. The increase was a result of added trade shows (including travel, accommodation and meals) and allocated salaries incurred during fiscal 2023;

• Professional fees increased by $35,415, or 65%, year over year. This was due primarily to increased audit fees and legal fees reported during the first half of fiscal 2023;

• Office expenditures decreased by $15,469, or 40%, year over year. This was a result of larger IT expenditures incurred during the first half of fiscal 2022;

• Rent increased by $32,373, or 146%, year over year.. This was due to certain of the prior year costs being recoverable pursuant to the joint venture with Group 11 ( see Note 9 to the consolidated Financial Statement );

• Salaries and benefits decreased by $39,350, or 9%, year over year.. This change reflects an increase in CEO compensation offset by changes in corporate allocations and vacation pay accruals. In addition, the Company’s VP Exploration was paid as a consultant and, accordingly, had certain of her compensation allocated to consulting fees; and

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• Travel costs increased by $9,866, or 87%, year over year. This was due to increased activity such as travel to the Company’s Annual General Meeting, travel to Timmins and personnel visits to the Company’s head office.

Financial year ended June 30, 2022 versus the financial year ended June 30, 2021

Net loss

For the year ended June 30, 2022, the Company incurred a Net loss of $860,158, or $0.01 per share, which included $245,587 in non-cash share-based compensation which was offset by the $658,039 non-cash gain on the derecognition of the Flowthrough share premium liability. This compares to the comparative year’s Net loss of $391,293, or $0.00 per share, which included $237,610 in non-cash share-based compensation offset by the $1,234,097 non-cash gain on the derecognition of the Flow-through share premium liability. Excluding the above two items the net loss for fiscal 2022 is $1,272,610 compared to $1,387,780 for the prior year.

Expenses

For the year ended June 30, 2022, the Company incurred total operating expenses of $1,582,478, relatively unchanged from the $1,574,560 incurred during the comparative year. Prior to non-cash share-based compensation of $245,587, total operating expenses for fiscal 2022 were $1,336,891. For the comparative year, total operating expenses prior to non-cash share-based compensation of $237,610 were $1,336,950. Generally, this small decrease was due to lower wages, professional fees and rent during the current year offset by an increase in consulting fees, directors’ fees, insurance, office and investor relations expenditures.

Year over year expense variations are described below:

• Consulting fees increased by $75,853, year over year. This was primarily due to capital markets advisory and consulting fees and certain human resources and corporate development costs incurred during fiscal 2022;

• Directors’ fees increased by $6,302, year over year. For much of fiscal 2021, the Company operated with one less director;

• Insurance expenditures increased by $8,814, year over year. This was due to an increase in insurance premiums during the current fiscal year;

• Investor relations expenditures increased by $29,724, year over year. The impact of COVID-19 had less impact on the Company’s marketing activities in fiscal 2022;

• Professional fees decreased by $10,672, year over year. This was due primarily to decreased corporate activity during fiscal 2022;

• Office expenditures increased by $9,658, year over year. This was primarily due to larger IT and office equipment expenditures incurred during fiscal 2022;

• Rent decreased by $96,256, year over year. This was primarily due to certain of the current year costs being recovered pursuant to the joint venture with Group 11;

• Salaries and benefits decreased by $18,737, year over year. This was primarily due to changes in corporate allocations and vacation pay accruals; and

• Share-based compensation increased by $7,977, year over year. The increase is due to the timing of expensing the estimated fair value of stock options granted.

Impairment Charge

During the year ended June 30, 2023, the Company wrote off its Wyoming properties as no exploration programs have been planned for the near future. Accordingly, an impairment loss of $10,752,013 was recognized in the consolidated statements of loss and comprehensive loss. GFG owns 100% of the Rattlesnake Hills property and has undertaken a strategic review to evaluate the best path forward to advance the asset and maximize shareholder value.

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Interest and Other Expense

Interest and other expense includes the write off of the amounts owing from Group 11, accretion expense and interest expense on the Company’s lease liability ( see Note 14 to the consolidated Financial Statements ). For the year ended June 30, 2023, Interest and other expense was $72,435 (June 30, 2022 - $6,101). The increase year over year was a result of the Advance to Group 11 write-off combined with increases to lease interest and accretion expense.

Interest Income

Interest income includes interest earned on surplus cash placed on call with low-risk financial institutions. For the year ended June 30, 2023, Interest income was $71,752 (June 30, 2022 - $7,465). The increase year over year was a result of increased surplus cash combined with improved market interest rates.

Summary of Quarterly Results for the Last Eight Consecutive Quarters

Historical quarterly financial information derived from the Company’s eight most recently completed quarters is as follows:

	June 30 2023	Mar 31 2023	Dec 31 2022	Sept 30 2022	June 30 2022	Mar 31 2022	Dec 31 2021	Sept 30 2021
Net loss	$(10,922,607)	$(432,740)	$(214,805)	$(278,601)	$(190,558)	$(322,524)	$(137,145)	$(209,931)
Net loss per share	$(0.06)	$0.00	$0.00	$0.00	$0.00	$0.00	$0.00	$0.00
Total assets	$33,430,303	$44,800,175	$41,015,564	$39,486,506	$39,026,350	$39,527,909	$39,558,208	$35,454,544
Total liabilities	$1,294,313	$1,686,393	$1,083,591	$900,804	$873,222	$1,493,075	$1,333,326	$923,523

The Net loss has fluctuated over the eight quarters primarily because of variable non-cash Recovery of premium on flowthrough shares ( see Note 13 to the consolidated Financial Statements ). For the quarter ended June 30, 2023, the significant increase in Net loss was due to a $10.8 million impairment charge on the Rattlesnake Hills Property ( see Note 9 to the consolidated Financial Statements ).

Notwithstanding the quarter ending June 30, 2023, Total assets have generally trended higher over the past eight quarters. The decrease in Total assets during the current quarter was due to the $10.8 million impairment charge discussed above. Any increase to Total assets over the eight quarters was a result of Exploration and evaluation spending, funded by equity issues. During the quarter ended December 31, 2021, the increase in Total assets was a combination of the Montclerg Gold Project earn-in obligation payment ( see Note 9 to the consolidated Financial Statements ) and the private placement completed in November 2021. Any decline in Total assets quarter over quarter was largely due to eligible private placement proceeds being spent on general and administrative costs.

Fluctuations in Total liabilities over the past eight quarters is due to the timing of trade payables, as they relate to exploration expenditures, and the recording of Flow-through share premium liabilities ( see Note 13 to the consolidated Financial Statements ).

LIQUIDITY AND CAPITAL RESOURCES

The Company has financed its operations to date through the issuance of common shares. The Company will continue to seek capital through various means including the issuance of equity. The Company has not pledged any of its assets as security for loans, or otherwise, and is not subject to any debt covenants.

The Company’s liquidity and capital resources are as follows:

	June 30, 2023	June 30, 2022
Cash and cash equivalents	$3,484,008	$1,227,744
Total current assets	$3,701,212	$1,788,231
Total current liabilities	$971,021	$458,201
Workingcapital	$2,730,191	$1,330,030

At June 30, 2023, the Company had cash and cash equivalents of $3,484,008 (June 30, 2022 - $1,227,744) and working capital of $2,730,191 (June 30, 2022 - $1,330,030). The increase in working capital was a result of proceeds received from the October

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2022 and March 2023 private placements ( see Note 18(b) to the consolidated Financial Statements ) offset by general administrative expense and exploration expenditures incurred at the Montclerg Gold Project and the Pen Gold property. Proceeds from these financings will be used for exploration activities on the Company’s projects in Ontario as well as for general and administrative expenditures. As the Company currently has no source of recurring income or operating cash flow to fund projected levels of exploration activities and associated overhead costs, it is dependent upon and will continue to be dependent on equity financing.

	Year Ended June 30, 2023	Year Ended June 30, 2022
Cash flow from (used) in: Operating activities Investing activities Financing activities	$(1,353,772) $(2,486,282) $6,096,318	$(1,320,652) $(2,084,866) $3,028,090
Increase (decrease) in cash Cash,beginningofyear	$2,256,264 $1,227,744	$(377,428) $1,605,172
Cash,end ofyear	$3,484,008	$1,227,744

Operating Activities

During the year ended June 30, 2023, the Company’s cash flow used in operating activities was $1,353,772 versus cash flow used in operating activities of $1,320,652 reported for the year ended June 30, 2022. This increase in net cash flow used in operating activities was due to a $98,037 increase in cash from operations prior to working capital changes offset by a $64,917 decrease in cash from changes in non-cash working capital items.

Investing Activities

Cash used in investing activities for the year ended June 30, 2023 was $2,486,282 (June 30, 2022 - $2,084,866). Expenditures for the year were comprised of exploration expenditures at the Company’s Montclerg Gold and Pen Gold Projects of $2,848,481 (June 30, 2022 - $1,775,595). Also, during the year, the Company was repaid advances of $358,806 from Group 11 pursuant to the Letter Agreement ( see Note 7 and Note 9 to the consolidated Financial Statements ) and received a refund of $3,393 in reclamation bonds from the Wyoming Department of Environmental Equality. For the year ended June 30, 2022 the Company received proceeds on disposal of equipment at the Rattlesnake Hills property of $49,535.

The following is a continuity of the Company’s exploration and evaluation expenditures:

	Ontario	Ontario	Wyoming
	Pen & Dore	Goldarm	Properties	Total
	$	$	$	$
Balance at June 30, 2022	22,910,909	3,268,538	10,378,382	36,557,829
Additions:
Acquisition and staking costs	`-	635,604	-	635,604
Exploration expenses
Claim maintenance fees	18,541	23,891	399,226	441,658
Consulting	119,942	702,700	6,101	828,743
Salaries and benefits	17,548	408,369	-	425,917
Other	-	-	69,781	69,781
Drilling	-	960,422	-	960,422
Geophysics	-	13,555	-	13,555
General field expenses	9,429	241,285	3,553	254,267
Asset Retirement Obligation	-	-	(29,779)	(29,779)
	165,460	2,985,826	448,882	3,600,168
Recovery of exploration and evaluation
assets expenditures	-	-	(75,251)	(75,251)
Impairment of exploration and evaluation assets	-	-	(10,752,013)	(10,752,013)
	165,460	2,985,826	(10,378,382)	(7,227,096)
Balance at June 30, 2023	23,076,369	**6,254,364 **	-	29,330,733

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2023 Management’s Discussion and Analysis (in Canadian dollars, except as otherwise noted) Page 29

Ontario Pen & Dore Ontario Goldarm Wyoming Properties Total $ $ $ $ Balance at June 30, 2021 22,172,124 - 11,097,673 33,269,797 Additions: Acquisition and staking costs - 1,649,549 - 1,649,549 Exploration expenses Claim maintenance fees 970 894 395,201 397,065 Consulting 309,633 341,832 7,244 658,709 Salaries and benefits 132,663 252,845 - 385,508 Other - - 88,226 88,226 Drilling 200,040 799,295 - 999,335 Geophysics - 106,025 - 106,025 General field expenses 95,479 118,098 6,361 219,938 Asset retirement obligation - - (35,645) (35,645) 738,785 3,268,538 461,387 4,468,710 Recovery of exploration and evaluation assets expenditures - - (1,180,678) (1,180,678) 738,785 3,268,538 (719,291) 3,288,032 Balance at June 30, 2022 22,910,909 3,268,538 10,378,382 36,557,829

(1) The Pen & Dore properties are primarily comprised of the Pen Gold Project and the Dore Gold Project.

(2) The Goldarm Property is primarily comprised of the Montclerg Gold Project, the WWCC Project and the Aljo Mine Claims. (3) The Wyoming properties are comprised of the Rattlesnake Property and IEV Property.

Financing Activities

The Company received private placement proceeds, net of issue costs, of $6,137,103 on closing of two non-brokered private placements during the year ended June 30, 2023 ( see Note 18(b) to the consolidated Financial Statements).

For the year ended June 30, 2023, pursuant to disclosure requirements of IFRS 16 Leases, the Company reported lease payments of $40,785 (June 30, 2022 - $39,879).

RELATED PARTY TRANSACTIONS

Summary of key management personnel compensation:

Key management personnel include those persons having authority and responsibility for planning, directing, and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of members of the Company’s Board of Directors and corporate officers.

	Year Ended	Year Ended
	June 30, 2023	June 30, 2022
	$	$
Salaries and benefits capitalized to exploration and
evaluation assets expenditures	46,981	108,870
Salaries and benefits(1)	542,088	561,836
Director fees	72,946	72,841
Share-based compensation	246,808	221,292
Share-based compensation capitalized to
exploration and evaluation and assets expenditures	59,681	-
Consulting fees capitalized to exploration and
evaluation assets(2)	82,949	-
Consulting fees(2)	26,213	-
	1,077,666	964,839

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• (1) Includes salaries and benefits reported within Investor relations.

• (2) Includes fees paid to the VP, Exploration

Compensation of the Company’s key management personnel includes salaries, non-cash benefits and board retainers. Executive officers and members of the board of directors may also participate in the stock option program.

OFF-BALANCE SHEET TRANSACTIONS

The Company does not have any off-balance sheet arrangements at June 30, 2023, or as of the date of this report.

CRITICAL JUDGMENTS AND ESTIMATES

The preparation of the Company’s financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are continuously evaluated and are based on management’s experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. However, actual outcomes can differ from these estimates. Areas requiring a significant degree of estimation and judgment relate to Exploration and evaluation asset valuation, share-based transactions, functional currency determination and income tax provisions.

PROPOSED TRANSACTIONS

Unless otherwise disclosed, the Company does not have any proposed transactions that have been approved by the Board of Directors. It continues to review and evaluate potential exploration properties.

RISKS & UNCERTAINTIES

The securities of the Company are highly speculative due to the present stage of the Company’s business as well as the nature of the mineral exploration industry in general. The reader is cautioned that the following description of risks and uncertainties is not all-inclusive as it pertains to conditions currently known to management. There can be no guarantee or assurance that other factors will or will not adversely affect the Company.

Risks Inherent to Mineral Exploration

The Company is an exploration company focused primarily on the acquisition and exploration of mineral properties. There is no assurance that any of the Company’s projects can be mined profitably. Accordingly, it is not assured that the Company will realize any profits in the short to medium term, if at all. Any profitability in the future from the business of the Company will be dependent upon developing and commercially mining an economic deposit of minerals, which is subject to numerous risk factors. The exploration and development of mineral deposits involves a high degree of financial risk over a significant period of time that even a combination of management’s careful evaluation, experience and knowledge may not eliminate. While discovery of ore-bearing structures may result in substantial rewards, few properties that are explored are ultimately developed into producing mines. Major expenses may be required to establish reserves by drilling and to construct mining and processing facilities at a particular site. It is impossible to ensure that the current exploration programs of the Company will result in profitable commercial mining operations. The profitability of the Company’s operations will be, in part, directly related to the cost and success of its exploration programs, which may be affected by a number of factors. Substantial expenditures are required to establish mineral reserves that are sufficient to support commercial mining operations and to construct, complete and install mining and processing facilities on those properties that are actually developed.

Further, the terms “resource(s)” or “reserve(s)” cannot be used to describe any of the Company’s exploration properties due to the early stage of exploration at this time. Any reference to potential quantities and/or grade is conceptual in nature, as there has been insufficient exploration to define any mineral resource and it is uncertain if further exploration will result in the

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determination of any mineral resource. Any information, including quantities and/or grade, described in this MD&A should not be interpreted as assurances of a potential resource or reserve, or of potential future mine life or of the viability or profitability of future operations.

Financing/Dilution

The Company currently has no source of recurring income to fund projected levels of exploration activity and associated overhead costs. The Company is therefore dependent upon equity financing to fund its exploration plans. There can be no assurance that the Company will be able to obtain additional financing in the future on terms acceptable to the Company or at all. The inability to raise further funds through additional equity issuances or by other means, could result in delays or the indefinite postponement of planned exploration or, in certain circumstances, the loss of some or all of its property interests or cessation of all exploration activities. The occurrence of any of these events could have a material adverse effect upon the value of the Company’s securities. If additional financing is raised by the issuance of additional common shares, holders of shares previously issued will suffer immediate dilution.

Community Relationships

The Company's relationships with the communities in which it operates are critical to ensure the future success of its existing operations and the development of its projects. There is no reason to believe at this time that there are, or will be, issues related to Indigenous land claims or objections locally. While the Company is committed to operating in a socially responsible manner and working towards entering into agreements in satisfaction of such requirements, there is no guarantee that its efforts will be successful, in which case interventions by third parties could have a material adverse effect on the Company's business, financial position and operations.

History of Losses

The business of developing and exploring resource properties involves a high degree of risk and, therefore, there is no assurance that current exploration programs will result in profitable operations. The Company has not determined whether any of its properties contains economically recoverable reserves of mineralized material and currently has not earned any revenue from its projects; therefore, the Company does not generate cash flow from its operations. There can be no assurance that significant additional losses will not occur in the future. The Company's operating expenses and capital expenditures may increase in future years with advancing exploration, development and/or production from the Company's properties. The Company does not expect to receive revenues from operations in the foreseeable future and expects to incur losses until such time as one or more of its properties enters into commercial production and generates sufficient revenue to fund continuing operations. There is no assurance that any of the Company's properties will eventually enter commercial operation. There is also no assurance that new capital will become available, and if it is not, the Company may be forced to substantially curtail or cease operations.

Title

Although the Company has exercised due diligence with respect to title to properties in which it has interests, there is no guarantee that title to the properties will not be challenged or impugned. The Company’s mineral property interests may be subject to prior unregistered agreements or transfers or land claims, and title may be affected by undetected defects. In addition, the Company may be unable to operate its properties as permitted or to enforce its rights with respect to its properties. The failure to comply with all applicable laws and regulations, including a failure to pay taxes or to carry out and file assessment work, can lead to the unilateral termination of concessions by mining authorities or other governmental entities.

Permitting

The Company's exploration operations are subject to government legislation, policies and controls. For the Company to carry out its exploration activities, its various licences and permits must be obtained and kept current. There is no guarantee that the Company's licences and permits will be granted, or that once granted will be extended. In addition, the terms and conditions of such licences or permits could be changed and there can be no assurances that any application to renew any existing licences will be approved. There can be no assurance that all permits that the Company requires will be obtainable on reasonable terms, or at all. Delays or a failure to obtain such permits, or a failure to comply with the terms of any such permits that the Company has obtained, could have a material adverse impact on the Company. The Company will also have to obtain and comply with permits and licenses that may contain specific conditions concerning operating procedures, water use, waste disposal, spills, environmental studies, abandonment and restoration plans and financial assurances. There can be no assurance that the Company will be able to comply with any such conditions.

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2023 Management’s Discussion and Analysis (in Canadian dollars, except as otherwise noted)

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Health and Safety

The Company’s operations are subject to various health and safety laws and regulations that impose various duties on the Company’s operations relating to, among other things, worker safety and obligations in respect of surrounding communities. These laws and regulations also grant the relevant authorities broad powers to, among other things, close unsafe operations and order corrective action relating to health and safety matters. The costs associated with the compliance with such health and safety laws and regulations may be substantial and any amendments to such laws and regulations, or more stringent implementation thereof, could cause additional expenditure or impose restrictions on, or suspensions of, the Company’s operations.

Gold Price

The price of the Company’s securities, its financial results, and its access to the capital required to finance its exploration activities may in the future be adversely affected by declines in the price of precious and base metals. Gold prices fluctuate widely and are affected by numerous factors beyond the Company’s control such as the sale or purchase of gold by various dealers, central banks and financial institutions, interest rates, exchange rates, inflation or deflation, currency exchange fluctuation, global and regional supply and demand, production and consumption patterns, speculative activities, increased production due to improved mining and production methods, government regulations relating to prices, taxes, royalties, land tenure, land use, importing and exporting of minerals, environmental protection, and international political and economic trends, conditions and events. If these or other factors adversely affect the price of gold the market price of the Company’s securities may decline.

COVID-19

The Company’s operations could be adversely affected by the effects of a widespread global outbreak of a contagious disease, including the outbreak of respiratory illness caused by COVID-19. The Company cannot accurately predict the impact a widespread global outbreak of a contagious disease will have on its operations, and the ability of others to meet their obligations with the Company, due to uncertainties relating to the geographic spread of the virus, the severity of the disease, the duration of the outbreak, and the length of travel and quarantine restrictions.

Environment

Environmental legislation affects nearly all aspects of the Company’s operations. Compliance with environmental legislation can require significant expenditures and failure to comply with environmental legislation may result in the imposition of fines and penalties, clean-up costs arising out of contaminated properties, damages and the loss of important permits. There can be no assurances that the Company will be at all times in compliance with all environmental regulations or that steps to achieve compliance would not materially adversely affect the Company. Environmental laws and regulations are evolving in all jurisdictions where the Company has activities. The Company is not able to determine the specific impact that future changes in environmental laws and regulations may have on the Company’s operations and activities, and its resulting financial position; however, the Company anticipates that capital expenditures and operating expenses will increase in the future as a result of the implementation of new and increasingly strident environmental regulation. Further changes in environmental laws, new information on existing environmental conditions or other events, including legal proceedings based upon such conditions or an inability to obtain necessary permits, could require increased financial resources or compliance expenditures or otherwise have a material adverse effect on the Company.

Legal Proceedings

The nature of the Company’s business may subject it to numerous regulatory investigations, claims, lawsuits, and other proceedings. The result of these legal proceedings cannot be predicted with certainty. There can be no assurances that these matters will not have a material adverse effect on the Company.

Foreign Currency Risk

The Company has operations in Canada and the United States subject to foreign currency fluctuations. The Company’s operating expenses are incurred in Canadian and in United States dollars, and the fluctuation of the Canadian dollar in relation to United States dollar will have an impact upon the cash flows of the Company and may also affect the value of the Company’s assets and the amount of shareholders’ equity.

Information Systems Security Threats

The Company's operations depend upon information technology systems which may be subject to disruption, damage or failure from different sources, including, without limitation, installation of malicious software, computer viruses, security breaches, cyber-attacks and defects in design.

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Although to date the Company has not experienced any losses relating to cyber-attacks or other information security breaches, there can be no assurance that the Company will not incur such losses in the future. The Company’s risk and exposure to these matters cannot be fully mitigated because of, among other things, the evolving nature of these threats. As a result, cyber security and the continued development and enhancement of controls, processes and practices designed to protect systems, computers, software, data and networks from attack, damage or unauthorized access remain a priority. As cyber threats continue to evolve, the Company may be required to expend additional resources to continue to modify or enhance protective measures or to investigate and remediate any security vulnerabilities.

Key Management Personnel

The Company’s success depends to a certain degree upon key members for its management. It is expected that these individuals will be a significant factor in the Company’s growth and success. The loss of the service of members of the management team or certain key employees could have a material adverse effect on the Company.

Potential Conflicts of Interest

The directors and officers of the Company may serve as directors and/or officers of other public and private companies and may devote a portion of their time to manage other business interests. This may result in certain conflicts of interest. To the extent that such other companies may participate in ventures in which the Company is also participating, such directors and officers of the Company may have a conflict of interest in negotiating and reaching an agreement with respect to the extent of each company’s participation. The laws of British Columbia and Saskatchewan, Canada, require the directors and officers to act honestly, in good faith, and in the best interests of the Company and its shareholders. However, in conflict of interest situations, directors and officers of the Company may owe the same duty to another company and will need to balance the competing obligations and liabilities of their actions.

Substantial Volatility of Share Price

In recent years, the securities markets have experienced a high level of price and volume volatility, and the securities of many junior companies have experienced wide fluctuations in price which have not necessarily been related to the operating performance, underlying asset values or prospects of such companies. The price of the Company’s common shares is also likely to be significantly affected by short-term changes in mineral prices or in the Company’s financial condition or results of operations as reflected in its quarterly financial reports.

Competition

Significant and increasing competition exists for the limited number of mineral property acquisition opportunities available. As a result of this competition, some of which may be with large established mining companies with substantial capabilities and greater financial and technical resources than the Company, the Company may be unable to acquire additional attractive mineral properties on terms it considers acceptable.

FINANCIAL INSTRUMENT RISKS

The Company is exposed in varying degrees to a variety of financial instrument-related risks. The Board of Directors approves and monitors the risk management processes, inclusive of documented investment policies, counterparty limits, and controlling and reporting structures. The type of risk exposure and the way in which such exposure is managed is provided as follows:

Credit Risk

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company’s primary exposure to credit risk is on its cash and cash equivalents held in bank accounts. The Company has deposited the cash and cash equivalents with a high credit quality financial institution as determined by rating agencies. The risk of loss is low.

Liquidity Risk

Liquidity risk is the risk that the Company will incur difficulties meeting its financial obligations as they are due. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions without incurring unacceptable losses or risking harm to the Company’s reputation. At June 30, 2023, the Company has working capital of $2,730,191 which will be sufficient to fund certain 2023 and 2024 Montclerg and Pen Gold exploration programs as well as general and administrative costs through to 2024.

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Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return. The Company is not exposed to significant market risk.

Interest Rate Risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is exposed to interest rate risk, from time to time, on its cash balances. Surplus cash, if any, is placed on call with financial institutions and management actively negotiates favorable market related interest rates. The risk of loss is low.

Foreign Exchange Risk

Foreign exchange risk is the risk that fair value of future cash flows will fluctuate due to changes in foreign exchange rates.

The Company classifies its fair value measurements in accordance with the three-level fair value hierarchy as follows:

• Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities;

• Level 2 – Inputs other than quoted prices included within level 1 that are observable for the asset or liability either directly or indirectly; and

• Level 3 – Inputs that are not based on observable market data.

The carrying value of the Company’s financial assets and liabilities are approximate to their fair values due to their short-term nature.

Capital Management

The Company manages its capital to ensure that there are adequate capital resources to safeguard the Company’s ability to continue as a going concern through the optimization of its capital structure. The capital structure consists of shareholders’ equity. The basis for the Company’s capital structure is dependent on the Company’s expected business growth and changes in business environment. To maintain or adjust the capital structure, the Company may issue new shares through private placement, incur debt or return capital to shareholders.

DISCLOSURE OF DATA FOR OUTSTANDING COMMON SHARES, OPTIONS and WARRANTS

At June 30, 2023, and the date of this report, the Company had:

	June 30, 2023	Date of this report
Common shares	209,416,017	209,416,017
Warrants	23,997,268	23,997,268
Stock options	10,979,112	10,979,112

A summary of the warrants outstanding and exercisable at June 30, 2023 is as follows:

Exercise Price	Number Outstanding	Expiry Date
$ 0.22 0.17 0.18	5,925,754 5,692,360 12,379,154	November 30, 2023 October 6, 2024 March 21, 2026

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The following table summarizes the year’s stock options activities as follows:

	Year Ended	Year Ended	Year Ended	Year Ended
	June 30,	2023	June 30, 2022
		Weighted		Weighted
	Number of	average	Number of	average
	options	exercise price	options	exercise price
		$		$
Outstanding, beginning of year	8,284,121	0.19	7,015,003	0.36
Granted	4,350,000	0.14	2,519,118	0.17
Forfeited/Expired	(1,655,009)	0.28	(1,250,000)	1.09
Outstanding, end ofyear	10,979,112	0.16	8,284,121	0.19

A summary of the stock options outstanding and exercisable at June 30, 2023 is as follows:

Exercise Price	Number Outstanding	Number Exercisable	Expiry Date
$ 0.195 0.22 0.16 0.165 0.14 0.17 0.145 0.11 0.15 0.11	1,005,150 178,048 1,290,341 1,666,240 230,215 2,209,118 50,000 400,000 3,350,000 600,000	1,005,150 178,048 1,290,341 1,666,240 230,215 1,629,118 50,000 133,333 1,290,000 200,000	February 27, 2024 August 1, 2024 February 13, 2025 February 12, 2026 April 6, 2026 February 11, 2027 May 17,2027 September 12, 2027 February 14, 2028 May 16, 2028
	10,979,112	7,672,445

MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL INFORMATION

The Company's Consolidated Financial Statements and the other financial information included in this management report are the responsibility of the Company's management and have been examined and approved by the Board of Directors. The financial statements were prepared by management in accordance with IFRS and include certain amounts based on management’s best estimates using careful judgment. The selection of accounting principles and methods is management’s responsibility.

Management recognizes its responsibility for conducting the Company’s affairs in a manner to comply with the requirements of applicable laws and established financial standards and principles, and for maintaining proper standards of conduct in its activities.

The Board of Directors supervises the financial statements and other financial information through its audit committee, which is comprised of at least a majority of independent directors.

This Committee’s role is to examine the financial statements and recommend that the Board of Directors approve them, to examine the internal control and information protection systems and all other matters relating to the Company’s accounting and finances. To do so, the audit committee meets annually with the external auditors, with or without the Company’s management, to review their respective audit plans and discuss the results of their examination. This committee is responsible for recommending the appointment of the external auditors or the renewal of their engagement.

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Qualified Persons

Brian Skanderbeg, P.Geo. and M.Sc., President and CEO, is the Qualified Person for the information contained in this MD&A and is a Qualified Person within the meaning of National Instrument 43-101. Mr. Skanderbeg has reviewed the sampling and QA/QC procedures and results thereof as verification of the sampling data disclosed above and has approved the information contained in this MD&A.

Sampling and Quality Control for the Pen, Dore and Goldarm Gold Projects

Drill core samples are being analyzed for gold by Activation Laboratories Ltd. in Timmins, Ontario. Gold analysis consists of the preparation of a 500-gram pulp and an assay of a 50-gram aliquot by Pb collection fire assay with an Atomic Absorption Spectrometry finish (Package 1A2-50. Samples assaying above 5 ppm Au are routinely re-run using a gravimetric finish (Package 1A3-50). Mineralized zones containing visible gold are analyzed by a screen metallic fire assay method. Selected samples are also undergoing multi-element analysis for 59 other elements using a four-acid digestion and an ICP-MS finish (Package MA250) by Bureau Veritas Commodities Canada Ltd. in Vancouver, British Columbia. Quality control and assurance measures include the monitoring of results for inserted certified reference materials, coarse blanks and preparation duplicates of drill core.

For the Pen Gold Project, till samples were collected from hand-dug pits by experienced samplers at depths up to 1 m in a grid pattern with nominal spacing of 500 m by 1,000 m in areas of till cover. Geochemical samples (~2 kilograms) were sieved to minus 230 mesh and analyzed for gold and multi-element using an aqua regia digestion and ICP-ES/MS finish by Bureau Veritas Commodities Canada Ltd. in Vancouver in facilities accredited by the Standards Council of Canada. Gold grains were separated from bulk till samples (~10 kilograms) at IOS Services Geoscientifiques Inc. using their ArtPhot optical recognition methodology. Composition of separated gold grains were confirmed using a Scanning Electron Microscope. Comparison of geochemical results with accepted values for inserted certified reference materials confirms the accuracy of gold concentration results.

Till is a transported surficial media produced during active glaciation that is affected by subsequent surficial process that may affect the gold content and lead to further transport. As such the occurrence of a gold anomaly in till is not conclusive evidence of a mineral deposit existing within the Property. GFG drill core samples are being analyzed by Bureau Veritas Commodities Canada Ltd. Preparation of a 1-kilogram pulp and gold assay of a 50-gram aliquot by Pb collection fire assay with an Atomic Absorption Spectrometry finish (Package FA450) are being done in Timmins, Ontario. Samples assaying above 3 ppm Au are being routinely re-run using gravimetric finish (Package FA550). Mineralized zones containing visible gold will also be analyzed by screen metallic fire assay. Multi-element analysis for 59 other elements using a four-acid digestion and an ICPMS finish (Package MA250) is being done in Vancouver, British Columbia. Quality control and assurance measures include the monitoring of results for inserted certified reference materials, coarse blanks and preparation duplicates of drill core.

Sampling protocol, quality control and assurance measures and geochemical results related to documented historic till, rock grab, and drill core samples have not been verified by the Qualified Person. However, the grades and locations of these samples have been cross referenced with available maps and reports and GFG believes them to be of reasonable accuracy.

Quality Analysis and Quality Control for the Rattlesnake Hills Gold Project

For the Rattlesnake Hills Gold Project, the quality analysis and quality control measures utilized by Evolving Gold Corp. in respect of the historical drilling data disclosed above included the following: drill hole intervals were weighted averages with each assay interval weighted according to the core length. Rigorous quality assurance and quality control procedures were implemented including routine insertion of internal standard reference materials, certified reference materials, blank material and duplicate samples from both crush and pulp material. Gold assays were completed by SGS Canada Inc. in Toronto, using a 30-gram charge, fire assay, with an ICP finish. SGS Canada laboratory in Toronto is ISO accredited.

RC and Core Drilling

Once core is extracted from the ground, it is placed in core boxes located on the drill pad. Core boxes are labeled and stacked on the drill site. Once or twice a day, the core is picked up by GFG personnel and transported to the Casper office. Once received at the office, the core is photographed, measured for RQD, logged, and sampled by a GFG geologist. Sample intervals are marked on the core and entered in the logging spreadsheet. Sample numbers are assigned, based upon the hole number and footage interval.

Following logging, the core is cut in half with a Husqvarna TS 510 core saw. The halved sample is placed within its respective sample bag, labeled with the sample number. The samples are stored in sample bins provided by the lab and stored at the Casper office. Lids are placed on each bin to cover the samples. The lid would be strapped to the bin to protect the samples and to maintain sample integrity.

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The RC sample bags and chip trays were labeled prior to drilling of each hole and delivered to the drillers for sample collection by GFG personnel. Sample splitters attached to each drill rig were employed, in order to obtain a chip tray sample and assay lab sample. Sample numbers are assigned, based upon the hole number and footage interval. Samples were collected by the drillers’ helpers, who also sealed the bags and placed each sample into a sample bin, located on the drill pad. Once the sample bin became full, or the hole was finished, the drill crew relocated the sample bin to their laydown area. At this point, a lid would be placed on the bin to cover the samples. The lid would be strapped to the bin to protect the samples and to maintain sample integrity.

Prior to shipment of drill samples, QA/QC samples are prepared and inserted into the sample sequence every 10 samples, alternating with a marble blank or a known standard.

OTHER MD&A REQUIREMENTS

Additional information relating to the Company may be found on the Company’s website at www.gfgresources.com and on SEDAR+ at www.sedarplus.ca.

This MD&A has been approved by the Board on October 16, 2023.

GFG Resources Inc.