Management's Discussion and Analysis

MERIDIAN

MINING

FORM 51-102F1

MANAGEMENT DISCUSSION AND ANALYSIS
FOR THE YEAR ENDED DECEMBER 31, 2021

Introduction

This Management Discussion and Analysis (“MD&A”) of the results of operations and the financial condition of Meridian Mining UK Societas, formerly Meridian Mining S.E., (“Meridian” or the “Company”) is the responsibility of management and covers the year ended December 31, 2021. This MD&A takes into account information available up to and including April 14, 2022, and should be read together with the audited consolidated financial statements and notes for the year ended December 31, 2021, which are available on the SEDAR website at www.sedar.com.

Throughout this document the terms we, us, our, the Company and Meridian refer to Meridian Mining UK Societas. All financial information in this document is prepared in accordance with International Financial Reporting Standards (“IFRS”). All amounts are in United States (“US”) dollars unless otherwise stated. References to “$”, “US$”, “dollars”, or “USD” are to US dollars, references to “C$” or “CAD” are to Canadian dollars, and references to “R$” or “BRL” are to Brazilian Reals.

Additional information related to the Company is available for view at www.meridianmining.co or on the SEDAR website at www.sedar.com.

This MD&A contains forward-looking information, such as statements regarding the Company’s future plans and objectives that are subject to various risks and uncertainties, including those set forth in this document under the headings “Note Regarding Forward-Looking Statements” and “Risk Factors”. The Company cannot assure investors that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. The results for the periods presented are not necessarily indicative of the results that may be expected for any future periods. Investors are cautioned not to place undue reliance on this forward-looking information.

Business Overview

Meridian is a mining exploration and resource development company with projects in Brazil. The Company has signed purchase agreement to acquire a 100% beneficial interest in the Cabaçal copper (“Cu”) - gold (“Au”) project (“Cabaçal”), in the state of Mato Grosso, Central West Brazil. The Company has separately secured an additional licence at the southern limit of the Project’s Volcanogenic Massive Sulfide (“VMS”) belt, and in the parallel Jaurú and Araputanga greenstone belts to the west of Cabaçal. The Company also has three projects in the State of Rondônia: Espigão Cu - Au polymetallic (“Espigão”), Mirante da Serra (“Mirante”) – manganese (“Mn”) and Ariquemes - tin (“Sn”) in the north of Brazil; together (“the Portfolio”).

Strategy

Meridian’s vision is to create sustainable value for its stakeholders by discovering and developing high quality resource assets. The Company is committed to being a responsible steward of the environment and building collaborative partnerships with communities, governments and all other stakeholders for mutual success.

The Company’s long-term focus is on the exploration and resource development of its Cu-Au projects and will seek JV partner or a buyer for the Company’s other projects.

Management's Discussion and Analysis

Corporate Outlook

Our priorities are to focus on the Cu – Au potential of the Portfolio, with a focus on exploration and resource development at Cabaçal and Espigão.

The Company plans to continue the drilling program to validate historical data; to expand the size and extent of brownfield mineralization at Cabaçal and to assess peripheral targets to the Cabaçal deposit through exploration drilling with the objective to gather data for the preparation of a National Instruments 43-101 compliant Mineral Resource estimate.

The Company also plans to undertake preliminary metallurgical testwork to confirm results of historical production performance, as well as the continuation of the environmental studies to position the project for future development, being long-lead time strategic requirements.

Regional exploration in the Cabaçal Project is planned to cover over the 50km of strike of the prospective belt that is held by the Company under licence. The aim is to identify additional VMS systems for drilling follow up.

Performance Summary for the year ended December 31, 2021

Corporate Highlights

On January 26, 2021 the Company announced changes to the Board of Directors, Mr. Gilbert Clark was appointed Executive Chairman, while Mr. Charles Riopel stepped down but took on the role of Lead Independent Director. The Board was expanded with the appointments of Mr. John Skinner and Mr. Mark Thompson as Independent Directors.
On October 19, 2021, the Company closed a brokered private placement through the issuance of 14,835,000 common shares at a price of CAD 0.70 per common share for aggregate gross proceeds to the Company of CAD 10,384,500 (USD 8,402,140). Management and directors of the Company subscribed for an aggregate of 72,000 common shares.
On October 28, 2021, the Company announced the expansion of its Board of Directors with the appointment of Mrs. Susanne Sesselmann as an Independent Director.
During the year ended December 31, 2021, the Company issued 38,487,032 common shares and received gross proceeds totaling $3,990,773 related to share purchase warrants, agent’s compensation options, agent’s compensation options warrants and stock options exercises.

Exploration Highlights

The Company has undertaken the following general exploration activities during 2021 with the focus on the Cabaçal project:

Surface geochemical surveys (1,368 soil samples; 94 rock chip samples);
Surface and down-hole geophysics;
65 down-hole electromagnetic (“BHEM”) surveys;
78-line kilometers of surface Fixed Loop Transient ElectroMagnetic surveys (“FLTEM”);
Remote sensing - WorldView-3 satellite survey over the Cabaçal Belt;
Topographic control with Geosan Geotecnologia Eireli providing high-resolution drone orthophotography, a digital terrane model with contours, and selected collar surveys;
In-house field checks and surveys of historical collar positions;
Digital data compilation, with in-house and sub-contracted compilation of data from scanned reports retrieved from the archives of Rio Tinto (“RTZ”);
18 trenches for 1108m; and
The Company increased its land position in the Cabaçal Belt and adjacent Araputanga and Jauru Belts, securing a strategic extension to the Company's landbank, covering both historical BP Minerals (“BPM”) geochemical and geophysical targets.

Management's Discussion and Analysis

The Company initiated a rock chip and soil sampling program, focusing initially on the C2A area of BPM (centred approximately $3\mathrm{km}$ southeast of the Cabaçal Mine). Soil geochemical anomalies with variable Cu, Cu-Au, Zn-Cu-Pb soil responses were historically defined, but not closed off with gaps in the sample coverage. The area has limited outcrop. Samples were collected from the 'B Horizon' using a hand-auger, on a $200\times 25\mathrm{m}$ grid, closing to $100\mathrm{m}$ on infill lines.

The results from the soil sampling have confirmed that the anomalies expressed in the historical sampling exist and are correctly located. This includes a north-south trending geochemical anomaly extending over $1.5\mathrm{km}$ , with a cross-strike footprint of $\sim 130 - 200\mathrm{m}$ (peak Cu of $1,080~\mathrm{ppm}$ ) with flanking Pb and Zn anomalies extending the footprint of this metal anomaly outward to $\sim 400$ cross strike. They have also defined a new Cu-Zn anomaly, located $\sim 3\mathrm{km}$ southeast of the Cabaçal Mine. Peak rock chip results of $4,075~\mathrm{ppm}$ Cu, $3,530~\mathrm{ppm}$ Zn have been reported to date with fresh sulfide locally present at surface.

Geophysical programs have been focused at Cabaçal and an adjacent satellite target (Cabaçal West). The Company initially contracted Geomag S/A Prospecções Geofísicas, a company of the Wellfield Services Group, to conduct an orientation survey and downhole electromagnetic surveys over the Cabaçal mine and near-mine area. The Company is encouraged by the level of alteration seen at Cabaçal West but it is yet to intersect a coherent massive $\mathrm{Cu} / \mathrm{Zn} / \mathrm{Pb}$ sulphide source associated with Cabaçal West's conductors. The three closely spaced holes completed in 2021 show highly variable geology and coupled with the high-strain tectonic environment indicates a more complicated geology of folding / faulting of the host stratigraphy and boudinage of associated sulphides (as seen in and compared to the Cabaçal and Santa Helena mines). This maybe be further influenced by the complexity of the host volcano-sedimentary environment (with domal intrusions). To create a clearer targeting (geological/geophysical) model for the next drill program at Cabaçal West, Meridian is completing a 3D Induced Polarization ("IP") survey, using its own equipment already on-site. This will be then combined with the Cabaçal West's EM conductors to generate more precise targets for the next drill program and potentially unlock this near-mine upside.

Fixed-Loop orientation surveys were also completed over the Cabaçal Mine which defined a bedrock conductor consistent with a response related to a broad footprint of disseminated to stringer sulphides. The EM anomaly extends $\sim 100 - 200\mathrm{m}$ southeast of the limits of the historical mine development. Fixed-loop surveys have also been initiated over bedrock conductors defined from the 2007 VTEM survey. Downhole electromagnetic surveys have been completed, with nearly $7,000\mathrm{m}$ of survey work having been undertaken to date. BHEM surveys in the Cabaçal mine setting have identified conductive anomalies coincident with stringer zones intersected in recent Meridian and historical drilling.

Management's Discussion and Analysis

Drilling

The Company is currently completing a drilling program which includes a combination of twin holes, infill holes and extensional holes, to support the validation of the historical database of the project and to define the limits of mineralization at Cabaçal. Holes are collared with HQ2 core through the saprolite to maximize recovery, with NQ2 tails. Triple-tube coring to date has not been necessary.

Drilling by the Company confirmed mineralization over a strike length of $\sim 1900\mathrm{m}$ , centred on the historical workings of the Cabaçal mine, with extensions to the northwest and southeast. 92 holes have been completed for a total of $12,231\mathrm{m}$ as of December 31, 2021.

A selection of intersections from the various mineralized zones is listed below. Drilling in the Cabaçal mine environment has confirmed the presence of wide zones of Cu-Au-Ag mineralization between the selective room and pillar workings, in line with expectations given that past mining was focussed selectively on high-grade gold trends, with a $3\mathrm{g / t}$ gold cut-off grade. Recent drilling has also defined high-grade gold mineralization extending along strike from the mine workings in previously sparsely drilled areas.

Management's Discussion and Analysis

Hole ID	Drill Data	Intercept	Grade						From
					CuEq	Cu	Au	Ag		Zn	Pb
	Dip	Azimuth	EOH	Zone1	(m)	(%)	(%)	(g/t)	(g/t)	(%)	(%)	(m)
CD-003	-75	045	205.5	SCZ
					15.0	0.4	0.4	0.0	0.0	0.0	0.0	75.0
					58.6	1.2	0.6	0.9	1.7	0.2	0.0	110.0
Including					17.2	3.2	1.5	2.5	4.7	0.4	0.0	151.4
CD-004	-64	331	200.05	SCZ
					9.5	0.3	0.2	0.2	0.0	0.0	0.0	94.6
					6.5	0.8	0.6	0.2	2.5	0.1	0.0	114.9
Including					0.3	13.5	11.5	2.2	55.0	0.7	0.0	119.4
					15.9	4.0	3.3	0.7	15.7	0.6	0.0	148.6
Including					10.2	5.9	4.9	1.0	23.9	0.7	0.0	152.0
CD-005	-97	045	123.1	ECZ
					4.6	0.2	0.1	0.0	0.0	0.0	0.0	18.6
					3.0	0.2	0.1	0.1	0.0	0.0	0.0	33.5
					30.7	1.3	0.9	0.6	4.9	0.1	0.0	38.5
					2.8	1.2	0.9	0.3	5.6	0.1	0.0	75.4
					4.3	0.6	0.3	0.3	1.0	0.1	0.0	82.1
CD-006	-77	334	193.3	SCZ
					7.3	0.4	0.2	0.2	0.8	0.2	0.0	100.4
					17.7	2.4	1.3	1.5	6.1	0.3	0.0	113.0
Including					11.5	3.4	1.9	2.2	8.9	0.3	0.0	118.5
					6.2	1.9	1.5	0.5	5.3	0.1	0.0	156.0
CD-009	-55	330	152.8	SCZ
					3.0	0.2	0.2	0.0	0.2	0.0	0.0	40.0
					8.0	0.3	0.2	0.0	1.0	0.0	0.0	62.0
					66.1	1.1	0.6	0.8	1.8	0.0	0.0	86.9
Including					2.7	10.0	1.5	14.0	7.0	0.1	0.0	86.9
Including					12.8	2.1	1.7	0.5	5.2	0.1	0.0	139.7
CD-012	-85	050	106.4	CCZ
					29.8	0.3	0.3	0.0	0.9	0.0	0.0	23.8
					37.9	0.7	0.5	0.3	1.7	0.1	0.0	59.8
Including					15.2	1.3	0.9	0.5	3.9	0.2	0.0	82.5
Including					2.0	6.7	2.8	6.2	11.3	0.2	0.0	101.6
CD-013	-50	120	132.7	ECZ
					94.0	0.7	0.6	0.1	1.5	0.0	0.0	8.0
Including					8.5	1.9	1.4	0.5	5.0	0.2	0.0	54.5
					22.5	0.7	0.6	0.2	2.1	0.0	0.0	110.5
Including					5.6	1.6	1.2	0.4	4.8	0.1	0.0	119.2
CD-015	-89	110	86.7	CCZ
					20.0	0.2	0.2	0.1	0.7	0.0	0.0	12.0
					15.7	0.5	0.4	0.1	0.7	0.0	0.0	37.0
					30.3	1.0	0.5	0.9	1.5	0.0	0.0	56.4
Including					3.8	1.5	1.3	0.4	1.7	0.0	0.0	43.0
					6.1	1.0	0.4	1.0	1.0	0.0	0.0	67.2
					4.5	3.0	1.0	3.3	4.6	0.1	0.0	77.9
CD-017	-89	029	91.4	ECZ
					46.0	1.0	0.8	0.3	3.4	0.0	0.0	29.0
Including					9.6	3.3	2.6	0.9	12.2	0.1	0.0	56.0

Management's Discussion and Analysis

Hole ID	Drill Data	Intercept	Grade						From
					CuEq	Cu	Au	Ag		Zn	Pb
	Dip	Azimuth	EOH	Zone1	(m)	(%)	(%)	(g/t)	(g/t)	(%)	(%)	(m)
CD-019	-55	165	174.1	ECZ
					62.5	0.6	0.5	0.1	0.8	0.0	0.0	12.0
Including					2.5	3.1	2.9	0.4	4.9	0.0	0.0	20.7
					2.2	3.5	2.9	1.0	4.3	0.1	0.0	53.5
-and					31.0	0.4	0.2	0.3	0.1	0.0	0.0	84.0
-and					17.2	1.2	0.8	0.4	3.9	0.1	0.0	130.0
CD-020	-89.4	50	100.3	ECZ
					43.8	0.9	0.6	0.4	2.8	0.0	0.0	27.8
Including					18.9	1.7	1.2	0.7	6.3	0.1	0.0	52.7
-and					7.3	0.4	0.3	0.2	0.9	0.0	0.0	78.7
CD-021	-87.9	8.3	82.8	ECZ
					27.6	1.3	0.8	0.6	3.8	0.1	0.0	35.5
Including					10.7	2.4	1.7	1.0	8.5	0.1	0.0	55.9
-and					1.3	4.4	3.8	0.6	13.6	0.3	0.2	72.7
CD-022	-89.2	3.7	133.3	CCZ
					76.4	0.7	0.5	0.3	1.1	0.0	0.0	11.0
Including					16.8	1.7	1.2	0.6	3.5	0.0	0.0	65.8
CD-024	-75	45	170.7	SCZ
					9.5	0.4	0.4	0.0	1.0	0.0	0.0	50.5
					44.5	1.1	0.6	0.7	2.0	0.1	0.0	101.5
Including					9.8	3.6	1.7	2.8	6.4	0.5	0.1	134.8
CD-025	-50	45	156.7	CCZ
					35.4	1.4	1.1	0.5	4.5	0.1	0.0	106.0
Including					3.6	2.6	1.7	1.3	5.5	0.1	0.0	111.9
					4.6	5.7	4.4	1.7	18.2	0.5	0.0	118.7
CD-026	-90	315	136.7	SCZ
					78.1	0.6	0.4	0.3	1.2	0.1	0.0	33.1
Including					2.7	5.2	3.9	1.5	9.4	0.9	0.0	112.0
CD-028	-90	0	98.2	CCZ
					60.2	0.6	0.2	0.6	0.9	0.0	0.0	17.6
Including					6.0	1.6	0.1	2.4	0.5	0.0	0.0	32.0
-and					3.5	1.6	0.2	2.3	0.3	0.0	0.0	46.0
CD-029	-90	0	154.5	SCZ
					16.5	0.4	0.3	0.2	0.9	0.0	0.0	42.0
					71.8	1.0	0.7	0.3	3.1	0.2	0.0	65.0
Including					6.9	2.4	2.0	0.5	7.6	0.2	0.0	91.7
CD-030	-85	45	89.9	ECZ
					56.0	0.8	0.4	0.6	1.8	0.0	0.0	7.5
Including					21.0	1.7	0.9	1.3	4.0	0.0	0.0	41.5
CD-032	-90	0	140.6	SCZ
					88.0	0.4	0.3	0.1	0.9	0.1	0.0	36.0
Including					5.4	1.1	0.9	0.2	1.9	0.1	0.0	42.8
Including					8.0	1.5	1.1	0.3	3.3	0.7	0.0	115.0
CD-033	-90	0	101.7	CCZ
					19.0	0.3	0.2	0.0	0.6	0.0	0.0	9.0
					53.6	0.9	0.4	0.8	2.1	0.0	0.0	36.5
Including					16.1	2.2	0.9	2.0	5.4	0.1	0.0	53.5

Management's Discussion and Analysis

Hole ID	Drill Data	Intercept	Grade						From
					CuEq	Cu	Au	Ag		Zn	Pb
	Dip	Azimuth	EOH	Zone1	(m)	(%)	(%)	(g/t)	(g/t)	(%)	(%)	(m)
CD-041	-89	238	115.4	ECZ
					9.0	0.3	0.3	0.0	1.0	0.0	0.0	17.0
					6.0	0.3	0.1	0.3	0.5	0.0	0.0	31.0
					31.4	1.2	0.7	0.5	4.5	0.4	0.0	70.0
Including					10.3	2.2	1.6	0.7	9.9	0.1	0.0	82.8
CD-045	-50	45	102.6	ECZ
					37.2	1.0	0.4	1.1	1.4	0.0	0.0	1.4
Including					3.0	7.7	0.1	12.7	2.4	0.0	0.0	6.0
					6.5	0.9	0.6	0.2	2.1	0.2	0.0	62.0
					1.3	2.5	1.8	0.5	6.3	1.2	0.0	77.7
CD-046	-58	68	130.4	NWE
					11.7	3.7	0.3	5.7	1.9	0.0	0.0	69.5
Including					0.3	10.0	4.0	9.8	12.2	0.0	0.0	69.5
					0.3	14.7	2.0	20.9	13.9	0.0	0.0	71.0
					0.3	110.8	0.5	183.4	30.1	0.0	0.1	75.7
-and					5.8	0.7	0.4	0.1	3.4	0.8	0.0	99.2
CD-049	-50	60	132.3	CNWE
					53.7	6.8	0.3	10.8	1.3	0.0	0.0	39.0
Including					26.7	13.1	0.2	21.5	1.8	0.0	0.0	66.0
Including					8.0	43.3	0.4	71.3	5.1	0.1	0.0	83.0
CD-052	-89	68	109.3	ECZ
					1.6	1.6	1.4	0.2	3.0	0.0	0.0	59.3
					31.3	1.0	0.7	0.2	4.2	0.6	0.0	64.2
Including					8.2	2.7	1.7	0.5	11.9	1.9	0.0	86.8
CD-054	-49	60	186.6	CNWE
					11.4	0.4	0.2	0.4	0.7	0.0	0.0	8.0
					7.9	0.4	0.2	0.2	0.9	0.0	0.0	23.4
					54.4	2.0	0.4	2.6	1.7	0.0	0.0	44.6
Including					16.5	5.3	1.0	7.2	4.2	0.0	0.0	45.1
	Including				6.5	11.5	1.5	16.6	5.8	0.0	0.0	45.1
					1.2	5.8	2.8	4.8	15.3	0.0	0.0	55.9
-and					10.3	1.3	0.3	1.7	0.7	0.0	0.0	79.7
	Including				1.3	5.2	1.7	5.7	4.3	0.0	0.0	79.7
					1.3	2.4	0.2	3.6	0.6	0.0	0.0	82.7
					2.0	1.3	0.1	2.1	0.1	0.0	0.0	88.0
					15.8	0.3	0.2	0.1	1.2	0.0	0.0	111.3
CD-062	-90	0	96.7	CCZ
					13.6	0.5	0.4	0.0	1.2	0.0	0.0	13.5
					7.0	2.6	0.1	4.1	0.4	0.0	0.0	31.0
					33.4	0.8	0.4	0.8	1.5	0.0	0.0	45.0
Including					8.5	1.1	0.2	1.6	0.8	0.0	0.0	51.5
					2.1	0.6	0.2	0.6	1.1	0.0	0.0	85.0
CD-072	-50	60	115.11	CNWE
					49.0	3.0	0.4	4.3	1.2	0.0	0.0	43.0
Including					12.4	11.0	1.0	16.6	2.8	0.0	0.0	73.0
Including					3.2	39.1	1.4	62.7	5.3	0.0	0.0	79.4
Including					0.6	182.6	3.0	299.1	18.8	0.0	0.2	79.7

1 CCZ: Central Cooper Zone, CNWE: Northwest Extension, ECZ: Eastern Copper Zone, and SCZ: South Copper Zone

Please refer to the news releases for additional results and more information.

Management's Discussion and Analysis

Environmental Highlights

During the year ended December 31, 2021, the Company has continued its environmental remediation program as planned at Espigão do Oeste project.
Remediation programs focused on finalization of field programs at Alcides, Dito, Saracura, Dinei, Amilda, Laudir, Ademar Professor, Júlio Mundi, Ervino, Flora, Vitoria, Vitalino and Calça Frouxa.

Subsequent Events

Subsequent to December 31, 2021:

Corporate Highlights

On January 13, 2022, the Company signed a Joint Venture Agreement ("JV Agreement") with Orosur Mining Inc. ("Orosur"). The JV Agreement provides a mechanism for a staged earn-in by Orosur into the Ariquemes project mineral concessions currently held via Jaburi.

The terms of the JV Agreement are:

Orosur or any of its subsidiaries shall have the exclusive right to acquire a 51% interest in the Ariquemes Project by expending $1,000,000 on exploration within an initial 24-month period. Orosur may terminate the Agreement at any time with 60 days' notice during this Period by providing written notice to Meridian;
Orosur or any of its subsidiaries will be the operator of the joint venture;
Following the exercise of the first option, Orosur shall have the right to acquire an additional 24% interest in the Ariquemes Project (for an aggregate interest of 75%) by incurring an additional $2,000,000 in exploration expenditures; and
After the second option period, funding of the JV Agreement would be on a pro rata basis. In the event that either party's interest is diluted to 10% or less, its interest shall be converted to a royalty of 1% of net smelter returns on all minerals thereafter produced. The royalty, which shall be subject to a purchase option of $1,000,000 for the other party, includes customary terms for royalties of this type.
On January 28, 2022, the Company secured an amendment to the Cabaçal Purchase Agreement, whereby the 3rd Purchase Price installment of $1,750,000 has been rescheduled for August 1, 2023 unless accelerated upon completion of an equity financing for gross amount of at least $2,500,000.
On February 7, 2022, the Company granted 100,000 stock options to a consultant that vested immediately with an exercise price of CAD 1.10 per common share for a term of five years, until February 6, 2027.
On February 24, 2022, the Company granted 75,000 stock options to the Company's Corporate Secretary that vested immediately with an exercise price of CAD 1.10 per common share for a term of five years, until February 24, 2027.
On March 29, 2022, the Company issued 5,869,670 common shares at a conversion rate of CAD 2.50, settling the Consolidated Facility Agreement with Sentient Global Resources Fund IV L.P. ("SGRFIV") balance of CAD 14,674,177, as per the terms of the agreement signed in 2020. On April 5, 2022, the Company also issued 509,795 common shares to HM Revenue & Customs ("HMRC", United Kingdom tax authority) as payment of the withholding taxes obligation related to the agreement above.
The Company's common shares commenced trading on the Toronto Stock Exchange ("TSX") at market open on April 4, 2022, under the symbol "MNO". Concurrently with the listing on the TSX, the Company's common shares ceased to trade on the TSX Venture Exchange.
Subsequent the year ended December 31, 2021, the Company issued 2,937,473 common shares and received gross proceeds totaling $292,376 related to share purchase warrants, agent's compensation options and agent's compensation options warrants.

Management's Discussion and Analysis

Exploration Highlights

The Company has undertaken the following general exploration activities subsequent to December 31, 2021 with the focus on the Cabaçal area:

Surface geochemical surveys (47 rock chip samples);
Surface and down-hole geophysics;
7 down-hole electromagnetic ("BHEM") surveys;
30-line kilometers of Induced Polarization Surveys ("IP");
Three trenches for $258\mathrm{m}$ ; and
The Company increased its land position in the Cabaçal belt, securing a strategic extension to the Company's landbank, covering both historical BPM targets, and newly defined anomalies from a satellite alteration mapping exercise commissioned by the Company (WorldView-3).

The Company has continued its diamond drilling program with an additional 26 holes completed for a total of $3,154\mathrm{m}$ , from January 2022 to date. A selection of intersections from the various mineralized zones is listed below.

Hole ID	Drill Data	Intercept	Grade						From
					CuEq	Cu	Au	Ag		Zn	Pb
	Dip	Azimuth	EOH	Zone1	(m)	(%)	(%)	(g/t)	(g/t)	(%)	(%)	(m)
CD-085	-65	45	137.2	CCZ
					86.2	0.5	0.4	0.1	0.9	0.0	0.0	21.0
Including					0.6	1.4	1.0	0.6	2.3	0.1	0.0	54.0
-and					0.5	1.4	1.0	0.5	2.5	0.2	0.0	57.0
-and					0.4	2.5	2.2	0.6	1.7	0.0	0.0	87.5
-and					12.8	1.2	0.8	0.5	3.2	0.1	0.0	94.4
					2.5	0.9	0.5	0.6	1.9	0.1	0.0	114.5
CD-087	-90	0	81.0	ECZ
					31.4	0.8	0.7	0.2	2.0	0.1	0.0	31.0
Including					13.3	1.6	1.3	0.4	4.0	0.2	0.0	49.1
CD-088	-90	0	100.4	CCZ
					66.1	1.0	0.6	0.6	1.2	0.0	0.0	14.1
Including					34.1	1.6	0.9	1.0	1.9	0.1	0.0	45.1
Including					9.9	2.0	1.2	1.2	2.5	0.1	0.0	59.0
Including					1.7	3.9	1.8	3.5	3.3	0.0	0.0	64.2
-and					4.8	4.5	2.6	3.1	5.3	0.0	0.0	73.7
CD-091	-90	0	151.6	CCZ
					0.5	6.9	6.3	0.4	14.7	0.1	0.0	29.2
					15.4	0.4	0.3	0.1	1.0	0.1	0.0	41.0
					7.3	0.2	0.2	0.1	0.2	0.0	0.0	66.0
					39.2	0.7	0.5	0.2	3.2	0.2	0.0	77.8
Including					11.5	1.3	1.0	0.4	3.9	0.1	0.0	80.6
-and					6.1	1.1	0.6	0.2	8.8	0.8	0.0	111.0
					6.7	0.6	0.4	0.2	1.2	0.1	0.0	134.1
CD-094	-67	45	100.3	CCZ
					64.3	1.9	0.7	1.9	2.6	0.0	0.0	22.0
Including					19.9	5.5	1.8	6.0	7.7	0.1	0.0	66.5
Including					0.8	87.0	10.0	127.0	77.7	0.3	0.0	81.9
CD-097	-60	45	104.89	ECZ
					5.5	0.3	0.2	0.0	1.3	0.0	0.0	8.6
					15.2	0.2	0.1	0.1	0.2	0.0	0.0	32.9
					36.7	0.8	0.6	0.2	3.9	0.1	0.0	51.0
Including					11.9	1.6	1.3	0.4	8.9	0.1	0.0	61.8

1 CCZ: Central Cooper Zone, CNWE: Northwest Extension, ECZ: Eastern Copper Zone, and SCZ: South Copper Zone

Management's Discussion and Analysis

Please refer to the news releases for additional results and more information.

Notes

True widths are approximately 90% of downhole lengths and assay figures and intervals rounded to 1 decimal place. Copper Equivalents ("CuEq") have been calculated using the formula CuEq = ((Cu%Cu price 1% per tonne) + (Au ppmAu price per g/t) + (Ag ppmAg price per g/t) + (Zn%Zn price 1% per tonne)) / (Cu price 1% per tonne). Commodity Prices: Copper ("Cu") and Zinc ("Zn") prices from LME Official Settlement Price dated April 23, 2021, USD per Tonne: Cu = USD 9,545.50 and Zn = USD 2,802.50. Gold ("Au") & Silver ("Ag") prices from LBMA Precious Metal Prices USD per Troy ounce: Au = USD 1781.80 (PM) and Ag = USD 26.125 (Daily). The CuEq values are for exploration purposes only and include no assumptions for metallurgical recovery. Calculation of composites for CD-012, CD-021, CD-022, CD-023, CD-025 assigns zero width and zero grade to mining voids intersected between 97.6 - 101.6m, 52.4 to 55.9m, 83.8 to 87.8m, 122.9 to 126.1m, and 123.2 to 124.6m respectively.

Holes have been drilled HQ through the saprolite and upper bedrock and reduced to NQ – mineralized intervals represent half NQ drill core. Core samples from the 2021 program have been analyzed at the accredited SGS laboratory in Belo Horizonte. Gold analyses have been conducted by FAA505 (fire assay of a 50g charge) and FAA35V (gold fire assay to extinction), and base metal analysis by methods ICP40B and ICP40B_S (four acid digest with ICP-OES finish). Core samples from the 2022 program have been analyzed at the accredited ALS laboratory in Lima. Gold analyses have been conducted by Au-AA23 (fire assay of a 30g charge with AAS finish). High-grade samples are repeated with a gravimetric finish (Au-GRA21). Base metal analysis is by methods four-acid digestion and ICP-AES finish (ME-ICP61a; Cu-OG62 for over-range samples). Samples are held in the company's secure facilities until dispatch and delivered by staff and commercial couriers to the laboratory. Pulps are retained for umpire testwork. And ultimately returned to the Company for storage. The Company submits a range of quality controls samples, including blanks and gold and polymetallic standards supplied by ITAK, supplementing laboratory quality control procedures.

Orientation electromagnetic surveys over Cabaçal were conducted by Geomag S/A Prospecções Geofísicas, a company of the Wellfield Services Group, using a TEM57-MK2 Transmitter and PROTEM receiver for surface surveys and BH43-3 borehole three-dimensional time domain (TDEM) probe for subsurface work. Quality control was performed daily by the geophysical representative of the Wellfield Group, and data sent to the Company's independent consultant, Core Geophysics. The Company subsequently purchased its own borehole and surface SMARTem technology manufactured by ElectroMagnetic Imaging Technology (EMIT). Data is sent to the Company's independent consultant, Core Geophysics. Modelling of conductivity response is undertaken using industry-standard Maxwell software. Geophysical targets are preliminary in nature and not conclusive evidence of the likelihood of a mineral deposit.

Except as disclosed elsewhere in this document there were no other material subsequent events to the date of this report.

Cabaçal Project, Mato Grosso, Brazil

Background

The Cabaçal Cu-Au camp scale VMS project is located in the Alto Jauru Greenstone Belt, in the Southwest ("SW") margin of the Amazon Craton. The Company has an option agreement that provides a 100% ownership with a series of milestone-based payments for licences covering an area of 18,462 Hectares ("Ha"), incorporating an approved mining lease, a mining lease application, and three exploration licences.

On November 6, 2020, the Company entered into a definitive Purchase Agreement to acquire a 100% beneficial interest in the Cabaçal Copper-Gold Project ("Cabaçal") in the state of Mato Grosso, Brazil, for a total consideration of $8,750,000 plus, at the option of the vendors, 4,500,000 Meridian shares or CAD 1,350,000, from two private Brazilian companies, Prometálica Mineração Ltda. and IMS Engenharia Mineral Ltda (the "Vendors"). During the year ended December 31, 2021, the Company changed the terms of the second payments and assigned the Purchase Agreement related to the Cabaçal project to its subsidiary Rio Cabaçal and, after year end, changed the terms of the third payment. The Company is required to make staged payments based on milestones achieved as follows:

$25,000 payable within 5 days of the execution of the option agreement (paid);
$275,000 payable by October 15, 2021, as the transfers of the mineral rights to Rio Cabaçal Mineração Ltda were filed with ANM (paid);
$1,750,000 payable on August 1, 2023, unless accelerated upon completion of an equity financing for gross proceeds of at least $2,500,000, provided completion of successful drilling program and historical geophysics database validation;

Management's Discussion and Analysis

1,000,000 common shares in the capital of the Company or CAD 300,000, at the option of the Vendors, subject to completion of technical report on the estimate of the resource in accordance with National Instrument 43-101;
$1,850,000 plus, at the option of the vendors, 1,500,000 common shares in the capital of the Company or CAD 450,000, within 9 months of the fourth payment and subject to the successful completion of the positive economic feasibility study;
$2,250,000 payable plus, at the option of the vendors, 2,500,000 common shares in the capital of the Company or CAD 600,000, up to 30 days after the Installation License (“LI”) of the Cabaçal Project plant is issued by the competent authorities; and
$2,600,000 payable within 45 days after the signature by the Company of the definitive financing contracts for the construction of the Cabaçal Project plant.

There is a historic 1.5% NSR associated with the Santa Helena project, which is part of Cabaçal. Cabaçal is located within the buffer zone of Brazil’s frontier (“Border Buffer Zone”). The Border Buffer Zone is a political protection zone and not an economic exclusion zone. The terms of the proposed Agreement gives the Company the option, under certain conditions, to return the mineral rights to the Vendors on a “as is” basis, without any obligation to making any outstanding payments and to complying with other obligations.

During the year ended December 31, 2021, the Company separately secured an additional licence at the southern limit of the Cabaçal Project’s VMS belt, increasing the tenure from 18,462 to 28,324 Hectares. After reviewing the historical 1980’s BPM regional exploration reports, the Company also secured a strong land position of 48,561 Hectares located 20km west of the Project in the Araputanga and Jauru Belts, where the historical reports highlighted their gold and base metal exploration potential. Subsequently in 2022, the company acquired an additional three licences covering 15,941 Ha in the Cabaçal Belt, taking the total area of this corridor to 44,265 Ha, and the total area of licences in the district to 92,826 Ha.

Geology and Mineralization Model

The Proterozoic Alto Jauru Greenstone Belt consists of an association of bimodal volcanic and sedimentary rocks (tholeiitc meta-basalts, felsic volcanics, and meta-sedimentary rocks, intruded by granites, tonalites, and gabbroic dykes).

The discovery of the Cabaçal Deposit has its origins in the 1980’s gold rush, during which local companies backed by BP International carried out extensive mapping, stream and soil geochemistry, and reconnaissance drilling. which lead to the discovery of the Cabaçal Deposit in 1983. The project operated as an underground mine producing 869,279t at 5g/t Au and 0.82% Cu over four years up to 1991. Regional exploration by RTZ and BPM consisted of >600 drill holes (70,000 m of drilling), of which 406 holes were drilled at Cabaçal. Underground mining was selective and focused on high-grade trends (>3g/t gold-only cut-off grade). The mine was decommissioned by RTZ after its acquisition of BPM.

The Cabaçal deposit is considered to be a deformed Cu-Au rich end member of the VMS deposit style. Globally, such deposits have been major global hosts of base metals, gold, and silver. Deposits tend to form in districts of about 40 km in diameter, that may contain dozens of periodically spaced mineral centres, related to hydrothermal convection cells on the ocean floor. With tilting, deposits may now be at or below the present-day erosional surface. Whilst VHMS deposits are well known for their base metal production, notable examples exist of copper-gold and gold-only end members, including Mt Lyell (Cu-Au) and Henty (Au) of the Mt Read Volcanics (Tasmania, Australia), and LaRonde Penna deposit of the Doyon-Bousquet-LaRonde mining camp (Quebec, Canada).

The immediate host rocks of the Cabaçal deposit consist of foliated cherts and volcaniclastic rocks, with hydrothermal overprints of variable sericite, biotite, and chlorite alteration. Cu-Au mineralization has been traced over 1.8km in the mine environment, although much of the drilling is focussed over a 750m sector. Mineralization dips moderately, presenting a good geometry for potential open pit development. The targeted mineralization forms a series of stacked sheets, which individually can have widths of ~10 – 40 m and have been traced ~250-500 m down-dip.

A second, zinc focused underground mine was developed more recently at Santa Helena, but the mine has been closed since 2008. The mineralization present in the Santa Helena mine consists of massive, semi-massive and disseminated volcanic sulphides (pyrrhotite, sphalerite, chalcopyrite, and galena), typical of the VMS association.

Exploration

An extensive database of historical geochemical results is available for the project, with reconnaissance exploration programs executed by BPM being progressively followed by more detailed work programs which defined a series of target areas. In

Management's Discussion and Analysis

1982, semi-detail geological mapping (1: 50,000) accompanied a detailed stream sediment geochemical program with samples analysed for Cu, Pb, Zn, Ni, As, sometimes Au + Ag). In 1983-1984, the opening of 400 x 50m soil geochemical grids progressed as a follow up to the stream anomalies generated at C-4 and C-2. These were closed on a 100 x 25m grid in areas (C-4A, C-4B, C-2A and C-2B, C-2C, C-5A and C-5B). In 1985 the implementation of a 400m X 50m soil grid survey continued regionally in the Cabaçal corridor (C-6). In the geochemical prospecting work carried out by BPM / RTZ, samples were analysed for Cu, Pb, Zn, Ni and gold counts, and results presented in maps in scales of 1: 10,000, 1: 5,000 and 1: 2,500.

Historical geophysical programs were similarly expansive. In 1982 BPM carried out a survey covering ~6,800 km², capturing ~2,800-line km of magnetic / electromagnetic data through an INPUT Survey. This delineated the principal volcanic belts and 81 targets, 13 of them in the Cabaçal range area. The INPUT / MAG aerial survey was carried out in September 1982 by Prospec S/A, with the technical supervision of Questor Canada. Terrestrial geophysics was also conducted and as at September 1985, 45 km of gradient array IP arrangement, 13 km of pole-dipole IP, and 163 km of max-min applied potential surveys has been concluded. Results from these programs are presented in a series of maps and plans.

The most recent geophysical program was a VTEM magnetic and conductivity survey undertaken in late 2007 ("Rio Branco Survey") by Microsurvey Aerogeofísica e Consultoria Geofísica Ltda. The survey involved survey lines at spacings of 300m, oriented NE (perpendicular to stratigraphy). At least 20 bedrock anomalies have been modelled from this survey.

A series of near mine and satellite targets have been defined through a combination of geophysical and geochemical methods, with an historical VTEM survey in particular highlighting extensions of the prospective stratigraphic horizon. These will be progressively followed up to test the potential of the 30-kilometre strike length of the prospective belt.

Permitting, Corporate Social Responsibility and Environment

The Company will leverage its successful "Espigão" social license to operate management experience to the Cabaçal project and has established an open and positive dialogue with the local stakeholders. Programs being executed are under an agreement with the local landholders, and under an environmental licence issued by the state environmental agency, SEMA.

Espigão Project, Rondônia, Brazil

Background

The Espigão Project is located in the Proterozoic Rondônia-Juruena Province, in the SW margin of the Amazon Craton. The licences cover an area of 84,511 Hectares and incorporate an approved mining lease, mining lease applications, and exploration tenure. Past mining activity has focussed on manganese oxide production from colluvial and vein mineralization. Exploration is now focused on testing the polymetallic Cu-Au potential.

The manganese and ferruginous vein systems show a spatial relationship with a series of fractionated granites, marked by an elevated response in Total Count Radiometrics. Geophysical modelling shows the presence of conductivity anomalies and magnetic anomalies underpinning the surface veins. These anomalies remain to be systematically tested at depth. An ongoing exploration objective is to test the potential for vertical and lateral transitions to domains dominated by base metal and precious metal assemblages, as part of the zoned mineral system.

Espigão Polymetallic Potential

Espigão is an advanced exploration project with an extensive modern database of geological and geophysical information. The Company believes that the extensive polymetallic soil anomalies, associated pathfinder minerals and co-incident geophysical conductivity anomalies reflect Cu-Au potential and will be evaluated for Iron Oxide Copper Gold ("IOCG") or intrusive related porphyry mineralization.

The diverse vein includes base-metal anomalous manganese oxide veins, iron-oxide breccias, gold-bearing quartz-pyrite veins, and tin-bearing greisen. The Cu-Pb-Zn base metal association in the manganese veins becomes progressively enriched in the northern sector of the project area (with peak assay values in drilling of 0.62% Cu, 6.56% Pb, 0.14% Zn).

On May 28, 2019, the Company released the results of the first integrated 3-D modelling undertaken on the airborne magnetic and conductivity data covering the Espigão Project. Multiple magnetic anomaly clusters have been identified. These anomalies underlie the surface expression of the base-metal anomalous manganese vein arrays. Many magnetic anomalies are coincident with the subsurface projection of conductors modelled from electromagnetic survey data. Results point to a much more intricate

Management's Discussion and Analysis

architecture to the intrusive system than first thought. These anomalies provide targets for future testing of discrete intrusive bodies interpreted to lie at depth and to drive the hydrothermal vein systems and metal assemblage.

The 2015 airborne HeliTEM survey covered an extensive part of the Espigão project and detected 60 plus conductive clusters. To date, only 9 of these clusters have had the data processed and the Maxwell plates modelled. In late 2018 the Company commissioned the processing of related magnetic data that mapped significant magnetic anomalies underlying the modelled Maxwell plates that are in turn co-incident to the mapped, polymetallic soil anomalies.

The Company has continued to review and access the Espigão district’s polymetallic potential and believes that a strong exploration project is evolving with the information that is being produced. The Company has planned and budgeted a program whereby the residual conductive clusters are modelled and supplemented by the gravity meter purchased for and used at the Cabaçal project. The use of the newly acquired gravity meter will assist with Iron-oxide-copper-gold targeting at Espigão.

During the year ended December 31, 2021, the Company also acquired new areas adjacent to the Espigão Project through the Brazilian National Mining Agency’s (“ANM”, Agência Nacional de Mineração) auction process, increasing the tenure from 83,213 to 84,511 Hectares.

Permitting, Corporate Social Responsibility and Environment

The Company’s Espigão Project currently covers an area of 84,511 Hectares. Some non-core regional licences lacking known mineral occurrences in the Cacoal area were relinquished to focus efforts in areas considered the most prospective.

The Company is well regarded locally – it has been an important employer and has a good reputation for its stewardship of its local operations. The many local initiatives to enhance the Company’s social license to operate have been incorporated within its management protocols and have further strengthened the Company’s local reputation. Rehabilitation programs are actively continuing through the care and maintenance period. Because of the environment and weather conditions, rehabilitation of mine sites is efficient solely during the dry season.

Mirante da Serra Project, Rondônia, Brazil

The Mirante Mn project is a resource development and exploration project where, via a series of sequential payments described below, each related to operational and administrative milestones, the Company can acquire a 100% ownership. Historical and Company mapping programs have identified an initial 4km semi-continuous trend of colluvial Mn occurrences with grades up to 50.9% Mn. The Mn is sedimentary in origin and has the potential to develop into a stand-alone mining project. The Company received confirmation that the Brazilian National Mining Agency (Agência Nacional de Mineração - “ANM”) has now approved the final report on the Mirante da Serra licence 886166/2009.

Background

The Company entered into an option agreement to acquire a 100-per-cent interest in the Mirante da Serra manganese project, in Rondônia, Brazil from Mr. José Olímpio de Miranda (licence 886166/2009). Following a sequential process related to project and administrative milestone achievements, Meridian, at its election, will acquire the project for a cumulative consideration of 1,140,000 million Brazilian reals (approximately $204,500). This acquisition follows an extensive due diligence program, including mapping, sampling and granulometry studies. The payment terms have been linked to project development milestones to decrease risk for the Company.

The staged payments will be made as follows:

40,000 Brazilian reals upon signing (paid);
75,000 Brazilian reals upon approval of the final report by ANM; title to transfer to Meridian (paid);
125,000 Brazilian reals on the Meridian board of directors' approval of a positive Economic Mining Plan (Plano de Aproveitamento Econômico (“PAE”));
150,000 Brazilian reals following the ANM approval of PAE;
250,000 Brazilian real one-year anniversary of ANM approval of PAE; and
500,000 Brazilian reals upon grant and publication of a valid mining licence (Lavra).

Mr. José Olímpio de Miranda will retain a 0.5-per-cent NSR, with a one million Brazilian reals buyback clause.

Management's Discussion and Analysis

During the fourth quarter of 2019, the Company’s representatives provided information as supplement to the final report based on their observations during due diligence. The final report approval by ANM was published in the Official Gazette in Brazil on October 7, 2021. The approval of the Mirante Report by the ANM enables the Company to conduct exploration program on Mirante da Serra.

Geology and Mineralization Model

Geological maps show the Mirante da Serra manganese oxides to be hosted by sandstones of the Pimenta Bueno Formation, forming a northwest extension of the Parecis Basin. This basin has a history spanning from Neo-Proterozoic to Palaeozoic times, with deposits of glacio-marine regressive and transgressive sandstones, carbonates, and shales. The chemistry of the manganese (higher phosphorous, low base metals) is consistent with a sedimentary origin. Colluvial concentrations are present, similar to those seen at Espigão do Oeste. Mixed cemented laterite-manganese oxide horizons are also present as a surficial capping and are believed to be derived from a primary basement source (the laterites would be difficult to upgrade, but the colluvium and underlying primary manganese mineralization would be targeted for evaluation and development). The laterite cap and soil cover frequently conceal the primary source rocks.

The manganese content progressively increases upwards from approximately 20% Mn as it becomes more concentrated in the host sediments, with the semi-massive samples reaching grades of up to 50.9% Mn. Levels of iron, silica and aluminium decrease with increasing manganese grade. The higher-grade manganese oxides have lower base metal contents and elevated phosphorous contents than the Company's concentrates from the Espigão Project. The Company has reviewed the analytical data in relation to manganese markets and believes that the high-grade product would be sought after for fertilizer and welding applications and potentially for battery metal applications.

Exploration

Historical exploration in the area and Meridian’s due diligence review has defined manganese mineralization over a central corridor of four kilometres in a northeast trend, with a maximum cross-strike footprint of one kilometre. The Company has identified additional occurrences in the southern sector of the licence area requiring further evaluation. The better concentrations of surficial manganese oxide appear to be distributed over an area of approximately 125 hectares in the northern area, but additional grade control pitting trenching and drilling is required to confirm and sequence a final extraction plan. The Company conducted several field visits to the Mirante da Serra project during the 4th Quarter of 2019. Large expansive occurrences of colluvial manganese are evident in clearings in the northern sector of the licence area, highlighting the near-surface exploration potential of the project. Additionally, historical exploration pits were exposed by the clearing of pasture and regrowth. Here, colluvial manganese oxide layers exceeded 1.75m in thickness.

The Company intends to conduct a program, testing the extent and grade of the colluvial mineralization, and more particularly the primary sediment-hosted manganese oxide layers where it believes the long-term upside is. The basement sedimentary manganese formation directly underlies the colluvial horizon and has not been previously drilled. If the horizon has a shallow dip, a significant footprint of mineralization is potentially available - systems can extend for kilometres without necessarily having an obvious surface expression.

Permitting, Corporate Social Responsibility and Environment

The Company on closure of the agreement has engaged with ANM on the ongoing renewal of the Mirante da Serra license area. These discussions are aimed at the renewal process and long-term success of developing an operational asset.

The Company will leverage its successful “Espigão” social license to operate the Mirante da Serra project and seek open and positive dialogue with the local stakeholders.

The global environment of the Mirante da Serra provides a wholly superior opportunity to develop a successful manganese operation. Access to the project requires only transiting 14km of unsealed gravel roads and is well serviced by local and regional town centres, along existing logistic corridors and power lines. The terrain is principally a single plateau with land use of primarily pasture with some minor cropping and reforested areas, with no preservation status. The project is external to regional Indian reservations and related buffer zones.

Management's Discussion and Analysis

Ariquemes Tin Project, Rondônia, Brazil

On July 07, 2021, the Company announced an update on its Ariquemes Tin Project, announcing that Orosur Mining Inc. had signed a non-binding Letter of Intent option ("the LOI") to earn up to a $75\%$ ownership interest in the mining concessions owned by Meridian Mineração Jaburi S.A., a wholly owned subsidiary of Meridian. Ariquemes comprises an extensive land package in Brazil's second largest tin field. Geophysical and geochemical datasets released by the Companhia de Pesquisa de Recursos Minerais (Geological service of Brazil) highlights highly prospective signatures consistent with the tin-bearing granites within the Ariquemes area.

On January 13, 2022, the Company completed its JV Agreement with Orosur, a South American gold exploration and development company, for the development of the project. See detail in the Subsequent Events section above.

The technical information about the Company's exploration activity has been prepared under the supervision of and verified by Dr. Adrian McArthur (B.Sc. Hons, PhD. FAusIMM), the Chief Geologist of Meridian, who is a "qualified person" within the meaning of National Instrument 43-101.

Selected Annual Information:

The following table provides a brief summary of the Company's annual financial operations. For more detailed information, please refer to the financial statements:

	Year Ended December 31, 2021	Year Ended December 31, 2020	Year Ended December 31, 2019
Revenues	$ -	$ 241,019	$ 6,262,477
Net loss before income taxes	(37,582,080)	(7,555,260)	(17,784,173)
Net loss	(37,582,080)	(7,532,260)	(17,803,173)
Total assets	16,186,628	10,939,003	10,060,094
Working capital (deficit)	7,214,576	3,361,274	(26,157,347)

Quarterly Financial Summary:

	Qtr 4 Three Months Ended December 31, 2021 $	Qtr 3 Three Months Ended September 30, 2021 $	Qtr 2 Three Months Ended June 30, 2021 $	Qtr 1 Three Months Ended Mar 31, 2021 $
Revenues	-	-	-	-
Net Loss for the period	(14,059,702)	(6,807,312)	(9,396,680)	(7,318,386)
Total Comprehensive Loss	(14,211,977)	(7,329,421)	(8,675,185)	(7,801,320)
Net Loss per share and fully diluted Loss per share	(0.11)	(0.06)	(0.07)	(0.07)
	Qtr 4 Three Months Ended December 31, 2020 $	Qtr 3 Three Months Ended September 30, 2020 $	Qtr 2 Three Months Ended June 30, 2020 $	Qtr 1 Three Months Ended Mar 31, 2020 $
---	---	---	---	---
Revenues	-	-	107,140	146,481
Net Income (Loss) for the period	1,926,391	(7,599,450)	(191,554)	(1,690,647)
Total Comprehensive Income (Loss)	2,360,403	(7,815,017)	(549,103)	(3,088,512)
Net Profit (Loss) per share and fully diluted Profit (Loss) per share	0.02	(0.08)	(0.00)	(0.02)

Management's Discussion and Analysis

Discussion of Fourth Quarter Results:

For the three months ended December 31, 2021:

Exploration and evaluation expenses increased by $881,411 to $991,751 (2020 – $110,340). Variance related to commencement of exploration program at Cabaçal project in 2021;
General and administration expenses increased by $409,342 to $591,856 (2020 – $182,514). Variance mainly related to increase in investors relations and marketing expenses, changes in the remuneration of the management team, including addition of board members offset by reduction in other general office expenditures and payroll costs;
Professional fees decreased by $92,648 to $128,986 (2020 - $221,634). Variance mainly related to the debt restructure transaction in the last 2020 quarter;
Finance income increased to $595,436 (2020- $nil) mainly due to the partial reversal of the withholding taxes of the Consolidated Facility agreement with Sentient Global Resources Fund IV L.P.;
Mark-to-market revaluation of warrants loss of $9,980,988 (2020 – gain of $2,624,906) was due to the mark-to-market measurement of the warrant derivative liability related to warrants issued in connection with the private placements closed during the year ended December 31, 2020; and
Foreign exchange gain (loss) decreased by $255,327 to ($253,912) (2020 – $1,415). The foreign exchange gain increased due to fluctuation of exchange rates during the last 2021 quarter.

Discussion of Annual Results

The consolidated financial statements reflect the financial performance of the Company for the year ended December 31, 2021. During year ended December 31, 2021, the Company incurred a comprehensive loss of $38,017,903 as compared to $9,092,229 for the year ended December 31, 2020.

Revenues during the year decreased to $nil, from $241,019 during the comparative year ended December 31, 2020. The decrease was due to the decision made in early December 2019 to put the manganese production at Espigão do Oeste on care and maintenance.

Production costs decreased to $nil from $253,158 during the comparative period. The decrease was due to event of manganese operation being put on care and maintenance.

Operating expenses totaled $9,414,067 for the year ended December 31, 2021, compared to $2,554,026 for the year ended December 31, 2020. As discussed in the Discussion of Fourth Quarter Results section above, two events which had a significant impact of the expenses for the Company were the commencement of the exploration program at Cabaçal project in 2021 and the grant of 7,794,717 stock options.

Operating expenses with significant balances or significant movements include:

Exploration and evaluation costs of $3,533,194 (2020 - $443,703). The increase was due to the commencement of exploration program at the Cabaçal project in 2021;
General and administration costs of $1,943,763 (2020 - $1,218,999). The increase was mainly related to the ramp up in investor relations and marketing expenses, changes in the remuneration of the management team, including addition of board members offset by a reduction in other general office expenditures and payroll costs;
Professional fees of $534,026 (2020 - $592,370). The decrease was mainly related to costs related to the debt restructure transaction in 2020;
Share based compensation of $3,027,640 (2020 - $49,266). The Company granted 7,794,717 options during the year ended December 31, 2021 to directors, officers, employees and consultants;
Finance income increased by $572,460 to $582,134 (2020- $9,674) mainly due to the partial reversal of the withholding taxes of the Consolidated Facility agreement with Sentient Global Resources Fund IV L.P.;
Finance expenses decreased to $nil(2020 - $607,650) due to the debt settlement of the loan facilities in 2020; and
Mark-to-market revaluation of warrants loss increase by $24,623,963 to $28,564,576 (2020 - $3,940,613) due to the fair market value revaluation related to the share purchase warrants granted in the private placements closed in the year ended on December 31, 2020.

The results for the year ended December 31, 2021, included other comprehensive loss of $435,823 (2020 - $1,559,969) comprised of foreign currency translation, which related primarily to the translation of the Company's Brazilian operation.

Management's Discussion and Analysis

Detailed breakdowns of exploration costs for the period presented are provided in the notes to the consolidated financial statements.

Liquidity and Capital Management

As of December 31, 2021, the Company reported a working capital of $7,214,576 (December 31, 2020 – $3,361,274) which included cash of $9,059,798 (December 31, 2020 – $4,516,136). Included in current liabilities on December 31, 2021 are accounts payable and accrued liabilities of $912,953 (December 31, 2020 – $510,563), provisions of $410,218 (December 31, 2020 – $422,950) and taxes and fees payable of $843,806 (December 31, 2020 – $415,467). The improvement of the Company's working capital during the year was mainly due to the completion of a private placement with gross proceeds of $8,402,140 (CAD 10,384,500) in October 2021.

The capital structure of the Company consists of equity attributable to common shareholders, comprising of share capital, share premium, reserves and deficits and the convertible note. The Company's objectives when managing capital are to: (i) preserve capital, (ii) obtain the best available net return, and (iii) maintain liquidity.

The Company has historically relied upon capital contributions and debt facilities provided by its shareholders, to maintain an adequate level of cash to satisfy its capital and operating requirements. As of December 31, 2021, the Company does not have any other sources of funding. The Company will continue to assess new sources of financing available and to manage its expenditures to reflect current financial resources in the interest of sustaining long term viability.

To continue as a going concern, the Company will need to secure new funding. The ability of the Company to arrange additional financing in the future will depend, in part, on the prevailing capital market conditions and exploration successes. There can be no assurance that these initiatives will be successful, or sufficient financing, including financing from its majority shareholder, will be available. These material uncertainties cast significant doubt as to the ability of the Company to meet its business plan and obligations as they come due and, accordingly, the appropriateness of the use of accounting principles applicable to a going concern.

The Company cannot estimate the extent of COVID-19 pandemic outbreak, and its potential impact on the ability to obtain financing and maintain necessary liquidity.

Related Party Transactions

a) Key management compensation

	December 31, 2021	December 31, 2020
Salaries, consulting and directors' fees	$ 777,743	$ 549,472
Share-based compensation	1,858,577	49,266

b) Other related party transactions

As at December 31, 2021 the Company had the following balances due to/from entities related by way of common directors and/or management. These amounts, unless otherwise noted, were unsecured and non-interest bearing.

	December 31, 2021	December 31, 2020
Accounts payable and accrued liabilities	$ 59,450	$ 94,292

Share Capital

Outstanding Share Data

The Company is authorized to issue an unlimited number of common shares with a par value of €0.01 ($0.01).

As at the date of this report the Company has 166,427,395 issued and fully paid shares outstanding.

Management's Discussion and Analysis

Stock Options and Warrants

The Company has a stock option plan under which it is authorized to grant options to directors, employees, and consultants to acquire up to 10% of the issued and outstanding common share. The exercise price of each option is based on the market price of the Company's share for a period preceding the date of grant. The options can be granted for a maximum term of 10 years and vest as determined by the board of directors.

The following incentive stock options, share purchase warrants and agent's compensation options were outstanding at the date of this report:

	Number of Shares	Exercise Price (CAD)	Expiry Date
Stock options	397,732	C$ 0.44	May 17, 2022
	6,291,631	0.07	October 22, 2024
	248,016	0.10	June 2, 2025
	3,305,000	0.45	February 26, 2026
	4,459,717	1.10	October 27, 2026
	100,000	1.10	February 6, 2027
	75,000	1.10	February 23, 2027
	14,877,096
Warrants	13,279,828	0.11	July 15, 2022
	6,206,250	0.30	December 21, 2022
Agent’s compensation options	226,710 (1)	0.075	July 15,2022
	117,426 (2)	0.20	December 21, 2022
Agent’s compensation options warrants	331,255 (3)	0.11	July 15,2022
	41,350 (3)	0.30	December 21, 2022

(1) Each agent’s compensation units are exercisable into one unit at a price of CAD 0.075. Each unit comprises one common share and one share purchase warrant. Each share purchase warrant is exercisable into an additional common share at a price of CAD 0.11.
(2) Each agent’s compensation units are exercisable into one unit at a price of CAD 0.20. Each unit comprises one common share and one-half share purchase warrant. Each share purchase warrant is exercisable into an additional common share at a price of CAD 0.30.
(3) These are underlying warrants issued upon exercise of the Agent’s compensation options

Critical Accounting Estimates

The preparation of these consolidated financial statements requires management to make judgments and estimates and form assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of expenses during the reporting period. On an ongoing basis, management evaluates its judgments and estimates in relation to assets, liabilities and expenses. Management uses historical experience and various other factors it believes to be reasonable under the given circumstances as the basis for its judgments and estimates. Actual outcomes may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

Certain estimates and judgments, such as those related to the recoverability of property, plant and equipment, exploration and evaluation assets, deferred tax assets and liabilities, depreciation and remaining useful life of, and disclosure of contingencies depend on subjective or complex judgments about matters that may be uncertain. Changes in those estimates and judgments could materially impact these consolidated financial statements.

Management's Discussion and Analysis

Material sources of estimation uncertainty include:

Provisions and recognition of a liability for loss contingencies

Judgments are required to determine if a present obligation exists at the end of the reporting period by considering all available evidence, including the opinion of experts. The most significant provisions that require judgment to determine if a present obligation exists are contingent losses related to claims and asset retirement obligation. This includes an assessment of how to account for obligations based on the most recent closure plans and environmental regulations.

Income taxes

In assessing the probability of realizing income tax assets recognized, management makes estimates related to expectations of future taxable income, applicable tax opportunities, expected timing of reversals of existing temporary differences and the likelihood that tax positions taken will be sustained upon examination by applicable tax authorities. In making its assessments, management gives additional weight to positive and negative evidence that can be objectively verified. Where applicable tax laws and regulations are either unclear or subject to ongoing varying interpretations, it is reasonably possible that changes in these estimates can occur that materially affect the amounts of income tax assets recognized. At the end of each reporting period, the Company reassesses unrecognized income tax assets.

The Company's operations involve dealing with uncertainties and judgments in the application of complex tax regulations in multiple jurisdictions. The final taxes paid are dependent upon many factors, including negotiations with tax authorities in various jurisdictions and resolution of disputes arising from tax audits. The Company recognizes potential liabilities and records tax liabilities for anticipated tax audit issues based on its estimate of whether, and the extent to which, additional taxes will be due. The Company adjusts these reserves in light of changing facts and circumstances; however, due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the Company's current estimate of the tax liabilities. If the Company's estimate of tax liabilities proves to be less than the ultimate assessment, an additional charge to expense would result. If the estimate of tax liabilities proves to be greater than the ultimate assessment, a tax benefit would result.

Share based compensation and mark-to-market revaluation of warrants and embedded derivatives

The Company utilizes the Black-Scholes Option Pricing Model ("Black-Scholes") to estimate the fair value of stock options granted to directors, officers, employees, and consultants and for the mark-to-market revaluation of share purchase warrants. The use of Black-Scholes requires management to make various estimates and assumptions that impact the value assigned to the stock options including the forecast future volatility of the stock price, the risk-free interest rate, dividend yield and the expected life of the stock options.

The Company's financial liability measured at fair value through profit and loss ("FVTPL") requires estimates of valuation inputs including extended hold period discounts, risk-free interest rates and the probability of and the timing of future financing transactions.

Any changes in these assumptions could have a material impact on the share-based compensation calculation value and mark-to-market valuation changes of derivatives and financial liabilities measured at FVTPL. The most significant estimates relate to volatility, hold period discounts and the assessment of the probability of future financing targets being met. Expected future volatility can be difficult to estimate as the Company has had limited history and historical volatility is not necessarily indicative of future volatility.

Critical management judgments:

Recoverability of exploration and evaluation assets

The Company capitalizes the acquisition costs related to its exploration and evaluation assets. This policy requires management to make certain judgments about future events and circumstances. Any such estimates and assumptions may change as new information becomes available. If, after having capitalized the costs, a judgment is made that recovery of the costs is unlikely, the relevant capitalized amount will be written off to profit and loss.

The recoverability of amounts shown for exploration and evaluation assets is dependent on the existence of economically recoverable reserves, the ability to obtain financing to complete the development of such reserves and meet obligations under

Management's Discussion and Analysis

various agreements, and the success of future operations or dispositions. If a project does not prove viable, all unrecoverable costs associated with the project net of any related existing impairment provisions are written down to its recoverable amount.

Contractual Obligations

Except as described above, herein or in the Company’s financial statements, the Company had no other material contractual obligations.

Off-Balance Sheet Arrangements

At December 31, 2021, the Company had no material off-balance sheet arrangements.

Proposed Transactions

Except as elsewhere disclosed in this document, there are no other proposed transactions under consideration.

Contingencies

Buffer Zone Surrounding Povo Cinta Larga Indigenous Land

The Company has been advised that due to certain Jaburi tenements being in close proximity to indigenous title land, Jaburi could be affected by a civil public action (“Ação Civil Pública”) between two Brazilian government departments, namely the Brazilian Federal Prosecutor’s Office (“FPO”) and ANM.

Jaburi currently owns several tenements, which border the Povo Cinta Larga indigenous land. Due to illegal diamond mining activities by nonrelated third parties within the Povo Cinta Larga indigenous land and surrounding areas (the so-called Roosevelt Reserve comprised of 2.7 million hectares, located in the south side of the State of Rondônia), in 2005 the FPO filed a civil public action against the ANM. The FPO is requesting the ANM to refrain from granting new mining authorizations and to withdraw all existing mining authorizations within the indigenous land of Povo Cinta Larga and surrounding 10km area adjacent to the indigenous land (“Cinta Larga Buffer Zone”).

In 2008, the lower federal court Judge prevented mining companies from doing business in indigenous areas, except for the 10km Cinta Larga Buffer Zone. This decision is favorable to Jaburi’s interests. The Cinta Larga Buffer Zone concept is a result of Environmental Law discussions in Brazil. In 2013, the Federal Court of Appeals for the First Circuit (“TRF-1”) reviewed and amended the lower federal court decision to include the Cinta Larga Buffer Zone within the indigenous areas. ANM filed appeals to overrule the TRF-1 decision, however, none of these appeals have yet been reviewed by the Superior Court of Justice (“Superior Tribunal de Justiça” or “STJ”) and the Federal Supreme Court (“Supremo Tribunal Federal” or “STF”).

On November 10, 2021, the Justice Luiz Fux, STF President, confirmed that the TRF-1 decision must prevail over this case. As a consequence, ANM is prohibited to granting new mining authorizations for areas located within the 10km Cinta Larga Buffer Zone. Also, the effectiveness of any and all mining authorizations already granted by ANM in connection with the 10km Cinta Larga Buffer Zone is suspended until the STF finally reviews the merits of the case.

If there is a final and non-appealable decision regarding the imposition of a 10km Cinta Larga Buffer Zone, this would have an impact on Jaburi’s tenements as some of Jaburi’s tenements straddle or are wholly within the proposed 10km Cinta Larga Buffer Zone.

Jaburi has retained local Brazilian counsel to monitor this issue who are following up closely the civil public action.

Risk Factors

Companies in the exploration, development and mining stage face a variety of risks and, while unable to eliminate all of them, the Company aims at managing and reducing such risks as much as possible. The Company faces a variety of risk factors such as project feasibility and practically, risks related to determining the validity of mineral property title claims, commodities prices, changes in laws and environmental laws and regulations. Management monitors its activities and those factors that could impact them in order to manage risk and make timely decisions.

Management's Discussion and Analysis

Significant risk factors have been identified by the Company and are listed below. Further discussion and additional risk factors are also available in the Company’s most recent Annual Information Form, as filed on SEDAR at www.sedar.com.

Risks and uncertainties the Company considers material in assessing its consolidated financial statements are described below.

Meridian will require additional funding

As at December 31, 2021 the Company had positive working capital of $7,214,576 which included cash of $9,059,798, prepaid expenses and other assets of $321,755 and accounts payable, taxes and fees payable, and provisions of $2,166,977.

The Company has historically relied upon both equity and shareholder contributions, loan facilities and private placements to satisfy its capital requirements and will likely continue to depend upon these sources to finance its activities. The Company’s Portfolio will require additional capital to carry out planned exploration programs. There can be no assurances that the Company will be successful in raising the desired level of financing.

Meridian is subject to government regulation

The Company’s mineral activities, including exploration, development and mining activities are subject to various laws governing exploration, development, production, taxes, labour standards and occupational health, mine safety, environmental protection, toxic substances, land use, water use and other matters. Failure to comply with applicable laws and regulations may result in civil, administrative, environmental or criminal fines, penalties or enforcement actions, including orders issued by regulatory authorities curtailing the Company’s operations or requiring corrective measures, any of which could result in the Company incurring substantial expenditures. No assurance can be given that new rules and regulations will not be enacted or that existing rules and regulations will not be applied in a manner which could limit or curtail exploration, development or mining operations.

Exploration, development and mining activities can be hazardous and involve a high degree of risk

The Company’s operations are subject to all the hazards and risks normally encountered in the exploration, development and mining industry, including, without limitation, unusual and unexpected geologic formations, seismic activity, rock bursts, pit-wall failures, cave-ins, flooding and other conditions involved in the drilling and removal of material, any of which could result in damage to, or destruction of, mines and other producing facilities, damage to life or property, environmental damage and legal liability. Milling operations, if any, are subject to various hazards, including, without limitation, equipment failure and failure of retaining dams around tailings disposal areas, which may result in environmental pollution and legal liability.

Meridian may be adversely affected by fluctuations mineral prices

The value and price of the Company’s common shares, the Company’s financial results, and exploration, development and mining activities of the Company, if any, may be significantly adversely affected by declines in mineral prices. Mineral prices fluctuate widely and are affected by numerous factors beyond the Company’s control such as interest rates, exchange rates, inflation or deflation, global and regional supply and demand, and the political and economic conditions of mineral producing countries throughout the world.

Infrastructure

Exploration, development and ultimately mining and processing activities depend, to one degree or another, on the availability of adequate infrastructure. Reliable air service, roads, bridges, railways, power sources and water supply are significant contributors in the determination of capital and operating costs. Inadequate infrastructure could significantly delay or prevent the Company exploring and developing its projects and could result in higher costs.

Meridian does not and likely will not insure against all risks

The Company’s insurance will not cover all the potential risks associated with a mining company’s operations. The Company may also be unable to maintain insurance to cover these risks at economically feasible premiums. Insurance coverage may not continue to be available or may not be adequate to cover any resulting liability. Moreover, insurance against risks such as environmental damages, pollution or other hazards as a result of the exploration and production is not generally available to the Company or to other companies in the mining industry on acceptable terms. The Company might also become subject to environmental liability or other hazards which may not be insured against or which we may elect not to insure against because

Management's Discussion and Analysis

of premium costs or other reasons. Losses from these events may cause Meridian to incur significant costs that could have a material adverse effect upon its financial condition and results of operations.

Meridian is dependent on key personnel

The Company’s success depends in part on its ability to recruit and retain qualified personnel. Due to its relatively small size, the loss of the services of one or more of such key management personnel could have a material adverse effect on the Company. In addition, despite its efforts to recruit and retain qualified personnel, even when those efforts are successful, people are fallible and human error could result in a significant uninsured loss to the Company.

Meridian’s officers and directors may have potential conflicts of interest

Meridian’s directors and officers may serve as directors and/or officers of other public and private companies and devote a portion of their time to manage other business interests. This may result in certain conflicts of interest. To the extent that such other companies may participate in ventures in which the Company is also participating, such directors and officers may have a conflict of interest in negotiating and reaching an agreement with respect to the extent of each company’s participation. However, applicable law requires the directors and officers to act honestly, in good faith, and in the best interests of the Company and its shareholders and in the case of directors, to refrain from participating in the relevant decision in certain circumstances.

Risks associated with the Agreements with the Cooperatives

The Company's interests in its principal properties in Brazil will be subject to the risks normally associated with the conduct of jointly owned operations. The existence or occurrence of one or more of the following circumstances and events could have a material adverse impact on the Company's financial position or the viability of its interests in the Bom Futuro Joint Venture, which could have a material adverse impact on the Company's business prospects, results of operations and financial condition: (i) disagreements with the Cooperatives or other partners on how to conduct exploration, development or mining activities; (ii) inability of the Company or its partner to meet their obligations to the joint venture or third parties; and (iii) disputes or litigation regarding budgets, development activities, reporting requirements and other matters.

Operations in Brazil and Regulatory Requirements

The Company's principal properties are located in Brazil and mineral exploration and mining activities may be affected in varying degrees by changes in political, social and financial stability, inflation and changes in government regulations relating to the mining industry. Any changes in regulations or shifts in political, social or financial conditions are beyond the control of the Company and may adversely affect its business. Operations may be affected in varying degrees by government regulations with respect to restrictions on production, price controls, export controls, income taxes, expropriation of property, environmental legislation, and mine safety. Brazil's status as a developing country may make it more difficult for the Company to obtain any financing required for the exploration and development of its properties due to real or perceived increased investment risk. Since January 1996, there are no restrictions on the repatriation from Brazil on the earnings of foreign entities, provided that the foreign investments are duly registered before the Central Bank of Brazil. Capital investments registered with the Central Bank in Brazil may similarly be repatriated. The only restrictions to repatriation on the earnings/dividends of foreign entities deriving from Brazilian invested companies are in the cases of subscribed capital not fully paid in by the foreign investor, or in case the Brazilian invested company has accumulated losses registered in its balance sheet. In any case, there can be no assurance that restrictions on repatriation of earnings and capital investments from Brazil will not be imposed in the future.

Permits, licenses and approvals

In countries where Meridian carries out exploration activities, the mineral rights or certain portions of them are owned by the relevant governments. These governments have entered into contracts with Meridian or granted permits or concessions that allow it to carry out operations or development and exploration activities there, but government policy could change. Any change that affects Meridian’s rights to conduct these activities could have a material and adverse effect on the Company.

In addition, mineral exploration and mining activities can only be conducted by entities that have obtained or renewed exploration or mining permits and licenses in accordance with the relevant mining laws and regulations. The duration and success of each permitting effort are contingent upon many factors we do not control. In the case of foreign operations, government approvals, licenses and permits are, as a practical matter, subject to the discretion of the applicable governments

Management's Discussion and Analysis

or governmental officials. There may be delays in the review process. There is no guarantee that we will be granted the necessary permits and licenses, that they will be renewed, or that we will be in a position to comply with all conditions that are imposed.

All mining projects require a wide range of permits, licenses and government approvals and consents. It is not certain that Meridian will be granted these at all, or in a timely manner. If it does not receive them for its mineral projects or are unable to maintain them, it could have a material and adverse effect on the Company.

Risks Inherent in Acquisitions

The Company may actively pursue the acquisition of exploration, development and production assets consistent with its acquisition and growth strategy. From time to time, the Company may also acquire securities of or other interests in companies with respect to which it may enter into acquisitions or other transactions. Acquisition transactions involve inherent risks, including but not limited to: accurately assessing the value, strengths, weaknesses, contingent and other liabilities and potential profitability of acquisition candidates; ability to achieve identified and anticipated operating and financial synergies; unanticipated costs; diversion of management attention from existing business; potential loss of the Company's key employees or key employees of any business acquired; unanticipated changes in business, industry or general economic conditions that affect the assumptions underlying the acquisition; and decline in the value of acquired properties, companies or securities. Additionally, the legal form of these acquisitions may result in the Company becoming liable for the historical operations of the acquisition.

To acquire properties and companies, the Company may be required to use available cash, incur debt, issue additional Common Shares or other securities, or a combination of any one or more of these. This could affect the Company's future flexibility and ability to raise capital, to explore, develop and operate its properties and could dilute existing shareholders and decrease the trading price of the Common Shares. There is no assurance that when evaluating a possible acquisition, the Company will correctly identify and manage the risks and costs inherent in the business to be acquired. There may be no right for the Company shareholders to evaluate the merits or risks of any future acquisition undertaken by the Company, except as required by applicable laws and regulations.

Coronavirus (COVID-19) pandemic

The current outbreak of novel Coronavirus (COVID-19) and any future emergence and spread of similar pathogens may have the potential to cause severe impact on global economy and market dislocation, which may adversely impact the Company's operations, its suppliers, contractors and service providers' operations, the ability to obtain financing and maintain necessary liquidity, and the ability to explore the Company's properties. The outbreak and all the measures being taken in response to COVID-19 have generated an unprecedented level of uncertainty globally causing significant volatility in commodity prices. Governments worldwide, including the Canadian, Brazilian and UK governments, enacted extraordinary acts and measures to limit spread of the virus which included restrictions such as quarantines, business closures and travel restrictions. While these effects are expected to be temporary, the situation is dynamic, and all business disruptions and related financial impacts cannot be reasonably estimated at this time.

The Company cannot estimate what will be the extent of this outbreak and the potential financial and material impact on the Company since travel restrictions and other government measures may also adversely impact the Company's exploration, the ability of the Company to advance its projects and to obtain financing and maintain necessary liquidity.

Other Requirements

Additional information relating to the Company is available on SEDAR at www.sedar.com and on the Company's website www.meridianmining.co.

Note Regarding Forward-Looking Statements

Except for historical information, this MD&A contains forward-looking statements. These statements involve known and unknown risks, uncertainties, and other factors that may cause the Company's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievement expressed or implied by these forward-looking statements.

Management's Discussion and Analysis

The factors that could cause actual results to differ materially include, but are not limited to, the following: Meridian has no assurance that all necessary permits will be issued nor if issued, that they will be issued in a timely manner, Meridian has no assurance that the ownership of licenses will not be subject to prior claims, agreements or transfers and that the rights of ownership will not be challenged or affected by undetected defects, general economic conditions; changes in financial markets; the impact of exchange rates; political conditions and developments in countries in which the Company operates; changes in the supply, demand and pricing of the metal commodities which the Company hopes to find and successfully mine; changes in regulatory requirements impacting the Company's operations; the sufficiency of current working capital and the estimated cost and availability of funding for the continued exploration and development of the Company's exploration properties.

This list is not exhaustive and these and other factors should be considered carefully, and readers should not place undue reliance on the Company's forward-looking statements. As a result of the foregoing and other factors, no assurance can be given as to any such future results, levels of activity or achievements and neither the Company nor any other person assumes responsibility for the accuracy and completeness of these forward-looking statements.

This MD&A contains certain forward-looking statements inclusive of, but not limited to, the agreements with the Cooperatives, the production arrangements, and the timing of the mine development. Although forward-looking statements and information contained in this MD&A are based on the beliefs of Meridian management, which we consider to be reasonable, as well as assumptions made by and information currently available to Meridian management, there is no assurance that the forward-looking statement or information will prove to be accurate. The assumptions made include assumptions about Meridian's ability to move forward with the arrangements. The forward-looking statements and information contained in this MD&A are subject to current risks, uncertainties and assumptions related to certain factors including, without limitations, obtaining all necessary approvals, feasibility of mine and plant development, exploration and development risks, expenditure and financing requirements, title matters, operating hazards, metal prices, political and economic factors, competitive factors, general economic conditions, relationships with vendors and strategic partners, governmental regulation and supervision, seasonality, technological change, industry practices, and one-time events as well as risks, uncertainties and other factors discussed in our quarterly and annual management's discussion and analysis and the Company's most recent Annual Information Form, under the heading "Risk Factors". Should any one or more of these risks or uncertainties materialize or change, or should any underlying assumptions prove incorrect, actual results and forward-looking statements and information may vary materially from those described herein. Accordingly, readers should not place undue reliance on forward-looking statements and information contained in this MD&A. We undertake no obligation to update forward-looking statements or information except as required by law.

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Meridian Mining — Management Reports 2022

47387_rns_2022-04-14_0aa3ac32-f8f2-4daf-80f6-0f8fe21f44ee.pdf

MERIDIAN

FORM 51-102F1

Introduction

Business Overview

Strategy

Corporate Outlook

Performance Summary for the year ended December 31, 2021

Corporate Highlights

Exploration Highlights

Drilling

Environmental Highlights

Subsequent Events

Corporate Highlights

Exploration Highlights

Notes

Cabaçal Project, Mato Grosso, Brazil

Background

Geology and Mineralization Model

Exploration

Permitting, Corporate Social Responsibility and Environment

Espigão Project, Rondônia, Brazil

Background

Espigão Polymetallic Potential

Permitting, Corporate Social Responsibility and Environment

Mirante da Serra Project, Rondônia, Brazil

Background

Geology and Mineralization Model

Exploration

Permitting, Corporate Social Responsibility and Environment

Ariquemes Tin Project, Rondônia, Brazil

Selected Annual Information:

Discussion of Fourth Quarter Results:

Discussion of Annual Results

Liquidity and Capital Management

Related Party Transactions

Share Capital

Outstanding Share Data

Stock Options and Warrants

Critical Accounting Estimates

Provisions and recognition of a liability for loss contingencies

Income taxes

Share based compensation and mark-to-market revaluation of warrants and embedded derivatives

Recoverability of exploration and evaluation assets

Contractual Obligations

Off-Balance Sheet Arrangements

Proposed Transactions

Contingencies

Risk Factors

Meridian will require additional funding

Meridian is subject to government regulation

Exploration, development and mining activities can be hazardous and involve a high degree of risk

Meridian may be adversely affected by fluctuations mineral prices

Infrastructure

Meridian does not and likely will not insure against all risks

Meridian is dependent on key personnel

Meridian’s officers and directors may have potential conflicts of interest

Risks associated with the Agreements with the Cooperatives

Operations in Brazil and Regulatory Requirements

Permits, licenses and approvals

Risks Inherent in Acquisitions

Coronavirus (COVID-19) pandemic

Other Requirements

Note Regarding Forward-Looking Statements

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Meridian Mining Management Reports 2022