Golden Shield Resources Inc. — Interim / Quarterly Report 2021

Apr 30, 2021

Management Discussion and Analysis

Goldblock Capital Inc.

For the nine months ended February 28, 2021

The Management Discussion and Analysis (“MD&A”), prepared February 28, 2021 should be read in conjunction with the reviewed interim financial statements and notes thereto for the nine months ended February 28, 2021 and 2020, of Goldblock Capital Inc. (“Goldblock” or the “Company”), which were prepared in accordance with International Financial Reporting Standards (“IFRS”). All dollar amounts referred to in this MD&A are expressed in Canadian dollars, unless otherwise noted.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this MD&A constitute “forward-looking statements” within the meaning of Canadian securities laws. Forward-looking statements reflect the Company's current views with respect to future events, are based on information currently available to the Company and are subject to certain risks, uncertainties, and assumptions, including those discussed above. Forward-looking statements include, but are not limited to, statements with respect to the success of mining exploration work, title disputes or claims, environmental risks, unanticipated reclamation expenses, the estimation of mineral reserves and resources and capital expenditures. In certain cases, forward-looking statements can be identified by the use of words such as “intends”, “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved”. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to differ from those expressed or implied by the forward-looking statements. Such factors include, among others, risks related to international operations, fluctuation of currency exchange rates, actual results of current exploration activities, changes in project parameters as plans are refined over time, the future price of molybdenum and other precious or base metals, possible variations in mineral resources, grade or recovery rates, accidents, labour disputes and other risks of the mining industry, delays in obtaining, or inability to obtain, required governmental approvals or financing, as well as other factors discussed under “Risk Factors”. Although the Company has attempted to identify material factors that could cause actual actions, events or results to differ materially from those described in forwardlooking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Forward-looking statements contained in this Prospectus are made as of the date of this Prospectus. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company will update forwardlooking statements in its management discussion and analysis as required.

DESCRIPTION OF BUSINESS

Goldblock Capital Inc.was incorporated under the laws of the Province of British Columbia on January 29, 2018. The Company was formed to acquire, explore and develop mining claims in Canada. To date the Company has entered into the Option Agreement with Seven Devils Exploration Ltd, and Multiple Metals Resources Ltd. (the “Optionors”) to earn a 100% interest in the Property, subject to a 1.5% Net Smelter Royalty to be retained by the Optionors, by making staged payments totaling $192,500 over three years and completing exploration expenditures totaling $450,000 over four years from the date of the Option Agreement.

The principal business of the Company is the exploration of natural resource properties.

GOLDBLOCK CAPITAL INC. MANAGEMENT DISCUSSION AND ANALYSIS FEBRUARY 28, 2021

DESCRIPTION OF BUSINESS (continued)

The following information regarding the Property has been summarized from a technical report entitled “Technical Report on the Copper Canyon Property, Nicole Mining Division, British Columbia, prepared for Goldblock Capital Inc., dated effective January 31, 2019, and prepared by D. Cullen, P. Geo., and J. Garry Clark, P.Geo., (collectively, the “author”). Messrs. Cullen and Clark are independent Qualified Persons as defined by NI 43-101. The Technical Report has been prepared in accordance with NI 43-101 and is available for inspection at the head office of the Company during normal business hours. The full Technical Report will also be made available on SEDAR at www.sedar.com.

EXPLORATION AND EVALUATION ASSETS

The Copper Canyon Property consists of 7 claims totaling 2,853.6 hectares. The claims are owned by Seven Devils Exploration Ltd, and Multiple Metals Resources Ltd. (the “Optionors”, both of Vancouver, B.C., each of which own 50% of the Property), and have been optioned to the Company under an Option Agreement dated April 25, 2018.

Under the terms of the Option Agreement, the Company has the right to earn a 100% interest in the Property, subject to a 1.5% Net Smelter Royalty (the “NSR”) to be retained by the Optionors, by making staged payments totaling $192,500 over three years and completing exploration expenditures totaling $450,000 over four years from the date of the Option Agreement. The Company has the right to purchase 0.5% of the NSR from the Optionors for $1,000,000.

No permitting is required for the early stage of exploration work that is proposed. From the proposed program, if successful, the Company would identify drill targets and a Notice of Work (NOW) would be applied for.

On April 25, 2018, the Company entered into an option agreement to acquire a 100% interest in the Copper Canyon Property, located in the Nicola Mining Division of British Columbia, Canada, for the following consideration:

Date			Optionpayments	Exploration expenditures
April	25,	2018	Payment of $22,500 (paid)	N/A
April	25,	2019	N/A	N/A
April	25,	2020	Payment of an additional $20,000 (paid)	Incurred $100,000
April	25,	2021	Payment of an additional $150,000	Incur an additional $100,000
			($75,000 paid on November 2020)
April	25,	2022	N/A	Incur an additional $250,000

Exploration expenditures in excess of the minimum amount in any period will be applied towards the next period’s minimum required amount.

The vendors will retain a 1.5% Net Smelter Royalty (“NSR”). The Company has the option to purchase 0.5% of the NSR for $1,000,000.

A preliminary exploration work program was conducted on Copper Canyon from June 12 to June 26, 2019; as summarized:

312 soil samples (using a soil auger) and 76 prospector rock samples were collected to test the presence of precious and base metal mineralization. Approximately 11km of Magnetometer-VLF survey were conducted in the north of the claims. 30 soil samples were from 2 lines starting at MGT and east to the claim boundary. A small grid was established along the southern boundary, consisting of four lines, then soil sampled. A 3[rd] soil sampling grid was completed over part of the VLF-EM/ Magnetometer survey that was conducted in the north of the claims.

GOLDBLOCK CAPITAL INC. MANAGEMENT DISCUSSION AND ANALYSIS FEBRUARY 28, 2021

EXPLORATION AND EVALUATION ASSETS (continued)

67 rock samples were collected from all over the claims with the exception of the westernmost reaches, and particularly the NW because of a lack of access. The southern boundary was prospected very closely from one side to the other, including using a drone to locate smaller patches of rocks that were not seen by prospectors.

The results from the soil sampling had peak values for Au of 82 ppb, for Ag 8.4 ppm, and Cu 810 ppm. The silver and copper peaks are significantly high and skew the percentiles for those metals slightly. At the 85% percentile the anomaly thresholds are 9.3 ppb Au, 1.4 ppm Ag, 46 ppm Cu, 15 ppb Pb, 117 ppb Zn and 8 ppb As. These are in line for the area, except for Ag and Cu, which are higher than normal for the area. Using the 85% percentile (or even 90% percentile) there are significant broad and narrow anomalies.

Of the 67 rock samples collected, the best gold assay was 12 ppb in the area of the MGT Showing, and this sample also ran 1.22% Cu. The rest were at or below the detection limit of 5 ppb gold.

The following are details of the Company’s exploration and evaluation asset:

Property Payments and Exploration Cost as of February 28, 2021

	February 28, 2021	May 31, 2020
Acquisition cost Beginning of Year Additions End of period Exploration costs: Beginning of Year Consulting Drilling Sampling Geophysics Other End of Year	$ 42,500 75,000 117,500 $ 109,727 4,999 - - - 240 $ 114,966 (15,000) $ 217,466	$ 22,500 20,000
		42,500
		$ 19,440 - 57,986 15,961 1,815 14,525
		$ 109,727
		-
		$ 152,227

Goldblock Capital Inc. (the “Company” or “Goldblock”) (CSE:GBLK) has entered into an option agreement with 2294253 Alberta Ltd. (the “Optionee”), a private company based in Calgary, Alberta, providing for it to acquire a 75% interest in the Company’s Copper Canyon project. The Optionee is required to pay to Goldblock a total of $245,000 in cash, issue a total of 1,300,000 common shares, and spend a total of $575,000 in qualified expenditures on the Copper Canyon property, all over a three-year period. On December 8, 2020 the Optionee advanced $15,000 to Goldblock as the part payment on the agreement.

The following is a summary of the key terms of the Option Agreement:

• (i) $15,000 cash payment (of which $15,000 as been paid) to Goldblock and the issuance of 200,000 common shares of the Optionee to Goldblock within 60 days of the execution of the Option Agreement, subject to regulatory approvals.

• (ii) On or before April 25, 2021, a cash payment of $50,000 to Goldblock and the issuance of an additional 300,000 common shares of the Optionee to Goldblock and a work commitment of $125,000 in qualifying expenditures to be incurred by the Optionee on the Copper Canyon property on or before April 25, 2021.

GOLDBLOCK CAPITAL INC. MANAGEMENT DISCUSSION AND ANALYSIS FEBRUARY 28, 2021

EXPLORATION AND EVALUATION ASSETS (continued)

• (iii) On or before April 25, 2022, a cash payment of $70,000 to Goldblock and the issuance of an additional 300,000 common shares of the Optionee to Goldblock and a further work commitment of $200,000 in qualifying expenditures to be incurred by the Optionee on the Copper Canyon property.

• (iv) On or before April 25, 2023, a cash payment of $100,000 to Goldblock and the issuance of an additional 500,000 common shares of the Optionee to Goldblock and an additional work commitment of $250,000 in qualifying expenditures to be incurred by the Optionee on the Property.

During the nine month ending February 28, 2021, the Company amended the option agreement providing for an extension of the work commitment of $100,000 to July 25, 2021 from April 25, 2021 and an additional minimum of $250,000 in exploration expenditures are to be incurred on the property on or before April 25, 2022 which will be partially funded by the Optionee by incurring a minimum of $200,000 on the property on or before July 25, 2021. In consideration of the extension, and consent to the previously announced option of 75% of the property to optionee, an advance payment of $75,000 has been made, being 50% of the total amount due on April 25, 2021.

2020 has been a test of endurance in many respects due to COVID-19 related restrictions on personnel movement and scheduling conflicts to complete work on the property. Goldblock is very pleased to be able to enter into this agreement as it provides some additional capital and certainly that the work commitment on the property will be completed before April 25, 2021, as required in our underlying option concludes James Mustard Goldblock’s CEO

About Copper Canyon

The Copper Canyon property consists of 7 claims totalling 2853.6 hectares. Goldblock has an underlying agreement to earn a 100% interest in the property, subject to 1.5% Net Smelter Royalty (the “NSR”) by making staged payments totalling $192,500 over three years and completing exploration expenditures totalling $450,000 over four years. Goldblock has paid a total of $42,500 to date and spent over $100,000, with an additional $150,000 cash payment to be made by April 25, 2021 and $350,000 to be spent by April 25, 2022 to complete the earn-in.

The Copper Canyon property is located 30 kilometres west of Merritt in south-central B.C. The property is located in the Spences Bridge Volcanic Belt of south-central B.C., a belt that has seen significant exploration interest in the past 3 years resulting from the discovery of gold mineralization by Westhaven Gold Corp. at their Shovelnose project south of Merritt.

The Copper Canyon property is the subject of a National Instrument 43-101 compliant technical report entitled “Technical Report on the Copper Canyon Property, Nicole Mining Division, British Columbia”, prepared for Goldblock, dated effective December 5, 2019 (amended January 12, 2020) and prepared by D. Cullen, P.Geo., and J. Garry Clark, P.Geo., of Clark Exploration Consulting. A copy of the technical report and additional information regarding the project is available under Goldblock’s profile on SEDAR at www.sedar.com.

Goldblock commenced trading on March 3, 2020 on the Canadian Securities Exchange. The company filed a non-offering prospectus which is available under Goldblock’s profile on SEDAR at www.sedar.com.

GOLDBLOCK CAPITAL INC. MANAGEMENT DISCUSSION AND ANALYSIS FEBRUARY 28, 2021

SUMMARY FINANCIAL INFORMATION

	For Nine Months Ended February 28, 2021 (Unaudited)	For Six Months Ended November 30, 2020 (Unaudited)	For Three Months Ended August 31, 2020 (Unaudited)	Fiscal Year Ended May 31, 2020 (Audited)
Total Assets	$ 467,259	$ 572,261	$ 589,806	$ 591,721
Total Liabilities	$ 18,400	$ 58,200	$ 54,572	$ 34,475
Net Income	$ (110,387)	$ (45,185)	$ (24,012)	$ (112,827)
Shareholders’ Equity	$ 448,859	$ 514,061	$ 535,234	$ 559,246
TotalCommonShares	12,000,000	12,000,000	12,000,000	12,000,000

SHARE CAPITAL

Authorized

The Company is authorized to issue an unlimited number of common shares without nominal or par value.

Issued

During the period ended May 31, 2019, the Company issued 5,000,000 common shares at a price of $0.010 for proceeds of $50,000, At November 30, 2019, $1,000 in proceeds have been recorded as subscriptions receivable and were received during the year ended May 31, 2020.

There were no shares issued during the year ended May 31, 2020 and the nine month period ended February 28, 2021.

As at February 28, 2021 and April 26, 2021 the total number of shares outstanding were 12,000,000.

SELECTED ANNUAL INFORMATION

	May31,2020	May31,2019	May31,2018	May31,2017
Revenue	$ Nil	$ Nil	$ Nil	N / A
Comprehensive loss	$ (112,827)	$ (26,751)	$ (1,176)
Basic and Diluted Lossper Share	$ (0.02)	$ (0.01)	$ (0.00)
Number of common shares outstanding	12,000,000	12,000,000	7,000,000
Statement of Financial Position data Working capital Total assets	$ $ 407,019 591,721	$ $ 629,133 695,146	$ $ 174,824 200,000

During the year ended May 31, 2020 the Company incurred professional fees of $63,180 paid to the lawyer for filing the prospectus and $17,500 for audit and accounting fees.

GOLDBLOCK CAPITAL INC. MANAGEMENT DISCUSSION AND ANALYSIS FEBRUARY 28, 2021

SUMMARY OF QUARTERLY RESULTS

The following table summarizes selected financial data reported by the Company for the quarter ended February 28, 2021 and the previous six quarters

	Feb 28, 2021	Nov 30, 2020	Aug 31, 2020	May 31, 2020	Feb 29, 2020	Nov 30, 2019	Aug 31, 2019
Current assets	$ 74,793	$ 344,794	$ 437,459	$ 439,494	$ 494,484	$ 553,850	$ 557,748
Exploration and evaluation assets	$ 217,466	$ 227,467	152,347	$ 152,227	$ 129,932	$ 129,902	$ 129,207
Total assets	$ 467,259	$ 572,261	589,806	$ 591,721	$ 624,416	$ 683,752	$ 686,955
Current liabilities	$ 18,400	$ 58,200	54,572	$ 32,475	$ 26,892	$ 51,298	$ 36,821
Share capital	$ 700,000	$ 700,000	700,000	$ 700,000	$ 700,000	$ 700,000	$ 700,000
Comprehensive income (loss)	$ (65,202)	$ (21,173)	(24,012)	$ (38,278)	$ (33,755)	$ (17,680)	$ (23,114)
Basic income (loss) per share	$ (0.01)	$ (0.00)	(0.00)	$ (0.00)	$ (0.00)	$ (0.00)	$ (0.00)
Outstanding shares	12,000,000	12,000,000	12,000,000	12,000,000	12,000,000	12,000,000	12,000,000

RESULT OF OPERATIONS

For the nine months ended February 28, 2021

During the nine months ended February 28, 2021, the Company recorded a loss of $110,187 compared to a loss of $74,549 in the nine months ended February 29, 2020. The change is mainly due to higher management fees, higher fees of $54,000, filing fees which was $10,094 (2020 - $5,977) accounting fees which was $10,000 (2020 - $3,600), rent $15,000 (2020 - Nil) and legal fees of $Nil (2020 - $33,542) incurred during the period.

LIQUIDITY AND CAPITAL RESOURCES

The Company’s cash and cash equivalents at February 28, 2021 was $70,491 compared to $485,465 at February 29, 2020.

Cash used (generated) operating activities during the nine months ended February 28, 2021, totaled $113,478 (2020 – $61,863), which was attributed to the loss during the period of $110,387 (2020 – $33,755) and the changes in the non-cash working capital items comprising of an increase in amounts receivable of $10,984 (2020 – $1,041), and decrease in accounts payable of $14,075 (2020 – $25,582)

Cash generated from financing activity during the nine months ended February 28, 2021, totaled $ Nil (2020 – $NIL). Cash generated from financing activities during the year and during the same period of the previous year were all due to shares issued for cash.

The Company’s ability to continue on a going concern basis depends on its ability to successfully raise additional financing. Although the Company has been successful in the past in obtaining financing, there can be no assurance that it will be able to obtain adequate financing in the future or that the terms of such financing may be favorable.

GOLDBLOCK CAPITAL INC. MANAGEMENT DISCUSSION AND ANALYSIS FEBRUARY 28, 2021

RELATED PARTY TRANSACTIONS

The following is a summary of transactions with an officer, (CFO) and director of the Company:

Accrued fees for accounting Management Fees Rent	For the nine months ended February 28, 2021 For the Year ended May 31, 2020 $ 10,000 $ 7,500 $ 54,000 $ 18,000 $ 15,000 -

OFF-BALANCE SHEET ARRANGEMENTS

The Company has not entered into any off-balance sheet arrangements.

COMMITMENTS

The Company is committed to certain cash payments, share issuances and exploration expenditures in connection with the acquisition of its mineral property claims as discussed under the Exploration Project section.

Stock Options

The Company has Nil stock options outstanding at February 28, 2021.

Escrow Shares

6,737,000 shares issued to the principals of the Company were subject to escrow conditions required by applicable securities laws and the CSE requirements. Pursuant to the terms of the escrow agreements, 10% of the escrowed shares were released from escrow on March 3, 2020. As at May 31, 2020 6,063,300 shares were held in the escrow and during the six month period ending November 30, 2020 an additional 1,010,550 from the remaining shares were released from the escrow and as at February 28, 2021, 5,052,750 shares were held within escrow and will be released over a period of 27 months.

RISKS AND UNCERTAINTIES

In conducting its business, the Company faces a number of risks and uncertainties related to the mineral exploration industry. Some of these risk factors include risks associated with land titles, exploration and development, government and environmental regulations, permits and licenses, competition, dependence on key personnel, the requirement and ability to raise additional capital through future financings.

Title Risks

Although the Company has exercised due diligence with respect to determining title to the properties in which it has a material interest, there is no guarantee that title to such properties will not be challenged or impugned. Third parties may have valid claims underlying portions of the Company’s interests, and the permits or tenures may be subject to prior unregistered agreements or transfers or native land claims and title may be affected by undetected defects. If a title defect exists, it is possible that the Company may lose all or part of its interest in the properties to which such defects relate.

GOLDBLOCK CAPITAL INC. MANAGEMENT DISCUSSION AND ANALYSIS FEBRUARY 28, 2021

COMMITMENTS (continued)

Exploration and Development

Resource exploration and development is a highly speculative business, characterized by a number of significant risks including, among other things, unprofitable efforts resulting not only from the failure to discover mineral deposits but also from finding mineral deposits that, though present, are insufficient in quantity and quality to return a profit from production. Substantial expenses are required to establish reserves by drilling, sampling and other techniques and to design and construct mining and processing facilities. Whether a mineral deposit will be commercially viable depends on a number of factors, including the particular attributes of the deposit (i.e. size, grade, access and proximity to infrastructure), financing costs, the cyclical nature of commodity prices and government regulations (including those relating to prices, taxes, currency controls, royalties, land tenure, land use, importing and exporting of minerals, and environmental protection). The effect of these factors or a combination thereof cannot be accurately predicted but could have an adverse impact on the Company.

Competition

The mining industry is intensely competitive in all its phases, and the Company competes with other companies that have greater financial and technical resources. Competition could adversely affect the Company’s ability to acquire suitable properties or prospects in the future.

Dependence on Key Personnel

The success of the Company is currently largely dependent on the performance of the directors and officers. There is no assurance that the Company will be able to maintain the services of the directors and officers or other qualified personnel required to operate its business. The loss of the services of these persons could have a material adverse effect on the Company and the prospects.

Future Financings

The Company’s continued operation will be dependent upon the ability to generate operating revenues and to procure additional financing. There can be no assurance that any such revenues can be generated or that other financing can be obtained on acceptable terms. Failure to obtain additional financing on a timely basis may cause the Company to postpone development plans, forfeit rights in some or all of the properties or joint ventures, or reduce or terminate some or all of the operations.

MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL INFORMATION

The Company’s 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 generally accepted Canadian accounting principles 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 a majority of non-management directors.

GOLDBLOCK CAPITAL INC. MANAGEMENT DISCUSSION AND ANALYSIS FEBRUARY 28, 2021

MANAGEMENT’S RESPONSIBILITY FOR FINANCIAL INFORMATION (continued)

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. In order 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.

Transaction

December 16, 2020 - Goldblock Capital Corp (CSE:GBLK) (“Goldblock”)) entered into an arm's-length nonbinding letter of intent dated December 16, 2020, with Virgin Gold Corp. (“Virgin” or the “Company”), whereby Goldblock proposed to acquire all of the issued and outstanding securities of Virgin by way of a share exchange, amalgamation or such other form of business combination as the parties may determine.

Upon successful completion of the proposed acquisition of the securities of Virgin (the "Transaction"), it is anticipated that the Company will be listed on the Canadian Securities Exchange (“CSE”) and will carry on the business of Virgin.

Transaction Highlights:

• Goldblock will acquire all of the outstanding shares of Virgin and will focus on gold exploration in Guyana.

• The resulting Company will be led by Hilbert N Shields and Rory Harding, seasoned mining professionals with extensive experience in Guyana’s mining industry.

• The Company will be part of the Inventa Capital group of companies.

Transaction Summary

Pursuant to the Transaction, it is contemplated that Goldblock will consolidate its share capital on a two-for-one basis (the “Consolidation”), following which it will issue post-Consolidation common shares (the "GBLK Shares") to the holders of common shares in the capital of Virgin (the "Virgin Shares") on a one-for-one basis, which is expected to total approximately 15,000,000 post-consolidated GBLK Shares.

The Transaction is an arm's length transaction. Upon the completion of the Transaction, it is expected that Virgin will become a wholly owned subsidiary of Goldblock (the "Resulting Issuer").

Currently GBLK has 12,000,000 GBLK Shares issued and outstanding. Following the Consolidation, and prior to closing of the Transaction, GBLK will have 6,000,000 shares outstanding.

The Transaction is subject to a number of terms and conditions, including, but not limited to, the parties entering into a definitive agreement with respect to the Transaction prior to July 31st 2021 (such agreement to include representations, warranties, conditions and covenants typical for a transaction of this nature), the completion of satisfactory due diligence investigations, and the approval of the CSE and other applicable regulatory authorities. No finders’ fees are payable in connection with the Transaction. Goldblock will advance to Virgin a nonrefundable deposit of C$175,000 in cash.

If completed, the Transaction will constitute a “Fundamental Change” pursuant to the policies of the CSE. However, there is no guarantee that the Transaction will close.

Further details concerning the Transaction (including additional financial and shareholder information regarding Virgin) and other matters will be announced when a definitive agreement is reached.

GOLDBLOCK CAPITAL INC. MANAGEMENT DISCUSSION AND ANALYSIS FEBRUARY 28, 2021

Information Concerning Virgin

Virgin is a privately held mining exploration company with its head office in Vancouver, British Columbia. There are no persons holding a controlling interest in Virgin. Virgin’s mineral exploration activities are focused on underexplored regions of Guyana with an immediate strategy to assemble a portfolio of high-quality gold assets. Virgin has identified the Guiana Shield in Guyana as a stand-out region for gold exploration and is in the process of acquiring several prospecting and mining permits.

Virgin believes gold in Guyana represent a unique opportunity for the following reasons:

• Guyana is home to several significant gold assets.

• The Guiana Shield is a region which has remained relatively under explored for gold.

• Natural resource development remains a top priority for the Guyanese government.

• Assets with mineral resources are identified at reasonable valuations.

The Company, through its wholly owned subsidiary Aurous Guyana Inc., has entered into a share purchase agreement to wholly acquire Romanex Guyana Exploration Ltd. and their 100% owned Marudi Mountain Property (“Marudi”) located in the Rupununi Mining District 6, of the Republic of Guyana.

Management and Board of Directors

Upon completion of the Transaction, it is expected that all the directors and officers of GBLK will resign and be replaced by nominees of Virgin. The following sets out the names and backgrounds of all persons who are expected to be appointed as officers and directors of the Resulting Issuer, with the addition of a CFO to be announced at a later date:

Hilbert Shields, CEO and Director. Hilbert is a geologist and entrepreneur who was the co-founder of, and served as, Chief Executive Officer of First Bauxite Corporation until August 2014. Hilbert, has over 35 years’ experience in the mineral exploration and mining industry, working with Noranda, Gulf Oil Minerals Group and the Ontario Geological Survey before joining Golden Star Resources in 1986 where he was Vice-President, with responsibility for gold exploration in Guyana and Venezuela and diamond exploration worldwide. He managed the exploration of the Omai gold deposit in Guyana, from acquisition by Golden Star through to the completion of the feasibility study; he later became a Director of Omai Gold Mines Ltd.

Hilbert has been a Director of the Guyana Geology & Mines Commission and the Guyana Gold Board and is a currently the Vice-President of the Guyana Gold & Diamond Miners Association, sits on the Council of the Private Sector Commission of Guyana and is a Co-Chair of the Guyana Extractive industries Transparency Initiative. He holds a bachelor’s degree in Geology & Environment from Oxford Brooks University in the United Kingdom and a Master's degree in Geology from Mackay School of Mines University of Nevada. Hilbert is a dual Canadian and Guyanese citizen.

Rory Harding, VP Corporate Development. Rory is an experienced business development professional and originator. Until 2018 Rory was running a West African representative office for the London-based merchant bank and resource finance boutique, Strand Hanson. Rory now lives in Guyana where he continues to represent Strand Hanson for the Caribbean, as well as a number of multinational companies in a variety of industries. He has raised and introduced financing for businesses and developed projects in a variety of sectors, including manufacturing, energy, agriculture and mining. In 2011, Rory founded a mining services company, which until 2016, provided services to a listed gold producer. Rory has also been involved in a number of projects in petroleum infrastructure, power production and mining exploration. Rory has implemented business development for International Energy Trading Houses and has acted as the representative for two major Chinese state-owned enterprises, with infrastructure projects currently under development. Rory holds a BSc in BioSciences from the University of Exeter where he completed his research project with Shell Global in the production of biodiesel from microorganisms. Rory is a dual British and Guyanese citizen.

GOLDBLOCK CAPITAL INC. MANAGEMENT DISCUSSION AND ANALYSIS FEBRUARY 28, 2021

Management and Board of Directors (continued)

Jen Hanson, Corporate Secretary. Jen is a dedicated and versatile senior professional that brings more than 22 years of excellence in all aspects of human resource management, accounting, and corporate administration. For the last eight years, her focus has been on providing corporate secretary services and accounting services for several public and private companies.

About Goldblock

Goldblock has an option agreement to earn a 100% interest in the Copper Canyon property located 30 kilometers west of Merritt in south-central B.C., consisting of 7 claims totaling 2,853.6 hectares, subject to a 1.5% Net Smelter Royalty, by making staged payments totaling $192,500 over three years and completing exploration expenditures totaling $450,000 over four years. The Company has paid a total of $117,500 to date and spent over $100,000, with an additional $75,000 cash payment to be made by April 25, 2021 and $350,000 to be spent by April 25, 2022 to complete the earn-in. On October 15, 2020, the Company announced that it had entered into an option agreement with 2294253 Alberta Ltd., a private company based in Calgary, Alberta, providing for it to acquire a 75% interest in the Company’s Copper Canyon project. 2294253 Alberta Ltd. is required to pay to the Company a total of $245,000 in cash (of which $10,000 has been paid), issue a total of 1,300,000 common shares, and spend a total of $575,000 in qualified expenditures on the Copper Canyon property, all over a threeyear period.

The current directors and officers of the Company consist of James Mustard, Chief Executive Officer & Director, Nizar Bharmal Chief Financial Officer & Director, Betty Anne E. Loy, Corporate Secretary, Azim Dhalla and Donald Gordon.

For further information please contact: James Mustard President & CEO, Director

Tel. (604) 418-9543