Lovitt Resources Inc. — Management Reports 2020

Jul 15, 2020

LOVITT RESOURCES INC.

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE TWELVE MONTHS ENDED

MARCH 31, 2020

(Expressed in US Dollars)

LOVITT RESOURCES INC. Management’s Discussion and Analysis For the three and twelve months ended March 31, 2020 and 2019

INTRODUCTION

The following is Management’s Discussion and Analysis (“ MD&A ") for Lovitt Resources Inc. (the “ Company ”) that was prepared on July 15, 2020. The MD&A includes financial information and should be read in conjunction with the Company’s unaudited consolidated condensed interim financial statements for the twelve months ended March 31, 2020 as well as, the most recent audited annual consolidated financial statements for the year ended March 31, 2019 and the notes contained therein. The March 31, 2020 unaudited consolidated condensed interim financial statements are prepared in compliance with International Financial Reporting Standards as issued by the International Accounting Standards Board. Accordingly, certain information and footnote disclosure normally included in annual financial statements prepared in accordance with International Financial Reporting Standards (“ IFRS ”), as issued by the International Accounting Standards Board (" IASB "), have been omitted or condensed. All amounts are stated in US dollars unless otherwise indicated.

The Company changed its year-end to June 30, 2020 from March 31, 2020 resulting in a fourth interim reporting period for the twelve months ending March 31, 2020. The annual financial statements for the year ending June 30, 2020 will be filed by October 28, 2020 and will include a fifteen month year.

Additional information relating to the Company is available on SEDAR at www.sedar.com.

FORWARD-LOOKING INFORMATION

This MD&A may include certain “forward-looking statements” within the meaning of applicable securities legislation relating to the Company based upon the beliefs of its management, with assumptions made by, and with information currently available as of March 31, 2020. All statements, other than statements of historical facts that address such matters as future events or developments that the Company expects, are forward looking statements and, as such, are subject to risks, uncertainties, assumptions and other factors of which are beyond the reasonable control of the Company. You can identify these statements by forward-looking words such as “expects”, “does not expect”, “plans”, “anticipates”, “does not anticipate”, “believes”, “intends”, “estimated”, “projects”, “potential”, “scheduled”, forecast”, “budget”, and similar expressions, or that events or conditions “will”, “would”, “may”, “could”, “should” or “might” occur and similar words. Such statements give the Company’s current expectations or forecasts of future events and are not guarantees of future performance and actual results or developments may differ materially from those expressed in, or implied by, this forward-looking information.

With respect to forward-looking statements and information contained herein, among other things: the development of the Lovitt Mine, including future mineral exploration and development. The Company has made numerous assumptions including among other things anticipated costs and expenditures and the Company’s ability to achieve its goals. Although management believes that the assumptions made, and the expectations represented by such statements or information are reasonable, there can be no assurance that a forward-looking statement or information herein will prove to be accurate. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. Factors that could cause actual results to differ materially from those in forward-looking statements include, for example, such matters as continued availability of capital and financing and general economic, market or business conditions. Although we have attempted to identify factors that would cause actual actions, events or results to differ materially from those disclosed in the forward-looking statements or information, there may be other factors that cause actual results, performances, achievements or events not to be anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information. Any forward-looking statements are expressly qualified in their entirety by this cautionary statement. The information contained herein is stated as of the current date and subject to change after that date and the Company does not undertake any obligation to update publicly or to revise any of the forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.

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LOVITT RESOURCES INC. Management’s Discussion and Analysis For the three and twelve months ended March 31, 2020 and 2019

OVERALL PERFORMANCE

Nature of Business

Lovitt Resources Inc. (the “Company”, or “Lovitt Resources”) has a wholly owned subsidiary, Lovitt Mining Corporation, Inc. (“Lovitt Mining”). The Company’s principal business activity is the exploration of mineral properties. The Company is listed on the TSX Venture Exchange under the symbol “LRC.H”.

Lovitt Mining assets in Wenatchee, Washington State, consist of over 240 acres of real estate, mineral rights to over 670 acres, water rights, extensive gold and silver mine workings with engineered maps and drawings, and a Wenatchee Gold Belt database covering substantial activity and development over the past 60 years. Current access to the mine is thru a portal on the 1250 level and the company has extensively sampled these workings with approximately seven miles of tunnels.

The NI 43-101 report, dated April 23, 2020 and prepared by James F. Ebisch, SME Registered Member and R. Perry MacKinnon, P.Geo, both qualified persons, is available on SEDAR or at http://www.lovittresources.com.

The Lovitt Gold Mine suspended operations in 1966, due to an adverse economic climate of rising inflation and a fixed gold price of $37.00 per oz. During the fifties and sixties, the mine was one of the top producing underground gold mines in the USA. The Wenatchee area is highly prospective for gold, as illustrated by the fact that the adjoining Cannon Mine was the 1[st] or 2[nd] largest underground gold mine in the USA during the late 1980’s and early 1990’s, when it produced 1.1 million ounces of gold. The Lovitt Mine produced over 410,000 ounces of gold and over 624,000 ounces of silver between 1950 and 1967, with a crew of about 20 compared in comparison to the 180 employees of the Cannon Mine.

A major asset of the company is the archives of Lovitt Mining, which contain daily operational logs, engineering drawings, exploration and ore assay logs, and numerous reports commissioned over the production years.

The Company, at this time, does not generate revenues from operations so it relies on the sale of surplus land, related party financing and third party financing. The Company has sold surplus land, buildings and equipment for working capital since its last public financing in 2014. The Company will expects to close financing in July 2020 to pay for a diamond drill program with expectations that the results might attract a senior mining company as a joint venture partner. In July 2019, 3.13 acres of land was sold to produce $69,000 in gross revenue.

For the twelve months ended March 30, 2020, the Company had cash of $4,851, an accumulated deficit of $6,136,231 (March 31, 2019 - $5,942,676) and working capital deficiency of $1,739,824 (March 31, 2019 - $1,535,312).

Industry and Economic Factors that May Affect the Company’s Performance

With all mining operations there is uncertainty and, therefore, risk associated with operating parameters and costs resulting from the scaling up of extraction methods tested in pilot conditions. Mineral exploration is speculative in nature and there can be no assurance that any minerals discovered will result in an increase in the Company’s resource base.

In particular, the Company does not generate revenue, as a result, the Company continues to be dependent on third party financing and the sale of surplus land to continue exploration and drilling. Accordingly, the Company’s future performance will be most affected by its access to financing, whether debt, equity or other means. Access to such financing, in turn, is affected by general economic conditions, exploration risks and the other factors described in the section entitled "risk factors" included below.

In respect to the COVID-19 crisis, it has had little to no impact on the Company and we don’t anticipate any material impact in the future.

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LOVITT RESOURCES INC. Management’s Discussion and Analysis

For the three and twelve months ended March 31, 2020 and 2019

SELECTED FINANCIAL INFORMATION

Result of Operations

	Three Months Ended	Three Months Ended
	March 31, 2020	March 31, 2019
Accounting and audit	474	750
Depreciation	540	541
General and administrative	492	1,462
Interest on demand loans	15,043	15,441
Legal fees	-	-
Management Fees	30,000	30,081
Office rent, storage and utilities	282	2,766
Transfer Agent, filing and regulatory	95	484
Travel, meetings, lodging	280	1,648
Interest Income and Recovery	(1,000)	(267)
Gain on sale of property, plant and equipment	-	(79,850)
Net loss for the period	46,206	53,869
Foreign currency translation	(4,462)	-
Comprehensive loss for the period	41,744	53,869

	Twelve Months	Twelve Months
	Ended	Ended
	March 31, 2020	March 31, 2019
Accounting and audit	27,404	12,900
Depreciation	2,161	2,161
General and administrative	14,021	9,943
Interest on demand loans	60,840	55,290
Legal fees	6,382	7,694
Management Fees	120,000	120,081
Office rent, storage and utilities	8,951	11,432
Transfer Agent, filing and regulatory	18,122	2,770
Travel, meetings, lodging	10,168	7,064
Interest Income and Recovery	(3,678)	(577)
Gain on sale of property, plant and equipment	(66,354)	(82,922)
Net loss for the period	198,017	145,836
Foreign currency translation	(4,462)	(1,834)
Comprehensive loss for the period	193,555	144,002

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LOVITT RESOURCES INC. Management’s Discussion and Analysis For the three and twelve months ended March 31, 2020 and 2019

Accounting and Audit Fees

The accounting and audit fees were significantly higher for the twelve months ended March 31, 2020 compared to March 31, 2019. This was due to the extra work that was required by the auditors and a consultant to complete the filing of the overdue financial statements. An accounting accrual was captured for the year ended March 31, 2019 and March 31, 2018, however the work ended up being considerably more than anticipated. The Company completed the overdue filings back in August 2019 and continues to complete the necessary filings on time.

Interest on Demand Loans

Interest continues to increase period over period due to the increase in loans from related parties.

Transfer Agent, Filing and Regulatory Fees

The Company incurred significant late filing fees for the late financial statements and other fees in relation to the Company being halted from trading during the twelve months ended March 31, 2020.

Gain on Sale of Property, Plant and Equipment

Sale of assets were higher in 2019 in comparison to 2018 when the generation of land for sale became delayed due to competition for surveyor time. The Company completed a sale of land in the second quarter for gross revenue of $66,354.

Summary of Quarterly Results

	Mar’20	Dec’19	Sep’19	Jun’19	Mar’19	Dec’18	Sep’18	Jun’18
	$	$	$	$	$	$	$	$
Revenue	Nil	Nil	66,354	Nil	80,215	3,072	212	Nil
Net Income (Loss)	(46,206)	(81,411)	(17,053)	(53,347)	26,944	(53,869)	(70,011)	(48,900)
Comprehensive income (Loss)	(41,744)	(97,009)	(1,274)	(53,528)	49,738	(53,869)	(90,971)	(48,900)
Earnings (Loss) per share	(0.00)	(0.01)	(0.00)	(0.01)	0.01	(0.01)	(0.01)	(0.01)

Land sales were slow for three quarters up to the quarter ending March ’19 when two real estate transactions produced a profit. In July ’19, 3.13 acres of land was sold to produce $66,354 in revenue. The annual loss per quarter up to this point was consistent reflecting the tight control of company expenses.

LIQUIDITY

The company has three distinct asset areas from which to derive liquidity:

1. Real Estate sales

2. Revenue from potential mineral production, subject to time to permit.

3. Borrow funds, or issue shares in a private placement or public offering.

The company has experienced a chronic working capital deficit for several years since the company chose to divest assets to pay expenses rather than dilute through equity in a bad market. For the twelve months ended March 31, 2020, the Company had a working capital deficit of $1,739,824 compared to $1,535,312 at March 31, 2019. In both cases, the working capital deficit reflects the fact that previously long-term debt became due. It is expected that this debt will be converted into equity, convertible bonds, preferred shares or land asset swap in 2020. During the twelve months ended March 31, 2020, accounts payable increased by $ 18,429, increasing from $ 16,984 at March 31, 2019 to $35,413 at March 31, 2020. The Company intends to raise capital in July 2020 with the objective to initiate a major underground sampling program underground in the Lovitt Mine, concurrent with an above ground dd exploration

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LOVITT RESOURCES INC. Management’s Discussion and Analysis For the three and twelve months ended March 31, 2020 and 2019

program once permits are issued with the objective to define proven and probable gold reserves using a base of existing multiple drill holes previous operators.

The exploration budget to conduct underground exploration and a robust diamond drill program would cost in the neighborhood of $2,000,000. The company is investigating various financing avenues to raise funds to finance the program, with the first tranche targeted for 2020.

Management believes that long term debt is adequately covered by assets, since its substantial real estate portfolio is carried on the balance sheet at circa 1950 prices.

The Company is totally dependent upon asset sales, borrowing, or financing in the venture capital markets to maintain liquidity.

CAPITAL RESOURCES

It should be noted that Lovitt Mining, the wholly owned subsidiary of Lovitt Resources, owns about 250 acres of land on the city limits of Wenatchee, WA acquired in the 1950’s and 1960’s. Current land valuations are substantially higher than the book value of these assets. The land value appreciation from the purchase price in the 1950’s of around $50 per acre is not reflected in the balance sheet.

The company holds a substantial mineral interest in the area surrounding the Lovitt Mine, with the most important a 100% of the mineral interest in 200 acres including the patented claims of the Lovitt Mine. Lovitt Mining was incorporated as a “for profit” gold mining company in Washington State in 1949, and before suspending operations in 1967, the company produced 410,480 ounces of gold and 625,850 ounces of silver. The company reactivated its interest in its mineral assets when gold hit all-time at prices in excess of US $1,900 per ounce in 2011. The company had written most of its mineral asset off in 2003 in accordance with accounting convention since no expenditure had been made on the Lovitt mineral properties for several years. The write off was approximately $ 2,000,000 and Directors of the Company believe that the current market value of the mineral interest is considerably in excess of $560,761 stated the current audited statement for the year ending March 31, 2019.

Land was sold over the past decade at $25,000 to $69,000 per acre to raise capital and some surplus equipment was sold as well.

OFF BALANCE SHEET ARRANGEMENTS

As at March 31, 2020, there were no off-balance sheet arrangements to which the Company was committed.

TRANSACTIONS WITH RELATED PARTIES

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly. Key management personnel include the Company’s executive officers and directors.

During the twelve months ended March 31, 2020 and 2019, remuneration of key management was as follows:

		March 31,		March 31,
		2020		2019
Management and consulting fees1	$	120,000	$	120,081
Directors’ fees2	$	-	$	-
Share-basedpayments	$	-	$	-
		120,000		120,081

(1) The Company is charged a total of $30,000 per quarter to pay for consulting and management services by a corporation owned by Lorne Brown, CEO & Director. These fees are currently accrued.

(2) The Directors’ of the Company currently do not receive any compensation for their time.

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LOVITT RESOURCES INC. Management’s Discussion and Analysis For the three and twelve months ended March 31, 2020 and 2019

As at March 31, 2020, accounts payable includes Nil (March 31, 2019 - $660) owed to the CEO, Lorne Brown.

As at March 31, 2020, demand loans outstanding of $802,718 (March 31, 2019 - $713,684) are due to the CEO, Lorne Brown, members of his immediate family and a corporation controlled by him, Brown Corp Family Marketing Inc. The demand loans bear interest at 5% per annum, is not collateralized and has no fixed terms of repayment. As at March 31, 2020, the accrued interest balance is $143,518 (March 31, 2019 - $107,621). During the twelve months ended March 31, 2020, the Company was charged $35,897 (March 31, 2019 - $29,430) for interest. These loans have been provided over several years for purposes of working capital.

On February 10, 2020, a director loaned $7,338 to the Company. The demand loan bears an interest of 5% per annum, is not collateralized and has no fixed terms of repayment. As of March 31, 2020, the accrued interest balance is $57 (March 31, 2019 – $Nil). The loan was provided for the purposes of working capital.

During the twelve months ended March 31, 2020, the Company paid $5,114 (March 31, 2019 - $6,882) for rent of 1,100 sq.ft. office space to the CEO. The office space was located in Abbotsford, British Columbia.

CRITICAL ACCOUNTING ESTIMATES

Critical Judgments and Sources of Estimation Uncertainty

The preparation of these unaudited condensed consolidated financial statements requires management to make certain estimates, judgements and assumptions that affect the reported amounts of assets and liabilities at the date of the unaudited condensed consolidated financial statements and reported amounts of expenses during the reporting period. Actual outcomes could differ from these estimates. These financial statements include estimates which, by their nature, are uncertain. The impacts of such estimates are pervasive throughout the financial statements and may require accounting adjustments based on future occurrences. Revisions to accounting estimates are recognized in the period in which the estimate is revised and future periods if the revision affects both current and future periods. These estimates are based on historical experience, current and future economic conditions and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Estimation Uncertainty

The following are key assumptions concerning the future and other key sources of estimation uncertainty that have a significant risk of resulting in a material adjustment to the carrying amount of assets and liabilities within the next fiscal year:

• (i) Depreciation expense if allocated based on assumed useful life of property, plant, and equipment. Should the useful life differ from the initial estimate, an adjustment would be made in the statement of operations.

• (ii) The assessment of any impairment of mineral properties and property, plant, and equipment is dependent upon estimates of the recoverable amount that take into account factors such as reserves, economic and market conditions and the useful life of assets.

• (iii) The cost estimates are updated periodically during the life of a mine to reflect known developments (e.g. revisions to cost estimates and to the estimated lives of operations) and are subject to review at regular intervals. Decommissioning, restoration, and similar liabilities are estimated based on the Company’s interpretation of current regulatory requirements, constructive obligations, and are measured at fair value. Fair value is determined based on the net present value of estimated future cash expenditures for the settlement of decommissioning, restoration, or similar liabilities that may occur upon decommissioning of the mine. Such estimates are subject to change based on changes in laws and regulations and negotiations with regulatory authorities. As at March 31[st] of 2017 and 2016, there were no decommissioning liabilities.

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LOVITT RESOURCES INC. Management’s Discussion and Analysis For the three and twelve months ended March 31, 2020 and 2019

(iv) The valuation and classification of financial instruments – See Note 10 in the 2019 Annual Statements.

Financial Instruments and Risk Management

New standards and interpretations adopted

The company adopted all of the requirements of IFRS 9 Financial Instruments (“IFRS 9”) as of April 1, 2018. IFRS 9 replaces IAS 39 Financial Instruments: Recognition and Measurements (“IAS 39”). IFRS 9 utilizes a revised model for recognition and measurement of financial instruments and a single, forward looking “expected loss” impairment model. As a result of the adoption of IFRS 9, management has changed its accounting policy for financial assets retrospectively, for assets that continued to be recognized at the date of initial application.

See the audited financial statement “New Standards” for a table and more information.

As the standard permits on transition to IFRS 9, the Company has not restated prior periods with respect to the new amortized cost measurement for financial assets and impairment requirements.

The adoption of IFRS 9 resulted in no impact to the opening accumulated deficit or to the opening deficit on April 1, 2018.

Effective on January 1, 2018, the Company adopted IFRS 15 Revenue from contracts with customers. IFRS 15 specifies how and when to recognize revenue as well as requires entities to provide users of financial statements with more informative, relevant disclosures. The standard supersedes IAS 18, Revenue, IAS 11, Construction Contracts, and a number of revenue-related interpretations. The new standard will apply to nearly all contracts with customers: the main exceptions are leases, financial instruments and insurance contracts. The Company recognizes revenue when it transfers control over an asset to a purchaser. Based on the Company’s current operations, there was no change in the amount of revenue recognized in the financial statements as a result of adopting IFRS 15.

New standard and interpretation not yet adopted

Please refer to the Audited Consolidated Financial Statements for the year ended March 31, 2019 filed on SEDAR for reference to leases.

The fair value of financial instruments at March 31, 2019 and March 31, 2018 is summarized in Notes to the Audited Consolidated Financial Statement for the year ended March 31, 2019, as filed, on SEDAR.

Financial risk management

The Company’s risk exposures and the impact on the Company’s financial instruments are summarized below:

Credit risk

Credit risk is the risk of loss associated with a counterparty’s inability to fulfil its payment obligations. Cash, and notes receivable are exposed to credit risk due to the potential for counterparties to default on their contractual obligations. The maximum potential loss on all financial instruments is equal to the carrying amount of those items. The Company limits its exposure to credit loss by placing its cash with major financial institutions and dealing with credit worthy parties.

Liquidity risk

The Company ensures that there is sufficient capital in order to meet short-term business requirements, after taking into account the Company’s holdings of cash, in addition to listing assets that it can sell. The Company intends also to raise additional financing through the issuance of capital and its ability to do so is dependent on a number of factors including market acceptance, stock price and exploration results. See Notes to the audited financial statements.

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LOVITT RESOURCES INC. Management’s Discussion and Analysis For the three and twelve months ended March 31, 2020 and 2019

Interest rate risk

Note payable and demand loans bear interest at fixed rates, or do not bear interest, and therefore do not expose the Company to interest rate cash flow risk.

Foreign exchange risk

The Company is subject to foreign exchange rate risk as the Company incurs transactions and has assets and liabilities denominated in Canadian dollars, whereas the parent and subsidiaries’ functional and reporting currency is the U.S. dollar.

Price risk

The Company is exposed to price risk with respect to commodity and equity prices. Equity price risk is defined as the potential adverse impact on the Company’s earnings due to movements in individual equity prices or general movements in the level of the stock market. Commodity price risk is defined as the potential adverse impact on earnings and economic value due to commodity price movements and volatilities. The Company’s portfolio of properties has exposure to predominantly gold. The price of this commodity will affect the value of the Company and the potential value of its properties.

CAPITAL

The Company had 9,324,951 shares outstanding at March 31, 2020, unchanged since 2014. The Company recognizes transaction costs incurred in connection with the issuance of capital as share issuance costs which are netted against gross proceeds from related transactions rather than being expressed as incurred. No equity financings were made, and no shares, warrants or options were issued during the twelve months ended March 31, 2020.

RISK FACTORS AND UNCERTAINTIES

The Company is in the business of acquiring, exploring and, if warranted, developing and exploiting natural resource properties, currently in Canada and the United States. Due to the nature of the Company’s business and the present stage of exploration of its mineral properties, many risk factors will apply. The risks described below are not the only ones facing the Company. Additional risks not presently known to the Company may also impair the business operations.

Going Concern and Financing Risks

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

General Economic Conditions

The recent events in global financial markets have had a profound impact on the global economy. A continued or worsened slowdown in the financial markets or other economic conditions, including but not limited to, consumer spending, employment rates, business conditions, inflation, fuel and energy costs, consumer debt levels, lack of available credit, the state of the financial markets, interest rates, and tax rates may adversely affect the Company’s growth and profitability. These factors could have a material adverse effect on the Company’s financial condition and results of operations.

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LOVITT RESOURCES INC. Management’s Discussion and Analysis For the three and twelve months ended March 31, 2020 and 2019

Share Price Volatility

There can be no assurance that an active trading market in our securities will be established and sustained. The market price for our securities could be subject to wide fluctuations. Factors such as commodity prices, government regulation, interest rates, share price movements of our peer companies and competitors, as well as overall market movements, may have a significant impact on the market price of the securities of our Company. The stock market has from time to time experienced extreme price and volume fluctuations, particularly in the mining sector, which have often been unrelated to the operating performance of particular companies.

Dependence on Others and Key Personnel

The success of the Company’s operations will depend upon numerous factors, many of which are beyond the Company’s control, including (i) the ability to design and carry out appropriate exploration programs on its mineral properties; (ii) the ability to produce minerals from any mineral deposits that may be located; (iii) the ability to attract and retain additional key personnel in exploration, marketing, mine development and finance; and (iv) the ability and the operating resources to develop and maintain the properties held by the Company. There can be no assurance of success with any or all of these factors on which the Company’s operations will depend, or that the Company will be successful in finding and retaining the necessary employees, personnel and/or consultants in order to be able to successfully carry out such activities.

Government Regulation

The Company is subject to the laws and regulations relating to environmental matters in all jurisdictions in which it operates, including provisions relating to prospecting, development, production, environmental protection, mining taxes, labor standards, property reclamation, discharge of hazardous material and other matters. 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 any of its current or former properties that may result in material liability to the Company.

Competition

The Company’s business of the acquisition, exploration and development of mineral properties is intensely competitive. The Company may be at a competitive disadvantage in acquiring additional mining properties because it must compete with other individuals and companies, many of which have greater financial resources, operational experience and technical capabilities than the Company. Increased competition could adversely affect the Company’s ability to attract necessary capital funding or acquire suitable producing properties or prospects for mineral exploration in the future.

Fluctuation of Metal Prices

Even if commercial quantities of mineral deposits are discovered by the Company, there is no guarantee that a profitable market will exist for the sale of the metals produced. There can be no assurance that the price of any commodities will be such that any of the properties in which the Company has, or has the right to acquire, an interest may be mined at a profit.

Title Matters

Although the Company has taken steps to verify the title to the mineral properties in which it has or has a right to acquire an interest in accordance with industry standards for the current stage of exploration of such properties, these procedures do not guarantee title (whether of the Company or of any underlying vendor(s) from whom the Company may be acquiring its interest). Title to mineral properties may be subject to unregistered prior agreements or transfers and may also be affected by undetected defects or the rights of indigenous peoples. Company has investigated title to all of its mineral properties and, to the best of its knowledge, title to all of its properties for which titles have been issued are in good standing.

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LOVITT RESOURCES INC. Management’s Discussion and Analysis For the three and twelve months ended March 31, 2020 and 2019

Uncertainty of Resource Estimates/Reserve

Unless otherwise indicated, mineralization figures presented in the Company’s filings with securities regulatory authorities, press releases and other public statements that may be made from time to time are based upon estimates made by Company personnel and independent geologists. These estimates are imprecise and depend upon geological interpretation and statistical inferences drawn from drilling and sampling analysis, which may prove to be unreliable.

Speculative Business

Resource exploration and development is a speculative business and involves a high degree of risk, including, among other things, unprofitable efforts resulting not only from the failure to discover mineral deposits but from finding mineral deposits which, though present, are insufficient in size to return a profit from production. The marketability of natural resources that may be acquired or discovered by the Company will be affected by numerous factors beyond the control of the Company. These factors include market fluctuations, the proximity and capacity of natural resource markets, government regulations, including regulations relating to prices, taxes, royalties, land use, importing and exporting of minerals and environmental protection. The exact effect of these factors cannot be accurately predicted, but the combination of these factors may result in the Company not receiving an adequate return on invested capital. There is no known resource, and there are no known reserves, on any of the Company’s properties.

Permits and Licenses

The operations of the Company will require licenses and permits from various governmental authorities. There can be no assurance that the Company will be able to obtain all necessary licenses and permits that may be required to carry out its projects, on reasonable terms or at all. Delays, or a failure to obtain such licenses and permits, or a failure to comply with the terms of any such licenses and permits that the Company does obtain, could have a material adverse effect on the Company.

SUBSEQUENT EVENTS

On June 24, 2020, the Company announced a non-brokered private placement financing of up to 2,500,000 units at a price of $0.15 per unit to raise gross proceeds up to $375,000 CAD. Each Unit will consist of one common share and one common share purchase warrant. Each Warrant will entitle the holder to acquire an additional common share for $0.25 for a period of six months from the date of closing of the Private Placement. The Warrants are subject to an accelerated expiry date, which comes into effect when the trading price of the Company's common shares on the TSX Venture Exchange close at or above $0.35 per common share for any five days over any period of seven consecutive trading days.

If that event occurs, the Company will give an expiry acceleration notice ("Notice") to Warrant holders and the expiry date of the Warrants will be deemed to be 21 days from the date of the Notice.

Company Contact Information

C. Lorne Brown, President Lovitt Resources Inc. Ph(509)668-8170 or 604-725-9952 eMail: lovittresources@gmail.com

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