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Juggernaut Exploration Ltd. Interim / Quarterly Report 2023

Feb 23, 2023

45873_rns_2023-02-23_917c4b79-f2e4-4cd2-9bd3-518bf29b1471.pdf

Interim / Quarterly Report

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MANAGEMENT’S DISCUSSION AND ANALYSIS For The Three Months Ended December 31, 2022

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JUGGERNAUT EXPLORATION LTD. Management’s Discussion and Analysis For The Three Months Ended December 31, 2022

General

The Management’s Discussion and Analysis (“MD&A), prepared as of February 23, 2023, review and summarize the activities of Juggernaut Exploration Ltd. (“Juggernaut” or the “Company”) and compare the financial results for the three months ended December 31, 2022, with those of the three months ended December 31, 2021. This information is intended to supplement the unaudited condensed interim financial statements for the three months ended December 31, 2022 and the related notes thereto, which have been prepared by management in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board. All dollar amounts included in this MD&A are stated in Canadian dollars unless otherwise indicated.

The Company’s common shares trade on the TSX Venture Exchange (“TSXV”) under the symbol “JUGR” and its most recent filings are available on the System for Electronic Document Analysis and Retrieval (“SEDAR”) and can be accessed through the Internet at www.sedar.com.

Company Overview

The Company is in the business of acquiring, exploring and evaluating mineral resource properties.

In March of 2017, the Company entered into two separate letter agreements with J2 Syndicate Holdings Ltd. (the “Syndicate”) and its members (the “Optionors”) providing the Company with the right to acquire up to a 100% interest in the 13,445.09 (subsequently increased to 16,671) hectare Midas property situated in the Skeena Mining Division of British Columbia and the 9,740 (subsequently increased to 16,399) hectare Empire property situated in the Omineca Mining Division of British Columbia.

A major exploratory program was launched in early summer of 2017 and due to encouraging results; a comprehensive exploration program was prepared for the summer of 2018. By the end of the 2018 fiscal year, in excess of $3,500,000 were expended on exploration and drilling activities on the Empire and Midas properties.

The 2018 summer campaign consisted of extensive surface exploration work and multiple drilling targets. The surface exploration included mapping, prospecting, rock and soil sampling and ground geophysics. More detailed structural and alteration mapping and studies were conducted for the purpose to assist in the understanding on the extent and controls on mineralization and to further define the geologic models. The drilling plan included multiple drill targets, both on Midas and Empire properties. All geochemical sample analyses were received and released in the fall and winter.

In October, 2018, the Syndicate and the Company amended the terms of the Company’s option on each of the Empire and Midas properties by extending the obligations and payment terms to facilitate the Company to carry on with further exploration work in 2019.

Results obtained during the 2019 exploration work program supported further geophysical and drilling activities to be planned for Midas in 2020 while those for Empire were not as encouraging. Management was uncertain regarding the viability to continue any major exploration on Empire and all costs incurred on the property were written off in fiscal 2019. However, after further review of data, management and the geological team decided to drill certain identified areas of the property. In September, 2020, the Company and the optioners amended the Empire option agreement to keep the agreement in good standing and allowed further exploration and drilling on the property in fiscal 2021.

On October 30, 2020, management and the J2 Syndicate amended the terms of the Midas option agreement to facilitate the Company to continue exploring the property in 2021 and beyond.

In November, 2019, the Company entered into an agreement with the DSM Syndicate to earn a 100% in the Gold Standard property containing 3,961 hectares located in West Central BC. Preliminary sampling results appeared very encouraging and management had hoped to be in position to drill identified targets during the 2020 summer. However, with the advent of the Covid-19 pandemic the drilling permit was not issued by the BC Ministry of Mines until November, 2020. A drilling program was completed in the summer of 2021 and encouraging results were obtained and released in December of 2021.

- 2 -

The Gold Standard agreement was amended in December, 2021, to facilitate the Company to carry on future explorations on the property. As a result, the Company paid $300,000 and issued 3,000,000 common shares to DSM in accordance to the terms of the Gold Standard agreement.

To provide funding to continue the work on Empire, Midas and Gold Standard, management closed two nonbrokered private placements consisting of both flow-through and non-flow-through units totaling $944,920 during fiscal 2020. Furthermore, in September, 2020, the Company received a mining tax credit cash refund from the BC government in the amount of $1,071,709 pertaining to exploration expenditures incurred in fiscal 2017 and 2018. In January, 2021, the Company received the tax credit pertaining to fiscal 2019 in the amount of $89,132, all of which add to the Company’s available cash for fiscal 2021

In July, 2020, the Company entered into an agreement to earn a 100% interest in DSM’s Gold Star property consisting of 238 hectares located in West Central British Columbia, which is in close proximity to infrastructure and the Gold Standard property. The terms of the agreement provide a total cash payment from effective date to December 15, 2024 of $750,000 and total exploration expenditures of $3,000,000. In addition, 5,000,000 common shares of the Company and 1,500,000 warrants will also be issued.

In February, the drilling permit for Gold Star was received and a drilling program was completed in the summer of 2021. The results were encouraging and were disclosed via news releases in December, 2021. The Gold Standard agreement was amended in December, 2021, to facilitate the Company to carry on future explorations on the property.

To continue funding the Company’s exploration programs on its four optioned properties, in March, 2021, management closed two non-brokered private placements for aggregate gross proceeds of $5.3 million.

Results of the 2021 exploration campaign for all properties were disclosed, disseminated via news releases and discussed in detail in the geological sections of this MD&A below.

In December, 2021, the Company entered into an option agreement with the J2 Syndicate for an option to earn up to a 100% right, title and interest in and to certain mineral claims situated in the Skeena Mining District in British Columbia, collectively known as the Bingo Property. From December of 2022 to December of 2027, the terms of the agreement provides for a total cash payment of $500,000, incur exploration expenditures of $10,890,000 and the issuance of 3,000,000 shares and 3,000,000 warrants.

At the end of the 2022 exploration season, the Company completed its drilling targets on both the Gold Standard and Gold Star properties and the assays results on all core samples were received in December, 2022. Over the course of the next few months, the geological team will be studying and analyzing the results with special technical software programs to construct a 3-D model of the underground structure. By early spring, an exploration plan will be formulated for these properties for the upcoming 2023 season.

The geological team will also be reviewing samples and surface exploration work performed on the Bingo and Midas properties to establish a work program and to identify targets for drilling in 2023.

To fund the continuing exploration on the Company’s optioned properties, management has commenced certain corporate development and promotional activities and has attended conventions and trade shows in early calendar 2023 in preparation for an anticipated financing later on in the year.

COVID-19 Estimation Uncertainty

The outbreak of the novel strain of coronavirus, specifically identified as “COVID-19”, has resulted in governments worldwide enacting emergency measures to combat the spread of the virus. These measures, which include the implementation of travel bans, self-imposed quarantine periods and social distancing, have caused material disruption to businesses globally resulting in an economic slowdown. Global equity markets have experienced significant volatility and weakness. Governments and central banks have reacted with significant monetary and fiscal interventions designed to stabilize economic conditions. The duration and impact of the COVID-19 outbreak is unknown at this time, as is the efficacy of the government and central bank interventions. The Company may incur significant delays in planned exploration activity, impacting its ability to meet obligations under current regulations or its agreements and may reduce its ability to source financing for future activities. However, it is not possible to reliably estimate the length and severity of these developments and the impact on the financial results and conditions of the Company in future periods at this time.

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Qualified Person

From September, 2017 to September 15, 2018, the "Qualified Person" under the guidelines of National Instrument 43-101 of the Canadian Securities Administrators (“NI 43-101”) for the Company’s projects was Stefan Kruse, Ph.D., P. Geo. Dr. Kruse is a structural geologist specializing in structural controls on mineralization, from prospect to belt scale. Dr. Kruse is a registered professional geologist with the Association of Professional Engineers and Geoscientists of New Brunswick (APEGNB), the Professional Engineers and Geoscientists of Newfoundland and Labrador (PEGNL) and the Engineers and Geoscientists of British Columbia (EGBC).

As at October 12, 2018, the "Qualified Person" under the guidelines of National Instrument 43-101 of the Canadian Securities Administrators (“NI 43-101”) for the Company’s projects is Stephen Roach, P. Geo, and B.Sc. Geologist. Mr. Roach is an exploration geologist with over 40 years in gold and base metal experience working with both junior explorers and senior miners on greenfield and brownfield projects.

As of August, 2019, the “Qualified Person” under the guidelines of National Instrument 43-101 of the Canadian Securities Administrators (“NI 43-101”) for the Company’s current exploration projects is Rein Turna. Mr. Turna is a consulting geologist with over 40 years of experience in mineral exploration in Canada. He is a registered professional geologist with the Association of Professional Engineers and Geoscientists of British Columbia since 1993. Mr. Turna has held staff and consulting positions with major and medium mining companies and has managed exploration programs for porphyry, volcanogenic massive sulphide, epithermal and other deposit types.

Mineral Properties

On March 15, 2017, the Company entered into two separate letter agreements (the “Agreements”) with J2 Syndicate Holdings Ltd. (the “J2 Syndicate”) and its members (the “Optionors”) providing the Company with the right to acquire a 100% interest in the Midas property situated in the Skeena Mining Division of British Columbia and the Empire property situated in the Omineca Mining Division of British Columbia (the “Options”).

Empire

Financial terms/commitments are as follows (as amended on April 30, 2018, October 30, 2018 and September 25, 2020):


25, 2020):
Exploration
Date Cash $ Securities Date Expenditures $
Effective Date 300,000_paid_ 820,000 shares Issued Dec. 31, 2017 450,000 incurred
820,000 warrants Issued
Feb. 1, 2019 300,000_paid_ N/A Dec. 31, 2018 500,000 incurred
Mar. 30, 2020 N/A 410,000 shares Issued Dec. 31, 2019 1,200,000_(a)_ incurred
Oct. 16, 2020 N/A 1,700,000 shares Issued Dec. 15, 2022 500,000_(b)_ incurred
1,700,000 warrants Issued
Dec. 15, 2027 N/A 4,100,000 shares Dec. 15, 2027 Feasibility Report– Note 1
Total 600,000 7,030,000 shares
2,520,000 warrants

(a) $1,200,000 to be incurred in aggregate on the Empire and/or Midas properties.

(b) $500,000 to be incurred in aggregate on the Empire and/or Midas properties.

Note 1: If Juggernaut has a Feasibility Report prepared, and such a Feasibility Report, including a National Instrument 43-101 compliant resource estimate (herein referred to as a “Resource Report”), must be delivered to the Optionors by December 15, 2027 to maintain and exercise the Option; provided that Juggernaut may elect by written notice delivered to the Optionors not later than December 15, 2027 to either (a) extend the time for delivery of a Feasibility Report to the Optionors to December 15, 2028 and, as consideration for such extension, to pay to the Optionors an amount equal to US$1.00 for each equivalent ounce of gold up to 2,000,000 equivalent ounces of gold based on each Resource Report produced prior to or as part of such Feasibility Report (in addition to paying the resource bonuses as described below); or (b) extend the date by which it must elect to deliver a Feasibility Study for an unlimited number of successive one year periods (i.e. to December 15, 2028 and December 15 of each year thereafter) (each such one year period, an “Extension Term”), in each case by paying to the Optionors (i) US$1,000,000 in respect of each of the first five Extension Terms, (ii) US$2,000,000 in respect of each of the sixth through the tenth Extension Terms, and (iii) US$3,000,000 in respect of each succeeding Extension Term, in each case prior to first day of such Extension Term. If Juggernaut fails to comply with the terms of such extension, the Option may be terminated by the Optionors and in such event Juggernaut shall be obligated to pay $1,000,000 to the Optionors as a genuine pre-estimate of liquidated damages suffered by the Optionors.”

- 4 -

During the year ended September 30, 2019, management was uncertain to continue with any major exploration of the Empire property and recorded an impairment of $5,659,477 reducing the carrying value to $Nil. After additional study of the geological data, on September 25, 2020, management negotiated revised terms with the optionor and decided to continue work on the Midas property. Sampling and other surface exploration activities were carried out during the summer of 2021. Potential drilling activities are planned for 2022.

Midas

Financial terms/commitments are as follows (as amended on April 30, 2018 and October 30, 2018, November 8, 2019 and October 30, 2020):

Exploration
Date Cash $ Securities Date Expenditures $
Effective Date 300,000_paid_ 820,000 shares Issued Dec. 31, 2017 350,000_incurred_
820,000 warrants Issued
Feb. 1, 2019 300,000_paid_ N/A Dec. 31, 2018 500,000_incurred_
Mar. 30, 2020 N/A 410,000 shares issued Dec. 31, 2019 1,200,000_(a) _incurred
Sept. 20, 2020 90,000_incurred_
Nov. 10, 2020 N/A 1,700,000 shares Issued Dec. 15, 2022 500,000_(b) _incurred
1,700,000 warrants Issued
Feasibility Report
Mar. 30, 2027 N/A 4,100,000 shares Dec. 31, 2029 –note 1
Total 600,000 7,030,000 shares
2,520,000 warrants

(a) $1,200,000 to be incurred in aggregate on the Empire and/or Midas properties. (b) $500,000 to be incurred in aggregate on the Empire and/or Midas properties.

Note 1: If Juggernaut completes a Feasibility Report , the preparation of a Feasibility Report including a National Instrument 43-101 compliant resource estimate (herein referred to as a “Resource Report”), must be delivered to the Optionors by December 31, 2029 to maintain and exercise the Option; provided that Juggernaut may elect by written notice delivered to the Optionors not later than December 31, 2029 to either (a) extend the time for delivery of a Feasibility Report to the Optionors to December 31, 2030 and, as consideration for such extension, to pay to the Optionors an amount equal to US$1.00 for each equivalent ounce of gold up to 2,000,000 equivalent ounces of gold based on each Resource Report produced prior to or as part of such Feasibility Report (in addition to paying the resource bonuses provided for above); or (b) extend the date by which it must elect to deliver a Feasibility Study for an unlimited number of successive one year periods (i.e. to Dec 31, 2030 and March 30 of each year thereafter) (each such one year period, an “Extension Term”), in each case by paying to the Optionors (i) US$1,000,000 in respect of each of the first five Extension Terms, (ii) US$2,000,000 in respect of each of the sixth through the tenth Extension Terms, and (iii) US$3,000,000 in respect of each succeeding Extension Term, in each case prior to first day of such Extension Term. If Juggernaut fails to comply with the terms of such extension, the Option may be terminated by the Optionors and in such event Juggernaut shall be obligated to pay $1,000,000 to the Optionors as a genuine pre-estimate of liquidated damages suffered by the Optionors.”

Pursuant to each of the Options the Company is required to pay the Optionors a resource bonus of US$1,000,000 and 1,000,000 (post-consolidation) shares when a NI 43-101 Compliant Technical Report of mineral reserves and mineral resources collectively meet 2,000,000 equivalent ounces of gold on the respective properties and thereafter the Company is required to pay US$1 per additional equivalent ounce of gold based on subsequent NI 43-101 Compliant Technical Reports.

A 3% royalty (“Royalty”) on net smelter returns (“NSR”) from all production from each property acquired by the Company will be payable in cash or in kind at the option of the Optionors, with a right of the Company until May 1,2021 to buy down the Royalty by 1% to 2% for the payment to the Optionors of US$2,000,000. If the price of gold increases to US$2,000 per ounce, the Royalty will increase to 4% if it has not previously been bought down to 2% and it will increase to 3% if it has previously been bought down. If the Royalty is at 4% of the Company may reduce it to 2% by the payment of US$4,000,000 to the Optionors by the date which is the later of the 7th anniversary of the Definitive Agreement or six months after the price of gold reaches the US$2,000 threshold. If the Royalty is at 4% the Company may reduce it to 3% by the payment of US$2,500,000 to the Optionors by the date which is the later of the 7th anniversary of the Definitive Agreement or six months after the price of gold reaches a price of US$2,000.

- 5 -

Warrants issued under the option agreements entitled each warrant held by the holder to acquire one additional share of the Company at the price of $0.08 per share for 60 months from closing. All warrants will be subject to provisions prohibiting exercise if, as a result, the holder would own 10% or more of the Company’s outstanding shares post-exercise

Gold Standard Property

In November, 2019, the Company entered into an agreement with the DSM Syndicate (“Syndicate”) to earn a 100% in the Gold Standard property containing 3,961 hectares located in West Central BC.

Financial terms/commitments are as follows (as amended on March 11, 2020 and December 14, 2021):

Exploration Interest
Date Cash $ Securities Expenditures $ Earned
Effective Date 200,000_paid_ 2,000,000 shares issued
2,000,000 warrants issued
Dec. 15, 2021 300,000_paid_ 3,000,000 shares issued 500,000 - incurred
Dec. 15, 2023 500,000 2,000,000 shares 2,000,000 *60%
Dec. 15, 2024 600,000 3,000,000 shares 2,500,000 100% Subject to NSR
Total 1,600,000 10,000,000 shares 5,000,000
2,000,000 warrants

The $2,000,000 in exploration expenditures to be incurred by December 15, 2023 will be spent in aggregate between the Gold Standard property and the Gold Star property.

In the event that the Company earns a 60% interest in the Property, but subsequently fails or determines not to acquire the remaining 40% interest, the 60% interest it previously earned will be forfeited and the Company will revert back to the original 20% interest it had on the Property as a result of being a member of the Syndicate.

All cash, NSR royalty payments and shares and warrants issuable hereunder shall be allocated and issued or paid to the members of the Syndicate excluding the Company which is a member of the Syndicate. The December 15, 2021 cash Option payment and all cash Option payments made thereafter will, subject to exercise of the Option, be deemed to be Advance Royalties. An Advance Royalty of $100,000 per year will be payable on December 15 of each year after exercise of the Option until the first royalty payment after commencement of commercial production.

A 3% royalty (“Royalty”) on net smelter returns (“NSR”) from all production from the property acquired by the Company will be payable in cash, with a right of the Company until December 15, 2024 to buy down the Royalty by 1% for the payment to the optionors (excluding the Company) of US$2,000,000. Production from the property includes all minerals (as defined in the Mineral Tenure Act [B.C.]) and other marketable materials, in whatever form or state, produced from the property and includes, without limitation, gold, silver, platinum, platinum group elements and other precious metals, copper, lead and zinc and other base metals, and sand, gravel, graphite, barite and other industrial minerals and materials. The Royalty will be registered in the office of the Gold Commissioner for B.C. and a security interest in the mineral claims and any after-acquired mineral lease will be registered in the B.C. Personal Property Security Register. If and when NI 43-101 mineral reserves (proven and probable categories) and mineral resources (measured, indicated and inferred categories) on the Property collectively meet 2,000,000 equivalent ounces of gold with a minimum cutoff grade of 0.05 grams per ton gold the Company will pay to the Syndicate US$1 per equivalent ounce of gold based on each Resource Report produced (the “Resource Bonus”) including subsequent Resource Reports that report on additional equivalent ounces of gold as further exploration and development takes place. The resource bonus is to be applied as an advanced royalty payment.

Gold Star Property

In July, 2020, the Company entered into an agreement with the DSM to earn a 100% in the Gold Star property (“Property”) containing 238 hectares located in West Central BC in close proximity to the Gold Standard property.

- 6 -

Financial terms/commitments are as follows (as amended December 14, 2021):

Exploration Interest
Date Cash $ Securities Expenditures $ Earned
Mar. 9, 2021 N/A 1,500,000 shares issued
1,500,000 warrants issued
Dec. 15, 2022 N/A N/A 250,000 -incurred
Dec. 15, 2023 250,000 1,500,000 shares 2,000,000 *40%
Dec. 15, 2024 500,000 2,000,000 shares 2,000,000 100% Subject to NSR
Total 750,000 5,000,000 shares 4,250,000
1,500,000 warrants

The $2,000,000 in exploration expenditures to be incurred by December 15, 2023 will be spent in aggregate between the Gold Standard property and the Gold Star property.

In the event that the Company earns an initial 40% interest in the Property, but subsequently determines not to pursue the Option to acquire the remaining 60% interest the Company will forfeit the additional 20% it would otherwise have earned and its interest will revert back to the original 20% interest it had as a result of being a member of the Syndicate and (i) the Optionors shall have the right to make all decisions respecting the Property, including any decision to sell, lease or otherwise dispose of or develop the Property; (ii) the Company shall be irrevocably bound by such decisions and hereby appoints the Manager as the Company’s lawful agent and attorney for that purpose; and (iii) neither the Company nor any Optionor shall be obligated to incur any expense in respect of the Property. The net proceeds from any such disposition transaction shall be shared between the Optionors and the Company in accordance with their respective percentage interests in the Property.

All cash, NSR royalty payments and shares and warrants issuable hereunder shall be allocated and issued or paid to the members of the Syndicate excluding the Company which is a member of the Syndicate.

A 3% royalty (“Royalty”) on net smelter returns (“NSR”) from all production from the Property acquired by the Company will be payable in cash, with a right of the Company until December 15, 2024 to buy down the Royalty by 1% for the payment to the Optionors (excluding the Company) of US$2,000,000. Production from the Property includes all minerals and other marketable materials, in whatever form or state, produced from the Property and includes, without limitation, gold, silver, platinum, platinum group elements and other precious metals, copper, lead and zinc and other base metals, and sand, gravel, graphite, barite and other industrial minerals and materials.

If and when NI 43-101 mineral reserves (proven and probable categories) and mineral resources (measured, indicated and inferred categories) report (a “Resource Report”) on the Property collectively meet 2,000,000 equivalent ounces of gold with a minimum cutoff grade of 0.05 grams per ton gold the Company will pay to the Syndicate US$1 per equivalent ounce of gold based on each Resource Report produced (the “Resource Bonus”) including subsequent Resource Reports that report on additional equivalent ounces of gold as further exploration and development takes place. The Resource Bonus is to be applied as an advanced royalty payment.

Bingo Property

In December, 2021, the Company entered into an option agreement with the J2 Syndicate for an option to earn up to a 100% right, title and interest in and to certain mineral claims situated in the Skeena Mining District in British Columbia, collectively known as the Bingo Property.

The Bingo property has an area of 989 hectares and is located 45 km SSW of Stewart, BC and 28 km W of Kitsault, and only 12 km to tidewater landing and roads in the historic mining town of Anyox.

- 7 -

Financial terms/commitments are as follows:

Exploration Interest
Date Cash $ Securities Date Expenditures $ Earned
- - - Dec. 31, 2022 190,000(i)
Dec. 31, 2023 500,000 * 3,000,000 shares ** Dec. 31, 2023 700,000 49%
3,000,000 warrants **
- - - Dec. 15, 2027 10,000,000100% Subject to NSR
Total 500,000 3,000,000 shares 10,890,000
3,000,000 warrants
  • The December 31, 2023 cash option payment, subject to exercise of the option, be deemed to be advance royalties.

  • ** The units to be issued to the Syndicate consisting of shares and warrants will be issued at a deemed price equal to the maximum discount to market allowable by the TSXV Exchange of Juggernaut’s shares and for tax purposes $0.0001 of the deemed issue price of each unit will be allocated to the warrant comprised in the unit. Each warrant will be exercisable for five years after its date of issuance to purchase an additional share of the Company at a price that is equal to the market price as defined by the policies of the TSXV. All warrants will be subject to provisions prohibiting exercise if, as a result the holder would hold 10% or more of the Issuer’s outstanding shares post-exercise.

  • (i) As at December 15, 2022, the company incurred exploration expenditures of $166,457. To maintain the Bingo agreement in good standing the Company paid the shortfall of $23,543 in cash to J2 in January, 2023.

If the Company earns a 49% interest in Bingo but fails or decides not to proceed further, then a new agreement will be entered into with the Optioners with the purpose of marketing to sell or option the Bingo property to any prospective interested party.

The Company will pay a resource bonuses to the Optioners in cash and shares when a NI 43-101 mineral reserves (proven and probable categories) and mineral resources (measured, indicated and inferred categories) on the Bingo Property collectively meet the following equivalents of ounces of gold:

GoldEquivalent Ounces (“GEO”) Cash Shares
Foreach 2,000,000 GEO US$1,000,000 N/A
Over 2,000,000 GEO See (a) N/A
First2,000,000 GEO 10,000,000
  • (a) Juggernaut will pay an additional resource bonus of US$1.00 to the Optionors for every gold equivalent ounce over 2,000,000 gold equivalent ounces.

A royalty of 3% of NSR and other returns from all production from the Bingo Property will be payable to the Optionors, in cash or in kind (i.e. gold and other Minerals produced from the Property) at the option of the Optionors (which will be exercisable by the Manager on behalf of the Optionors). The Company will have the right and option to reduce the royalty on the Company’s then current interest in the Property from 3% to 2% by paying US$1,500,000 to the Optionors not later than December 15, 2026. Production from the Bingo Property will include all minerals and other marketable materials, in whatever form or state, produced from the Bingo Property and “other returns” includes, without limitation, gross proceeds from the sale of sand, gravel, graphite, barite and other industrial minerals and materials. The royalty will be registered in the office of the Gold Commissioner for B.C. and a security interest in the mineral claims and any after-acquired mineral lease will be registered in the B.C. Personal Property Security Register or against title to the Property to the extent applicable.

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The Company’s exploration and evaluation assets are as follows:

Balance
Mineral
Sept. 30, 2021
Properties:
$
ExpendituresDuring theYear
Camp &
Consulting/
Transport &
Equipment
Government
Balance
Acquisitions
Assays
Field Costs
Reports
Drilling
Supplies
Geophysical
& Rental
Tax Credit
Sub-total
Sept. 30, 2022
$ $ $ $ $ $ $ $ $ (a)
$ $
Empire
475,449
Midas
6,016,922
Goldstd
1,798,800
Goldstar
1,912,014
Bingo
-

-
1,910
6,000
23,275
-
453
-
2,685
(4,675)
29,648
505,097

-
27,743
41,012
27,660
-
35,588
19,500
2,685
(13,597)
140,591
6,157,513

840,000
57,046
75,554
122,239
335,497
285,668
-
13,117
1,030
1,730,151
3,528,951

-
11,773
35,193
116,640
198,722
163,055
-
12,140
874
538,397
2,450,411
-
54,307
33,713
13,660
-
11,383
-
-
(7,729)
105,334
105,334
Total
10,203,185

840,000
152,779
191,472
303,474
534,219
496,147
19,500
30,627
(24,097)
2,544,121
12,747,306
Balance
Mineral
Sept. 30, 2022
Properties:
$
ExpendituresDuring thePeriod
Government
Camp &
Consulting/
Transport &
Equipment
Tax Credit
Balance
Acquisitions
Assays
Field Costs
Reports
Drilling
Supplies
Geophysical
& Rental
Adjustment
Sub-total
Dec. 31, 2022
$ $ $ $ $ $ $ $ $ $ $
Empire
505,097
Midas
6,157,513
Goldstd
3,528,951
Goldstar
2,450,411
Bingo
105,334

-
-
1,500
7,020
-
218
-
251
-
8,989
514,086

-
16,368
6,436
26,872
-
12,314
22,146
251
-
84,387
6,241,900

-
66,075
-
9,960
-
159
-
401
-
76,595
3,605,546

-
2,024
-
14,210
-
160
-
431
-
16,825
2,467,236

-
2,816
-
22,650
-
12,227
-
201
-
37,894
143,228
Total
12,747,306

-
87,283
7,936
80,712
-
25,078
-
1,535
-
224,690
12,971,996

(a) During fiscal 2022, the CRA approved $31,439 of the Company’s 2021 BCMETC claim of $38,260. The difference of $6,821was split $1,200, $3717, $1030 and $874 and adjusted to the Empire, Midas, GoldStandard and GoldStar properties respectively as an addition to their exploration expenditures.

As at September 30, 2022, BCMETC of $30,919 pertaining to fiscal 2022 was accrued as a receivable and the tax credit of $5,875, $17,315 and $7,729 relating to Empire, Midas and Bingo properties respectively were included as an offset to their exploration expenditures.

- 8 -

Bingo Property

Geology

The Bingo property contains the same geological units and indicated structures as Goliath Resources Ltd. Surebet discovery (Hazelton Volcanics and related sediments which host the mineralized shear zone) including felsic and mafic intrusive rocks of the Coast Plutonic Complex. Mineralization at Bingo includes pyrite, chalcopyrite (Cu), galena (Pb), pyrrhotite, similar to what is observed at Surebet. At Bingo gold rich fluids intruded and altered the host rock in a potential shear zone. Both Bingo Main and Surebet are located on N-S oriented lineaments that intersect prominent NE trending structures. Both properties are within the Eskay Rift known to be a fertile area for mineral deposits in the Golden Triangle. Mineralization at Bingo Main Zone is lithologically controlled within a rusty brown weathering, meta-gabbro unit hosted in sheared volcanic sediments. The gold mineralized horizon is anomalously magnetic allowing the zone to be easily traced along strike and beneath overburden utilizing a ground magnetic survey. The Bingo Main Zone is a drill ready target. Based on regional mapping, the Bingo property is underlain by Lower Hazelton group volcanic rocks, which is the same stratigraphic unit that hosts Goliath Resources Ltd. Surebet Discovery (generated by the J2 Syndicate and currently explored by the same team), Fury Gold Mines’s Homestake Ridge deposit and Pretium Resources Inc.’s Brucejack deposit. Additionally, the property is located proximal to the unconformity between the Hazelton and Stuhini Group rocks, also known as the “Red Line”, a geological boundary proximal to where many world class deposits are found within the Golden Triangle. Initial geological observations have supported the untapped potential of this underexplored property.

Historical Exploration

Bingo property has had encouraging results from 2016 to 2018 (83% of all the samples taken contained gold mineralization) over an area of 420 metres x 320 metres. The zone is open on surface and to depth. Historical channel cuts taken between 2016 and 2018 assayed 1.77 gpt Au and 0.20 % Cu over 4.85 metres and 1.48 gpt Au and 0.37 % Cu over 3.2 metres, respectively. During the same period a total of 19 chips samples were collected and assayed up to 9.79 gpt Au and 18 outcrop grab samples that returned assay values ranging from below the detection limit to 1.22 gpt Au. Within this zone, there is also a stratigraphically controlled 7 - 9 metrewide gold, copper, iron mineralized horizon within a metamorphosed gabbroic unit that has been traced northsouth along strike, which remains open on surface and to depth. Most channel and chip sample were cut normal to the strike of a gossanous meta-gabbro unit (hosted within volcanic sediments) which is believed to host the mineralization. The meta-gabbro unit dips moderately to the west and thus true thicknesses are estimated to be 50-70% of channel or chip sample length.

Table 1: Bingo Property Historical Assay Highlights

Length
(m)2
Gold Eq
(gpt)1
Sample Type Zone Gold (gpt) Copper %
W496409-
18
Channel BingoMain 4.85 1.77 0.20 2.10
W496517-
23
Channel BingoMain 3.20 1.48 0.37 2.10
W496429-
32
Channel Bingo Main 1.66 1.39 0.28 1.85
W495657 Chip Bingo Main 1.00 5.31 5.31
W495342 Chip BingoMain 1.70 9.79 9.79
W495660 Chip BingoMain 1.00 1.66 1.66
W495656 Chip Bingo Main 0.50 1.34 0.12 1.53
W495324 Outcrop
grab
BingoMain 1.22 0.38 1.84

1AuEq based on historical metal prices (USD) on Nov 21, 2017: Au $1280.4 oz; Cu $3.0905 lb
2True thickness estimated to be 50-70% of chip or channel sample length.

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2022 Exploration – Moving Forward

The 2022 field program on the Bingo property located within the Eskay Rift region of the Golden Triangle, British Columbia. Channel and Grab samples assaying up to 7.39 gpt Au were collected along the Bingo Main Zone which was extended from 320 m by 175 m to 550 m by 175 m. This season’s surface grab and soil sampling, ground magnetic survey, and drone survey together with the historic data compiled by the geologic team strongly indicate the presence of an extensive gold-mineralizing system on the Bingo property that is drill ready and remains open. The Company is planning an inaugural drill program in 2023 comprising up to 2000 m of drilling from up to 4 pads. The zone is open both on strike and to depth.

Midas Property

Location and Infrastructure

The Midas Property is located approximately 24 kilometers southeast of Terrace, British Columbia in the Skeena Mining Division and covers an area of 21,332.5 hectares. The property boundary is 14 kilometers east of a major highway and power line and is locally road accessible. The topography consists of rugged alpine to subalpine topography, with elevations up to 1,600 meters.

Geology

The Midas Property is underlain regionally by the Paleozoic Mount Attree (324 to 325 Ma) and Mesozoic Telkwa formations (204-205.5 Ma) and are part Stikine assemblage of Stikinia. The Uppermost Triassic-Lower Jurassic rocks of the Telkwa Formation (Hazelton Group) unconformably overlie the Mt. Attree Formation older rocks and are in turn overlain by upper Hazelton. Small Early Jurassic intrusions of the Kleanza Pluton have been recognized in the northern part of Midas. The Eocene Williams Creek Pluton (granodiorite) is located in the western part of the property and crosscuts the Telkwa and Mt. Attree Formations.

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The King Solomon Trend (formerly the Solomon Trend) is located in the central part of the Midas Property within the Mt. Attree Formation. It is defined by a series of altered and gossanous metavolcanic dominated sequences, measuring 2.1 kilometers by 1.6 kilometers. Unaltered intermediate to mafic metavolcanic sequences are dominant, and range from fragmentals and volcaniclastics to massive, porphyritic, and pillow flows. Felsic metavolcanics are more prominent along the outer alteration boundaries and are generally fragmentals, ranging from tuff to tuff breccia. There are a series of thin, pre-deformational and younger felsic (felsite, quartz to quartzfeldspar porphyry) and intermediate to mafic (andesite to basaltic andesite) dykes and sills. Although younger, these dyke and sill-like bodies are interpreted to have formed with the emplacement of the volcanic sequences. The younger Williams Creek Pluton crosscuts both metavolcanics and metasediments, and in turn, are cross-cut by diabase and gabbroic dykes and biotite-rich lamprophyres. The geochemical nature of these volcanic assemblages, with the recognition of a volcanic center/synvolcanic dykes and sills, suggest these formed in an arc-related tectonic setting. The area was later subj e ct to regional low to medium grade greenschist metamorphism as well locally higher-grade contact metamorphism by the emplacement of the Williams Creek Pluton.

Work by the British Colombia Geological Survey (McKeown et al., 2008) concluded that the alteration and mineralization observed on the Midas property is consistent with a Kuroko-style volcanogenic massive sulphide (VHMS) system. VHMS-related alteration and mineralization has been overprinted by both orogenic and regional deformation resulting in the emplacement of foliation-parallel veins and structurally controlled remobilization and enrichment of prior mineralization. The Tulsequah Chief deposit has similar characteristics to the King Solomon Trend with respect to host rock and age, alteration, and metallogeny of the deposit. However, structural controls vary.

Historical Exploration

Placer gold was first recovered in the Terrace area as early as 1884 with the first mineral claims staked and recorded in 1893 (Kindle – 1937). At the turn of the century, minerals containing gold, silver, copper, located lead, zinc, molybdenum, and tungsten were found in deposits on Thornhill and Kleanza mountains a few miles east and southeast of Terrace (Kindle – 1937). The primary target was small and high-grade precious and base metal-quartz-sulphide veins in the Telkwa Formation, with Au, Ag, Mo, Cu, Zn, Pb and W being recovered from various small underground and placer operations (Kindle, 1937). A summary of the historical exploration completed on the Midas property and Terrace area is provided in Table 1.

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Table 1 – Summary of Historical Exploration Work of Midas

Company/Individual Year ARIS
MINFIL
E
Area Description
A SkyTEM 312M aerial electromagnetic (EM) and magnetics survey totaling
733-line kilometers, delineated several EM and MAG anomalies throughout the
Midas property Surficial exploration work consisted of mapping and alteration
studies, as well as prospecting and a wide range of rock and soil sampling. A
total of 1000 rock samples were collected, with 472 grabs/chip samples and
528 channel / channel grab samples. A total of 1004 soil samples and 214 talus
fines were collected. Gold results from the grab, chip, and channel sampling
returned values up to 88.9 g/t Au, 315 g/t Ag, 8.19% Cu, 7.74% Pb, and 11.05%
Zn. Mean gold value of the soil and talus fine samples is 27 ppb (median value
of 10 ppb and an SD of 265). Background Au in soil in this area is less than 10
ppb. Additional work included acquisition and interpretation of high-resolution
satelliteimagery and completionalteration/petrographic study.
Juggernaut
Exploration
37538,
36907
King
Solomon
Trend
2017
J2
Syndicate/Juggernaut
Exploration
2016 36876 King
Solomon
Trend
272 rocks were collected that identified and confirmed four zones within the
King Solomon Trend; VG Zone (former Barresi Showing), Sheba Zone, Tut
Zone and the Sleeping Giant Zone. Samples from the VG, Sheba and Tut
Zones had values up to 19.55 g/t Au, 140 g/t Ag, and up to 1.24% Cu, with
anomalous Zn-Pb values (up to 4.34% and 1.95%, respectively). Outlying areas
in proximity of the VG Zone returned values up to 9.15 g/t Au, 140 g/t Ag,
3.02% Cu, 0.49% Pb, and 3.30% Zn. Mineralization is associated with thin
quartz-sulphide veinlets/stringers, stockwork, and breccia zones in altered
metavolcanics. The sleeping giant zone had grab samples of up to 2.52 g/t Au,
128 g/t Ag, 8.11% Cu, and 0.3% Zn. This area is described as an extensive
skarn and calc-silicate hosting Cu-Ag-(Au) mineralization adjacent to the
Williams Creek Pluton.
Mapping and sampling; collected 26 rock samples; highlights include up to 7.8
g/t Au on the Barresi Zone (VG Zone) and 2.86 g/t Au (South Sub-Zone);
follow-up of 729.4 meters of diamond drilling in four drill holes with the most
significantAu assayreturnedfromCH11-04grading4.35 g/tAu /1.4 meters.
King
Solomon
Trend
Paget Minerals 2011 32563
Paget Minerals 2010 Press
Release
King
Solomon
Trend
Mapping & sampling; collected 84 rock samples; results and documentation
known from September 29, 2010 press release; highlights from the Barresi
Zone (VGZone)returned grabs up to 687g/tAu,735 g/tAg, and1.05% Cu.
King
Solomon
Trend –
VGZone
14.4 km magnetometer survey and 7.0 km of fixed loop TDEM survey; magnetic
highlights include strong magnetics in the western part of the survey area and
magnetic breaks in the eastern part; strong TDEM conductors south of VG
South Zone and along theMabel Flt
Paget Minerals 2010 32031
Pembrook Mining
Corp.
2007 30634 Midas
Property –
Sub-Oc
Area
Sampling and geological evaluation of skarn with Nelson; collected 10 samples;
confirmed skarn & calc-silicate hosted high-grade Cu-Zn-Ag mineralization with
chip samples returning 93.4 g/t Ag, 6.76% Cu, 0.09% Zn / 20m; grab samples
up to 0.13 g/tAu, 9.97% Cu & >1.00%Zn;
Sampling & geological evaluation of mineral occurrences; collected 12 samples;
highlights include up to 0.70 g/t Au, 44 g/t Ag, 2.02% Cu, 0.13% Pb, & 0.45%
Zn….grab sample on massive sulphide pods in the Mabel Flt returned 0.09 g/t
Au,44g/tAg,2.02% Cu, 013%Pb, & 0.26%Zn
Paget Resources 2007 29595 VG Area
Inukshuk Capital Ltd. 1996 25112 South of
Chist
Creek
Sampling with 41 soil and 1 rock sample; no significant results
King
Solomon
Trend
Mapping and prospecting, collected 35 rock samples and 5 soils; grab
highlights from rock samples include up to 0.10 g/t Au, 88.2 g/t Ag, & 4.7% Cu
Teck Exploration 1996 24509
Pacific Gold Corp. 1990 20678 Gazelle –
East
&West
Creek
Mapping, prospecting/sampling, and evaluation; highlights include 14.0 g/t Au
and 38.0 g/t Ag north of VG Zone and 168.8 g/t Ag, 32.25% Pb, and 12.58% Zn
from boulder in East Creek; other polymetallic values from grabs up to 4.25 g/t
Au,47.6 g/tAg,1.59% Cu,10.80%Zn, &2.29%Pb
Gazelle –
East Creek
Geological mapping at 1:5000 scale covering 2.5 sq km;
Ryan Exploration Co 1985 14076
Ryan Exploration Co. 1984 12717 Gazelle –
East &
West
Creek
Reconnaissance mapping, prospecting, and 316 rock/soil/stream samples;
highlights include grabs up to 7.11 g/t Au in East Creek of Gazelle and a quartz
float in West Creek area returned 60.55 g/t Au and 17.0 g/t Ag (2.9 g/t Au)
duplicate, anomalousAu,Ag, Cu,Pb,Zn from rock, soil, and streamsampling
Reconnaissance prospecting and sampling with results not reported over open
ground
Ryan Exploration Co. 1981
83
N/A. Gazelle
-
  • 13 -

Recent Activities

2018 Exploration Work

An option agreement was reached between J2-Syndicate Holdings Ltd and Juggernaut Exploration Ltd in 2018. Extensive exploration was conducted in 2018 with detailed geological mapping, prospecting, grab/chip sampling, channel sampling, and soil sampling. A 10.6-line kilometer, ground TITAN-24 DCIP and Spartan MT IP survey was commissioned to by Quantec Geoscience Ltd. During the surface exploration work which led to multiple drill targets was followed-up with diamond drilling. A total of 1977 meters of drilling was completed in 16 diamond drill holes which intersected several polymetallic mineralized zones.

Detailed mapping on the VG Zone revealed the host rocks are brecciated and silicified-(sericitic) andesitic to basaltic andesite (intermediate) tuffs. The VG Zone consists of a simple north-north-east trending quartzsulphide vein, which has been outlined for approximately 23 meters. Thickness varies from 0.10 meters to 1.4 meters thickness and dips vary from shallow to vertical to the southeast.

A total of 557 rock samples (including standards/blank samples) were analyzed, with 293 grabs/chip samples and 264 channel samples. Both an expansion and in-fill soil sampling program (146 soil samples) was completed over the southeastern part of the King Solomon Trend. Gold results from the grab, chip, and channel sampling returned values ranging up to 71.7 g/t Au, 1385 g/t Ag, 6.19% Cu, 1.9% Pb, and 16.05% Zn. Results from the soil sampling confirm the extension and continuity of anomalous Au, Ag, Cu, Pb, and Zn dispersion anomalies. Channel sampling concentrated in two areas of the Solomon Trend:

1) Hydrothermal Breccia Area - A total of 6 extensive channels were completed in a north-south trending silicified-sericitic-pyritic crackle breccia which has been outlined for approximately 200 meters, thickness up to 30 to 50 meters, close to true thickness. There are numerous deformed quartz-sphalerite veinlets comprising of thin quartz-sulphide stockwork within this breccia. Highlight grades from channel sampling include 0.15 g/t Au over 21.86 meters with surface grabs/chip samples returning up to 71.7 g/t Au, 1385 g/t Ag, 0.54% Cu, 0.09% Pb, and 2.52% Zn.

2) VG North Zone – An estimated 7 channel cuts were completed in this area. The channels were designed to both in-fill and verify and confirm gold-bearing galena mineralization in both quartz-sulphides veinlets and silicified zones. The host rock is massive to pillow basaltic to basaltic andesite metavolcanics. Highlights include 16.9 g/t Au, 15.5 g/t Ag from grab and chip samples with no significant gold values from the channel sampling.

A ground TITAN-24 DCIP and Spartan MT IP survey was completed by Quantec Geoscience Ltd over the King Solomon Trend. A total of six (6) conductive zones and five (5) chargeable anomalous zones were outlined and described by Quantec.

An inaugural drill program was completed on multiple targets along the King Solomon Trend. It is highlighted by diamond drill hole MD-18-08, which intersected 6.85 g/t Au over 9.0 m between 35.0 and 44.0 meters down-hole (Table 2). This shallow gold mineralization is believed to be peripheral and marginal to a deeper and strong IP chargeability source, located ~125 meters below the surface. This buried chargeability source underlies an area under drill hole MD-18-16, which is situated 150 meters north of hole MD-18-08. Drill hole MD-18-16 intersected 0.21 g/t Au (0.55 g/t AuEq) from 1.5 to 36.85 meters down-hole. The 2018 drilling targeted eight surface targets identified within the extensive King Solomon Trend. All 16 drill holes on Midas intersected gold and polymetallic mineralization and 25% of the drill holes returned significant intercepts of gold and polymetallic mineralization. A summary of the drill highlights are provided in Table 2.

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Table 2 – 2018 Drill Hole Assay Highlights

Drill Hole ID From (m) To
(m)
Interval (m) Au
(g/t)
Ag
(g/t)
Cu (%) Pb (%) Zn (%) AuEq
(g/t)*
MD-18-011 2.80 7.60 4.80 2.24 6.83 0.18 0.08 1.04 3.27
Including1 2.80 3.60 0.80 12.80 37.20 0.80 0.49 5.54 18.11
MD-18-08 35.0 44.0 9.0 6.85 1.52 0.07 0.03 0.09 7.04
Including 35.0 40.15 5.15 11.85 1.35 0.04 0.00 0.06 11.96
Including 36.0 37.0 1.0 60.4 5.30 0.06 0.00 0.14 60.64
MD-18-11 69.20 70.27 1.07 5.21 15.62 3.49 0.00 0.06 10.53
MD-18-16 1.50 36.85 35.35 0.21 0.18 0.08 0.02 0.32 0.55

*AuEq metal values were calculated using: Au $126.51/oz, Ag $14.675/oz, Cu $2.6903/lb, Pb $0.8963/lb, Zn $1.1499/lb 1Drill hole was reported in October 9th Press Release

2019 Exploration

After the success of the 2018 field program, a 2,548m, 9-hole diamond drill program was completed within the King Solomon Zone to test geological and geophysical drill targets generated from the 2018 field season. EarthEx geophysics carried out a historical compilation of the geophysical data collected on the Midas property and provided new inversion models and interpretation of the IP, EM and Mag survey data. Several IP and EM targets were generated and three of these targets were tested. Highlights of the drilling results from this program are provided in Table 3.

Table 3 – 2019 Drill Hole Assay Highlights

Hole ID From (m) To (m) Interval (m)
Au (g/t)
Ag (g/t) Cu (%) Pb (%) Zn (%)
MD-19-17 78.0 78.8 0.8 0.915 6.2 1.130 0.000 0.393
MD-19-18 8.53 14.75 6.22 0.313 2.26 0.000 0.128 0.227
Includes 12.5 13.0 0.5 0.813 1.94 0.000 0.000 0.000
MD-19-18 35.8 36.75 0.95 1.495 7.18 1.940 0.000 0.000
MD-19-18 53.0 54.0 1 0.432 2.97 0.644 0.000 0.000
MD-19-19 180.7 181.2 0.5 2.68 1.7 0.000 0.000 0.000
MD-19-19 187.7 189.5 1.8 1.87 1.47 0.000 0.000 0.000
MD-19-21 73.6 74.15 0.55 0.415 13.35 1.325 0.000 0.000
MD-19-21 162.5 163.5 1 0.909 11.1 0.000 0.000 1.445
MD-19-21 206.0 207.0 1 3.03 2.73 0.000 0.000 0.000
MD-19-23 80.0 80.5 0.5 0.103 8.22 0.000 1.105 2.36
MD-19-23 94.1 94.6 0.5 0.201 11.15 0.000 0.653 0.979

2020 Exploration

The short 2020 field program focused on testing structures in the Gazelle Region of the Midas property immediately South of the King Solomon Trend. New targets generated through evaluation of LiDAR data obtained in 2018 in combination with strong geophysical signatures were prospected. A total of 13 samples were collected and results ranged from background to 0.17 gpt Au with one sample containing 0.13 % Cu and 0.60 % Cu. Integration of the 2020 geochemical and structural field data coupled with additional compilation and interpretation of all data will provide a better understanding of the King Solomon Trend. The planned BLEG technique program for the summer of 2021 will help define further strong drill targets for the summer of 2022.

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2021 Exploration

A new outcrop was discovered with strong indications for an Eskay-style Volcanic Hosted Massive Sulphide (VHMS) target. This newly discovered outcrop named Kokomo contains high grade gold-silver polymetallic mineralization in semi-massive to massive sulphides where a 1 m chip sample assayed 9.343 gpt Au, 117 gpt Ag, 1.58 % Cu and 1.77 % Zn. This newly discovered outcrop is located 700 m in the headwaters of a drainage where a Bulk Leach Extractable Gold (BLEG) stream sediment sample assayed 29 ppb Au, 613 ppb Ag, 137 ppm Cu, 54.4 ppm Pb and 462 ppm Zn in 2021. The outcrop is 5 m wide and strikes on surface for 30 m and remains open in all directions where outcrops of the same or similar lithology extend over several hundred meters. The new Kokomo showing consists of pyrite, sphalerite and chalcopyrite and coincides with a linear magentic-high feature and a low conductivity signature in the Induced Polarization (IP). The host rock is a rhyolitic tuff characterized by strong phyllic alteration (quartz-sericite-pyrite).

2022 Exploration – Moving Forward

The Midas property’s 2022 field crew prospecting and mapping with the goal of expanding the known footprint of the Kokomo showing was succesful in preparation for the planned maiden drilling in 2023. Bulk Leach Extractable Gold (BLEG) samples collected during the 2022 exploration program on Midas returned significant gold values from 24.31 ppb Au to 107.35 ppb Au within an area measuring 650 meters by 200 meters located immediately southeast of the Kokomo showing. The elevated concentration of high grade BLEG samples in this area coupled with multiple other lines of evidence confirmed to date strongly indicates the presence of an extensive buried gold source. Surface sampling of outcrops over 1.1 km contain assays up to 0.80 gpt Au and 19.55 gpt Ag. This hypothesis is further supported by the relatively shallow Induced Polarization (IP) chargeability and resistivity anomaly at depth that extends under the Kokomo showing for 120 meters by 150 meters and remains open to the South and East conducive for semi-massive to massive sulphides like those confirmed at surface on Kokomo. Alteration zones extracted from recently acquired Worldview 3 satellite spectral data shows a strong silica, iron and phyllic alteration signature coinciding with the Kokomo showing and the area where high-grade BLEGs were collected, further indicating the presence of a mineralized VHMS system at depth.

Empire Property

Location and Infrastructure

The Empire Property is located approximately 40 kilometers northeast of Terrace, British Columbia in the Skeena Mining Division. The property boundary is 8 kilometers from a major highway and power line and is locally road accessible. The Empire property covers an area of 14,141 hectares in mountainous terrain with elevations ranging from 700m to 2,400 m.

Geology

The Empire Property is predominantly underlain by the Telkwa Formation (part of the Hazelton Group), as part of the Paleozoic to Mesozoic Stikine assemblage of Stikinia. It is characterized by felsic to intermediate metavolcanics, dominated by fragmentals with minor flows that have undergone sub-greenschist metamorphism. The northern portion of the property is underlain by sedimentary rock of the Lower Jurassic Nikitkwa, Smithers, and Quock Formations. They overlie the Telkwa Formation and represent the waning stages of volcanism and deeper water erosion. The Empire property is characterized as an extensive system of polymetallic veins, hosted primarily within intermediate volcanic rocks of the Lower Jurassic Telkwa Formation.

Historical Exploration

Very little historical exploration work was conducted on the Empire property prior to 2016 (Table 1). Regional geochemical reconnaissance work by the British Colombia Geological Survey identified a stream sediment sample with anomalous gold (201 ppb Au) on the property. A summary of the historical exploration within the Empire property is provided in Table 1.

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  • 17 -

Table 1 - Historical Exploration in the Empire Property Area

Company
/Individua
l
Year ARIS MINFILE Area Description
A SKYTEM EM and Magnetic 530-line kilometer
survey was completed
Follow-up prospecting and mapping from 2016
resulted in collecting 890 grab/channel/talus and silt
with photographic documentation. Assays revealed
that silver tends to be associated with copper, as well
as Pb-Zn-Cd and As-Sb-Hg
J2
Syndicate
/Juggern
aut
2017 37539 Little Oliver Creek
J2
Syndicate
2016 36894 Little Oliver Creek Prospecting and sampling collected 139 rock samples
that produced two areas of interest Inca and Babylon
Trends. The Inca Trend contains three zones
Metallica, Metalworks and Olympus which resulted in
samples with up to 16.4 gt Au, 36785 ppm Ag, 27.6%
Cu, 33.95% Pb and 29.98% Zn.
Reconnaissance mapping and prospecting/sampling;
collected 88 rock samples and 3 talus fine samples; ;
highlights include a number of samples that returned
3.71 g/t Au, >1.0% Cu, 3.93 g/t Au & >1.0% Cu, and
18.7 g/t Au, >1.0% Cu, Pb, and Zn
Casa
Minerals
2010 38153 Skeena River Area
Ronald
Bilquist
2008 30463 Little Oliver Creek
area
Prospecting and sampling; collected 14 rock samples;
grab highlights include 3.62 g/t Au, 1.56 g/t Au, 1.235%
Cu, and 51 g/t Ag, 0.36% Cu associated with
intersecting quartz-(magnetite) structures
Prospecting and sampling (2 grabs) and panning two
stream samples; no significant assays and one of the
concentrates from the panned stream samples
returned 8.6 g/tAu
Ronald
Heard
1996 24544 Red Canyon Creek

Recent Activities

2018 Exploration

In 2018, an option agreement was reached between J2-Syndicate Holdings Ltd and Juggernaut Exploration Ltd. Extensive exploration was conducted in 2018 with detailed and regional geological mapping, prospecting and grab/chip sampling, and channel sampling. A ground TITAN-24 DCIP and Spartan MT IP 10.85-line kilometer survey was commissioned to by Quantec Geoscience Ltd over multiple target areas. A follow-up diamond drill program was commenced during field exploration and a total of 3209 meters of drilling was completed in 18 drill holes. A total of 651 rock samples were collected, with 590 grabs/chip samples and 59 channel samples, including standards/blank samples. A total of 42.09 meters of channel sampling in 23 channel cuts were completed and channel grabs were also collected.

Gold results from the grab and chip sampling returned values up to 350 g/t Au, 8090 g/t Ag, 20.9% Cu, 10.25% Pb, 26.10% Zn. Channel sampling concentrated on Rockstar, Metalback, J-Bear, and Breccia zones. Although significant copper (up to 3.53% Cu) and silver (up to 41.4 g/t Ag) values were attained, only anomalous gold (up to 0.75 g/t Au), lead (up to 0.01% Pb), and zinc (0.04% Zn) were attained.

An inaugural drill program was completed on multiple targets at Rockstar, Big One. Drill results at Rockstar are highlighted by diamond drill hole EM-18-08, which intersected 1.37 g/t Au, 3.25 g/t Ag, and 0.51 % Cu (2.18 g/t AuEq) over 15.4 meters from 5.00 to 20.40 metres. The zone and IP related anomalies remain open in both directions. Widespread exploratory drilling at Rockstar did not explain the source of the extensive gold and polymetallic mineralization on surface, except for a gold-copper intercept in drill hole EM-18-08. This intercept, in conjunction with mineralization in drill-hole EM-18-06 and EM-18-09, correlates well with the IP chargeability anomaly at this location. The highlights from the 2018 drill program are presented in Table 2.

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Table 2 –2018 Empire Drill Hole Highlights

Drill Hole ID From (m) To
(m)
Interval
(m)
Au (g/t) Ag (g/t) Cu (%) Pb (%) Zn (%) AuEq
(g/t)*
EM-18-01 7.50 10.00 2.50 0.51 0.48 0.00 0.00 0.00 0.52
EM-18-06 17.20 18.35 1.15 5.73 16.17 1.66 0.00 0.02 8.35
EM-18-08 5.00 20.40 15.40 1.37 3.25 0.51 0.04 0.01 2.18
Including 12.05 16.25 4.20 3.85 4.99 0.64 0.11 0.01 4.91
EM-18-13 16.50 17.15 0.65 2.22 10.90 0.29 0.38 0.58 3.32
EM-18-14 147.08 148.00 0.92 2.11 0.40 0.01 0.00 0.02 2.14
EM-18-15 89.48 90.28 0.80 3.36 0.10 0.01 0.00 0.01 3.39
EM-18-16 48.00 48.50 0.50 1.20 22.80 0.03 0.00 0.01 1.51
EM-18-16 56.70 57.20 0.70 1.08 23.30 0.01 0.00 0.02 1.38

Widths reported are drilled core lengths and the true widths are not known. *AuEq metal values were calculated using: Au $126.51/oz, Ag $14.675/oz, Cu $2.6903/lb, Pb $0.8963/lb, Zn $1.1499/lb

2019 Exploration

A historical compilation and re-interpretation of the geophysical work completed on the Empire property by Earth Ex Geophysics. Their work also included generating a 3D-inversion of the 2018 IP to define potential drill targets on the Rockstar Zone. Three IP targets were delineated and ground truthed prior to diamond drilling. The 2019 drilling program on Empire focused on testing two targets within the Rockstar zone generated from the 2018 surficial grab samples and IP survey. EM-19-19 tested a near surface IP anomaly and did not intersect any significant mineralization, the anomaly remains to be unexplained. The final hole (EM-19-20) intersected 4.7m of 1.173% Cu with 0.114 g/t Au from the top of the hole but it did not continue at depth. This hole tested the extent of mineralization within a Quartz-Chalcopyrite breccia.

2020 Exploration

A short field program in 2020 consisted on follow up prospecting and mapping on the Goldworks and Metallica zones within the Inca Trend of the Empire Property. The Goldworks zone was discovered in 2018 and consists of quartz veins with grab samples assaying up to 350 gpt Au (10.23 ounces per tonne gold.) Several NorthSouth, steeply dipping veins have been identified in the area during the 2020 field program. Ten grab samples and two channel samples from these veins returned assays ranging from background to 8.70 gpt Au suggesting the presence of a feeder system at depth. In 2016 the Company reported a grab sample from the Metallica zone containing 36,875 gpt Ag (1180 ounces per tonne silver with 4.68 gpt Au, 26.5 % Cu and 3.27 % Zn) from a massive sulphide vein. A channel cut from the same vein done in 2017 returned 22,694 gpt Ag (729.63 ounces per tonne silver with 26.4 % Cu and 2.80 % Zn). Gold grades up to 16.4 gpt Au have also been reported in the Metallica zone. In 2020 the geologic team completed additional detailed mapping in the Metallica zone in preparation for a future inaugural drill program. Ongoing compilation of the datasets, including LiDAR, SkyTEM, ground IP and MT, airborne magnetic surveys, geological mapping, alteration studies, and chip/grab/channel sample assay data, will be utilized to vector future drilling on a potential feeder source at depth believed to be the source of the extensive high-grade gold and polymetallic mineralization confirmed on surface on the Empire Property.

2021 Exploration

A BLEG sampling campaign was carried out on the Empire property targeting creeks draining from the Colossus and Big One geophysical anomalies. Samples returned assays ranging from 0.46 ppb Au and 0.058 gpt Ag to 5.98 ppb Au and 0.519 gpt Ag.

  • 19 -

2022 Exploration Plans – Moving Forward

Compilation of extensive datasets have been completed in preparation for the inaugural drill program in 2023 on the Metallica zone that returned up to 36,875 gpt Ag, 4.68 gpt Au, 27.6% Cu and 3.27% Zn. LiDAR, SkyTEM, ground IP and MT, airborne magnetic surveys, geological mapping, alteration studies, geochemistry, drill data, chip/grab/channel data as well as the recently collected BLEG stream sediment data, have be utilized to target the feeder source at depth believed to be the extensive high-grade gold and polymetallic mineralization confirmed on surface on the Empire Property.

Gold Standard Property

The Gold Standard Property is situated approximately four kilometers north of Bella Coola, British Columbia with close access to infrastructure The property is in an alpine area with abundant bedrock exposure due to recent glacial and snowpack abatement and is located only 4 km from major infrastructure and 1 km to tidewater and logging roads, providing excellent cost-effective exploration. The property covers 3961 hectares in four (4) mineral claim tenures. The property was generated and staked by the DSM Syndicate in 2017 following positive results from a brief reconnaissance exploration program.

Gold Standard is situated in the Monarch Assemblage (metavolcanic/metasedimentary) within a regional corridor of brittle and ductile deformation that is proximal to the Coastal Shear Zone, which bounds the Intermontane and Insular super-terranes. The property underlies an area close to the Pootlass High Strain Zone, a corridor of brittle and ductile deformation, which extends approximately for 30 kilometers and is up to 2 kilometers wide.

Recent Exploration

Little is known on the Gold Standard property as it has received little to no exploration. A limited reconnaissance prospecting program in 2017 yielded samples with up to 1.565 g/t Au. Fifty meters away, a two-meter chip sample assayed 0.529 g/t Au. Five other samples collected on the property did not contain any significant mineralization. A limited follow-up prospecting and sampling program was initiated in 2018 to expand on the 2017 mineralized zones and systematically prospect the other unexplored regions of the claim block. A total of 135 grab and chip samples and 27 channel samples were collected (totaling 22.55 meter).

This led to the discovery of seven (7) new shear zones within the Big Show Zone, which is a large area that contains multiple large en-echelon quartz veins. Localization of high strain zones within the system are associated with sheeted, oxidized, sulphide-bearing quartz veins and shear zones that have been identified in outcrop with a strike length of 4.6 km and 1.5 km wide, which remains open in all directions. Discrete gold bearing quartz veins and shears trend up to ~1 km in strike with 500 m of vertical extent and are up to 15 m in width. They host variable amounts of gold mineralization, oxidized pyrite and disseminated pyrite with chalcopyrite.

Vein Highlights include:

  • Vein system 1 (Kraken) assays up to 71.8 g/t Au (2.1 oz/t), 64.4 g/t Ag, 72.6 g/t AuEq

  • Vein system 2 (Goldzilla) assays up to 110 g/t Au (3.21 oz/t), 934 g/t Ag, 121.84 g/t AuEq

  • Vein system 3 (Leviathan) assays up to 96.8 g/t Au (2.8 oz/t), 429 g/t Ag, 106.7 g/t

These mesothermal/orogenic characteristics are consistent with gold-bearing mineralized veins and shear zones. Deposits of this nature are found at the Bralorne Pioneer Mining Camp in British Columbia (4.15 Moz) and many regions within the Canadian Shield including the Timmins, Val d’Or/Noranda and Red Lake gold camps.

  • 20 -

Figure 1 – Goldstandard Property Location Map

==> picture [420 x 377] intentionally omitted <==

2019 Exploration

The 2019 program, which included detailed mapping, whole rock geochemistry, channel cutting, drone surveys and prospecting, was designed to expand on the positive results of previous years and to delineate drill targets. This exploration program has further confirmed the extent of gold mineralization within multiple quartz veins and shear zones, within the Big Show High Strain confirming an extensive orogenic gold system within the property.

Highlights from the 2019 field program included:

  • Leviathan Vein returned grades of up to 3.65 g/t AuEq over 3m including 10.55 AuEq over 1m true width

  • Kraken Vein extends to 1km in strike length with 520m of vertical relief and channel sampling from 2019 yielded grades of 29.48 AuEq over 0.7m and up to 6.52 g/t Au over 1m.

  • Newly discovered East Vein consists of grades up to 7.22 g/t Au

  • Channel Sampling of the Goldzilla vein yielded 12m of 5.81 g/t Au

2020 Exploration

The company successfully completed a property wide LiDAR and orthophoto survey in Sept 2020 covering both its Goldstandard and Goldstar properties located in the same area. This data will used to assist in future exploration on both properties.

  • 21 -

2021 Exploration

A total of 11 shallow exploratory holes were drilled, all of which intersected significant widths of anomalous gold and polymetallic mineralization and/or quartz-chlorite-sulpide veining on the Goldzilla Hinge Zone. Drill hole GSD-21-10 intersected 2.146 gpt Au (2.302 gpt AuEq) over 6.5 m including 3.284 gpt Au (3.498 gpt AuEq) over 4.0 m and 8.210 gpt Au (8.638 gpt AuEq) over 1 m. The Goldzilla Zone has been traced on surface for 800 m with a vertical relief of 300 m and remains open both to the southeast and to depth. A small faction of the Goldzilla vein has been tested on strike and to depth to date. The 2021 drilling focused on the Hinge Zone was successful in confirming the gold mineralized vein for 60 meters along strike and 55 m to depth and remains open.

GSD-21-01 From(m) To(m) Interval(m) Au(gpt) Ag (gpt) Cu(%) Pb(%) Zn(%) *AuEq (gpt) **
Interval 43.00
47.50

4.50

0.220

0.856

0.001

0.000

0.009

0.238
Including 43.50
46.00

2.50

0.275

1.013

0.001

0.000

0.009

0.296
GSD-21-02 From(m) To(m) 0.00
Au(gpt)
Ag (gpt) Cu(%) Pb(%) Zn(%) *AuEq (gpt) **
Interval 46.00
48.50

2.50

0.352

1.170

0.001

0.000

0.005

0.372
Including 46.00
48.00

2.00

0.412

1.288

0.001

0.000

0.004

0.432
Including 46.00
47.00

1.00

0.555

1.650

0.001

0.000

0.005

0.580
GSD-21-03 From(m) To(m) Interval(m) Au(gpt) Ag (gpt) Cu(%) Pb(%) Zn(%) *AuEq (gpt) **
Interval 82.00
83.00

1.00

0.414

0.825

0.003

0.000

0.012

0.438
GSD-21-04 From(m) To(m) Interval(m) Au(gpt) Ag (gpt) Cu(%) Pb(%) Zn(%) *AuEq (gpt) **
Interval 43.00
44.00

1.00

0.209

1.200

0.003

0.000

0.008

0.234
Interval 51.50
52.00

0.50

5.690

17.200

0.001

0.000

0.002

5.915
GSD-21-05 From(m) To(m) Interval(m) Au(gpt) Ag (gpt) Cu(%) Pb(%) Zn(%) *AuEq (gpt) **
Interval 48.50
49.50

1.00

0.825

2.900

0.001

0.000

0.005

0.866
Including 49.00
49.50

0.50

1.040

3.500

0.001

0.000

0.005

1.089
GSD-21-06 From(m) To(m) Interval(m) Au(gpt) Ag (gpt) Cu(%) Pb(%) Zn(%) *AuEq (gpt) **
Interval 49.50
50.50

1.00

0.441

1.400

0.000

0.000

0.002

0.461
GSD-21-07 From(m) To(m) Interval(m) Au(gpt) Ag (gpt) Cu(%) Pb(%) Zn(%) *AuEq (gpt) **
Interval 44.50
45.00

0.50

0.465

2.800

0.011

0.000

0.004

0.522
Interval 59.00
62.00

3.00

0.212

0.917

0.002

0.000

0.004

0.230
Including 59.00
60.50

1.50

0.281

1.333

0.002

0.000

0.004

0.304
GSD-21-08 From(m) To(m) Interval(m) Au(gpt) Ag (gpt) Cu(%) Pb(%) Zn(%) *AuEq (gpt) **
  • 22 -
Interval 54.00
55.50

1.50

0.274

0.683

0.000

0.000

0.002

0.285
Including 55.00
55.50

0.50

0.566

1.300

0.000

0.000

0.003

0.585
GSD-21-10 From(m) To(m) Interval(m) Au(gpt) Ag (gpt) Cu(%) Pb(%) Zn(%) *AuEq (gpt) **
Interval 61.50
68.00

6.50

2.146

7.585

0.033

0.000

0.003

2.302
Including 63.00
68.00

5.00

2.689

9.520

0.038

0.000

0.003

2.878
Including 63.00
67.00

4.00

3.284

11.550

0.038

0.000

0.002

3.498
Including 64.00
67.00

3.00

3.947

14.033

0.026

0.000

0.002

4.173
Including 64.00
65.00

1.00

8.210

31.100

0.016

0.000

0.001

8.638
GSD-21-11 From(m) To(m) Interval(m) Au(gpt) Ag (gpt) Cu(%) Pb(%) Zn(%) *AuEq (gpt) **
Interval 54.50
55.50

1.00

0.195

0.700

0.002

0.000

0.008

0.212
Including 54.50
55.00

0.50

0.233

0.800

0.003

0.000

0.010

0.254
  • AuEq metal values are calculated using: Au 1792.60 USD/oz, Ag 23.13 USD/oz, Cu 4.37 USD/lbs, Pb 1.05 USD/lbs and Zn 1.52 USD/lbs on November 28, 2021.

2022 Exploration

2022 drilling on the Gold Standard property did not duplicate the grades and widths confirmed in 2021 drilling and or previous surface channel sampling. Anomalous gold intervals characterized by high concentration of sulphides within shear-hosted massive quartz veins have been intercepted in drill holes from the 2022 season. Drill results from the Goldzilla vein returned anomalous gold with grades from background levels up to 2.01 gpt Au over 2.00 meter, including 1.37 gpt Au over 1.00 meters (GS-22-12). Additional detailed data compilation, interpretation and modeling is required to determine the extent and distribution of the gold mineralization on the Gold Standard property and understand the remaining gold potential.

Gold Star Property

The Goldstar Property is located approximately 23 kilometers south of Bella Coola, British Columbia and covers 238 hectares in three (3) mineral claim tenures. Logging access roads are within three (3) kilometers and boat access is within 2.5 kilometers of South Bentick Arm and tidewater. The prospect was generated and staked by the DSM Syndicate following positive results from a reconnaissance prospecting program in 2017.

Geology

The underlying Mesozoic rock assemblage belongs to the Hazelton Group, with a general northwest strike and steep to vertical northeasterly dips. Also represented are local areas of lower to middle Jurassic Hazelton Group slate, argillite, and conglomerate. These rocks are intruded by a granodiorite stock of late Cretaceous or Tertiary age. Mineralization appears to be associated with its contact zones and those of small satellite plugs. Host rock on the property is variably altered with zones of pervasive chloritization, oxidized pyritization, and local clay alteration.

2020 Exploration

The company successfully completed a property wide LiDAR and orthophoto survey in Sept 2020 covering both its Goldstandard and Goldstar properties located in the same area. This data will be used to assist in future exploration on both properties.

2021 Exploration

A total of 5 shallow exploratory holes were drilled, all of which intersected significant widths of high grade gold /polymetallic mineralization in quartz-chlorite-sulphide veins on the newly discovered Goldilocks Zone. Drill hole

  • 23 -

GS-21-05 intersected 10.795 gpt Au (14.31 AuEq) over 5.5 m including 29.2 gpt Au (38.37 AuEq ) over 2.0 m. The Goldilocks Zone has been traced on surface for 290 meters with 160 meters vertical relief before being covered by overburden and remains open both along strike and to depth.

From Interval AuEq
GS-21-05 (m) To (m) (m) Au (gpt) Ag (gpt) Cu (gpt) Pb (gpt) Zn(gpt) (gpt)
Interval 6.00
11.50

5.50

10.795

260.782

857.273

46.545

76.909

14.310
Including 6.50 11.50 5.00 11.870 286.640 689.000 50.000 75.000 15.690
Including 9.00 11.50 2.50 23.412 564.400 425.800 90.000 60.000 30.773
Including 9.50 11.00 1.50 38.780 935.033 616.667 143.667 36.000 50.956
Including 9.50 10.50 1.00 57.563 1386.750 839.500 205.000 34.000 75.606
Including 9.50 10.00 0.50 113.500 2730.000 1460.000 392.000 66.000 148.989
Interval 1.00
2.50

1.50

4.861

86.933

183.333

101.333

39.667

6.020
Including 1.50 2.00 0.50 10.900 170.000 150.000 224.000 77.000 13.132
From Interval AuEq
GS-21-04 (m) To (m) (m) Au (gpt) Ag (gpt) Cu (gpt) Pb (gpt) Zn(gpt)
(gpt)
Interval 10.00
15.50

5.50

7.497

260.855

227.000

59.636

46.636

10.905
Including 12.00 15.00 3.00 13.493 468.417 326.000 103.167 39.833 19.598
Including 13.00 15.00 2.00 20.089 697.600 436.250 145.000 47.500 29.171
Including 13.00 14.00 1.00 38.239 1364.700 361.500 168.000 47.500 55.918
Including 13.50 14.00 0.50 75.500 2700.000 707.000 329.000 94.000 110.475
Interval 3.50
8.50

5.00

1.308

33.570

167.200

22.900

81.000

1.775
Including 6.00 8.50 2.50 1.596 44.820 249.200 18.000 85.600 2.222
Including 7.00 8.00 1.00 3.240 93.950 378.000 24.000 61.000 4.520
From Interval AuEq
GS-21-02 (m) To (m) (m) Au (gpt) Ag (gpt) Cu (gpt) Pb (gpt) Zn(gpt) (gpt)
Interval 6.50
10.00

3.50

6.345

202.557

1987.000

41.286

43.714

9.294
Including 6.50 9.50 3.00 7.377 235.517 1884.833 44.833 39.833 10.735
Including 7.00 9.50 2.50 8.802 281.260 2130.600 51.000 32.800 12.791
Including 7.50 9.50 2.00 10.893 347.500 2598.000 60.250 25.250 15.814
Including 8.00 9.50 1.50 12.683 403.000 1984.000 73.333 27.667 18.219
Interval 2.00
3.50

1.50

4.285

68.300

32.333

213.000

35.667

5.183
Including 2.50 3.00 0.50 12.500 198.000 22.000 621.000 13.000 15.084
Interval 23.50
26.00

2.50

0.606

20.520

56.400

25.800

70.200

0.885
  • 24 -
Including 24.00 25.50 1.50 0.815 28.800 60.667 30.667 61.667 1.201
From Interval AuEq
GS-21-03 (m) To (m) (m) Au (gpt) Ag (gpt) Cu (gpt) Pb (gpt) Zn(gpt)
(gpt)
Interval 11.50
16.00

4.50

2.366

73.011

164.778

61.000

55.778

3.341
Including 12.50 15.50 3.00 3.708 139.629 1271.143 3203.000 5110.143 6.145
Including 12.50 15.00 2.50 4.063 123.340 120.800 102.000 34.400 5.681
Including 13.00 15.00 2.00 4.959 151.075 131.500 125.000 34.750 6.937
Including 13.00 14.50 1.50 6.343 195.333 84.000 93.333 16.667 8.882
Including 13.00 13.50 0.50 9.180 291.000 197.000 62.000 26.000 12.972
Interval 3.50
7.50

4.00

0.458

9.288

57.125

12.625

29.750

0.589
Including 5.50 7.50 2.00 0.590 11.450 90.500 16.000 45.250 0.756
From Interval AuEq
GS-21-01 (m) To (m) (m) Au (gpt) Ag (gpt) Cu (gpt) Pb (gpt) Zn (gpt) (gpt)
Interval 1.50
4.50

3.00

5.223

94.167

226.833

89.500

44.000

6.482
Including 1.50 4.00 2.50 6.243 111.400 222.800 98.400 43.800 7.724
Including 1.50 3.50 2.00 7.771 137.175 167.250 114.000 41.500 9.575
Including 1.50 3.00 1.50 10.240 180.133 70.667 122.333 39.667 12.584
Including 2.00 3.00 1.00 15.140 265.150 33.500 168.500 4.500 18.574
Including 2.00 2.50 0.50 26.000 453.000 30.000 78.000 1.000 31.853
Interval 6.00
8.00

2.00

0.658

17.175

418.750

10.750

52.750

0.953
  • AuEq metal values are calculated using: Au 1792.60 USD/oz, Ag 23.13 USD/oz, Cu 4.37 USD/lbs, Pb 1.05 USD/lbs and Zn 1.52 USD/lbs on November 28, 2021.

2022 Exploration Plans - Moving Forward

Follow up 2022 drilling on the Gold Star properties did not duplicate the grades and widths confirmed in 2021 drilling and or previous surface channel sampling. Anomalous gold intervals characterized by high concentration of sulphides within shear-hosted massive quartz veins have been intercepted in drill holes from the 2022 season. Samples from the Goldilocks vein returned grades from background levels up to 1.16 over 1.00 meters (GS-22-06). Additional detailed data compilation, interpretation and modeling is required to determine the extent and distribution of the gold mineralization on the Gold Star property and understand their remaining gold potential.

DSM PROPERTIES

The DSM Syndicate is a private precious metals project generator in British Columbia which holds 6 mineral exploration properties. Through Juggernaut’s ownership interest in the DSM Syndicate, the Company has a 20% interest in all six of the DSM Syndicate’s properties including; Gold Standard, Goldcrest, Goldstar, Skyhigh, Newstrike, and Money.

  • 25 -

Goldcrest Property

The Goldcrest property is located 10 kilometers northeast from Bella Coola, British Columbia and covers 1596 hectares in two (2) mineral claim tenures. The property was staked in 2017 based on positive results from a brief reconnaissance prospecting program that discovered surface breccia and mineralization.

Geology

The Goldcrest claims are underlain by a sequence of altered andesitic and basaltic metavolcanic rocks of the Monarch Assemblage. The metavolcanics consist of fragmental breccias and tuffaceous horizons intercalated with thinly bedded siltstone, black argillite, and pebble conglomerate that unconformably overlies by Jurassic and Cretaceous plutons. Mineralization on the property is associated with extensive quartz-sericite-pyrite (QSP) alteration and silicification.

Recent Exploration

In 2017, Bedrock grab samples returned significant gold-silver values up to 3.16 g/t Au, and 69.3 g/t Ag from 55 samples (channels and grab/chip). A limited follow-up prospecting and sampling program was initiated in 2018 to expand on the 2017 mineralized zones and systematically prospect the other unexplored regions of the claim block. A total of 82 grab / channel grab and chip samples and 21 channel samples were collected. A total of 16.19 meters of channel samples was completed. Prospecting and sampling focused on the Cadillac Trend, which is a large gossanous zone measuring 850 meters by 190 meters. The highlight from the sampling returned a chip sample which assayed up to 56.10 g/t Au, 124.00 g/t Ag, and 57.58 g/t AuEq from 1.0 meter chip sample (Table 2). A brief reconnaissance prospecting program surrounding the Cadillac Trend discovered numerous quartz veins 500 m north and up to 1500 m south that are up to 1.5 metres wide and >100 meters long. These veins assayed up to 7.97 g/t Au and 252 g/t Ag. Other samples were collected from the southern part of the property form an extensive quartz vein system and returned 5.98 g/t Au, 226 g/t Ag and 1.21 g/t Au, 78.6 g/t Ag. Further exploration in the summer of 2020 to generate drill targets is fully funded; Juggernaut looks forward to reporting those results as they become available.

Skyhigh Property

The Skyhigh Property is located approximately 95 kilometers north of Campbell River, British Columbia. The property consists of one (1) mineral claim tenure covering 816 hectares. Logging trails extend onto the property from Loughborough Inlet, located 15 kilometers west. A logging camp with an airstrip is located 30 kilometers to the east.

Geology

There is limited mapping information on this area, and it has been described as an area underlain dominantly by rocks of Coast Plutonic Complex. The rocks in mapped areas of the property compositionally vary from granodiorite to diorite and locally are foliated. They occur together with migmatite, gneiss, schist and amphibolite. An intrusive breccia occurs locally. The supracrustal rocks are cross-cut by a variety of feldspar porphyritic dykes, felsic to intermediate dykes, mafic dykes, and pegmatite dykes are locally abundant in the mapped areas of the property.

Historical Exploration

A summary of historical exploration completed on the Skyhigh property is outlined in Table 1.

Table 1 - Historical Exploration in the Skyhigh Property Area

Company/Individual Year Area Description
Two Day limited reconnaissance
prospecting grab samples yeileded gold
values up to 92.8 g/t, 13, 644 g/t Ag,
13.85% Pb, 18.65% Cu, 0.5% Zn and
0.48%Mo.
DSM Syndicate 2017 White Mantle
St. Elias Mines 2010 White Mantle Geologic Review of the area with follow
up surface exploration program that
collected 61tillsamples and4 rock
  • 26 -
samples.
36 rock samples were collected and had
gold values that ranged from trace to
36.4 g/t Au.
Tiberon Minerals 1996 White Mantle
Placer Dome 1989 White Mantle Reconnaissance prospecting collecting
177 samples yielding Au values up to 14
g/t Au. Molybdenum ranged from trace to
0.92%Moinsome samples.

Recent Exploration

In 2018, prospecting and sampling was carried out, with the collection of 45 grab and chip samples as well as 4 channel samples. The Cloud 9 Zone covers a large area, characterized by a series of gold-bearing, polymetallic quartz veins, which have been expanded to 1.75 kilometer by 0.4 kilometer. The zone is defined by samples containing gold and silver mineralization in multiple, relatively flat lying quartz veins. Highlights include 15.75 g/t Au, 1845 g/t Ag, 0.11% Cu, 1.24% Pb, and 0.16% Zn (Table 4).

Newstrike Property

The Newstrike Property is located 37 kilometers from Tatla Lake, and 160 km west of Williams Lake, British Columbia. Access is by helicopter from Campbell River. The property comprises of three mineral claim tenures covering 1688 hectares.

Recent Exploration

Positive results from 2017 were followed up in 2018 with a small prospecting field program. Gold values ranged from 0.01 g/t Au to 6.64 g/t Au with the highest gold value associated with quartz veins cross-cutting mudstone clastic metasediments. Other high gold values of 5.51 g/t Au and 4.29 g/t are associated with Zn mineralization with values of 0.43% Zn and 0.72% Zn, respectively. Base metal rich samples with precious metals returned 0.10 g/t Au, 196 g/t Ag, 0.305 Cu, 2.99% Pb, and 5.41% Zn and 0.095 g/t Au, 196 g/t Ag, 0.31% Cu, 1.80% Pb, and 0.75% Zn.

Money Property

The Money Property is located approximately 50 kilometers southeast of Kitimat, British Columbia and approximately 30 kilometers north of the community of Kemano. The Money Property covers 11,657 hectares in four (4) mineral claim tenures

Recent Exploration

The property was similarly staked in 2017 and a single day prospecting and sampling program was initiated in 2018. A total of 18 rock samples were collected, including 16 grab and chip samples and 2 channel samples. Mineralized samples were collected over an area of 175 meters x 50 meters, called the “Goldzilla Zone”. The most significant gold mineralization is from a quartz vein that returned up to 81.5 g/t Au and 0.54% Cu from the 2017 exploration program. A 0.30 meter-wide quartz vein containing disseminated and fracture-fill chalcopyrite and pyrite was channel cut in two separate areas. The channel cuts returned significant gold mineralization with 48.2 g/t Au, 22.7 g/t Ag, 2.21% Cu / over 0.36 meters, and the second channel cut attained values of 22.7 g/t Au, 10.5 g/t Ag, 0.94% Cu over 0.85 meters.

  • 27 -

Selected Annual Information

Selected Annual Information
Year Ended
September 30,
2022
$
Year Ended
September 30,
2021
$
Year Ended
September 30
2020
$
Netloss and comprehensiveloss (138,557) (846,740) (353,663)
Basicloss pershare 0.00 (0.03) (0.03)
Totalassets 15,320,982
15,468,702

8,530,601
Current liabilities 241,521
812,724

115,850
Working capital 2,225,982
4,349,426
1,412,119
Dividends Nil Nil Nil

The Company’s accounting policy is to record its mineral properties at cost. Exploration and development expenditures are deferred until properties are brought into production, at which time they will be amortized on a unit of production basis. In the event that properties are sold, impaired or abandoned, the deferred cost will be written off.

During fiscal 2020, net loss decreased substantially from the prior year as no impairment of mineral properties was recorded in the year. Furthermore, $604,567 in cash tax credit refund was recorded as a recovery, which further reduced the loss in fiscal 2020. Actual total cash tax credit refund received in September, 2020 amounted to be in excess of $1 million with a further amount of $89,132 accrued as receivable, which also increased working capital.

In comparison, the net loss of fiscal 2021 was substantially higher than 2020 as the loss in 2020 was lowered significantly as a significant cash tax credit was received that year. Furthermore, during 2021, there were increase adjustments in management fees as well as the recognition of a large share-based compensation due to the options granted in the year. Total assets increased from the accumulation of exploration expenditures and a completion of a major financing in 2021. Due to the premium on the issuance of flow-through equity, a large flow-through share premium liability still remained in 2021.

In 2022, the net loss was considerably lower than in 2021 as share-based compensation recorded in 2021 was almost $700,000 as compared to $20,000 for 2022. 2,670,500 stock options were granted in 2021 and 200,000 were granted in 2022.

Results of Operations:

For The Three Months Ended December 31, 2022 and 2021

For the three months ended December 31, 2022, the Company recorded a net loss of $188,583 as compared to a net loss of $96,824 for the three months ended December 31, 2021. Main causes for the increase in net loss during 2022 was due to higher expenditures in corporate development and travel and promotion as management prepared for a contemplated financing in fiscal 2023.

Noted major differences involved the following accounts:

Expenses:
Corporate development
Travel and promotion
Interest income
Reversal of flow-through premium liability
All other accounts
2022
2021
Change
$ $ $ 33,693
15,144
18,549 a.
30,671
2,815
27,856 b.
(11,178)
(3,287)
(7,891)
c.
-
(51,347)
51,347 d.
(53,186)
36,675
(89,861)
(135,397)
(133,499)
(1,898)
(188,583)
(96,824)
(91,759)
  • 28 -

  • a. Higher advertising and marketing expenditures incurred in 2022 to promote the Company for a contemplated financing.

  • b. In preparation for an anticipated financing in fiscal 2023, management expanded travel in 2022 and attended various conventions and trade shows

  • c. Higher interest earned on the savings account as interest rates increased in 2022.

  • d. A non-cash item, based on reversing a liability recorded due to the premium pricing of placing flowthrough financing units. The extent of the reversal is dependent on the amount of the exploration expenditures.

Summary of Selected Highlights for the Last Eight Quarters

Description Dec. 31, 2022
$
Sept. 30, 2022
$
Jun. 30, 2022
$
Mar. 31, 2022
$
Operations
Office and administration expenses
Professional fees
Share-based compensation
Travel and promotion
Interest income
Reversal of flow-through premium liability
Government taxcreditrecovery
(159,090)
(10,000)
-
(30,671)
11,178
-
-
(147,346)
(8,501)
-
(26,741)

13,139
377,976
-
(121,304)
(11,136)
-
(6,242)

7,711

30,725
-
(141,201)
(9,581)
(20,000)
(5,759)

3,338

23,189
-
Net (loss)/income (188,583) 208,527 (100,246) (150,014)
Basic and dilutedloss pershare 0.00 0.00 0.00 0.00
Description Dec. 31, 2021
$
Sept. 30, 2021
$
Jun. 30, 2021
$
Mar. 31, 2021
$
Operations
Office and administration expenses
Professional fees
Share-based compensation
Travel and promotion
Interest income
Reversal of flow-through premium liability
Government taxcreditrecovery
(137,811)
(10,832)
-
(2,815)
3,287
51,347
-
(141,562)
(10,296)
-
(4,670)

5,166

267,913
-
(116,938)
(20,000)
(651,000)
(1,767)

3,479

77,019
-
(103,756)
(13,744)
-
(2,060)

1,509

-
23,232
Net (loss)/income (96,824) 116,551
(709,207)
(94,819)
Basic and dilutedloss pershare 0.00 0.00 (0.02) 0.00

For the three months ended December 31, 2022

No unusual difference between the current quarter and the previous quarter aside from the recording of a reversal of flow-through premium liability of $377,976, resulting in a net income of $208,527 in the previous quarter.

For the three months ended September 30, 2022

Reason for the net income position in the quarter is due to the recording of a significant reversal of flow-through premium liability. Travel and promotion higher due to payments towards conventions and trade shows.

  • 29 -

For the three months ended June 30, 2022

No unusual transactions or events occurred during the quarter from previous periods. Net loss decreased from the prior quarter due to lower office and administration expenses and no recognition of share-based compensation

For the three months ended March 31, 2022

No unusual transactions or events occurred during the quarter from previous periods. Net loss higher than the prior quarter due to recognition of $20,000 in share-based compensation in the current quarter and the prior quarter had a larger reversal of flow-through premium liability.

For the three months ended December 31, 2021

The reversal of flow-through premium liability was significantly lower than the previous quarter therefore, leaving a net loss as opposed in a net income in the prior quarter.

For the three months ended September 30, 2021

Net income for the quarter recorded due to the reversal of flow-through premium liability of $267,913.

For the three months ended June 30, 2021

Net loss was significant higher in the current quarter as a result of the recognition of $651,000 in stock-based compensation. For the three months ended March 31, 2021

Net loss was lower in the current quarter due to recognition of share-based compensation from stock options being granted in the prior quarter.

Liquidity and Solvency

At this time, the Company has no operating revenues and does not anticipate revenues of any kind until the Company is able to find, acquire, or place in production and operate a mining property. Historically, the Company has raised funds through private placements, loans, shares for debt settlements, and the exercise of options and warrants.

No financing was completed during the period December 31, 2022.

  • 2022:

17,000 share purchase warrants were exercised for proceeds of $3,570.

As at December 31, 2022, the Company had cash of $1,549,863 and working capital of $1,815,879 and is presently sufficiently funded to cover overhead expenses and to finance the majority exploration work committed for fiscal 2023. However, to ensure full compliance with the committed exploration expenditures, more capital will be needed towards the end of fiscal 2023. Management believes the Company can raise new funds and the Company will be able to fulfill its financial commitments, but, there are no assurances that this will be achieved.

Standards, Amendments and Interpretations Adopted or Expected to be Adopted:

Leases

At the inception of a contract, the Company assesses whether a contract is or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

  • 30 -

The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The rightof-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle or remove the underlying asset.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s incremental borrowing rate.

The Company has elected to not recognize right-of-use assets and lease liabilities for short-term lease of assets that have a lease term of 12 months or less and leases of low-value assets, such as IT equipment. The Company recognizes the lease payments associated with the leases as an expense on a straight-line basis over the lease term.

Accounting pronouncement not yet adopted

Accounting pronouncements with future effective dates are not expected to have a significant impact on the Company’s financial statements.

Critical Accounting Estimates

The Company’s significant accounting policies are summarized in Note 3 of its interim financial statements for the period ended December 31, 2022. The preparation of the financial statements in accordance with IFRS requires management to select accounting policies and make estimates and judgments that may have a significant impact on the financial statements.

The Company regularly reviews its judgements and estimates; however, actual amounts could differ and, accordingly, materially affect the results of operations.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements.

Outstanding Share Capital

The following securities were outstanding as at February 23, 2023:

Securities Number Weighted-Average
ExercisedPrice
ExpiryDate
Common shares issued and outstanding
Share purchase warrants
Share purchase options
43,447,452
25,092,624
4,220,500

-

$0.34
$0.30
-
Mar. 3, 2022 - Mar. 9, 2026
Jan.9,2025- Mar.8,2027
Fullydiluted share capital 72,760,576
-
-

Share capital as at December 31, 2022:

**Share Capital **
Number of
Amount
Shares
$
Balance - September 30, 2021
Shares issued pursuant to mineral option agreement
Mineralpropertywarrants exercised
40,430,452
24,584,746
3,000,000
540,000
17,000
3,570
Balance - September 30, 2022 and December 31, 2022 43,447,452
25,128,316
  • 31 -

Share purchase warrants as at December 31, 2022:

Share purchase warrants as at December 31, 2022:
Numberof Warrants ExercisePrice ExpiryDate RemainingLife (Years)
18,421,624 $0.38 March 3, 2023 0.18
1,975,000 $0.20 March 10, 2025 2.19
1,649,000 $0.14 October 16, 2025 2.79
1,547,000 $0.12 November 12, 2025 2.87
1,500,000 $0.42 March 9, 2026 3.19
25,092,624 $0.34 0.86

Share purchase options as at December 31, 2022:

Options Outstanding ExercisePrice ExpiryDate RemainingLife (years)
1,000,000 $0.22 January 9, 2025 2.02
350,000 $0.22 April 21, 2025 2.31
335,000 $0.22 December 2, 2025 2.92
10,500 $0.22 December 30, 2025 3.00
2,325,000 $0.36 May 14, 2026 3.38
200,000 $0.22 March8,2027 4.19
4,220,500 $0.30 2.97

Related Party Transactions

Key management personnel are persons responsible for the planning, directing and controlling activities of the entity. The Company’s key management personnel are the CEO and CFO and their compensations are included in the following:

December 31, December 31,
2022 2021
Management fees $ 70,000 $ 67,500
Administrative fees 25,000 22,550
Director fees 4,500 4,500
Short-term benefits 1,808 1,252
Other 3,000 3,000
Total $ 104,308 $ 98,752

Home office expenses of $3,000 (2021: $3,000) were paid or accrued to the CEO and CFO.

Related party liabilities consist of unpaid management, administration and other fees owing to an officer and director of the Company. These amounts are unsecured, non-interest bearing and have no fixed terms of repayment.

As at December 31, 2022, $66,904 (2021 - $63,000) was owing to related parties and a balance in prepaid expenses of $nil (2021 - $17,989) was due from related parties relating to expense advances.

Disclosure Controls and Procedures

Management has assessed the effectiveness of the Company's disclosure controls and procedures used for the financial statements and MD&A as at December 31, 2022. Although certain weaknesses such as lack of segregation of duties are inherent with small office operations, management has implemented certain controls such as frequent reviews and regular preparations of reconciliations of transactions and budgets to ensure absence of material irregularities. Management has concluded that the disclosure controls are effective in ensuring that all material information required to be filed has been made known to it in a timely manner. The required information was effectively recorded, processed, summarized and reported within the time period necessary to prepare the annual filings. The disclosure controls and procedures are designed to ensure effective information required to be disclosed pursuant to applicable securities laws are accumulated and communicated to management as appropriate to allow timely decisions regarding required disclosure. - 32 -

Risk Factors

The Company is engaged in the exploration for and development of mineral deposits. These activities involve significant risks which careful evaluation, experience and knowledge may not, in some cases, eliminate. The commercial viability of any material deposit depends on many factors not all of which are within the control of management. Some of the factors that affect the financial viability of a given mineral deposit include its size, grade and proximity to infrastructure. Government regulation, taxes, royalties, land tenure, land use, environmental protection and reclamation and closure obligations, have an impact on the economic viability of a mineral deposit.

The discovery, development and acquisition of mineral properties are in many respects unpredictable events. Future metal prices, capital equity markets, the success of exploration programs and other property transactions can have a significant impact on capital requirements.

Although the Company has taken steps to verify the title to the properties in which it has an interest, in accordance with industry standards for the current stage of exploration of the same, these procedures do not guarantee the Company’s title to these properties. Property title may be subject to unregistered prior agreements or transfers and title may be affected by undetected defects.

The Company has no significant source of operating cash flow and no revenues from operations. The Company’s ability to meet its obligations and maintain its current operations through the ensuing twelve month period and thereafter is contingent upon successful completion of additional financing agreements and ultimately upon the discovery of proven reserves and generating profitable operations.

The Company’s properties are in the exploration stages only and are without known bodies of commercial mineralization and have no ongoing mining operations. Mineral exploration involves a high degree of risk and few properties which are explored are ultimately developed into producing mines. Exploration of properties may not result in any discoveries of commercial bodies of mineralization. If the Company’s efforts do not result in any discovery of commercial mineralization, the Company could be forced to look for other exploration projects or cease operations.

The Company is subject to the laws and regulations relating to environmental matters in all jurisdictions in which it operates, including provisions relating to property reclamation, discharge of hazardous material and other matters. The Company may also be held liable should environmental problems be discovered that were caused by former owners and operators of the properties and properties in which it has previously had an interest. The Company conducts its mineral exploration activities in compliance with applicable environmental protection legislation. The Company is not aware of any existing environmental problems related to its current properties that may result in material liability to the Company.

The preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts revenues and expenses during the reporting period. Actual results could differ from those estimates.

Annual losses are expected to continue until the Company has an interest in a mineral property or project that produces revenues. The Company’s ability to continue its operations and to realize assets at their carrying values is dependent upon the continued support of its shareholders, obtaining additional financing and generating revenues sufficient to cover its operating costs. The Company’s accompanying financial statements do not give effect to any adjustments which would be necessary should the Company be unable to continue as a going concern and therefore be required to realize its assets and discharge its liabilities in other than the normal course of business and at amounts different from those reflected in the accompanying financial statements.

The Company’s operations are within Canada with all of its expenses being incurred in Canadian dollars. Therefore, currency risk is minimal.

Any forward-looking information in this MD&A is based on the conclusions of management. The Company cautions that due to risks and uncertainties, actual events may differ materially from current expectations. With respect to the Company’s operations, actual events may differ from current expectations due to economic conditions, new opportunities, changing budget priorities of the Company and other factors.

  • 33 -