Lightspeed Discoveries Inc. — Management Reports 2022

Nov 25, 2022

LIGHTSPEED DISCOVERIES INC.

Management’s Discussion and Analysis

Nine Month Period Ended

September 30, 2022

(Expressed in Canadian Dollars)

Report Date – November 25, 2022

LIGHTSPEED DISCOVERIES INC. Management’s Discussion and Analysis Nine Month Period Ended September 30, 2022

The following Management’s Discussion & Analysis (“MD&A”) is intended to assist in the understanding of the trends and significant changes in the financial condition and results of operations of Lightspeed Discoveries Inc. (“Lightspeed” or the “Company”) for the nine month period ended September 30, 2022. It should be read in conjunction with condensed interim financial statements for the nine month period ended September 30, 2022 (the “Interim Financial Statements”) and the audited annual financial statements for the year ended December 31, 2021 and the notes thereto (the “Annual Financial Statements”).

The following information includes financial information derived from the Financial Statements of the Company, which have been prepared in accordance with International Financial Reporting Standards (IFRS). All financial results are reported in Canadian dollars.

The Company’s head office is located at 10[th] Floor – 595 Howe Street, Vancouver, BC V6C 2T5. Additional information relating to the Company can also be found on the SEDAR website at www.sedar.com.

Description of Business

The Company was incorporated under the laws of the province of British Columbia. The Company is currently inactive and is investigating new business opportunities in the mining industry. The common shares of the Company are trading on the TSX Venture Exchange – NEX Board. The trading symbol for the Company is LSD.H.

Discussion of Operating Results

Expenses for the nine month period ended September 30, 2022 (“Current Period”) were virtually unchanged versus the nine month period ended September 30, 2021 (“Prior Period”). The Company is in a period of care and maintenance while it searches for a new transaction.

Selected Annual Financial Information

The following table sets forth selected audited financial information of the Company from the last three completed financial years ended December 31:

completed financial years ended December 31:
	2021	2020	2019
	($)	($)	($)
Net loss for the year	(193,066)	(128,326)	(79,120)
Net loss per share, basic and diluted	(0.02)	(0.01)	(0.01)
Total assets	28,382	14,102	182,673

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LIGHTSPEED DISCOVERIES INC. Management’s Discussion and Analysis Nine Month Period Ended September 30, 2022

Summary of Quarterly Results

The following is a summary of the Company’s financial results for the eight most recently completed quarters:

Quarterly ended		Revenue			Profit(Loss)		Lossper share
December 31, 2020	$		-	$	41,338	$	(0.00)
March 31, 2021	$		-	$	(19,713)	$	(0.00)
June 30, 2021	$		-	$	(23,808)	$	(0.00)
September 30, 2021	$		-	$	(125,426)	$	(0.01)
December 31, 2021	$		-	$	(24,119)	$	(0.00)
March 31, 2022	$		-	$	(34,726)	$	(0.00)
June 30, 2022	$		-	$	(53,458)	$	(0.00)
September 30,2022	$		-	$	(51,582)	$	(0.00)

Notes on Material Quarterly Variations:

December 31, 2020 – reported net income compared to recurring quarterly losses due to over accrual over certain operating costs during the year.

September 30, 2021 – reported an increased net loss due to legal fees in the quarter that were incurred in connection with a proposed transaction.

Liquidity and Capital Resources

The Company has no operating revenues and finances its operations principally through the issuance of common shares. As at September 30, 2022, the Company had a working capital deficit of $413,239 compared to $273,473 as at December 31, 2021. The decline in working capital is a consequence of normal operating costs.

The Company may continue to have capital requirements in excess of its currently available resources. In the event the Company’s plans change, its assumptions change or prove inaccurate, or its capital resources in addition to any projected cash flow, if any, prove to be insufficient to fund operations, the Company may be required to seek additional financing. There can be no assurance that the Company will have sufficient financing to meet its future capital requirements or that additional financing will be available on terms acceptable to the Company in the future.

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LIGHTSPEED DISCOVERIES INC. Management’s Discussion and Analysis Nine Month Period Ended September 30, 2022

Financial Instruments

The Company's financial instruments consist of cash, amounts receivable, accounts payable and due to related party. The fair values of these financial instruments approximate their carrying values. It is management's opinion that the Company is not exposed to significant interest, currency, or credit risks arising from these financial instruments.

Risks and Uncertainties

The Company is engaged in the exploration and development of mineral properties. These activities involve a high degree of risk which, even with a combination of experience, knowledge and careful evaluation, may not be overcome. Consequently, no assurance can be given that commercial quantities of minerals will be successfully found or produced.

The Company has no history of profitable operations and its present business is at an early stage. As such, the Company is subject to many common risks to new and developing enterprises, including under-capitalization, cash shortages and limitations with respect to personnel, financial and other resources and the lack of revenues. There is no assurance that the Company will be successful in achieving a positive return on shareholders’ investment.

The Company has no source of operating cash flow and no assurance that additional funding will be available to it for further exploration and development of its projects when required. Although the Company has been successful in the past in obtaining financing through the sale of equity securities, there can be no assurance that the Company will be able to obtain adequate financing in the future or that the terms of such financing will be favourable. Failure to obtain such additional financing could result in the delay or indefinite postponement of further exploration and development of its properties.

The Company is very dependent upon the personal efforts and commitment of its existing management. To the extent that management’s services would be unavailable for any reason, a disruption to the operations of the Company could result, and other persons would be required to manage and operate the Company.

The Company competes with other junior mineral exploration companies, some of which have greater financial resources and technical facilities. The business of mineral exploration and extraction involves a high degree of risks and few properties that are explored are ultimately developed into production. In addition to specific risks disclosed throughout this discussion, other risks facing the Company include reliance on third parties, environmental and insurance risks, statutory and regulatory requirements, metal prices and foreign currency fluctuations, share price volatility and title risks.

Commitments

As at September 30, 2022, the Company had no commitments.

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LIGHTSPEED DISCOVERIES INC. Management’s Discussion and Analysis Nine Month Period Ended September 30, 2022

Off-Balance Sheet Arrangements

The Company did not enter into any off-balance sheet arrangements during the period ended June 30, 2022.

Related Party Transactions

Key management includes the Chief Executive Officer (“CEO”), Chief Financial Officer (“CFO”), directors and companies controlled by them. The Company incurred the following transactions with key management of the Company during the six month periods ended June 30, 2022 and 2021.

Management fees paid or accrued to the CEO ofthe Company	20222021
	($)($)22,50030,000
	22,50030,000

As at September 30, 2022 there was $82,500 (December 31, 2021 - $60,000) owing to the CEO.

Disclosure of Outstanding Share Data

As at the Report Date, the Company had 10,495,516 common shares issued and outstanding.

As at the Report Date, the Company had no stock options outstanding.

As at the Report Date, the Company had no warrants outstanding:

Subsequent Events

CONSOLIDATION AND REACTIVATION FINANCING

Lightspeed Discoveries Inc. intends to consolidate its capital on a one-new-share-for-two-old-share basis such that the existing 10,495,516 common shares shall be comprised of 5,247,758 post consolidation common shares. The capital consolidation is subject to exchange approval. No name change is proposed at this time.

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LIGHTSPEED DISCOVERIES INC. Management’s Discussion and Analysis Nine Month Period Ended September 30, 2022

REACTIVATION PRIVATE PLACEMENT

The board of directors of Lightspeed Discoveries Inc. has approved a reactivation working capital private placement of up to 30 million units at 5 cents per unit for gross proceeds of $1.5-million, with each unit consisting of a post-consolidation common share and a share purchase warrant, and each warrant will be exercisable at 6 cents into an additional post-consolidation common share for a term of one year. The warrants expiry may be accelerated in the event that the shares trade at ten cents for ten consecutive business days. The private placement will be subject to NEX Policy 5 and TSXV Exchange approval. A finder's fee may be payable in connection with the private placement, subject to Exchange policies. The net proceeds of the private placement will be used as reactivation working capital.

In addition, the Company intends to issue up to eight million units to settle up to $400,000 of outstanding liabilities. Management will be seeking to acquire a business for the issuer and it is the intention of management to investigate potential acquisition targets and financing opportunities in a variety of industries going forward to reactivate the issuer.

Management’s Responsibility for Financial Statements

The information provided in this report, including the financial statements, is the responsibility of management. In the preparation of these statements, estimates are sometimes necessary to make a determination of future values for certain assets or liabilities. Management believes such estimates have been based on careful judgments and have been properly reflected in the accompanying consolidated financial statements.

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LIGHTSPEED DISCOVERIES INC. Management’s Discussion and Analysis Nine Month Period Ended September 30, 2022

Corporate Information

Directors: Ken Ralfs Nick Watters Chris Cherry Officers: Ken Ralfs – CEO and CFO Auditor: Saturna Group CPA LLP Suite 1605 – 1166 Alberni Street Vancouver, BC, V6E 3Z3 Transfer Agent: Endeavor Trust Suite 702 – 777 Hornby Street Vancouver, BC, V6Z 1S4

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