Luxor Metals — Management Reports 2025

Jul 31, 2025

LUXOR METALS LTD.

MANAGEMENT'S DISCUSSION AND ANALYSIS

For the quarter ended May 31, 2025

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LUXOR METALS LTD.

Management's Discussion and Analysis

For the quarter ended May 31, 2025

This Management's Discussion and Analysis ("MD&A") of Luxor Metals Ltd. (the "Company") is dated July 30, 2025, and should be read in conjunction with the unaudited condensed interim financial statements and the related notes thereto for the quarter ended May 31, 2025. The financial statements have been prepared in accordance with IFRS Accounting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"). All monetary amounts are expressed in Canadian dollars unless otherwise indicated.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this document constitute "forward-looking statements". When used in this document, the words "may", "would", "could", "will", "intend", "plan", "propose", "anticipate", "believe", "forecast", "estimate", "expect" and similar expressions, as they relate to the Company or its management and operations, are intended to identify forward-looking statements. Such statements reflect the Company's current views and beliefs with respect to future events and are subject to certain risks, uncertainties and assumptions. Many factors could cause the Company's actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. The Company does not intend, and does not assume any obligation, to update any such factors or to publicly announce the result of any revisions to any of the forward-looking statements contained herein to reflect future results, events or development except as may be required by law or regulation.

OUR BUSINESS

The Company was incorporated on January 17, 2024 under the laws of British Columbia as a wholly owned subsidiary of Teuton Resources Corp. ("Teuton").

On January 23, 2025, the Company entered into a Plan of Arrangement (the "Arrangement") with Teuton, whereby the Company and Teuton will complete a spinout transaction. Pursuant to the Arrangement: Teuton will transfer the following assets to the Company in consideration for the issuance of an aggregate of Company shares to the shareholders of Teuton equal to one-third of the number of common shares in the capital of Teuton: (i) $300,000; (ii) $1,600,000 in marketable securities; and (iii) the 100% right, title, and interest in the mineral claims of the following properties: Tennyson Property, Leduc Silver Property, Four J's Property, Big Gold Property, Pearson Property, and Eskay Rift Property. On May 16, 2025, the Company completed the Arrangement by issuing 19,248,960 common shares to the shareholders of Teuton. As at May 31, 2025, the marketable securities and mineral claims have been received. The cash was received subsequent to May 31, 2025.

The Company is an exploration stage company engaged in the acquisition, exploration, and optioning of mineral properties, primarily in the KSM-Brucejack-Scottie Gold-Granduc mineral trend of northwestern British Columbia (in the southern portion of the "Golden Triangle"). Emphasis at this point is on exploring for gold, silver, and copper deposits. The Company may require additional capital in the future to continue these exploration and development programs and the administrative costs associated with them. The Company will likely seek out third parties to undertake options on its properties.

The Company's mineral properties are collectively known as the "Luxor Project", and were acquired by way of a spinout from Teuton. The Luxor Project is a group of mineral properties lying between the KSM, Brucejack, and Crown Project properties (to the north) and the Granduc and Scottie Gold properties (to the south). Two metallogenic trends cross the property roughly north-south: on the western side is a porphyry belt (exemplified by the KSM porphyry deposits owned by Seabridge Gold) and a VMS belt (exemplified by the formerly producing Granduc copper mine); to the east, a precious metal belt exemplified by the high-grade Valley of the Kings mine (Newmont Mining) and various gold showings to the south on Goldstorm Metals' Electrum property and Scottie Resources' Scottie Gold property.

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LUXOR METALS LTD.
Management's Discussion and Analysis
For the quarter ended May 31, 2025

The Luxor Project lies in close proximity to Kyba's "Red Line" which suggests potential for large-scale porphyry copper-gold deposits. Several big, intense ZTEM geophysical anomalies remain to be tested on this ground. Work in 2023 has also established potential for VMS.

EXPLORATION

The Luxor Project is comprised of six properties acquired in a spin-out from Teuton Resources Corp: Big Gold, Pearson, Leduc Silver, Tennyson, Four J's/Catspaw, and Eskay Rift. They are more particularly described below.

Big Gold Property

The Big Gold property is situated 12km southwest of Pretium Resource's Brucejack property. A new alteration zone on the property was discovered during a routine follow-up of anomalous samples taken during a regional reconnaissance conducted in 2006. In the succeeding years the area has opened up completely, and is now free from snow and ice for a distance of at least one km north-south, and up to 800m east-west. The area is marked by prolific sericite alteration and exhibits strong shearing. Numerous quartz sericite schist sub-zones have been discovered of which two have been tested to date by limited sampling.

One of the sub-zones, traced for at least 150m and with an indeterminate length, is up to 10 to 15m wide and features quartz-pyrite mineralization. In some areas, pyrite forms up to 30% of the rock and some samples from the zone have shown arsenopyrite and jarosite alteration. The sub-zone is bracketed by outcrops of limestone and also a volcanic rock carrying abundant mariposite. The quartz sericite schist shows a vertical foliation and forms a series of hummocks where the silicification has been more intense and the rock less resistant to erosion. Eight grab samples taken along a 150m traverse of the sub-zone averaged 0.81g/t gold equiv. (0.66 g/t gold and 10.7 g/t silver at a 70:1 ratio; gold ranged from 0.04 to 1.82 g/t and silver from 4.0 to 23.5 g/t).

Drilling of the Big Gold commenced in August 2016 and 8 holes were completed before the end of the program. Many intercepts were obtained containing anomalous levels of gold, silver and zinc. A ZTEM survey completed in 2018 suggested that the northeastern portion of the property is prospective. A permit for drilling the Big Gold was granted in 2021 and is valid for five years.

Prospecting in 2022 on the Big Gold to the south of the previous work area has been confined to snow-free areas underlain by altered rocks. In these areas, phyllites containing pyrite with occasional grains of chalcopyrite have been discovered.

Further prospecting in 2023 in the southern portion of the Big Gold, next to an ablating glacier, led to the discovery of two massive sulfide occurrences. In another part of the Big Gold a narrow vein was discovered which carried high values in silver. Full results of this work can be seen in the news release dated Dec. 6, 2023 on file with Sedar+ (under Teuton Resources Corp.).

Eskay Rift Property

The Eskay Rift property adjoins to the south of the Big Gold property. Much of the claim area lies along the "Eskay Rift" described by D.J. Alldrick in Paper 2006-1, Geological Fieldwork 2005 as "a fault-bounded basin hosting thick accumulations of bimodal basalt and rhyolite flows, with intercalated sedimentary rocks. Rift strata record the final eruptive events of the Early to Middle Jurassic Hazelton Group, an island-arc complex that extends from the Yukon to Washington State."

In 2018, Teuton commissioned an airborne ZTEM survey undertaken by Geotech over the neighbouring Pearson-Mach properties which was extended to include the Eskay Rift and Big Gold properties. Three Priority 1 target zones were identified on the Eskay Rift claims, the third of which called "Z-3" extends for

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LUXOR METALS LTD.
Management's Discussion and Analysis
For the quarter ended May 31, 2025

over 3km and consists of a conductive mag high which “could represent massive sulphide or BIF [banded iron formation] mineralization”.

Subsequent to the survey a drone video reconnaissance identified a series of pyritic beds, only recently emerged from ice cover, lying along a minimum 500m length in the northern portion of the Z3 target area. The beds appear to be stratigraphically controlled and are from 1-5m thick.

One of the prospective targets for drilling is the “Z-1”, which Geotech has described as follows: “This target is stretching roughly in the NE direction over a distance of ~1.5 km and has an estimated resistivity of < 20 ohm-m at depth of 500m. It occurs within a zone of complex structural pattern and represents probably a link to intense alteration zone that may host Cu-Au mineralization.” A video of the area overlying the target zone can be found here: https://vimeo.com/594412278.

Prospecting of the area overlying the Z3 anomaly in 2022 concentrated on a sequence of parallel, bench-like zones of mudstone intruded by much thicker sections of phaneritic but fine-grained diorite. Some of these horizons contain chert-like rocks in which pyrite and pyrrhotite occur along with occasional minor, fine-grained sphalerite as well as a few chalcopyrite grains. The environment is considered prospective for VMS mineralization.

Tennyson Property

This property was first staked in 1985 and is centered on a large gossan situated at the upper end of the North Berendon Glacier, near the formerly producing Scottie Gold Mines. It has been under option five times in the past years, including the most recent option to Brigade Resources which was relinquished in 2014. .Geochemical sampling conducted over the gossan in past years has defined highly anomalous gold and copper anomalies. Airborne geophysics has outlined several magnetic highs on the property. Teuton carried out a major drilling program on the property in 2011, completing 3,123 metres over 16 holes. Results for all holes are found in the table, below:

Drill Hole	Interval (metres)	Width (metres)	Gold (g/t)	Copper (%)	Copper Equiv. * (%)
TN11-01	2.1 to 15.2	13.1	0.32	0.44	0.66
TN11-02	1.5 to 71.6	70.1	0.17	0.31	0.43
TN11-03	0 to 81.7	81.7	0.32	0.33	0.55
TN11-04	0 to 229.5	229.5	0.25	0.32	0.50
TN11-05	0.9 to 95.7	94.8	0.17	0.30	0.42
	130.5 to 157.9	35.2	0.27	0.34	0.53
TN11-06	0.6 to 99.1	98.5	0.22	0.43	0.58
TN11-07	0.6 to 126.5	125.9	0.27	0.40	0.59
TN11-08	3.1 to 106.7	103.6	0.31	0.42	0.64
TN11-09	0.5 to 101.5	101.0	0.26	0.32	0.50
TN11-10	0.3 to 192.3	192.0	0.20	0.32	0.46
TN11-11	0 to 119.8	119.8	0.19	0.30	0.43

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LUXOR METALS LTD.
Management's Discussion and Analysis
For the quarter ended May 31, 2025

TN11-12	1.2 to 68.9	67.7	0.21	0.30	0.45
TN11-13	98.1 to 158.1¹	60.0	0.14	0.22	0.32
TN11-14	54.6 to 161.2²	106.6	0.24	0.42	0.59
TN11-15	51.2 to 262.7³	211.5	0.15	0.22	0.33
TN11-16	32.0 to 152.1⁴	120.1	0.12	0.21	0.29

• Based on $1615 oz/ton gold and $3.35 lb copper, metallurgical recoveries assumed to be 100%. All widths drill indicated only.
  ¹ Ice from 0 to 35.4m ² Ice from 0 to 54.6m ³ Ice from 0 to 51.2m ⁴ Ice from 0 to 32.0m

In 2012, Teuton optioned the property to Brigade Resources Ltd., a private company that was part of the well-known Hunter Dickinson Group ("HDI"), one of the leading miners in British Columbia and an expert in porphyry copper-gold deposits. In 2013, Brigade's seasonal budget for Tennyson drilling and other work was set at up to $4,000,000. The 2013 field season was completed with approximately 6,700 metres drilled in 16 holes across three potentially related targets. Highlights of drilling include: 205.54m of 0.227 g/t Au and 0.300% Cu (0.465% Cu Equivalent) in TN13-09 (main zone), and: 103.62m of 0.129 g/t Au and 0.246 Cu (0.335% Cu Equivalent) in TN13-12 (skarn zone). Hole TN13-09 was a vertical hole collared on the ice about 200m southwest of the northwest-trending axis of drilling in 2011. Holes TN13-02, 03A, 04A, 05, 06, and 07 probed the potential of the main porphyry copper-gold zone in the area south and southwest of the 2011 drilling. A tabulation of significant results from the 2013 drilling is presented below:

Drill Hole	Interval (metres)	Length (metres)	Silver (g/t)	Gold (g/t)	Copper (%)	Copper Equiv. * (%)
TN13-02	1.76 to 18.90	17.14	1.1	0.157	0.295	0.407
	61.61 to 134.36	72.75	5.5	0.170	0.249	0.420
incl.	110.06 to 118.46	8.40	1.6	0.250	0.496	0.674
	143.90 to 171.34	27.44	1.1	0.091	0.175	0.245
	183.54 to 311.59	128.05	1.3	0.256	0.388	0.565
incl.	247.56 to 280.11	32.55	2.3	0.537	0.686	1.054
	323.78 to 332.93	9.15	0.6	0.556	0.023	0.384
TN13-03A	64.01 to 97.56	33.55	8.0	0.417	0.157	0.513
	112.80 to 128.05	15.25	1.8	0.227	0.241	0.406
	164.63 to 246.95	82.32	1.0	0.217	0.216	0.365
Incl.	164.63 to 207.32	42.69	1.1	0.292	0.254	0.452
TN13-04A	90.24 to 96.34	6.10	10.8	2.21	0.021	1.550
	154.27 to 190.58	36.31	1.4	0.401	0.035	0.306
TN13-05	114.30 to 245.543	131.13	2.6	0.192	0.173	0.325

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LUXOR METALS LTD.
Management's Discussion and Analysis
For the quarter ended May 31, 2025

Incl.	126.49 to 163.07	36.58	6.8	0.251	0.196	0.433
TN13-06	312.50 to 330.79	18.29	0.7	1.367	0.026	0.903
TN13-07	325.91 to 414.33	88.42	1.9	0.199	0.188	0.336
Incl.	344.21 to 380.79	36.58	2.7	0.208	0.287	0.450
	447.87 to 478.35	30.48	0.8	0.201	0.167	0.304
	493.60 to 524.09	30.49	0.4	0.102	0.185	0.253
	533.23 to 547.68	14.45	0.3	0.095	0.215	0.279
TN13-09	46.90 to 252.44	205.54	1.8	0.227	0.300	0.465
Incl.	69.51 to 81.71	12.20	4.5	0.334	0.783	1.046
Incl.	148.78 to 191.46	42.68	2.1	0.361	0.473	0.727
	261.15 to 273.78	12.63	0.7	0.071	0.262	0.315
TN13-12	36.58 to 140.20	103.62	0.6	0.129	0.246	0.335
Incl.	95.19 to 115.82	20.63	1.1	0.198	0.538	0.677
*Metal Prices: Cu=$US 2.75/lb, Au= $US 1,200/oz, Ag=$US 21.35/oz. Copper Equivalent = Cu % + (Au g/t x 38.58/60.63) + (Ag g/t x 0.686/60.63)

Subsequent to the end of the 2013 work program Brigade dropped the option so Teuton again owns a 100% interest. A drone aerial reconnaissance was carried out over the property in 2015 and 2018. A new five year permit for exploration including drilling was granted in 2021.

The Tennyson property underwent minor prospecting and sampling in 2023. During an aerial reconnaissance, a new, intensely altered zone was seen emerging out of an ice-covered area located south of the Tennyson porphyry copper-gold zone, on the southern side of the North Berendon Glacier. Attempts to land within this area were precluded by high winds.

Four J's Property

This property is located east of the Tennyson property and lying north of Brigade Resources' Tide property and west of Goldstorm Metals' Electrum claims. Past exploration has exposed several zones, including the Main zone which hosts stratiform lead-zinc-antimony-silver mineralization. In 2010, the Company optioned out the Four J's property to Rotation Minerals under terms whereby it could earn a 50% interest in the property by paying $180,000 and incurring exploration expenditures of $1,800,000 over the four year term of the option. The first year commitment called for a $20,000 down payment and $250,000 worth of work. Rotation Minerals had an additional option to earn another 20% interest by carrying the property to feasibility. Rotation has completed a road into the Four J's property from the end of the Granduc road system and has drilled over 30 close-spaced holes. Results from these holes showed good values in lead, zinc, antimony, silver and to a lesser extent, gold. Close spaced drilling was conducted in order to obtain geological information for future drill programs.

The drilling tested the east end of a NW trending zone of stratiform antimony-lead-zinc-silver-gold mineralization associated with strong graphite and quartz infusion. Where exposed, trenching in the past has shown massive mineralization consisting of bournonite (copper-lead-antimony sulphide), tetrahedrite (copper-antimony-sulphide), sphalerite (zinc sulphide) and galena (lead sulphide) over 6m of width and 30m of length that is poorly exposed in glacial till. This mineralization is underlain by a

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LUXOR METALS LTD.
Management's Discussion and Analysis
For the quarter ended May 31, 2025

strong coincident NW trending EM anomaly at least 700m long indicated by several airborne EM surveys completed by previous operators on the property.

Float boulders carrying bournonite, sphalerite and galena associated with late stage, east-trending shears have been located along trend of the above EM anomaly for a distance of 300m before being covered by glacial ice. This would indicate the potential for extension of this type of mineralization for at least 300m to the west of the 2012 drilling. West of this mineralization and area of drilling, work by Noranda Exploration located argillite boulders containing native antimony assaying up to 2.84 % Sb.

Results from the last 17 holes follow:

DDH No.	From (m)	To (m)	Width (m)	Au g/t	Ag g/t	Cu %	Sb %	Pb %	Zn %
4J-13	8.54	11.59	3.05	0.17	16.0	0.004	0.015	0.403	3.77
4J-14	13.41	26.83	13.41	0.19	32.5	0.085	0.103	1.14	6.16
including	13.41	20.73	7.32	0.23	43.0	0.11	0.014	1.67	8.38
4J-15	26.83	29.88	3.05	0.18	38.0	0.09	0.105	1.03	1.77
4J-16	63.41	72.56	9.15	0.06	8.5	0.014	0.02	1.15	1.491
4J-18	1.52	5.49	3.96	0.336	29.0	0.055	0.099	0.799	2.563
and	8.54	17.68	9.15	0.316	38.83	0.125	0.099	1.08	7.353
including	14.63	17.68	3.05	0.305	53.5	0.276	0.001	1.569	16.18
4J-19	2.38	5.18	2.80	0.169	16.0	0.058	0.115	0.431	2.345
and	8.54	17.68	9.15	0.325	23.5	0.106	0.274	0.84	3.91
and	23.78	26.83	3.05	0.150	24.0	0.066	0.075	0.60	1.64
4J-20	17.68	28.83	9.15	0.34	111.83	0.088	0.281	1.04	3.98
including	20.73	23.78	3.05	0.399	295.0	0.092	0.41	1.407	5.415
4J-23	0.91	5.49	4.57	0.255	37.17	0.078	0.21	1.23	2.34
and	14.83	28.73	6.10	0.42	56.5	0.18	0.64	2.73	8.33
4J-24	1.52	26.83	25.30	0.38	27.53	0.081	0.027	1.31	3.34
including	8.54	11.59	3.05	0.65	52.5	0.084	0.63	3.93	10.89

Rotation dropped the option on the property in 2018. In 2022, two new areas overlooking the Frank Mackie property to the south were prospected with several samples showing anomalous copper content. In 2023, follow-up rock geochemical sampling located highly anomalous gold values in massive pyrite and pyrrhotite west of the Main zone.

Catspaw Property

The Catspaw is situated 40km northwest of Stewart, BC, adjoining the Tide property to the north. In 2004, owners of the Tide property announced discovery of very high-grade gold and silver mineralization occurring in outcrop within a 600 x 450m gold-in-soil anomaly. Two grabs assayed 593 g/t (17/ox/ton) gold and 14,708 (429 oz/ton) silver and 360 g/t (10 oz/ton) gold and 7,920 g/t (231 oz/ton) silver. Strike of the mineralization was to the northwest; the Catspaw claim boundary is situated within 500m.

Similar vein-hosted quartz-pyrite-arsenopyrite mineralization has been located along trend within the boundaries of the Catspaw claim. In 1990, while the Catspaw was under option to Big I Developments, a 2.0 metre sample across a northwest-trending vein located within the property near the southern boundary assayed 0.223 oz/ton gold and 132.46 oz/ton silver.

During 2006, a geophysical survey over the Catspaw property disclosed some anomalous zones recommended for follow-up exploration. This work has not yet been done. Just to the east of the Catspaw is the Electrum property of Goldstorm Metals: work on this property, both historically and in the last three years, has targeted very high-grade electrum in narrow veins

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LUXOR METALS LTD.

Management's Discussion and Analysis

For the quarter ended May 31, 2025

Leduc Silver--Pearson Properties

The Leduc Silver, acquired by staking in 2003, surrounds the formerly producing Granduc copper property 40km northwest of Stewart, British Columbia (originally owned by Bell Resources).

In 2005, after completing airborne geophysical surveys over its core Granduc property as well as large portions of the Company's surrounding Leduc Silver claims, Bell Resources approached Teuton Resources with an offer to option the Leduc Silver. A binding letter of intent was entered into which granted Bell an option to acquire a 60% interest in the Leduc Silver claims for total exploration expenditures of $1,500,000, total cash payments of $85,000, and total share payments of 100,000 shares, over the five year term of the option.

Analysis of work to date by Bell Resources as well as historical records of previous exploration at Granduc suggests that the Granduc copper deposits are "Besshi" type. Such deposits feature concordant massive sulphide sheets a few metres thick (often stacked like pancakes) which can extend for kilometres both along strike and down dip. If this analysis is correct, it has significant implications for the discovery of Granduc-type copper mineralization along strike of the known bodies, both within Bell's core claims and also on ground now controlled by the Company's surrounding Leduc Silver property.

In early August 2006, Bell Resources reported discovery by prospectors of Granduc-type copper mineralization on the Leduc Silver property, north of the historical Granduc mine workings. Dubbed the JK zone, this area was sampled and subsequently drilled late in the field season by Bell Resources. Results from this drilling program are detailed in a news release on file with SEDAR dated February 12, 2007 (under Teuton Resources Corp.).

In late December 2009, the Company revamped its agreement with Bell Copper (Bell Resources had changed its name to Bell Copper in 2008) in regard to the property. Bell Copper was granted a 100% interest in the property in return for making annual payments of $50,000, being $25,000 in cash and $25,000 in shares, payable December 31 of the year. Also, the Company received a 1.5% NSR with no buy-back provisions both in the property and in certain claims that were 100% owned by Bell lying to the north of the Leduc Silver property. During 2010 Bell Copper sold its interest in the core Granduc claims and surrounding Leduc Silver property to Castle Resources. Castle assumed the underlying agreements between Bell and the Company.

Castle eventually returned the complete claim package to Teuton including the original Leduc Silver claims as well as the Pearson 1-4 claims located to the northeast. In August 2016, Castle turned over data to Teuton regarding a 2km long geophysical anomaly located on the Pearson claims. This data was assessed by Teuton's geophysicist, Kevin Killin, who delivered a report outlining potential drill targets.

In 2017, Company personnel prospected the Pearson claims and also the Mach 3 claim adjoining to the north. This work concentrated on two areas. The first was an area where extensive green copper stains were apparent in cliff faces, close to a large geophysical anomaly discovered in 2010 during an airborne survey. Malachite and magnetite bearing samples taken from float found directly below the cliff faces averaged 1.63% copper and >15% iron. The character of the rock and the grades suggest that Granduc-type Besshi mineralization occurs in the cliff faces. Various grab samples taken from other structures identified on the Pearson claims, mostly either quartz veins or diorite, ranged from trace to 8.57% copper, trace to 0.07% cobalt, trace to 16.7% zinc, trace to 29.2% lead, trace to 451 g/t silver, and trace to 12.7 g/t gold.

A diamond drilling program on the Pearson and adjoining Mach claims was carried out by the Company in 2018: the holes on the Pearson did not penetrate deeply enough to hit target areas, the holes on the Mach did not intersect economic mineralization. A ZTEM Geotech survey was also flown in 2018 and a 3D inversion was performed on the geophysical data. This disclosed a number of target areas for gold mineralization as well as one area for porphyry-type mineralization.

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LUXOR METALS LTD.

Management's Discussion and Analysis

For the quarter ended May 31, 2025

RESULTS OF OPERATIONS

For the three months ended May 31, 2025 compared to the three months ended May 31, 2024:

The net loss for the three months ended May 31, 2025 was $72,756 ($0.02 per share) compared to $nil ($nil per share) for the three months ended May 31, 2024.

SUMMARY OF QUARTERLY RESULTS

The following is a summary of the Company's financial results for the 5 most recently completed quarters since incorporation on January 17, 2024:

	May 31, 2025 $	February 28, 2025 $	November 30, 2024 $	August 31, 2024 $
Total revenues	–	–	–	–
Net loss	(72,756)	–	–	–
Net loss per share – basic and diluted	(0.02)	–	–	–
	May 31, 2024 $	February 28, 2024 $
Total revenues	–	–
Net loss	–	–
Net loss per share – basic and diluted	–	–

LIQUIDITY AND CAPITAL RESOURCES

As at May 31, 2025, the Company had working capital of $1,827,244.

The Company has no operations that generate cash flows, and accordingly, its financial viability will depend on its ability to raise money through equity financings. There is no assurance that the Company will be able to secure financings at the times and in the amounts required, or to obtain them on favorable terms. These uncertainties cast doubt on the Company's ability to continue as a going concern.

OFF-BALANCE SHEET ARRANGEMENTS

The Company has no off-balance sheet arrangements.

TRANSACTIONS WITH RELATED PARTIES

(a) As at May 31, 2025, the amount of $29,887 (November 30, 2024 – $nil) was owed to the President of the Company, Dino Cremonese, which is non-interest bearing, unsecured and due on demand.

(b) As at May 31, 2025, the amount of $297,822 (November 30, 2024 – $nil) was owed from Teuton, which is non-interest bearing, unsecured, and due on demand.

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LUXOR METALS LTD.

Management's Discussion and Analysis

For the quarter ended May 31, 2025

FINANCIAL INSTRUMENTS AND OTHER INSTRUMENTS

Fair values

The Company utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value as follows:

Level 1 – Unadjusted quoted prices at the measurement date for identical assets or liabilities in active markets;

Level 2 – Inputs other than quoted prices that are observable for the asset or liability either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

Level 3 – Significant unobservable (no market data available) inputs which are supported by little or no market activity.

Assets and liabilities measured at fair value on a recurring basis are presented on the Company's statement of financial position as of May 31, 2025 as follows:

	Fair Value Measurements Using
	Quoted prices in active markets for identical instruments (Level 1) $	Significant other observable inputs (Level 2) $	Significant unobservable inputs (Level 3) $	Balance as at May 31, 2025 $
Assets:
Marketable securities	1,553,846	–	–	1,553,846

The fair values of other financial instruments, which include amounts due from/to related parties, approximate their carrying values due to the relatively short-term maturity of these instruments.

Risk Management

(a) Credit Risk

Credit risk is the risk of potential loss to the Company if the counterparty to a financial instrument fails to meet its contractual obligations. Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash. The carrying amount of financial assets represents the maximum credit exposure.

(b) Liquidity Risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company will settle its future financial obligations in cash. The ability to do this relies on the Company raising equity financing in a timely manner and by maintaining sufficient cash in excess of anticipated needs.

(c) Foreign Exchange Rate Risk

Foreign exchange risk is the risk that the Company's financial instruments will fluctuate in value as a result of movements in foreign exchange rates. The Company is not exposed to any significant foreign exchange risk.

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LUXOR METALS LTD.

Management's Discussion and Analysis

For the quarter ended May 31, 2025

(d) Interest Rate Risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company is not exposed to significant interest rate risk as it does not have any liabilities with variable rates.

(e) Price Risk

The Company is exposed to price risk with respect to commodity prices and marketable securities. The Company's ability to raise capital to fund exploration and development activities is subject to risks associated with fluctuations in the market price of commodities.

ADDITIONAL DISCLOSURE FOR VENTURE ISSUERS WITHOUT SIGNIFICANT REVENUE

An analysis of material components of the Company's general and administrative expenses is disclosed in the unaudited condensed interim financial statements for the six months ended May 31, 2025 to which this MD&A relates. An analysis of material components of the Company's exploration and evaluation assets is disclosed in the unaudited condensed interim financial statements for the six months ended May 31, 2025 to which this MD&A relates.

DISCLOSURE OF OUTSTANDING SHARE DATA

As at July 30, 2025, there are 19,248,960 common shares issued and outstanding.

PROPOSED TRANSACTIONS

None.

RECENT ACCOUNTING PRONOUNCEMENTS

A number of new standards, and amendments to standards and interpretations, are not yet effective for the period ended May 31, 2025, and have not been early adopted in preparing the financial statements.

IFRS 18 Presentation and Disclosure in Financial Statements

In April 2024, the IASB issued IFRS 18 – Presentation and Disclosure in Financial Statements which will replace IAS 1, Presentation of Financial Statements. The key new concepts introduced in IFRS 18 relate to the structure of the statement of earnings (loss), required disclosures in the financial statements for certain earnings or loss performance measures that are reported outside an entity's financial statements and enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes in general. IFRS 18 will apply for reporting periods beginning on or after January 1, 2027, and also applies to comparative information. The Company is still in the process of assessing the impact of this standard on its consolidated financial statements.

Other accounting standards or amendments to existing accounting standards that have been issued but have future effective dates and are not expected to have a significant impact on the Company's financial statements.

RISK FACTORS AND UNCERTAINTIES

The Company has numerous risks and uncertainties. Prospective investors should carefully consider all information, including the non-exhaustive list of risk factors set forth below. Additional risks and uncertainties that management is unaware of, or is deemed not to be material currently, may become important factors that affect the Company. If any such risks actually occur, the Company's business, financial condition or results of operations could be materially adversely affected.

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LUXOR METALS LTD.
Management's Discussion and Analysis
For the quarter ended May 31, 2025

Current Negative Cash Flow

The Company has negative cash flow from operations in its most recently completed financial year, and will require additional financing. There can be no assurance that the Company will be able to secure financing on acceptable terms, or raise any funds at all. Any failure to obtain required financing may jeopardize the ability of the Company to remain as a "going concern", or lead to a material adverse effect on its operations, liquidity and financial condition.

Limited Operating History

The Company has a limited operating history, and no revenues. As such, it is subject to the many risks common to early-stage enterprises such as limited access to capital, personnel, and other resources, as well as a lack of track record to base future performance. There is no assurance that the Company's business will be successful or profitable.

Inability to Raise Capital

The Company will require significant capital to achieve its business objectives, and there is no assurance that it will be able to raise the necessary funds to do so, or be able to secure financing on favourable terms. Its ability to raise money depends on the state of capital markets, its attractiveness as a business compared to competitors, the amount of funding that it will be seeking, whether its shares are listed on a stock exchange at the time and its ability to find financiers willing and able to provide such financing. Some of these variables are beyond the Company's control. If it fails to raise the required amount of capital at a given time, it may be forced to discontinue certain products or operations, reduce or forego sales and marketing activities, and/or cut back on staff. Furthermore, not procuring sufficient capital may place the Company's business as a going concern into jeopardy.

Uninsurable Risks

The Company may be subject to risks which are uninsurable or against which it may opt out of insuring due to the high cost of insurance premiums or other factors. If such risks result in a liability for the Company, payment of the liability will reduce its cash flow and may have a material adverse effect on its financial condition and profitability.

EFFECTIVENESS OF DISCLOSURE CONTROLS

The Company has internal controls over financial reporting to provide reasonable assurance as to the reliability of financial reporting and that preparation of financial statements for external purposes are in accordance with IFRS. There is an inability to totally segregate duties due to the small size of the Company, but management believes these weaknesses have been mitigated through management's and directors' involvement.

OTHER

Additional information relating to the Company's operations and activities can be found by accessing the Company's news releases and filings on SEDAR+ at sedarplus.ca.

APPROVAL

The Audit Committee of the Project has approved the disclosure contained in this MD&A.

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