Miata Metals Corp. — Management Reports 2025

Oct 29, 2025

MIATA METALS CORP.
(an exploration-stage company)

MANAGEMENT'S DISCUSSION AND ANALYSIS

For the year ended June 30, 2025

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Management's Discussion and Analysis of Financial Condition and Results of Operations for the year ended June 30, 2025 and the fifteen-months ended June 30, 2024

This Management’s Discussion of Financial Condition and Results of Operations (the "MD&A") dated October 28, 2025, provides an analysis of, and should be read together with the i) consolidated financial statements for the year ended June 30, 2025 and the related notes attached thereto (the "AFS"); and ii) Annual Information Form for the year ended June 30, 2025, dated, October 28, 2025 (the "AIF"), prepared by Miata Metals Corp. ("Miata", or the "Company"). Each of these documents are available under the Company’s issuer profile on the document filing and retrieval system for Canadian publicly-listed companies known as SEDAR+ at https://www.sedarplus.ca/.

The AFS have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board ("IASB"). All amounts are reported in Canadian dollars ("$"), unless otherwise noted.

In March 2024, the Company changed its fiscal year end from March 31 to June 30. Accordingly, for the comparative period, the Company is reporting financial information for the fifteen-month period ended June 30, 2024.

On September 7, 2023, the Company completed a 2 for 1 stock split. Accordingly, all shares and per share amounts reported in this MD&A have been retroactively adjusted to reflect this split.

Except as otherwise indicated by the context and for the purposes of this report only, references in this MD&A to "we", "us", "our", or "the Company", refer to Miata Metals Corp.

Forward-looking information

Certain statements contained in this management discussion and analysis may contain words such as "could", "should", "expect", "believe", "will", and similar expressions and statements relating to matters that are not historical facts but are forward-looking statements. Such forward-looking statements are subject to both known and unknown risks and uncertainties which may cause the actual results, performance, or achievements of the Company to be materially different from any future results, performances or achievements expressed or implied by such forward-looking statements. Such factors include, among other things, the receipt of required regulatory approvals, the availability of sufficient capital, the estimated cost and availability of funding for the continued exploration and development of the Company's prospects, political and economic conditions, the ability to i) satisfy, maintain and renew exploration and exploitation licence and permit requirements, and ii) satisfy and complete earn-in commitments, commodity prices and other factors. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this MD&A or as of the date otherwise specifically indicated herein.

Such statements reflect our management’s current views with respect to future events and are subject to risks and uncertainties and are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political, and social uncertainties and known or unknown risks and contingencies. Many factors could cause our 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.

Due to such risks and uncertainties, including those identified in the AIF, actual events may differ materially from current expectations. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Description of Business

The Company was incorporated on July 12, 2021, under the laws of the Province of British Columbia, Canada, and its principal activity is the identification, evaluation, acquisition and exploration of mineral property interests. The corporate head office and principal address of the Company is located at 2133-1177 West Hastings Street, Vancouver, BC, V6E 3T4, Canada. The registered and records office of the Company is located at suite 1200 – 750 West Pender Street, Vancouver, BC, V6C 2T8, Canada. On July 20, 2023, the Company’s shares commenced trading on the Canadian Securities Exchange (the "CSE") under the ticker symbol MMET.

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The Company is focused on the acquisition, exploration, and development of exploration properties. The Company holds interests in two advanced-stage exploration properties located in Suriname within the Marowijne Greenstone Belt:

• a 70% interest, with an option to earn 100%, in the Sela Creek Gold property ("Sela Creek").
• a 70% beneficial interest, with an option to earn 100%, in the Nassau Gold property ("Nassau").

During the year ended June 30, 2025, the Company determined not to continue exploration on the six mineral claims that comprise the Cabin Lake exploration property ("Cabin Lake") located in British Columbia, Canada. Miata previously held an option to purchase 100% interest in Cabin Lake.

The business of mining and exploration involves a high degree of risk and there can be no assurance that current exploration programs will result in profitable mining operations. The Company has no source of revenue and will continue to have cash requirements to meet its administrative overhead and maintain its exploration and evaluation interests. The viability of the Company's exploration and evaluation operations is dependent on the discovery of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete the development of its property, and future profitable production.

See also "Going Concern & Liquidity" in this MD&A.

Acquisition of 79North Inc.

On October 16, 2024, Miata acquired all of the issued and outstanding shares of 79North Inc. ("79North") by way of a three-cornered amalgamation amongst 79North, Miata, and 1000936320 Ontario Inc. ("OntarioCo"), a wholly-owned subsidiary of Miata (the "Acquisition").

Pursuant to the Acquisition, the Company issued 8,999,953 of its common shares ("Miata Shares") to shareholders of 79North in exchange for 100% of the outstanding shares of 79North at the date of closing (the number of common shares of 79North outstanding on the date the Acquisition closed relative to the then number of Miata Shares outstanding, and adjusted for fractional Miata Shares issuable, being the "Exchange Ratio").

A total of 2,300,000 previously issued stock options to purchase common shares of 79North ("79N Options"), adjusted using the Exchange Ratio, were replaced resulting in a total of 181,343 79N Options remaining outstanding (with each such 79N Option being eligible for exercise to a Miata Share, at prices similarly adjusted using the Exchange Ratio). Miata also issued 1,000,000 Miata Shares to afinder (the "79N Finder") in connection with the Acquisition at closing.

79North and Ontario Co amalgamated ("Amalco") and became a wholly-owned subsidiary of Miata. Amalco was renamed to Miata Holdings Inc. ("Miata Holdings"). It is through Miata Holdings that the Company holds its 70% interest in Sela Creek and the 70% beneficial interest in Nassau.

Pursuant to IFRS 3 – Business Combinations, Management considered the inputs, processes, and outputs of 79North to determine whether the Acquisition should be considered a purchase of a business or an asset for accounting purposes. The Company concluded that the Acquisition did not meet the definition of a business combination and has accounted for it as an asset acquisition in accordance with IFRS 2 - Share-based Payment ("IFRS 2").

The purchase consideration was calculated as follows:

Fair value of 8,999,953 Miata Shares issued by the Company(a)	$ 7,109,963
Drawdown on Promissory Note issued to 79North(b)	219,631
Value of Miata Shares made issuable upon exercise of 79N Options(c)	13,669
Transaction costs(d)	1,016,615
Total purchase consideration	$ 8,359,878

Assets acquired and liabilities assumed:

Cash	$ 193,831
Receivables	3,255
Exploration properties(e)	10,138,424
Accounts payable and accrued liabilities(f)	(189,600)
Non-controlling interest ("NCI")(g)	(1,786,032)
Total assets acquired and liabilities assumed, net	$ 8,359,878

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The sum of consideration paid and transaction costs incurred has been allocated to the net assets acquired based on their relative values.

(a) The presumption in IFRS 2, that the fair value of the assets acquired can be reliably measured, is rebutted resulting in a conclusion that the fair value of the equity instruments granted in an arm's length transaction is the measure of the fair value of the assets received. The fair value of the Miata Shares issued was determined using the Company's closing share price of $0.79 on October 16, 2024, the date of closing of the Acquisition.

(b) As a condition of entering into the acquisition and amalgamation agreement in August 2024, Miata provided a secured bridge loan to 79North for $200,000 (the "Promissory Note") to be used by 79North to cover its transaction costs and settle its outstanding liabilities prior to closing. Miata also paid certain costs of 79North directly related to the closing of the Acquisition, which have been added to the principal of the Promissory Note receivable. The loan was non-interest bearing and subsequently consolidated upon closing of the Acquisition.

(c) Each 79N Option gives the holder rights to acquire Miata Shares in accordance with the terms of the business combination agreement that binds the Acquisition. The effective exercise price of each 79N Option ($1.90 per Miata Share) was determined by dividing the exercise price of the 79N Options by the Exchange Ratio. The fair value of the 79N Options was determined using the Black-Scholes option pricing model ("Black-Scholes"). On issuance, the weighted average fair value of the 79N Options was $0.07 per issuable Miata Share.

(d) Transaction costs include the value of 1,000,000 Miata Shares issued to the 79Finder valued at $790,000, and $226,615 in legal and advisory fees, share issue costs, and internal due diligence costs. The fair value of the Miata shares issued to the 79Finder was determined using the Company's closing share price of $0.79 on the date of closing of the Acquisition.

(e) The exploration properties held by 79North consist primarily of a 70% interest in Sela Creek, and a 70% beneficial interest in a legal entity ("IAM") in Suriname, which in turn holds the licences that comprise Nassau. The values ascribed to the acquired interests in Sela Creek: $4,184,985 and Nassau: $5,953,439, reflect the residual of consideration paid in the Acquisition, and have been allocated pursuant to an assessment of the relative sizes of the concessions that comprise the two properties.

(f) Liabilities related to the business of 79North prior to closing of the Acquisition which had previously not been recognized have been included in the purchase price allocation.

(g) A non-controlling interest of $1,786,032 was recorded to recognize the 30% interest in IAM to which the Company does not hold a legal right.

The preliminary allocation disclosed in the condensed interim consolidated financial statements for the three- and six-month periods ended December 31, 2024 were revised to re-allocate value amongst Nassau and Sela Creek, resulting in a change to the value of the non-controlling interest.

The value allocated to the acquired 70% interest in Sela Creek has been included with the value already recognized for the Company's interest in Sela Creek.

(h) Shortly before the closing of the Acquisition, the Company received a statement of claim from two former consultants of 79North for unpaid fees and expenses amounting to an aggregate of approximately $650,000 along with unspecified damages arising from alleged breaches of the Ontario Business Corporations Act and the British Columbia Business Corporations Act. Miata is in the process of assessing the claim with legal counsel, and intends to vigorously defend the action. The Company has not recorded a provision related to this claim. See also in this MD&A, under heading "Other Risks and Uncertainties - Litigation" for further discussion.

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Exploration Properties

Currently none of the Company's properties have any known body of commercial ore or any established economic deposit; all are in the exploration stage.

Details of the Company's property acquisition costs recognised on the statements of financial position as Exploration properties, and any adjustment thereto from impairment, are as follows:

	Sela Creek	Nassau	Cabin Lake	Total
Balance, June 30, 2024	$ -	$ -	$ 10,206	$ 10,206
Acquisition of 79North	4,184,985	5,953,439	-	10,138,424
Option payments, paid in cash	62,150	26,126	20,000	108,276
Value of Miata Shares issued pursuant to option agreements	84,160	-	-	84,160
Write-down of exploration property	-	-	(30,206)	(30,206)
Balance, June 30, 2025	$ 4,331,295	$ 5,979,565	$ -	$ 10,310,860

Sela Creek - Suriname

Sela Creek is located approximately 235 km south of Paramaribo, the capital of Suriname. It is currently accessible via the Tapanahony River and a network of unpaved roads. The Sela Creek concession area covers approximately 215 km² of the Guiana Greenstone belt. The property features 7 main gold targets along an 8 kilometer-long, northwest artisanal saprolite mining trend. The targets are defined by gold in soil anomalies greater than 100 ppb Au and encouraging gold results from channel and grab sampling. Surface artisanal gold workings at Sela Creek occur over a strike length of approximately 14.5 km, suggesting widespread gold mineralization. Artisanal gold miners move around and are not active everywhere at the same time.

Pursuant to the Acquisition, the Company holds a vested, 70% interest in Sela Creek through a subsidiary further to that entity having previously satisfied an earn-in agreement (the "legacy earn-in").

Based on the relative sizes of the concessions that comprise the mineral properties acquired in the Acquisition, the Company allocated $4,184,985 to the 70% interest in Sela Creek.

In Suriname, concessions are valid for prescribed time periods and can be renewed (or in the case of an exploration right, converted to an exploitation right) upon satisfaction of typical expenditure, reporting and filing requirements of the mineral exploration industry. Following commencement of commercial production, a concession is subject to federal royalty tariffs and production tax, the rates of which are set by the Suriname government.

The Sela Creek property comprises two concessions both registered to the counterparty of the legacy earn-in (the "Sela Concession holders"): one consisting of the right to prospect and explore for gold (concession GMD no. "497/19"), and the other bestowing an exploitation right for gold (concession GMD no. "490/19"). In Suriname, mineral concessions are valid for prescribed time periods and can be renewed (or in the case of the exploration right, converted to an exploitation right) upon satisfaction of typical expenditure, reporting and filing requirements of the mineral exploration industry.

At the date of Acquisition, 497/19 was in good standing, and in June 2025, an extension application was approved with GMD No. "570/25" awarded for an additional five-year term, with the concession area unchanged. Concession GMD No. 490/19 had expired prior to the Acquisition. A new application for a right of exploitation covering substantially the same area was filed by the concession holder in July 2024 and is under review by the Suriname Ministry of Natural Resources and the Geology and Mining Department (the "GMD"), who have provisionally reflected a new concession: "GMD no: 474/24". As of the date of this MD&A the application to approve GMD no: 474/24 is in process, and the Company is in ongoing consultation with local community representatives as part of the approval process. While there can be no assurance of the timing or outcome of the GMD's decision, management believes that the new application is consistent with Suriname's regulatory process for renewals of previously active concessions and that the probability of eventual re-issuance is favorable given the project's operating history and compliance record.

In advance of drilling, the Company completed a first-pass surface sampling program, a LiDAR survey over the property, reviewed historic data, and interpreted artisanal gold workings to establish a 3D predictive geological model. Miata has also constructed an initial exploration camp on site.

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Through 2025, Miata commenced a planned 10,000 metre diamond core drilling program and announced drilling results from the Puma target, the Golden Hand target, and the Jons Trend target. Results from Jons Trend in particular suggest that the property hosts multiple intervals of mineralization, starting at surface which plunge shallowly to the southeast. Continued drilling at Jons Trend, and at other targets at Sela Creek is designed to further demonstrate that this model extends broadly across the property.

Option to acquire 100% of Sela Creek

On August 26, 2024, in anticipation of closing the Acquisition and assuming the 70% interest in Sela Creek held through 79North, the Company entered into a new option agreement (the "Sela Creek Agreement") with the Sela Concession holder (the "Optionor"), allowing Miata to earn 100% ownership in the project.

As consideration to acquire 100% of Sela Creek, Miata agreed to make payments and complete work expenditures as follows:

• US$10,000 ($14,119) cash payment upon signing a term sheet with the Optionor. (paid, and expensed in the year ended June 30, 2024).
• Additional US$45,000 ($62,626) deposit paid and expensed prior to signing the Sela Creek Agreement
• US$45,000 cash payment ($62,151, paid) and issuance of US$50,000 of Miata Shares (127,515 shares issued, at a value of $0.66 per share - $84,160) to the Optionor following signing of the Sela Creek Agreement.
• US$100,000 cash payment and issuance of US$100,000 of Miata Shares to the Optionor within 12 months of signing the Sela Creek Agreement. The cash payment and issuance of 592,883 Miata Shares (at a value of $0.234 per share - $138,540) was made to the Optionor in August 2025.
• Work commitment of US$1,000,000 in eligible exploration expenditures ("Expenditures"), US$250,000 cash payment, and issuance of US$150,000 of Miata Shares to the Optionor within 24 months of signing the Sela Creek Agreement (the "First Exploration Period").

The Company's Expenditures through the date of this MD&A exceed this first year commitment.

• Work commitment of US$1,000,000 in Expenditures, US$500,000 cash payment, and issuance of US$150,000 of Miata Shares to the Optionor within 36 months of signing the Sela Creek Agreement (the period from and including the twenty-fifth month to the thirty-sixth month, the "Second Exploration Period").

Pursuant to the Sela Creek Agreement exploration expenditures ("Expenditures") incurred by Miata or the Optionor from July 1, 2024, onward, are credited towards the minimum expenditure amounts required to be made by Miata in the First Exploration Period. Excess Expenditures completed in the First Exploration Period shall be carried forward and credited to the Expenditures required in the Second Exploration Period.

In accordance with the Company's exploration and evaluation accounting policy, option payments made including the value of Miata Shares issued, are capitalized, while any exploration expenditures incurred are recognized on the statement of loss. Miata incurred certain exploration expenditures prior to entering into the Sela Creek Agreement as it completed technical assessment and due diligence activities, and such expenditures have been recognized to the statement of loss, and disclosed as general exploration expenditures. The value of the US$10,000 ($14,119), and additional US$45,000 ($62,626) deposit amounts paid prior to signing the Sela Creek Agreement have been expensed and recognized as "Payments to licence holders". Payments made, including the value of Miata Shares issued, to the Optionor in satisfaction of obligations subsequent to signing the Sela Creek Agreement are capitalized to the carrying value of the Company's interest in Sela Creek.

Upon exercise of the option, Miata shall grant the Optionor a 2% net smelter return royalty ("NSR") from the sale of minerals mined from Sela Creek. Miata shall have a right to purchase (i) one half percent of the NSR for a payment of US$500,000, and (ii) an additional one-half percent of the NSR for US$2,500,000.

Under the terms of the Sela Creek Agreement, Miata will be the operator of Sela Creek responsible for carrying out exploration. The Optionor may continue to conduct and allow alluvial and surface operations on Sela Creek to a depth of 30 metres, provided that these operations are executed in a manner that will in no way interfere with Miata's operations. The Optionor has also agreed not to pursue or permit alluvial and surface mining in newly-explored areas (for example, areas where Miata has conducted sampling, ground geophysics, or drilling) without prior agreement between the two parties.

In the event that the Sela Creek Agreement is terminated by any party prior to Miata's full exercise of the option, and provided that Miata has made at least US$200,000 of the cash payments and issued at least

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US$150,000 worth of Miata Shares to the Optionor, then Miata shall be deemed to have earned a 1% NSR. Further, if the Sela Creek Agreement is terminated by any party prior to Miata’s full exercise of the option, and, if Miata has made at least US$450,000 of the cash payments and has issued at least US$300,000 of Miata Shares to the Optionor, then Miata is deemed to have earned a 2% NSR.

The Company owns # a tractor, a trailer, an ATV and a core saw, all in use at Sela Creek, and has recognised the related depreciation each period as a property-related exploration expenditure.

As of the date of this MD&A, the Company has completed approximately 8,150 metres of drilling over 49 completed holes at Sela Creek; assay results for 5,918 metres of drilling have been released.

Additional information about Sela Creek is summarized in a technical report prepared in accordance with NI 43-101 Standards of Disclosure for Mineral Projects ("NI 43-101"), entitled "Technical Report Sela Creek Gold Project, Sipaliwini District, Suriname, South America", dated and effective July 3, 2024, prepared by Dennis J. LaPoint, Ph.D, SME Registered Member (the "Sela Creek Report"), and can be viewed under Miata’s issuer profile on SEDAR+ at www.sedarplus.ca.

Nassau - Suriname

As a result of closing the Acquisition, Miata holds an indirect, earned 70% interest in the Nassau property, which is accessible via logging road, and located approximately 125 km south-east of Paramaribo and approximately 100 km north of Sela Creek. Nearby operators include Newmont Mining’s Merian mine less than 10 km to the north, and along regional strike of Zijin’s Rosebel Mine.

There are ample vein sets exposed, with excellent grades at Nassau, with high grade gold results drilled by prior operators. Four targets of interest have been identified to date: the Witlage, Carbonara, Marinara, and Bamboo Creek targets, with a review of historic data underway, and plans to begin soil sampling and other fieldwork prior to the end of 2025. Notably, at the Witlage target, two subparallel northwest-striking gold-bearing shear zones have been identified that are 800 meters along strike.

The Company’s interest in Nassau is held through IAM, a legal entity in Suriname. IAM has the registered interest in the mineral property licenses that comprise Nassau. The contractual interest of 70% of this entity was acquired upon closing of the Acquisition and is governed by an option agreement amongst a subsidiary of the Company and the local concession holder (the "IAM-Nassau Agreement"), as subsequently amended.

Based on the relative sizes of the concessions of the respective properties acquired in the Acquisition, the Company has allocated $5,953,439 to its interest in Nassau.

Also, as a consequence of the Acquisition, a non-controlling interest of $1,786,032 was recorded to recognize the 30% interest in IAM to which the Company does not hold a legal right, and is included in additions for the period.

The Nassau property comprises two concessions: each bestowing the right to exploit a prescribed concession area for gold: concession GMD no. "371/19", and concession GMD no. "372/19".

At the date of Acquisition, neither of these concessions were in good standing, although an application for renewal had been filed by IAM for 372/19 prior to its expiration. The Company has subsequently submitted an application to extend the exploitation right covered by 371/19, and as of the date of this MD&A, both applications are pending review and approval by the Ministry. Prior to submission, extensive consultations were held with the GMD regarding these rights, emphasizing that IAM has held these rights since 2011 and has consistently complied with all applicable rules and regulations attached to the mining rights.

While there can be no assurance of the timing or outcome of the GMD’s decision, management believes that the new application is consistent with Suriname’s regulatory process for renewals of previously active concessions and that the probability of eventual re-issuance is favorable given the project’s operating history and compliance record.

Option to acquire 100% of Nassau

On April 15, 2025, the Company and the other shareholders of IAM entered into a new option agreement (the "New Nassau Option"), providing Miata the ability to acquire 100% of the Nassau concessions in exchange for satisfying the following (subject to certain conditions precedent, noted below):

• Paying US$25,000 in cash five days from signing a letter of intent expensed, as the $34,788, amount was paid prior to signing the definitive agreement).

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• Paying US$75,000 in cash five days from signing the definitive agreement (US$18,750 ($26,126), representing ¼ of the total due, in line with the condition precedent discussed below was paid in cash.
• Paying US$200,000 in cash on the 12-month anniversary of signing the definitive agreement.
• Paying US$400,000 in cash on the 24-month anniversary of signing the definitive agreement, and completing a work commitment of US$1,000,000 in exploration expenditures at Nassau.
• Paying US$650,000 in cash on the 36-month anniversary of signing the definitive agreement, and completing a work commitment of US$1,000,000 in exploration expenditures at Nassau.

Full payment of the cash amounts due are contingent upon receipt of an extension or renewal of at least one of 371/19 or 372/19; as neither have been renewed as of June 30, 2025, the first payment was reduced accordingly.

Concurrent with the completion of the option, Miata shall grant the other shareholders of IAM a 2% NSR from the sale of gold mined from Nassau. Miata shall maintain a buy-back right to purchase (i) one half percent (0.5%) of the NSR for cash payment of US$1,000,000 and (ii) a further one half percent (0.5%) of the NSR for cash payment of US$3,000,000.

The Company and the counterparties to the IAM-Nassau Agreement are in ongoing discussions to advance exploration at Nassau.

There is a 0.5%-1% NSR on Nassau, payable to a subsidiary of Sandstorm Gold Ltd. Following commencement of commercial production the concessions are also subject to royalty tariffs and a production tax, the rates of which are set by the Suriname government.

Cabin Lake

The Cabin Lake mineral property ("Cabin Lake") is located 145 km west of Prince George, 22 km a of Fraser Lake, and 18 km south of Endako, British Columbia.

The Company entered into an option agreement dated August 25, 2022 (the "Cabin Lake Agreement"), with Petram Exploration Ltd. ("Petram") pursuant to which the Company was granted an option (the "Cabin Option") to purchase 100% interest in the six mineral claims that comprise Cabin Lake. To keep the Cabin Lake Agreement in good standing, and ultimately acquire Cabin Lake, the Company must make certain annual payments of cash, issue Miata Shares to Petram, and complete minimum exploration expenditures on the property over a prescribed period.

An amount of $10,542 was deemed recoverable pursuant to incentives available under the mining exploration tax credit ("METC") program in British Columbia related to eligible expenditures incurred at Cabin Lake. The METC amount was applied against exploration and evaluation expenditures in a prior period. Miata received the amount due during the year ended June 30, 2025.

During the year ended June 30, 2025, the Company determined that it would not continue with the Cabin Option, and ceased making expenditures at Cabin Lake. The $30,206 carrying value of the property recognised on the statements of financial position has been written-off to $nil.

General exploration

As is typical of the mineral exploration industry, from time to time the Company reviews and undertakes preliminary work on Exploration properties of interest in order to determine if there may be merit to acquiring an interest in such properties.

Miata incurred certain exploration expenditures prior to entering into the Sela Creek Agreement, and prior to closing the Acquisition, as it completed technical assessment and due diligence activities, and such expenditures have been recognized to the statement of loss and captured as a component of general exploration in the table below.

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Selected Financial Information

Management is responsible for, and the Company's board of directors (the "Board") approved, the AFS. The AFS and MD&A include the results of operations and cash flows for the year ended June 30, 2025, and the reader must be aware that historical results are not necessarily indicative of future performance.

Miata followed the significant accounting policies presented in Note 4 of the AFS consistently throughout all periods summarized in this MD&A. The Company operates in one segment – the exploration of mineral property interests, and two geographic regions: Canada and Suriname (see Note 15 in the AFS).

Each of Miata Metals Corp., MHI, and 79 North Ltd. raises its financing and incur expenditures in Canadian dollars, giving rise to a Canadian dollar functional currency. The remaining legal entities in the Miata group generally incur expenditures and receive funding from the Company in United States dollars ("US$"), and accordingly have a US$ functional currency. The determination of functional currency involves certain judgments to determine the primary economic environment in which the entity operates, and management of the parent entity reconsiders the functional currency of its entities if there is a change in events and conditions which determined the primary economic environment.

In preparing the AFS, transactions in currencies other than the Company's functional currency are recorded at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary assets and liabilities of the parent entity that are in a currency other than $ are retranslated at the rates prevailing at that date, giving rise to foreign exchange gains and losses in the consolidated statements of loss and comprehensive loss. The translation of the assets and liabilities of those entities with a US$-denominated functional currency is done using exchange rates prevailing at the end of the reporting period, with such differences recognized in other comprehensive loss ("OCI") as cumulative translation adjustments. Income and expense items are translated at the average exchange rates for the period, unless exchange rates fluctuated significantly during that period, in which case, the exchange rates at the dates of the transactions are used. Foreign currency non-monetary items that are measured in terms of historical cost are not retranslated.

The following table and discussion provide selected financial information from, and should be read in conjunction with, the AFS:

	Year ended June 30, 2025	Fifteen months ended June 30, 2024	Year ended March 31, 2023
Total revenue	$ -	$ -	$ -
Loss before income taxes	$ 7,436,196	$ 1,340,247	$ 108,522
Other comprehensive income	$ 16,393	$ -	$ -
Comprehensive loss	$ 7,419,803	$ 1,340,247	$ 108,522
Loss per share, basic & diluted	$ 0.16	$ 0.06	$ 0.03
Cash dividend declared per share	$ -	$ -	$ -

Results of Operations for the year ended June 30, 2025 and the fifteen months ended June 30, 2024

During the year ended June 30, 2025, the Company incurred a loss and comprehensive loss of $7,419,803 (fifteen months ended June 30, 2024: $1,340,247). The increased loss for the current period as compared to that in the comparative period is reflective of, (i) increased exploration expenditures as the Company focused its efforts at Sela Creek, (ii) the non-cash impact from expensing of the vested tranches of stock options ("Options") to purchase Miata Shares, and (iii) a general increase in activity as the Company commenced formal business operations.

Specific comparative activities and results:

Exploration and Evaluation Expenditures of $4,648,801 for the year ended June 30, 2025 (Fifteen months ended June 30, 2024: $134,207). Exploration and evaluation expenditures are costs incurred in the course of the initial search for mineral resources before the technical feasibility and commercial viability of extracting a mineral resource are demonstrable. All exploration expenditures are expensed as incurred.

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Details of the Company's exploration and evaluation expenditures in the consolidated statements of loss are as follows:

Fifteen months ended June 30, 2024	Sela Creek	Nassau	Cabin Lake	General exploration	Total
Geological consulting	$ -	$ -	$ 43,327	$ 47,367	$ 90,694
Travel	-	-	7,539	30,103	37,642
Assaying	-	-	1,395	-	1,395
Other	-	-	-	14,928	14,928
Total	$ -	$ -	$ 52,261	$ 92,398	$ 144,659
Less: METC	-	-	(10,452)	-	(10,452)
Total	$ -	$ -	$ 41,809	$ 92,398	$ 134,207
Cumulative balance to June 30, 2024, net	$ -	$ -	$ 117,762	$ 92,398	$ 210,160
Year ended June 30, 2025
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Road and camp construction	$ 683,677	$ -	$ -	$ -	$ -
Field costs	1,281,074	-	-	-	-
Drilling and assaying	1,300,178	-	2,553	-	-
Geological consulting	496,895	33,888	26,744	33,720	591,247
LIDAR survey	189,360	-	-	-	-
Travel	321,656	-	17,613	4,750	344,019
Community relations activities	83,210	-	-	-	-
Claims and licence fees	12,429	6,548	-	141,615	160,592
Depreciation	12,891	-	-	-	-
Total	$ 4,381,370	$ 40,436	$ 46,910	$ 180,085	$ 4,648,801
Cumulative balance to June 30, 2025	$ 4,381,370	$ 40,436	$ 175,124	$ 272,483	$ 4,869,413
Less: METC	-	-	(10,452)	-	(10,452)
Cumulative balance to June 30, 2025, net	$ 4,381,370	$ 40,436	$ 164,672	$ 272,483	$ 4,858,961

Geological consulting includes primarily costs for technical input and data review from several geological personnel and advisors, including the CEO, the VP Exploration, and one of Miata's directors, as well as in-country co-ordination of field work, primarily at Sela Creek.

General exploration expenditures through the year ended June 30, 2025 includes the cost of certain diligence activities, exploration expenditures prior to entering into the Sela Creek Agreement, initial drill targeting and technical review of Nassau ahead of closing the Acquisition, and certain payments made to the Sela Concession holders, and to the other shareholders of IAM, prior to signing the Sela Creek Agreement and New Nassau Option, respectively.

Stock-based compensation expenses through the year ended June 30, 2025, of $933,987 (fifteen-month period ended June 30, 2024: $788,292), reflect vesting of awards of Options to certain consultants of the Company through the respective periods. Refer in this MD&A under section "Outstanding Securities - Stock Options" for a summary of awards of Options to purchase Miata Shares during the period.

Assumptions and estimates used by management to estimate the value of stock-based compensation expenses have an effect on the statement of loss, and on the reserve balance on the statements of financial position. Stock-based compensation expense should be expected to vary from period-to-period depending on several factors, including whether any of Options or other form of equity incentive are granted in a period, and the timing of vesting or cancellation of such equity instruments. Refer to the AFS for details of the inputs and estimates used in the respective Black-Scholes valuation calculations.

Consulting fees through the year ended June 30, 2025, of $664,869 (fifteen-month period ended June 30, 2024: $40,561), includes, advisory fees paid to entities providing capital markets advisory assistance, including a legal entity controlled by certain directors of the Company. Although there were some similar expenses in the comparative period, it was as a result of the Acquisition and commencement of exploration in Suriname that gave rise to the significant increase in the current year.

Marketing and investor relations through the year ended June 30, 2025, of $325,823 (fifteen-month period ended June 30, 2024: $4,695), includes news release dissemination costs, website maintenance, and general marketing and investor awareness related activities. The increase is reflective of the ramp-up of exploration activities and related engagement with shareholders and prospective investors.

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Office and administrative expenses of through the year ended June 30, 2025, of $284,430 (fifteen-month period ended June 30, 2024: $55,193), includes, general and administrative costs, banking fees, and rent for the Company's offices. Expenses in fiscal 2025 are higher than in the comparative period given the business move into Suriname, and considerably more active operations during the current period.

Management fees through the year ended June 30, 2025, of $230,845 (fifteen-month period ended June 30, 2024: $41,221), includes fees paid to the current CEO, and the CFO for their services, and certain management-related services for directors and corporate secretarial services related to the subsidiary entities in the corporate structure. The Company has typically engaged its CEO, CFO and other key management pursuant to consulting agreements. The CEO's total remuneration is bifurcated with geologic consulting as a reflection of his focus and activities in a given period.

Professional fees through the year ended June 30, 2025, of $257,386 (fifteen-month period ended June 30, 2024: $242,238), includes, legal, audit, tax compliance, and accounting services.

Exchange and filing fees through the year ended June 30, 2025, of $79,401 (fifteen-month period ended June 30, 2024: $33,436), includes, listing and filing fees associated with the Company's listing on the CSE and maintenance of its related obligations, as well as fees paid to have the Miata Shares posted for trading on the OTCQB.

Foreign exchange loss through the year ended June 30, 2025, of $52,843 (fifteen-month period ended June 30, 2024: $419), generally reflects the relative movement of the US$ compared to the Canadian dollar on Miata's monetary items.

Impairment expense of $30,206 was recognised during the year ended June 30, 2025, as the Company determined that it would not continue with the Cabin Option, and ceased making expenditures at Cabin Lake. The value recognised on the statements of financial position for Cabin Lake has been written-off to $nil. There was no similar impairment recognised in the comparative period.

Interest and other income through the year ended June 30, 2025, of $72,395 (fifteen-month period ended June 30, 2024: $15), arises from the Company's investments in short-term, redeemable Canadian government backed GICs, and interest on cash deposits.

Financial Position

The following financial data and discussion is derived from the AFS.

	June 30, 2025	June 30, 2024
Current assets	$ 2,473,435	$ 1,813,107
Total assets	$ 12,879,341	$ 1,823,313
Total current liabilities	$ 1,233,377	$ 122,021
Total liabilities	$ 1,233,377	$ 122,021
Equity attributable to shareholders of the Company	$ 9,859,932	$ 1,701,292
Non-controlling interest	$ 1,786,032	$ -
Number of common shares outstanding	54,693,695	32,368,609
Basic and fully diluted loss per weighted average	$ 0.16	$ 0.06
number of common shares for the period ended

Assets

The increase in total assets reflects primarily i) the value of net assets acquired pursuant to the Acquisition, ii) the acquisition of equipment to be used in Suriname, net of depreciation, and iii) proceeds of financings received during the year, less ongoing expenditures for continued exploration and general corporate activities, as well as the initial payments pursuant to the Sela Creek Agreement, Nassau Agreement, and Cabin Lake Agreement.

The Company paid a $139,600 (US $100,000) deposit paid to the drill contractor, the amount of which is reflected in the balance of prepaids at as June 30, 2025. The Company has also advanced funds to certain contractors in Suriname in connection with construction and maintenance of camp and local access roads. The remaining prepaid expenses include amounts paid for insurance, marketing and capital markets advisory services.

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Liabilities

Current liabilities as at June 30, 2025, comprises payables and accrued liabilities of $1,233,377 (June 30, 2024: $122,021). The balances of payables and accruals will generally vary dependent upon the level of activity at the Company and the timing at period end of invoices and amounts we have actually paid. The balance at June 30, 2025, is higher than at year end as a reflection of the commencement of drilling at Sela Creek during the fourth quarter of the year.

See also "Litigation", under section "Other Risks and Uncertainties", in this MD&A.

Cash Flows

For the year ended June 30, 2025, the Company had cash outflows of $5,880,988 from operating activities compared to $506,482 through the fifteen-months ended June 30, 2024. Cash used in operating activities is primarily driven by exploration and evaluation expenditures, marketing and investor relations-related activities, and professional fees, which increased significantly over the comparative period with the commencement of exploration in Suriname. In general, cash flows during the comparative period are not comparable given the relatively recent incorporation and public listing of the Company, and the focus initially on Cabin Lake, and due diligence-related activities as Miata looked to acquire interests in properties in Suriname.

Cash from financing activities has been generated via issuances of Miata Shares in private placement financings, and pursuant to the exercise of certain share purchase warrants ("Warrants") and Options during the year ended June 30, 2025.

Investing cash outflows include cash costs arising from the Acquisition, initial payments and share issuances in satisfaction of the Sela Creek Agreement, the Nassau Agreement and the Cabin Lake Agreement, and related to the purchase of equipment for use in Suriname.

Going Concern and Liquidity, Contractual Obligations, and Capital Management

Going Concern & Liquidity

The properties in which we currently have an interest are in the exploration stage. There is no assurance that the Company will ever discover any economic quantities of mineral reserves. The Company operates at a loss, has not generated revenues or cash flows from operations to meet its operating and administrative expenses since inception and does not expect to do so for the foreseeable future. As at the date of this MD&A, the Company has approximately $3.2 million available in cash and cash equivalents, and a working capital balance of approximately $3.1 million.

In order to continue as a going concern and to meet its corporate objectives, which primarily consist of investigating undertaking exploration work on the Company's exploration properties, and investigating other properties of merit, the Company will require additional financing through debt or equity issuances, or other available means.

Although the Company has previously been successful in obtaining financing, there is no assurance that it will be able to obtain adequate financing in the future or that such financing will be on terms advantageous to the Company. If the Company is unable to obtain adequate additional financing, the Company would be required to curtail its planned operations, and exploration activities. Factors that could affect the availability of financing include the progress and exploration results at Miata's exploration properties, the state of international debt, equity and metals markets, and investor perceptions and expectations.

Furthermore, if future financing is unavailable, the Company may not be able to meet its ongoing obligations, in which case the realizable values of its assets may decline materially from current estimates. These material uncertainties may cast significant doubt as to the ability of the Company to continue as a going concern. The financial statements do not include any adjustments to the amounts and classification of assets and liabilities that might be necessary should the Company be unable to continue operations. These adjustments could be material.

Contractual Obligations

The Company has no commitments for capital expenditures. Work commitments outlined by the option agreements for Sela Creek, Nassau, and Cabin Lake are discretionary, subject to that which is disclosed under "Exploration Properties" in this MD&A.

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Capital Management

It is necessary for the Company to raise new capital to fund operations on a reasonably regular basis. Miata manages its capital to meet short-term business requirements, after taking into account cash flows from operations, expected capital expenditures and the Company's holdings of cash. To facilitate the management of its capital requirements, management prepares expenditure forecasts that are updated as necessary depending on various factors, including successful capital deployment and general industry conditions. On an ongoing basis, management evaluates and adjusts its planned level of activities, including planned exploration, permitting activities, and committed administrative costs, to ensure that adequate levels of working capital are maintained. We believe that this approach, given the relative size and stage of Miata, is reasonable.

There may be circumstances where, for sound business reasons, funds may be re-allocated at the discretion of the Board or management of Miata.

While we remain focused on our plans to continue exploration and development on Sela Creek, Nassau, and Cabin Lake, (i) we may conclude to curtail certain operations; or (ii) should we enter into agreements in the future on new properties we may be required to make cash payments and complete work expenditure commitments under those agreements, which would change our planned expenditures.

If additional funds are required, the Company plans to raise additional capital primarily through the offerings of its equity securities. Under such circumstances, there is no assurance that the Company will be able to obtain further funds required for the Company's continued working capital requirements. Please also refer to "Going Concern & Liquidity" for further discussion on the availability of capital resources.

Summary of Quarterly Results

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

For the three months ended:	June 30, 2025 $	March 31, 2025 $	December 31, 2024 $	September 30, 2024 $
Total assets:	12,879,341	14,776,024	15,897,754	1,451,921
Working capital	1,240,058	3,625,487	5,497,016	861,382
Comprehensive loss	2,811,157	2,139,400	1,691,839	777,407
Loss per share	0.05	0.04	0.03	0.02
	June 30, 2024	March 31, 2024	December 31, 2023	September 30, 2023
For the three months ended:	$	$	$	$
Total assets:	1,823,313	267,587	355,698	427,112
Working capital	1,691,086	227,409	305,452	376,317
Comprehensive loss	825,636	149,850	144,751	179,908
Loss per share	0.03	0.01	0.01	0.01

The quarterly trend in total assets and working capital is primarily driven by movements in the cash balance related to the Company's financing activities and spending on corporate costs, transaction-related activities (typically involving higher than usual professional and advisory fees), and exploration programs. Miata closed its initial public financing during the three months ended March 31, 2023, for proceeds of $619,225, which consequentially impacted the balances and activities in subsequent periods. Miata closed additional private placement financings in June 2024 and October 2024, as well as the Acquisition in October 2024, significantly increasing the value of the Company's assets, and positioning Miata to advance operations.

The initial option payments pursuant to the Sela Creek Option, the Nassau Option and the Cabin Lake Option have been recognized on the statement of financial position, as have certain of the payments made in satisfaction of requirements under the Sela Creek Agreement. All other exploration costs at Sela Creek, Nassau, and at Cabin Lake are reflected on the statements of loss, and gradually draw down the balance of cash as expenditures are incurred.

The quarterly trend in operating loss and loss per share for the period reflects the Company's corporate and exploration and evaluation expenditures for each given period. The Company's expenditures, particularly its exploration activities from one period to the next, may fluctuate and lack some degree of comparability from period to period as a result of a number of factors including seasonal fluctuations, the write-off of

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capitalized amounts (including in the most recent quarter, the value of Cabin Lake), share-based payments, and tax recoveries, among other factors. In general, however, the net loss from quarter to quarter since closing that financing has increased as a reflection of an increasing level of business activity, in particular the commencement of exploration activities in Suriname.

The Company’s primary source of funding is through the issuance of share capital; accordingly, the Company’s activity level and the size and scope of planned exploration projects may also fluctuate depending upon the availability of equity financing with favourable terms. When capital markets strengthen, and the Company is able to secure equity financing with favourable terms, the Company’s activity levels, and the size and scope of planned exploration projects may increase.

Share Capital and Outstanding Securities

The authorized share capital of the Company consists of an unlimited number of common shares without par value.

Common shares

During the year ended June 30, 2025, the Company issued Miata Shares as follows:

• On August 30, 2024, the Company issued 127,515 Miata Shares in satisfaction of the initial share issuance obligation pursuant to the Sela Creek Agreement. The fair value of the Miata Shares issued was $84,160 (US$50,000), the value of which was capitalized to the Sela Creek property.
• On October 16, 2024, pursuant to the Acquisition, the Company issued 8,999,953 Miata Shares to shareholders of 79North in exchange for 100% of the outstanding shares of 79North. The Company also issued 1,000,000 Miata Shares to the 79N Finder in connection with the Acquisition. The aggregate value of the 9,999,953 Miata Shares issued is $7,899,963.
• On October 18, 2024, the Company closed a brokered private placement offering (the "October Financing") of 10,623,600 units of the Company (each an "October Unit") at a price of $0.60 per October Unit for aggregate gross proceeds to the Company of $6,374,160. Each October Unit consists of one Miata Share and one-half of one share purchase warrant (each whole warrant, an "October Warrant"). Each October Warrant entitles the holder to purchase one Miata Share at a price of $0.90 per share for a period of 24 months from the date of issue.

The Company also issued a total of 743,652 Warrants to the agents and finders ("Agent Warrants") in connection with the closing of the October Financing. Each Agent Warrant entitles the holder to purchase one Miata Share at a price of $0.60 per share for a period of 24 months from the date of issue. The $446,155 aggregate fair value of the Agent Warrants has been accounted for as a share issue cost.

Concurrent with the close of the October Financing, Miata also closed a non-brokered private placement (the "Oct NBPP"), issuing 250,000 October Units (inclusive of 125,000 "October Warrants") for gross proceeds of $150,000 with the same terms as the October Financing.

Gross proceeds for the October Financing and Oct NBPP totaled $6,524,160. A fee of $446,191 was paid in agency and finders fees, and $192,716 in related fees and expenses were incurred in connection with the October Financing.

As the market price of the Miata Shares on the CSE was higher than the price of the October Units, no value was ascribed to the October Warrants.

• An aggregate of 35,686 Agent Warrants were exercised at $0.60 per share for aggregate gross proceeds of $21,412, resulting in the issuance of 35,686 Miata Shares, at a value of $42,821.
• An aggregate of 642,499 Warrants originally issued as part of a non-brokered private placement financing of units that closed in June 2024 (the "June NBPP"), were exercised for aggregate gross proceeds of $321,250, resulting in the issuance of 642,499 Miata Shares at a value of $547,983.
• An aggregate of 395,833 Warrants issued to certain finders as part of the October NBPP, were exercised at $0.90 per share for aggregate gross proceeds of $356,249, resulting in the issuance of 395,833 Miata Shares.
• An aggregate of 250,000 stock options were exercised at $0.25 per share, for aggregate gross proceeds of $62,500, resulting in the issuance of 250,000 Miata Shares at a value of $113,114.

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Subsequent to June 30, 2025, the Company closed a brokered private placement offering (the "August Financing"), issuing 23,913,044 units of the Company (each an "August Unit") at a price of $0.23 per August Unit for aggregate gross proceeds to the Company of $5,500,000. Each August Unit consists of one Miata Share and one-half of one warrant (each whole warrant an "August Warrant"). Each August Warrant entitles the holder to purchase one Miata Share at a price of $0.40 per share for a period of 24 months from the date of issue. The August Warrants were restricted from exercise until October 21, 2025.

The Company also issued a total of 771,410 warrants to certain finders ("Finders Warrants") in connection with the closing of the August Financing. Each Finders Warrant entitles the holder to purchase one Miata Share at a price of $0.40 per share for a period of 24 months from the date of issue.

As at June 30, 2025, the Company has 54,693,695 common shares outstanding. As of the date of this MD&A, 79,482,872 Miata Shares outstanding. At both dates there were 7,214,490 Miata Shares subject to regulatory escrow.

Warrants

As at June 30, 2025, there were 11,023,097 share purchase warrants ("Warrants") outstanding, as follows:

	Number	Weighted average exercise price
Outstanding, March 31, 2023	15,384,500	$ 0.10
Special warrant conversion	(12,384,500)	(0.10)
June Warrants issued1	2,916,663	0.50
Outstanding, June 30, 2024	5,916,663	$ 0.30
October Warrants	5,311,800	0.90
Agent Warrants	743,652	0.60
NBPP Warrants	125,000	0.90
Exercise of June Warrants	(642,499)	(0.50)
Exercise of October Warrants	(395,833)	(0.90)
Exercise of Agent Warrants	(35,686)	(0.60)
Outstanding, June 30, 2025	11,023,097	$ 0.58

Details of Warrants outstanding as at June 30, 2025 are as follows:

Expiry date	Number of Warrants Outstanding	Exercise price ($)	Weighted average remaining life (years)
November 30, 2027	3,000,000	0.10	2.42
June 25, 2026	2,274,164	0.50	0.99
October 18, 2026	707,966	0.60	1.30
October 18, 2026	5,040,967	0.90	1.30
Total	11,023,097	0.58	1.54

As of June 30, 2025, the weighted average remaining life for the outstanding Warrants was 1.54 years (June 30, 2024 - 2.71).

1 On June 26, 2024, Miata closed the June NBPP. Each unit consisted of one Miata Share and one-half of one common share purchase warrant, with each whole warrant, entitling the holder to purchase one additional Miata Share at a price of $0.50 per share until June 25, 2026 ("June Warrants"). These June Warrants are subject to an acceleration right held by Miata, such that if the Company's share price closes above $0.50 for a period of 10 consecutive trading days, the Company may, at any time after such an occurrence, give written notice to the holders of the June Warrants that the warrants will expire at 5:00 p.m. (Pacific Standard Time) on the 30th day following the delivery of such notice, unless exercised by the holders prior to such date (the "Acceleration Right").

During the period subsequent to June 30, 2025, and through to the date of this MD&A, 283,250 August Warrants were exercised, for aggregate gross proceeds of $113,300, resulting in the issuance of 283,250 Miata Shares.

As at the date of this MD&A, there were 23,467,779 Warrants outstanding, 1,125,000 of which are subject to regulatory escrow.

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Stock options

On May 12, 2023, the Company adopted an Omnibus Equity Incentive Plan (the "Plan"). The Plan provides that, subject to the requirements of the CSE, the aggregate number of securities reserved for issuance, set aside, and made available for issuance under the Plan as Options be limited to that number which is $10\%$ of the number of issued and outstanding shares of the Company at the time of granting of such Options. The Plan also provides that the aggregate number of securities reserved for issuance, set aside, and made available for issuance under the Plan issuable as restricted share units ("RSUs"), share appreciation rights ("SARs"), deferred share unit rights ("DSUs"), and performance share units ("PSUs", together with RSUs, SARs, DSUs and PSUs, "Incentive Securities") be limited to 2,651,470 shares of the Company (in aggregate).

The number of Miata Shares which may be reserved in any 12-month period for issuance to any one individual upon exercise of all Incentive Securities held by that individual may not exceed $5\%$ of the issued and outstanding common shares of the Company at the time of the grant.

The Company has not issued any Incentive Securities to date.

Stock option activities are summarized in the table below:

		Number of Stock Options Outstanding	Weighted Average Exercise Price ($)
Balance, March 31, 2023		-	-
Granted December 19, 2023		1,300,000	0.23
Granted May 13, 2024		535,000	0.25
Granted June 25, 2024		1,400,000	0.52
Balance, June 30, 2024		3,235,000	0.36
79North Options (Note 5)	(i)	181,343	1.90
Granted October 21, 2024	(ii)	1,550,000	0.81
Granted November 19, 2024	(iii)	25,000	0.65
Expired 79North Options		(134,036)	1.90
Exercised		(250,000)	0.25
Balance, June 30, 2025		4,607,307	0.53

Details of Options outstanding as at June 30, 2025 are as follows:

Expiry date	Number of Options Outstanding	Number of Stock Options Vested	Exercise price ($)	Weighted average remaining life (years)
September 23, 2025	15,769	15,769	1.90	0.23
October 16, 2025	31,538	31,538	1.90	0.30
December 19, 2025	1,300,000	1,300,000	0.23	0.47
May 13, 2027	285,000	285,000	0.25	1.87
June 25, 2027	1,400,000	1,400,000	0.52	1.99
October 21, 2027	1,550,000	775,000	0.81	2.31
November 19, 2027	25,000	25,000	0.65	2.39
Total	4,607,307	3,832,307	0.53	1.64

A total of 2,300,000 79N Options, adjusted using the Exchange Ratio were retained following the Acquisition, resulting in a total of 181,343 79N Options outstanding, each of which has been replaced, and is exercisable for a Miata Share. The weighted average exercise price of these Options is $1.90, with expiry dates ranging from June 16, 2025 to October 16, 2025. The fair value of the 79N Options has been recognized as part of the total assets acquired and liabilities assumed in the Acquisition. During the year ended June 30, 2025, a total of 134,036 79N Options expired unexercised, and the remaining 47,307 79N Options expired subsequent to June 30, 2025.

On October 21, 2024, Miata awarded certain directors, officers, and consultants to the Company an aggregate of 1,550,000 Options. Half of the Options vested on the date of the grant, with the remainder vesting twelve months after the date of the grant. The fair value of this award of Options, determined using Black-Scholes, was $0.6361 per Option. The significant inputs into the model were: grant date share price:$ 0.81, exercise price: $0.81, volatility: 140%, dividend yield: 0%, expected Option life: 3 years, forfeiture rate: 0%, and annual risk-free interest rate: 3.03%.

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On November 19, 2024, Miata awarded a consultant to the Company an aggregate of 25,000 Options. Half of the Options vested on the date of the grant, with the remainder vesting on May 19, 2025. The fair value of this award of Options, determined using Black-Scholes, was $0.4833 per Option. The significant inputs into the model were: grant date share price: $0.62, exercise price: $0.65, volatility: 140%, dividend yield: 0%, expected Option life: 3 years, forfeiture rate: 0%, and annual risk free interest rate: 3.21%.

On August 25, 2025, Miata awarded certain directors, officers, and consultants to the Company an aggregate of 2,400,000 Options. The Options have an exercise price of $0.25 and a term of 3 years. Half of the Options vested on the date of the grant, and the remaining half of the Options awarded will vest twelve months after the date of the grant. The fair value of this award of Options has not been determined as of the date of this MD&A.

For the purposes of estimating the fair value of options using Black-Scholes, certain assumptions are made such as expected dividend yield, volatility of the market price of the Company's shares, risk-free interest rates and expected average life of the Options. The estimate of volatility for each award made to date was made with reference to the historical share prices of a group of similar companies at the time of the particular grant, as the Company's trading history is less than the life of the Options awarded. Refer to the AFS for details related to inputs and estimates used in determining fair value.

As at June 30, 2025, there were 4,607,307 Options outstanding, 3,832,307 of which are fully vested. As of the date of this MD&A there are 6,960,000 Options outstanding, 5,760,000 of which are fully vested.

Related Party Transactions

Key management personnel include the members of the Board of Directors and officers of the Company who have the authority and responsibility for planning, directing and controlling the activities of the Company. The Company has determined that key management personnel consist of members of the Board, legal entities they control, and the Company's corporate officers.

For details on amounts paid, payable, and accrued to directors and officers, and of other transactions with related parties in the normal course, refer to disclosure in the AFS.

Financial Instruments and Risks

The Company is exposed in varying degrees to a variety of financial instrument related risks. As at June 30, 2025, the Company's financial instruments consist of cash held on deposit, and its financial liabilities consist of accounts payable and accrued liabilities. It is management's opinion that (i) the Company is not exposed to significant interest, currency or credit risks arising from its financial instruments, and (ii) the fair values of these financial instruments approximate their carrying values, unless otherwise noted in the AFS.

The type of risk exposure and the way in which such exposure is managed is provided as follows:

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 interest rate risk.

Foreign Exchange Risk

The results of the Company's operations are exposed to currency fluctuations. To date, the Company has raised funds entirely in Canadian dollars, whereas, the majority of the Company's exploration property expenditures are incurred in US$.

The fluctuation of the US$ in relation to the Canadian dollar will consequently have an impact upon i) the ability of the Company to meet its planned expenditure programs in Suriname, and ii) the financial results of the Company. Furthermore, as the carrying values of Sela Creek and Nassau are denominated in US$, there may also be an impact to the reported value of the Company's assets as a result of the fluctuation of the US$ in relation to the Canadian dollar.

Although Miata had not entered into any derivative contracts to manage foreign exchange risk through the year ended June 30, 2025, the Company has purchased and does hold US$ in advance of anticipated expenditures in Suriname.

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Liquidity Risk

The Company manages this risk by careful management of its working capital. Historically, the Company's sole source of funding has been the issuance of equity securities for cash, primarily through private placements. The Company's access to financing is always uncertain. There is no assurance of continued access to significant equity funding. The Company requires additional funding to continue with its ongoing operations and exploration commitments and accordingly is exposed to liquidity risks.

See also in this MD&A, under heading "Going Concern & Liquidity".

Credit Risk

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company's primary exposure to credit risk is on its cash held in bank accounts. As most of the Company's cash is held by one bank there is a concentration of credit risk. This risk is managed by using a major bank that is a high credit quality financial institution as determined by rating agencies.

Off Balance Sheet Arrangements

As at the date of this MD&A, the Company has no off-balance sheet arrangements. See also "Litigation", under section "Other Risks and Uncertainties", in this MD&A.

Industry and Economic Risk Factors that May Affect our Business

The Company's common shares should be considered highly speculative due to the nature of the Company's business and the present stage of its development. An investment in securities of the Company should only be made by persons who can afford a significant or total loss of their investment.

Economic and industry risk factors that may affect our business, in particular those that could affect our liquidity and capital resources, are as described under the heading "Risk Factors" in our AIF, available on the Company's SEDAR+ profile at www.sedarplus.ca.

In particular, there are currently significant uncertainties in capital markets impacting the availability of equity financing for the purposes of mineral exploration and development. There are also significant uncertainties relating to the global economy, economy, political uncertainties and increasing geopolitical risk, increased volatility in the prices of gold, copper, other precious and base metals and other minerals, as well as increasing volatility in the foreign currency exchange markets which impact our business and may impact our ability to remain a going concern.

In addition, while the ongoing volatility in the price of gold and continued uncertainties in capital markets do not have a direct impact on the Company's ability to carry out exploration, the Company may be impacted should it become more difficult to gain access to capital (e.g., debt or equity financing for the purposes of mineral exploration and development) when and if needed and may need to modify or curtail its exploration and development programs. Difficulty in accessing capital on favourable terms may limit the Company's ability to develop and/or further explore the exploration properties in which we have an interest.

Other Risks and Uncertainties

The Company's operations are subject to a number of risks and other uncertainties, including risks related to the Company's foreign operations, government, health and safety, environmental and other regulations and operating costs. Occurrence of various factors and uncertainties of risk cannot be accurately predicted and could cause actual results to differ significantly from our current expectations and result in a material adverse effect on the Company's operations, liquidity, or ultimate profitability. A comprehensive discussion of these risks and uncertainties, including those relating to/arising from: Exploration and development, title to properties, requirement for permits and licenses, surface rights, reliance on management, share price volatility, environmental risks and other regulatory requirements, uninsurable risks, competition, escrowed shares, and potential conflicts of interest, are set out in our AIF. The reader is directed to carefully review this discussion for a proper understanding of these risks and uncertainties.

Political Risk

The Company carries on its exploration activities in South America. These activities may be subject to political, economical or other risks that could influence the Company's exploration and development activities and future financial situation.

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19

License Renewal

As of the date of this MD&A, GMD no: 474/24 (Sela Creek), and GMD no: 372/19 (Nassau) and GMD no: 371/19 (Nassau) are pending approval of the GMD. The timing of the receipt of such approval(s), and the risk that approvals are not received for the existing area of land encompassed by each individual concession, poses a risk to the Company’s operations in Suriname, and potentially a material adverse risk to the value of Miata’s common shares.

Litigation

The Company and/or its directors may be subject to a variety of civil or other legal proceedings, with or without merit.

Shortly before the closing of the Acquisition, the Company received a statement of claim from two former consultants of 79North for unpaid fees and expenses amounting to an aggregate of approximately $650,000 along with unspecified damages arising from alleged breaches of the Ontario Business Corporations Act and the British Columbia Business Corporations Act. Miata is in the process of assessing the claim with legal counsel, and intends to vigorously defend the action.

There are otherwise no legal proceedings outstanding, threatened or pending as of the date of this MD&A by or against the Company or to which it is party or its business or any of its assets are the subject of, nor to the knowledge of the directors and officers of the Company are any such legal proceedings contemplated which could become material to a purchaser of the Company’s securities.

Critical Accounting Estimates

The critical accounting estimates used by the Company are described in the AFS.

Changes in Accounting Policies and Initial Adoption

The Company did not adopt any new accounting policies during the year ended June 30, 2025 that had material impact on the AFS.

Subsequent Events

There are no subsequent events other than those described in this MD&A.

Proposed Transactions

There are no proposed transactions.

Scientific and Technical Disclosure

Dr. Jacob Verbaas, P.Geo., a director of the Company and Qualified Person as defined under the definitions of NI 43-101, has reviewed and validated that the scientific or technical information contained in this MD&A related to Sela Creek, Nassau, and Cabin Lake is consistent with that provided by the QPs responsible for the respective properties’ technical reports, and has verified the technical data disclosed in this document relating to those projects in which the Company holds an interest. Dr. Verbaas has consented to the inclusion of the technical information in the form and context in which it appears in this MD&A.

Approval

The Board approved the disclosure contained in this MD&A on October 28, 2025. A copy of this MD&A will be provided to anyone who requests it.