Intrepid Metals Corp. — Management Reports 2023

May 2, 2023

Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

GENERAL

The following management’s discussion and analysis (“MD&A”) is intended to supplement and complement the consolidated financial statements and accompanying notes of Intrepid Metals Corp. (formerly “Voleo Trading Systems Inc.”) (the “Company” or “Intrepid”) for the year ended December 31, 2022.

All dollar figures presented are expressed in Canadian dollars unless otherwise noted. Financial statements and summary information derived therefrom are prepared in accordance with International Financial Reporting Standards (“IFRS”).

Management is responsible for the preparation and integrity of the financial statements, including the maintenance of appropriate information systems, procedures and internal controls and to ensure that information used internally or disclosed externally, including the consolidated financial statements and MD&A, is complete and reliable. The Company’s Board of Directors follows recommended corporate governance guidelines to ensure transparency and accountability to shareholders. The Board of Directors’ audit committee meets with management quarterly to review the consolidated financial statements and the MD&A and to discuss other financial, operating and internal control matters.

The reader is encouraged to review the Company’s statutory filings on www.sedar.com.

FORWARD LOOKING STATEMENTS

Information set forth in this MD&A may involve forward-looking information under applicable securities laws. Forward-looking information is information that relates to future, not past, events. In this context, forward-looking information often addresses expected future business and financial performance, and often contains words such as "anticipate", "believe", "plan", "estimate", "expect", and "intend", statements that an action or event "may", "might", "could", "should", or "will" be taken or occur, or other similar expressions. All statements, other than statements of historical fact, included herein including, without limitation, statements about anticipated future revenues and expenses, the sufficiency of the Company’s working capital, the Company’s business objectives and plans, the completion of future financings, and the use of financing proceeds, details of planned exploration activities, the expected results of exploration activities, expectations and anticipated impact of the COVID-19 outbreak, commodity prices, the timing and amount of future exploration and development expenditures, the availability of labour and materials, receipt of and compliance with necessary regulatory approvals and permits, the estimation of insurance coverage, and assumptions with respect to currency fluctuations, environmental risks, title disputes or claims, and other similar matters, contain forward-looking information. By its nature, forwardlooking information involves known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Such factors include, among others, the following risks: the need for additional financing; risks relating to changes in commodity prices; risks related to current global financial conditions; operational risks inherent in the conduct of exploration and development activities, including the risk of accidents, labour disputes and cave-ins; the impact of COVID-19 on the Company’s business; reliance on key personnel; the potential for conflicts of interest among certain officers, directors or promoters with certain other entities; the absence of dividends; competition; dilution; regulatory risks including the risk that permits may not be obtained in a timely fashion or at all; the impact of government regulations in Canada and the United States; the impact of general economic conditions; changing domestic and international industry conditions; the ability of management to implement its operational strategy; the ability to attract qualified management and staff; regulatory risks; financing, capitalization and liquidity risks, including the risk that the financing necessary to fund operations may not be obtained; risks related to disputes concerning property titles and interests; environmental risks; and the additional risks identified in the “Risk Factors” section of this MD&A.

In addition, forward-looking information is based on various assumptions including, without limitation, the expectations and beliefs of management, including that the Company can access financing; the timely receipt of governmental approvals, including the receipt of approval from regulators in jurisdictions where the Company may operate; the timely commencement of operations and the success of such operations; and the ability of the

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

Company to implement its business plan as intended. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking information. Forward-looking information is based on management's beliefs, estimates and opinions on the date that statements are made and the Company undertakes no obligation to update forward-looking information if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable securities laws. Investors are cautioned against attributing undue certainty to forward-looking information.

DESCRIPTION OF BUSINESS

Prior to announcing the Change of Business (“COB”) Transaction on April 11, 2022, the Company was a mobilefocused fintech company which developed mobile applications and software platforms to meet the investment expectations of investors, including social trading applications for stocks. The Company subsequently completed COB Transaction to become a mining issuer, existing under the Business Corporations Act (British Columbia) and its common shares listed on the TSX Venture Exchange. In connection with the COB Transaction, the Company changed its name from Voleo Trading Systems Inc. to Intrepid Metals Corp.

RECENT DEVELOPMENTS

On April 21, 2022 the Company closed a private placement offering of units for gross process of $3,070,500 (the “2022 Offering”). The closing of the 2022 Offering was the final material condition for the completion of the COB Transaction. The 2022 Offering consisted of 15,352,500 units issued at $0.20 per unit (each a “2022 Unit”) for aggregate gross proceeds of $3,070,500. Each 2022 Unit consists of one common share (each a “Share”) and one half of one warrant (each whole warrant, a “2022 Warrant”). Each Warrant entitles the holder thereof to purchase an additional Share for $0.35 for a period of 24 months after closing.

On April 28, 2022 the Company announced that it has completed the COB. The Shares resumed trading on the Exchange at the opening on May 2, 2022 under the ticker symbol “INTR”.

The Company completed a ground-based geophysical survey on the Tombstone South Property during the second quarter of 2022. An induced polarization (“IP”) geophysical survey was completed by Zonge International, Inc. who previously conducted a Natural Source Audio-Frequency Magnetotelluric survey (NSAMT) on the property in 2007. The IP geophysical survey consisted of one line using standard 7-electrode dipole-dipole arrays with dipole lengths of 450 meters, which may provide over 1000-meter depth penetration in order to target polymetallic carbonate replacement deposits (“CRD’s”) in the Cretaceous rocks of the Bisbee Group and skarns at the Cretaceous – Paleozoic contact, the two exploration targets that exist at the Tombstone South Property.

During the third quarter of 2022 the Company entered into a definitive agreement with Bronco Creek Exploration ("BCE"), a wholly-owned subsidiary of EMX Royalty Corp, to acquire a 100% interest in the Mesa Well Copper Property (the "Mesa Property") located in south-central Arizona's copper porphyry belt. The Mesa Property is located approximately 100 kilometers ("km") northeast of the city of Tucson, Arizona, USA and is road accessible year-round. The Property covers approximately 2,440 acres of state lands, which are easier to permit. The Mesa Property is interpreted to contain a structurally dismembered, extended Laramide age Cu-Molybdenum ("Mo") porphyry center that may have been rotated approximately 90 degrees from its original position. The roots of the system are exposed in the footwall of the Eagle Pass Fault, which suggest there is potential for a Cu-Mo rich portion of the system concealed beneath the upper plate of the Eagle Pass Fault. Alteration and mineralization observed at surface is consistent with this target concept.

During the third quarter of 2022 the Company also completed a purchase and sale agreement with Excelsior Mining Corp. (“Excelsior”) in relation to its non-core exploration property located approximately 40km south of its material properties in Cochise County, Arizona. The Excelsior property is located 40km from Intrepid’s Tombstone South Property and included 255 unpatented federal mining claims and 9 Arizona State Prospecting Permits.

See below under “Commitments” for additional details regarding the acquisition terms for the Mesa Property and the Excelsior property.

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

During the fourth quarter of 2022, the Company completed a phase one exploration program on the Mesa Property that consisted of additional rock sampling to enhance the Company’s understanding of the historical Copper prospects and workings, a detailed mapping program to determine location of the Eagle Pass Fault within the Mesa Property, and a reconnaissance mapping program on the tertiary volcanics and sedimentary rocks. In addition, both historical core and new rock samples were examined using a portable Sample Core IP Tester manufactured by Instrumentation GDD Inc. to assess the rationality of the initially proposed large dipole-dipole induced polarization geophysical survey.

On February 14, 2023, the Company entered into a definitive agreement with Cave Creek Copper Inc. (“CCCI”) and its shareholders to acquire all of the issued and outstanding shares of CCCI. CCCI holds certain exploration properties located in the Courtland-Gleeson area of Cochise County, Arizona (the “CCCI Properties”). Please refer to “Subsequent Events” for further details.

The Company subsequently announced the Corral Copper Project that combines the Excelsior property and the CCCI Properties. The Corral Copper Project area is located approximately 20 miles from the Company's Tombstone South property and has over 50,000 metres ("m") of drilling, with shallow mineralization of copper, silver, zinc, and gold. The Company intends to combine modern exploration techniques with historical data and with a clear focus on responsible development. The Company anticipates the Corral Copper Project can quickly become an advanced exploration stage project and move towards feasibility level studies.

OUTLOOK

With the completion of the COB Transaction, the Company intends to divest its technology applications and focus on the exploration and development of the Tombstone South Property and its other Arizona based exploration properties

The Company is planning a drill program at the Tombstone South Property, with the objective of the initial drill program to confirm historic drilling to National Instrument 43-101 standards and to test new target areas identified by the aforementioned IP geophysical survey.

For additional information on the Tombstone South Property please refer to the National Instrument 43-101 Technical Report dated effective May 10, 2021 entitled “Technical Report on the Tombstone South Property, Cochise County, Arizona, USA” filed on SEDAR at www.sedar.com.

The Company is also evaluating exploration plans for the Mesa Property and Corral Copper Project. In particular, drilling on the Corral Copper Project is expected to take place later in 2023 after the historical data has been compiled into a new database.

Dr. Chris Osterman, P. Geo, a consultant of the Company, is a Qualified Person (“QP”) as defined by National Instrument 43-101. Dr. Osterman has reviewed and is responsible for the technical information disclosed in this MD&A as it relates to the Company’s mineral properties.

SELECTED ANNUAL INFORMATION

The following financial data are selected information for the Company for the three most recently completed financial years:

		December 31,		December 31,		December 31,
		2022		2021		2020
Revenue	$	-	$	-	$	19,595
Loss for the year	$	(2,025,148)	$	(1,031,254)	$	(1,563,185)
Loss per share (basic and diluted)	$	(0.05)	$	(0.03)	$	(0.11)
Total assets	$	2,555,847	$	1,007,183	$	1,720,852

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

After Intrepid wound down its prior mobile focused investment application operations during the year ended December 31, 2021, there were no further revenues generated. Included in revenue for the year ended December 31, 2020 is $9,524 related to a one-time software development project for a customer, which was completed and delivered during the year. After the year ended December 31, 2020, revenues from previous operational activities have discontinued, as expected.

The loss for the year ended December 31, 2022 significantly increased compared to 2020 and 2021 due to the increase in operational activities related to the completion of the COB Transaction, acquisition of mineral properties and exploration and evaluation of mineral properties. For further detail, refer to “Review of Financial Results”.

For the year ended December 31, 2022, assets have increased significantly due to additional funding received for exploration and evaluation of mining sites.

REVIEW OF FINANCIAL RESULTS

Results of Operations

Expenses

During the year ended December 31, 2022, the Company incurred expenses of $2,074,251 (2021 – $1,079,092), representing an increase of $995,159. The details of the increased expenses as compared to the prior year are discussed below.

During the year ended December 31, 2022, the Company incurred exploration and evaluation expenses of $689,958 (2021 - $nil). This is due to the increase in operational activity related to exploration and evaluation of mineral properties.

During the year ended December 31, 2022, the Company incurred personnel costs, including consulting and salaries and benefits, of $542,685 (2021 - $311,879), representing an increase of $230,806. The increase in personnel costs is due to the increase in operational activity related to exploration and evaluation of mineral properties, which resulted in an increase in the number of consultants hired.

Marketing and public relations expenses for the year ended December 31, 2022 totalled $48,924 (2021 - $217,451), representing a decrease of $168,527. The decrease in marketing and public relations is due to the implementation of cost saving strategies during 2022 while the Company worked to complete the COB Transaction.

Share-based payments relate to the fair value of equity instruments over the respective vesting periods. During the year ended December 31, 2022, the Company recorded share-based payments expenses of $328,104 (2021 - $334,674), as a result of stock options, warrants and RSUs granted.

The Company incurred professional fees during the year ended December 31, 2022 of $286,670 (2021 - $271,330), which relate to accounting, audit, tax and legal fees with respect to the Company’s strategic objectives. Fees have stayed consistent over the prior year due to continuing legal advisory work required related to acquisition of mineral properties.

Regulatory and compliance include costs associated with maintaining a public company. During the year ended December 31, 2022, the Company incurred regulatory and compliance costs of $62,304 (2021 - $43,000). The increase of $19,304 is due to increased operational activity during the year.

During the year ended December 31, 2022, the Company incurred office and miscellaneous expenses of $12,302 (2021 - $7,851). The increase of $4,451 is due to increased operational activity during the year.

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

During the year ended December 31, 2022, the Company incurred computer and software expenses of $8,385 (2021 - $15,098). The decrease of $6,713 is due to the winding down of Voleo USA’s broker-dealer operations.

During the year ended December 31, 2022, the Company incurred travel costs of $80,268 (2021 - $2,900). The increase of $77,368 is due to the increase in business development travel related expenses for the new mining ventures.

Other items

Interest income for the year ended December 31, 2022 of $52,422 (2021 - $6,154) relates to interest income earned on excess cash on hand and is a function of average cash and cash equivalent balances during the year.

SUMMARY OF QUARTERLY RESULTS

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Q4 Q3 Q2 Q1
December 31 September 30, June 30, March 31,
2022 2022 2022 2022
Description ($) ($) ($) ($)
Revenue - - - -
Loss for the period (551,511) (473,443) (771,699) (228,495)
Loss per share
(basic and diluted) (0.01) (0.01) (0.01) (0.01)
Q4 Q3 Q2 Q1
December 31, September 30, June 30, March 31,
2021 2021 2021 2021
Description ($) ($) ($) ($)
Revenue - - - -
Loss for the period (188,508) (227,040) (394,428) (221,100)
Loss per share
(basic and diluted) (0.01) (0.01) (0.02) (0.01)
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Historical quarterly results of operations and loss per share data do not necessarily reflect any recurring expenditure patterns or predictable trends. As the Company has completed the COB Transaction, the source of future revenues would be from the commercialization of a mineral property. The Company’s losses increased during the quarter ended June 30, 2022 as a result of the expenses associated with the closing of the COB Transaction. With the completion of the COB Transaction, it is expected that the Company’s losses will remain at elevated levels as it undertakes exploration expenditures to advance its mineral properties. Refer to “Results of Operations” and “Outlook” for additional discussion.

FOURTH QUARTER

Expenses

During the three month period ended December 31, 2022, the Company incurred expenses of $570,137 (2021 - $232,186), representing an increase of $337,951 compared to the same period of the prior year. The increase in total expenses is comprised of increases in general and administrative expenses of $103,893, exploration and evaluation expenses of $142,695 and share-based compensation of $132,878. These increases were due to the increase in exploration and evaluation operations, which resulted in a significant increase in expenditures for the current period. To offset this, there were decreases in marketing and investor relations expenses ($40,568) and research and development ($832).

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

Other items

Interest income for the three month period ended December 31, 2022 of $23,240 relates to interest income earned on excess cash on hand and is a function of average cash and cash equivalent balances during the period. When compared to the three month period ended December 31, 2021 interest income of $1,357, the increase is due to the increase of cash balances and interest rates over the year.

LIQUIDITY AND CAPITAL RESOURCES

As at December 31, 2022, the Company had cash of $2,151,249 (December 31, 2021 - $884,179) and working capital of $2,086,297 (December 31, 2021 - $850,374). The increase in working capital of $1,235,923 is a result of the Company obtaining additional financing during the year

With the recently completed restructuring, implementation of cost saving initiatives, the completion of the 2022 Offering and the COB Transaction, the Company believes that its cash and working capital position is sufficient to sustain operations for the next 12 months. This assessment is based on the Company’s review of the $1,359,906 of cash used in operating activities and its forecasted additional exploration expenditures for the next twelve-month period. If the Company elects to accelerate its exploration plans, it will need to raise additional capital within the next 12 months. At present, the Company has no material operating income or cash flows. The Company intends to finance its future requirements through equity issuances or the sale of assets. There is no assurance that the Company will be able to obtain such financings or obtain them on favorable terms. See “Risk Factors”.

The Company’s cash flows for the years ended December 31, 2022 and 2021 are summarized below.

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December 31, 2022 December 31, 2021
Cash used in operating activities $ (1,359,906) $ (663,041)
-
Cash used in investing activities (78,323)
-
Cash used in financing activities 2,705,000
Change in cash during the year 1,266,771 (663,041)
Effect of foreign exchange on cash 299 303
Cash, beginning of the year 884,179 1,546,917
Cash, end of the year $ 2,151,249 $ 884,179
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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

Operating Activities

Cash used in operating activities adjusts loss for the year for non-cash items including, but not limited to, sharebased payments and depreciation. Cash used in operating activities also reflects changes in working capital items, such as amounts receivable, prepaid expenses, and accounts payable and accrued liabilities, which fluctuate in a manner that does not necessarily reflect predictable patterns for the overall use of cash, the generation of which depends almost entirely on sources of external financing to fund operations.

Investing Activities

During the year ended December 31, 2022, the Company spent $78,323 related to acquisition fees related to the acquisition of various mineral properties.

During the year ended December 31, 2021, there were no investing activities.

Financing Activities

During the year ended December 31, 2022, the Company received $2,768,000 for common shares issued upon closing of a private placement. $63,000 in share issuance costs were incurred upon issuance of the common shares.

During the year ended December 31, 2021, there were no financing activities.

STATEMENT OF FINANCIAL POSITION INFORMATION

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As at As at
December 31, 2022 December 31, 2021
Cash $ 2,151,249 $ 884,179
Amounts receivable 14,589 2,804
Prepaid expenses 115,693 112,850
Investment 1 1
Deposits 5,871 5,610
-
Exploration and evaluation assets 268,444
-
Equipment 1,739
Total Assets $ 2,555,847 $ 1,007,183
Accounts payable and accrued liabilities $ 145,235 $ 99,459
Promissory note payable – Short-term 50,000 50,000
-
Promissory note payable – Long-term 44,950
Share capital 16,584,982 13,460,352
-
Obligation to issue shares 85,000
Other equity reserves 2,645,528 2,372,754
Accumulated other comprehensive income 1,456 774
Deficit (17,001,304) (14,976,156)
Total Liabilities and Shareholders’ Equity $ 2,555,847 $ 1,007,183
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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

Assets

Cash increased by $1,266,771 during the year ended December 31, 2022, as described in detail in “Liquidity and Capital Resources”.

The balance of amounts receivable increased by $11,785 as at December 31, 2022 compared to as at December 31, 2021, which is explained by the increase in expenses and GST recorded.

During the year ended December 31, 2022, prepaid expenses increased by $2,843 due to the reclassification of a security deposit held to trade payables.

As at December 31, 2022, the balance of the investment includes 2,000,000 common shares held of K2 Resources Inc. with a carrying value of $1. The carrying value of the investment continues to be assessed at $1 based on the current market conditions and liquidity risk.

As at December 31, 2022, the balance of deposits includes a minimum deposit account (the “Deposit Account”) of $5,871 (2021 - $5,610) pursuant to a fully disclosed clearing agreement (the “Clearing Agreement”) between Apex Clearing Corporation (“Apex”) and Voleo USA.

During the year ended December 31, 2022, the Company acquired exploration and evaluation assets of $268,444 (2021 - $nil), which consist of mineral claims and properties.

As at December 31, 2022, the Company’s equipment had a net book value of $nil (2021 - $1,739). The decrease of $1,739 is due to net of depreciation recorded of $1,739 during the year.

Liabilities

Accounts payable and accrued liabilities increased by $45,776 during the year ended December 31, 2022 due to the timing of payments to and settlement with third parties.

During the fiscal year ended December 31, 2020, the Company entered into a promissory note agreement with Hybrid Financial Inc. for $50,000, which is non-interest bearing. Any unpaid principal is due October 8, 2022, the maturity date. Any payments made during the year shall be applied to the reduction of principal. As at December 31, 2022, the balance remains unpaid.

During the fiscal year ended December 31, 2022, the Company entered into a promissory note agreement with Excelsior Mining Corp. where US$40,000 is payable on or before February 29, 2024 in exchange for the acquisition of the Excelsior Property. This promissory note is non-interest bearing.

Shareholders’ Equity

Share capital balance increased by $3,124,630 during the year ended December 31, 2022, due to the closing of the private placement during the year.

Obligation to issue shares balance increased by $85,000 during the year ended December 31, 2022. This is related to 500,000 shares issuable to Excelsior Mining Corp. as part of the promissory note agreement in exchange for the acquisition of the Excelsior Property.

Other equity reserves increased by $272,774 during the year ended December 31, 2022, which is attributable to share-based payment expense and valuation of warrants issued during the year.

Deficit increased by the loss for the year ended in the amount of $2,025,148.

During the year ended December 31, 2022, other comprehensive income increased by $682 as a result of foreign currency translation adjustments with respect to Voleo USA.

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

SHARE CAPITAL

The Company’s authorized capital consists of an unlimited number of common shares without par value.

The Company has securities outstanding as follows:

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Security Description December 31, 2022 Date of report
Common shares 47,313,126 48,813,126
Warrants 27,389,003 8,076,007
Stock options 4,000,000 4,000,000
Restricted share units - 1,000,000
Fully diluted shares 78,702,129 61,889,133
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On April 21, 2022 the Company closed the 2022 Offering for gross process of $3,070,500. The closing of the 2022 Offering was the final material condition for the completion of the COB Transaction. The 2022 Offering consisted of 15,352,500 2022 Units issued at $0.20 per unit for aggregate gross proceeds of $3,070,500. Each 2022 Unit consists of one Share and one half of one 2022 Warrant. Each 2022 Warrant entitles the holder thereof to purchase an additional Share for $0.35 for a period of 24 months after closing.

On May 5, 2022, there was a share issuance of 80,000 common shares at $0.16 per share to the vendor pursuant to the terms of the Tombstone Option Agreement.

On September 8, 2022, there was a share issuance of 250,000 common shares at $0.14 per share to Excelsior pursuant to the purchase and sale agreement with respect to the Excelsior Property.

On September 8, 2022, there was a share issuance of 100,000 common shares at $0.14 per share to Bronco pursuant to option to purchase agreement with respect to the Mesa Property.

On November 14, 2022, 500,000 RSUs were redeemed for 500,000 common shares.

On May 5, 2022, 75,000 stock options were granted with an exercise price of $0.25 and an expiration date of May 5, 2027, which vest evenly every 6 months over 24 months.

On May 5, 2022, 960,000 stock options were granted with an exercise price of $0.20 and an expiration date of May 5, 2027, which vest evenly every 6 months over 24 months.

On November 10, 2022, 475,000 stock options were granted with an exercise price of $0.16 and an expiration date of November 10, 2027, which vest evenly every 6 months over 24 months from the date of grant.

On January 18, 2021, 100,000 stock options were granted with an exercise price of $0.32 and an expiration date of January 18, 2026, which vest evenly every 6 months over 24 months.

On March 12, 2021, 1,425,000 stock options were granted with an exercise price of $0.25 and an expiration date of March 12, 2026, which vest evenly every 4 months over 12 months.

During the year ended December 31, 2022, 125,000 options (2021 – 50,000 options) have been forfeited.

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

RELATED PARTY TRANSACTIONS

Related parties and related party transactions impacting the accompanying consolidated financial statements are summarized below and include transactions with the following individuals or entities:

Key management personnel

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 executive and non-executive members of the Company’s Board of Directors, and corporate officers, including the Company’s Chief Executive Officer and Chief Financial Officer.

Remuneration attributed to key management personnel for the years ended December 31, 2022 and 2021 can be summarized as follows:

	DECEMBER 31, 2022 DECEMBER 31, 2021
Consulting Professional fees Salaries and benefits Share-based payments	$ - $ 17,500 26,726 12,744 59,152 43,153 39,537 225,297
	$ 125,415 $ 298,694

Other related party transactions

Transactions entered into with related parties, other than key management personnel and not otherwise disclosed, for the years ended December 31, 2022 and 2021 include the following:

	DECEMBER 31, 2022 DECEMBER 31, 2021
Accession Management & Consulting Ltd. King & Bay West Management Corp. MJM Consulting Corp.	$ 200,000 $ - 196,991 224,528 120,000 120,000
	$ 516,991 $ 344,528

Amounts paid to King & Bay West Management Corp. is included in professional fees expenses and amounts paid to Accession Management & Consulting Ltd. and MJM Consulting Corp. are included in consulting expenses.

Accession Management & Consulting Ltd. (“Accession”): Accession is an entity that is controlled by Kenneth Brophy, a director and the CEO of the Company. Accession provides consulting and business development services to the Company. These services are provided to the Company on an as-needed basis and are billed based on a monthly amount to the Company. The amounts shown in the table above represent amounts paid and accrued to Accession for the recovery of overhead and third-party costs incurred by Accession on behalf of the Company.

King & Bay West Management Corp. (“King & Bay”): King & Bay is an entity that is controlled by the Chair of the Company and employs or retains officers and certain consultants of the Company. King & Bay provides administrative, regulatory, legal, finance, and corporate development services to the Company. These services are provided to the Company on an as-needed basis and are billed based on the cost or value of the services provided to the Company. The amounts shown in the table above represent amounts paid and accrued to King &

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

Bay for the services of King & Bay personnel and for overhead and third-party costs incurred by King & Bay on behalf of the Company.

MJM Consulting Corp. (“MJM”): MJM is an entity that is controlled by the Chair of the Company. MJM provides consulting and business development services to the Company. These services are provided to the Company on an as-needed basis and are billed based on a monthly amount to the Company. The amounts shown in the table above represent amounts paid and accrued to MJM for the recovery of overhead and third-party costs incurred by MJM on behalf of the Company.

Related party balances

Prepaid expenses

As at December 31, 2022, prepaid expenses include the following paid to a related party:

• King & Bay - $85,000 (December 31, 2021 - $85,000) with respect to a prepaid as part of a management services agreement with the Company.

Accounts payable and accrued liabilities

As at December 31, 2022, accounts payable and accrued liabilities include the following amounts due to related parties:

• Ken Brophy, CEO - $5,664 (December 31, 2021 - $nil) with respect to business development expense reimbursements.

• King & Bay - $27,596 (December 31, 2021 - $12,955) with respect to the services described above.

• Mark Morabito, the Chairman of the Company - $nil (December 31, 2021 - $1,519) with respect to business development expense reimbursements.

The amounts are unsecured, non-interest bearing and have no fixed terms of repayment.

CRITICAL ACCOUNTING ESTIMATES

The preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets, liabilities, shareholders’ equity, and the disclosure of contingent assets and liabilities as at the date of the financial statements, and expenses for the periods reported.

Significant assumptions about the future and other sources of estimation uncertainty that management has made at the end of the reporting period, which could result in a material adjustment to the carrying amounts of assets and liabilities in the event that actual results differ from assumptions made, relate to, but are not limited to, the following:

• (a) The recoverability of receivables, prepayments and deposits that are included in the consolidated statements of financial position.

• (b) The fair value of stock options, warrants and compensation options which requires the estimation of stock price volatility, the expected forfeiture rate and the expected term of the underlying instruments.

• (c) The fair value of restricted share units which requires the estimation of the number of awards likely to vest on grant and at each reporting date up to the vesting date.

• (d) The fair value of the investment for which a quoted market price in an active market is not available.

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

• (e) The recoverability of deferred tax assets based on the assessment of the Company’s ability to utilize the underlying future tax deductions against future taxable income prior to expiry of those deductions.

• (f) The assessment of the Company’s ability to continue as a going concern and to raise sufficient funds to pay its ongoing operating expenditures and to meet its liabilities for the ensuing year involves significant judgment based on historical experience and other factors, including expectation of future events that are believed to be reasonable under the circumstances.

• (g) The classification and allocation of expenses as exploration and evaluation expenditures or operating expenses.

ACCOUNTING POLICIES

The accounting policies followed by the Company are set out in Note 2 to the accompanying consolidated financial statements for the year ended December 31, 2022.

FINANCIAL INSTRUMENTS

The Company’s financial instruments are subject to certain risks.

Credit risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash, amounts receivable and deposits. The risk arises from the non-performance by counterparties of contractual financial obligations. To minimize credit risk, the Company places cash and deposits with high credit quality financial institutions and brokerage firms. The Company’s amounts receivable consists mainly of input tax credits due from the Government of Canada and as such are exposed to insignificant credit risk.

The maximum exposure to credit risk is the carrying amount of the Company’s financial instruments.

Liquidity risk

The Company’s approach to managing liquidity risk is to have sufficient funds to meet liabilities when they become due.

At present, the Company has no material operating income or cash flows. The Company intends to finance its future requirements through equity issuances. There is no assurance that the Company will be able to obtain additional financing or obtain it on favorable terms. These material uncertainties may cast significant doubt on the Company’s ability to continue as a going concern.

Market risk

Market risks consist of interest rate risk, foreign currency risk and other price risk.

Interest rate risk

As at December 31, 2022, the Company is not exposed to interest rate risk.

Foreign currency risk

Foreign currency risk is the risk that the fair values of future cash flows of a financial instrument will fluctuate because they are denominated in currencies that differ from the respective functional currency. The Company has minimal financial risk arising from fluctuations in foreign exchange rates as the Company does not own foreign currency denominated financial assets or liabilities.

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

Other price risk

Other price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market prices, other than those arising from interest rate risk.

The Company is exposed to price risk with respect to equity prices. Equity price risk is defined as the potential adverse impact on the Company’s earnings due to movements in individual equity prices or general movements in the level of the stock market. The Company’s ability to raise capital to fund operations is subject to risks associated with equity prices.

RISK FACTORS

Readers are cautioned that the risk factors discussed above in this MD&A are not exhaustive. Readers should also carefully consider the matters discussed under the heading, "Forward Looking Information", in this MD&A and under the heading, “Risk Factors”, in the Company’s Filing Statement dated September 30, 2021 and filed on SEDAR at www.sedar.com.

OFF-BALANCE SHEET ARRANGEMENTS

The Company has no off-balance sheet arrangements.

COMMITMENTS

On April 20, 2021, as amended February 28, 2022, as effective April 29, 2022, the Company entered into the Option Agreement for the Tombstone South Property (the “Tombstone Option Agreement”). Pursuant to the terms of the Tombstone Option Agreement, the vendor has granted the Company the option to acquire a 100% direct interest in the Tombstone South Property through the direct acquisition of the Tombstone South Property by making the following cash and Share payments, and incurring the following minimum work commitments (all dollar amounts are United States dollars):

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Year Cash Consideration Share Consideration Minimum Work
Commitment
April 29, 2022 US$10,000 (paid) 80,000 (issued) -
(Closing date)
1 [st] Anniversary US$30,000 100,000 US$175,000
2 [nd] Anniversary US$100,000 200,000 US$500,000
3 [rd] Anniversary US$100,000 300,000 US$1,000,000
4 [th] Anniversary US$100,000 300,000 US$1,500,000
5 [th] Anniversary US$500,000 - -
TOTAL US$840,000 980,000 US$3,175,000
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The Company shall also grant the vendor a 1.5% Net Smelter Royalty (“NSR”) over the Tombstone South Property. One third of the NSR may be repurchased by the Company for a cash payment of $500,000. The Company shall have a right of first refusal on the sale of the NSR by the vendor.

Mesa Well Property (Laramide Prophyry Belt, Arizona, USA)

The Company entered into an option to purchase agreement with Bronco for the option to acquire a 100% direct interest in the Mesa Property through the direct acquisition of the Mesa Property by making the following cash and Company share payments, and incurring the following minimum work commitments (all dollar amounts are United States dollars):

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

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Year Cash Consideration Share Consideration Minimum Work
Commitment
August 24, 2022 US$20,000 (paid) 100,000 (issued) -
1 [st] Anniversary US$25,000 100,000 -
2 [nd] Anniversary US$25,000 100,000 US$250,000
3 [rd] Anniversary US$25,000 100,000 US$500,000
4 [th] Anniversary US$55,000 100,000 US$500,000
5 [th] Anniversary US$200,000 100,000 US$750,000
TOTAL US$350,000 600,000 US$2,000,000
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The Company granted Bronco a 2% NSR over the Mesa Property.

Excelsior Property (Cochise County, Arizona, USA)

The Company entered into a purchase and sale agreement with Excelsior for the option to acquire a 100% direct interest in the Excelsior Property through the direct acquisition of the Excelsior Property by making the following cash and Company share payments (all dollar amounts are United States dollars):

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Year Cash Consideration Share Consideration
August 24, 2022 US$30,000 (paid) 250,000 (issued)
12 months from - 250,000
closing date
18 months from US$40,000 250,000
closing date
TOTAL US$70,000 750,000
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SUBSEQUENT EVENTS

The following reportable events occurred subsequent to the year ended December 31, 2022:

• On January 9, 2023, 1,000,000 RSUs were granted to a director and officer of the Company. 100% of the RSUs vest on January 9, 2024.

• On February 14, 2023, the Company entered into a definitive agreement (the “CCCI Agreement”) with CCCI and its shareholders to acquire all of the issued and outstanding shares of CCCI. The terms of the Agreement give Intrepid the option to acquire all of the issued and outstanding shares of CCCI in return for certain cash and common share payments and exploration expenditure commitments. The consideration is as follows and all dollar values are Canadian dollars:

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Intrepid Metals Corp. (Formerly “Voleo Trading Systems Inc.”) Management’s Discussion & Analysis For the Year Ended December 31, 2022 Date Prepared: May 1, 2023

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Time Period Cash Consideration Share Consideration Minimum Work
Commitment
February 22, 2023 $50,000 (paid) 1,500,000 (issued) -
6 months $50,000 - -
1 [st] Anniversary $25,000 1,000,000 $100,000
2 [nd] Anniversary $395,000 1,000,000 $150,000
3 [rd] Anniversary $150,000 3,500,000 $150,000
TOTAL $670,000 7,000,000 $400,000
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The Company will take over as operator of the CCCI Properties and will be responsible for future exploration work and maintaining the CCCI Properties in good standing.

• On April 24, 2023, the Company entered into a Property Purchase Agreement (“PP Agreement”) with Clive Bailey to acquire additional mining claims. Clive Bailey holds certain exploration properties located in the Courtland-Gleeson area of Cochise County, Arizona. In consideration for the acquisition of the additional mining claims, the Company will pay US$10,000 and shall issue 100,000 common shares to Clive Bailey upon closing, which is five business days after TSX-V approval of the transaction.

APPROVAL

The Board of Directors of the Company has approved the disclosure contained in this MD&A.

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