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Pelangio Exploration Inc. Management Reports 2025

Apr 30, 2025

46380_rns_2025-04-29_9cef1684-f09d-4c62-abb9-28fcce5f92ae.pdf

Management Reports

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PELANGIO

PELANGIO EXPLORATION INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS Form 51-102F1

For the Year Ended December 31, 2024


PELANGIO

MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE YEAR ENDED DECEMBER 31, 2024

This Management's Discussion and Analysis ("MD&A") of the consolidated operating results and financial condition of Pelangio Exploration Inc. (the "Company" or "Pelangio") for the year ended December 31, 2024 has been prepared based on information available to Pelangio as of April 28, 2025, and should be read in conjunction with the audited consolidated financial statements and the related notes thereto for the year ended December 31, 2024 (the "Annual Financial Statements"). The Company's public filings can be viewed on the SEDARplus website (www.sedarplus.ca), and on the Company's website (www.pelangio.com).

The Annual Financial Statements, including comparatives, and the related notes have been prepared in accordance and compliance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB") and interpretations of the International Financial Reporting Interpretations Committee ("IFRIC"). All dollar amounts referred to in this MD&A are expressed in Canadian dollars, unless noted otherwise.

1. CORPORATE OVERVIEW

Pelangio is a Canadian junior gold exploration company with properties in two of the top-ranked mining jurisdictions in the world, Ghana and Canada. Pelangio focuses on the acquisition and exploration of early-stage or undervalued exploration prospects located in world-class gold belts and aims to make discoveries that will significantly increase shareholder value. Pelangio is a reporting issuer in Ontario, Alberta, British Columbia, Saskatchewan and Nova Scotia, and our common shares commenced trading on the TSX Venture Exchange ("TSX-V") on September 10, 2008, under the symbol PX.

2. FORWARD-LOOKING STATEMENTS

Certain statements herein, including all statements that are not historical facts, contain forward-looking statements and forward-looking information within the meaning of applicable securities laws. Such forward-looking statements or information include but are not limited to statements or information with respect to:

  • the mineral resource estimate;
  • the timing of exploration programs and the filing of technical reports;
  • exploration plans and results with respect to our Manfo, Obuasi and Dankran properties in Ghana (the "Ghana Properties") and our properties in Canada (the "Canadian Properties");
  • our future business and strategies;
  • requirements for additional capital and future financing;
  • future price of gold; and
  • estimated future working capital, funds available and uses of funds, and future capital expenditures, exploration expenditures and other expenses for specific operations.

Often, but not always, forward-looking statements or information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", "believes" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. With respect to forward-looking statements and information contained herein, we have made numerous assumptions including among other things, the price of gold, and the state of the economy and equity markets. Although our management believes that the assumptions

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


made, and the expectations represented by such statement or information are reasonable, there can be no assurance that a forward-looking statement or information referenced herein will prove to be accurate. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statement or information. Such risks, uncertainties and other factors include, among other things, the following:

  • our ability to advance the Ghana Properties and the Canadian Properties;
  • gold price volatility;
  • speculative and uncertain nature of gold exploration;
  • inherent uncertainties in estimating mineral resources;
  • discrepancies between actual and estimated mineral resources;
  • subjectivity of estimating mineral resources and the reliance on available data and assumptions and judgments used in the interpretation of such data;
  • volatility of global and local economic climate;
  • changes in equity markets;
  • exploration costs, capital requirements, and the ability to obtain funding;
  • regulatory restrictions;
  • defective title to mineral claims or property;
  • risks associated with outstanding litigation;
  • political developments in Ghana and Canada;
  • uncertainties and risks related to carrying on business in foreign countries, including illegal mining, possible adverse changes in laws and taxation, foreign currency exchange fluctuations, and inflation;
  • risks associated with environmental liability claims and insurance; and
  • risks associated with the volatility of the Company's common share price and volume;
  • and risks associated with dilution.

See "Risk Factors" below.

Although we have attempted to identify factors that would cause actual actions, events or results to differ materially from those disclosed in the forward-looking statements or information, there may be other factors that cause actions, events or results not to be anticipated, estimated or intended. Also, many of the factors are beyond the control of Pelangio. Forward-looking statements and forward-looking information are based upon management's beliefs, estimates and opinions at the time they are made. There can be no assurance that forward-looking statements or information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements or information. Accordingly, readers should not place undue reliance on forward-looking statements or information. We undertake no obligation to reissue or update any forward-looking statements or information as a result of new information or events after the date hereof except as may be required by law. All forward-looking statements and information herein are qualified by this cautionary statement.

3. 2024 OPERATING AND FINANCIAL STRATEGIES

Pelangio is a mineral exploration company with a strategy designed to capitalize upon acquisition opportunities arising during bear markets and wealth creation occurring during bull markets. To this end, the Company holds a portfolio of strategically located projects that it categorizes as core and peripheral assets. The peripheral assets are leveraged through a project generator model, which aids the Company in sustaining its operating costs. The core assets are Pelangio's principal focus and the

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


subject of thorough geological study and exploration programs in order to make discoveries. Pelangio's core assets are located Ghana, West Africa, and secondary assets within prolific gold belts in Ontario and Saskatchewan, Canada.

With the Company's most significant assets in Ghana, the primary focus of Pelangio is to advance Pelangio's exploration programs in Ghana. In regards to the Canadian assets, Pelangio will advance exploration to the point it can find a partner to buy, joint venture or option into the properties.

4. NATURE OF OPERATIONS

TECHNICAL DISCLOSURE

Disclosure of a scientific or technical nature regarding the Company's properties was prepared by or under the supervision of and approved by Kevin Thomson, P. Geo., (PGO #0191), (the "Qualified Person") a qualified person within the meaning of National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101") and our Senior Vice President, Exploration. The Qualified Person has verified the data disclosed. Data verification involved checking of information for past drill holes, trench surveying, logging, sampling, and assaying as well as a review of information in the exploration computer database.

The maiden mineral resource estimation work on the Manfo Property was completed by Dorota El-Rassi, P. Eng. (APEO #100012348) and Blair Hrabi, P. Geo. (PGO #1723), under the supervision of Glen Cole, P. Geo. (PGO #1416) of SRK Consulting (Canada) Inc. ("SRK"). Ms. El-Rassi, Mr. Hrabi and Mr. Cole, are independent qualified persons as this is defined in National Instrument 43-101. Mr. Hrabi inspected the Manfo gold project from May 15 to 22, 2012.

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PROPERTY DESCRIPTIONS: GHANA PROPERTIES

MANFO

In 2010, Pelangio entered into a letter of intent with a private Ghanaian company (the "Optionor") to acquire a $100\%$ interest (subject to a $10\%$ free carried interest held by the Government of Ghana, the Government's right to acquire a further $20\%$ interest on mutually agreed terms, and a $5\%$ royalty interest (the "Government Interest"), as stipulated in Clause 43, The Minerals and Mining Act 703 of 2006 (the "Mining Act") in each of the contiguous Subriso, Sempekrom and Twabidi concessions (collectively, the "Manfo Property"). We subsequently entered into three definitive option agreements (the "Manfo Agreements") in respect of the Manfo Property, which were submitted to the Minerals Commission of Ghana and subsequently approved by the Minister of Lands and Natural Resources of

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


the Republic of Ghana in 2011. The Manfo Property totals approximately 100 square kilometers ("km²") and is located in the Ahafo Ano North district of the Ashanti region of Ghana, approximately 36 kilometers ("km") southwest of Tepa, 15 km south of Newmont Mining Corporation's Ahafo mine and 40 km north of Asante Gold's Chirano mine.

Pelangio completed the expenditure requirements of US $2,000,000 and the required payments of US $435,000 under the Manfo Agreements and granted the Optionor a 2.5% net smelter return ("NSR") royalty, subject to Pelangio's right to buy back 1% of such NSR for an aggregate total payment of US $4,000,000. Additionally, Pelangio (or its successor or permitted assign) will pay the Optionor a discovery bonus equal to the sum of (i) US $1,000,000 plus (ii) US $1.00 per ounce of proven and probable gold reserve set out in the first positive feasibility study published or released in respect of the Manfo Property. Pelangio now holds a 100% interest in the Manfo Property (subject to the Government Interest) and subject to the 2.5% NSR to the Optionor. The Minister of the Ministry of Lands and Natural Resources of Ghana approved the transfer of title to the Manfo Property in 2012. The Subriso concession, Sempekrom, and the Twabidi concession renewals are pending, and such renewal is not assured. The Company received a response from its application of legal search on mining concessions legally/beneficially held by Pelangio's Ghana subsidiaries from the Ghana Minerals Commission, dated February 10, 2025. While the letter stated that the renewal for the Manfo concessions was still pending, it confirmed that the concessions are deemed to be in full force until the outcome of the renewal application is determined. The letter further stated that the Commission was unaware of any pending or outstanding issues that would impede the extension of the term of these concessions.

The Company is in ongoing negotiations with the Optionor regarding the buy-back of the NSR and has paid $55,303 to the Optionor. This payment is expected to be applied towards the purchase price of the buy-back of the royalty.

The Manfo Agreements are available under Pelangio's profile on www.sedar.com.

EXPLORATION HISTORY

The Manfo Project covers an area of 96 square kilometers in the north-central part of the Sefwi-Bibiani greenstone belts 15 kilometers south-southeast of Newmont's Ahafo Mine and 40 kilometers north of Asante Gold's Bibiani Mine. Manfo has been explored by Pelangio since 2010 resulting in the discovery of multiple prospects along 9 kilometers of favourable structure with three of those prospects being advanced through drilling to a mineral resource estimated in 2013 by SRK Consulting at 195,000 oz (at 1.52 g/t Au) Indicated and 298,000 oz (at 0.96 g/t Au) Inferred with the bulk of the resource contained in the two Pokukrom deposits. Gold mineralization at Manfo is associated with broad zones of pervasive to fracture-controlled quartz-sericite-carbonate-pyrite alteration overprinting an earlier phase of hematite alteration hosted predominantly in brecciated to sheared granitoid rocks and lesser mafic metavolcanic rocks. The Manfo mineral resource estimation was conducted by SRK Consulting and published in June of 2013. (Refer to the Mineral Resource Evaluation Technical Report, Manfo Gold Project, by SRK Consulting (Canada) Inc., released on June 21, 2013 and available on Pelangio's website). The resource estimation was made in accordance with National Instrument 43-101 - Standards of Disclosure for Mineral Projects at the time of the mineral resource estimation in 2013. NI 43-101 standards for disclosure have been amended multiple times since 2013 and as a result Pelangio's 2013 resource estimate is no longer NI 43-101 compliant under the current standards. Management has reviewed the new standards and determined that an update to the 2013 mineral resource estimate will only be completed when additional exploration work is performed which results in a material change to the original resource estimate.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


Manfo Property - Initial 43-101 Mineral Resource Evaluation Technical Report Summary

On June 21, 2013, the Company filed on SEDAR the report entitled Mineral Resource Evaluation Technical Report, Manfo Gold Project, Ghana. (the “Manfo Initial Resource Evaluation”). Mineral resources were estimated in conformity with generally accepted Canadian Institute of Mining, Metallurgy and Petroleum (“CIM”) Estimation of Mineral Resource and Reserves Best Practices Guidelines and are reported in accordance with Canadian Securities Administrators’ National Instrument 43-101 (“NI 43-101”) by SRK. The mineral resource estimation work was completed by Dorota El-Rassi, P. Eng. (APEO #100012348) and Blair Hrabi, P. Geo. (PGO #1723) under the supervision of Glen Cole, P. Geo. (PGO #1416) of SRK. Ms. El-Rassi, Mr. Hrabi and Mr. Cole, are independent qualified persons as this is defined in National Instrument 43-101. Mr. Hrabi inspected the Manfo gold project from May 15 to 22, 2012. Part of the following disclosure relating to the Manfo Property has been derived from the Manfo Initial Resource Evaluation, which is available at www.sedar.com under the profile for Pelangio Exploration Inc. Readers are urged to review the Manfo Initial Resource Evaluation in its entirety for a complete description of SRK’s review and conclusions.

The highlighted results of the initial gold resource indicate:

  • 40% of the estimated mineral resource is in the indicated mineral resource category;
  • potable mineral resource reported at cut-off grades of 0.40 grams of gold per tonne (“g/t”) for oxide material and of 0.50 grams of gold per tonne for transitional / fresh material in relation to a conceptual pit shell using a gold price of US$1,450 per ounce:
  • o indicated mineral resource of 3.973 million tonnes at 1.52 g/t gold; and
  • o inferred mineral resource of 9.666 million tonnes at 0.96 g/t gold; and
  • gold mineralization remains open along strike and at depth, as suggested by the out-of-pit mineralization’s.

On June 21, 2013, prior to the publication of the 2019 Canadian Institute of Mining Metallurgy and Petroleum (“CIM”) Estimation of Mineral Resources and Reserves Best Practices Guidelines, the Company filed on SEDAR its report entitled Mineral Resource Evaluation Technical Report, Manfo Gold Project, Ghana (the “Manfo Initial Resource Evaluation”). Mineral resources were estimated in conformity with the then generally accepted CIM Estimation of Mineral Resource and Reserves Best Practices Guidelines and were reported in accordance with Canadian Securities Administrators’ National Instrument 43-101 (“NI 43-101”) by SRK. The mineral resource estimation work was completed by Dorota El-Rassi, P. Eng. (APEO#100012348) and Blair Hrabi, P. Geo. (PGO #1723) under the supervision of Glen Cole, P. Geo. (PGO#1416) of SRK. Ms. El-Rassi, Mr. Hrabi and Mr. Cole, who are independent qualified persons as this is defined in National Instrument 43-101. Mr. Hrabi inspected the Manfo gold project from May 15 to 22, 2012.

Pelangio Exploration Inc. – Management’s Discussion and Analysis - December 31, 2024


Mineral Resource Statement* Manfo Gold Project, Ghana – SRK Consulting (Canada) Inc., May 7, 2013

Category Cut-off (Au g/t) Indicated Inferred
Quantity (000' tonnes) Grade Au (g/t) Contained Au (000'oz) Quantity (000' tonnes) Grade Au (g/t) Contained Au (000'oz)
Inside Pit
Oxide 0.40 49 0.96 2 458 1.07 16
Transitional 0.50 382 1.96 24 876 1.13 32
Fresh 0.50 3,543 1.49 169 918 1.09 32
Total 3,973 1.52 195 2,253 1.10 80
Outside Pit
Oxide 0.40 50 0.68 1
Transitional 0.50 217 0.72 5
Fresh 0.50 7,146 0.93 213
Total 7,413 0.92 218
Combined Inside and Outside Pit
Oxide 0.40 49 0.96 2 508 1.05 17
Transitional 0.50 382 1.96 24 1,093 1.05 37
Fresh 0.50 3,543 1.49 169 8,064 0.94 245
Total 3,973 1.52 195 9,666 0.96 298

*Mineral resources are not mineral reserves and do not have a demonstrated economic viability. All figures have been rounded to reflect the relative accuracy of the estimates. The cut-off grades are based on a gold price of US$1,450 per ounce and metallurgical recovery of 94 percent for oxide, and 86 percent for fresh and transitional material. Mineral resources are reported in relation to an elevation determined from optimized pit shells. All composites have been capped where appropriate.

Cautionary Note Regarding Mineral Resource Estimates

Investors should not assume that any of the indicated or inferred mineral resource disclosed herein will ever be upgraded to a higher category of mineral resource or to mineral reserves, and that any or all the indicated or inferred mineral resource exist or is or will be economically or legally feasible to mine. In addition, investors should not assume that any of the references herein to adjacent properties (based on public information) is necessarily indicative of the mineralization on the Manfo property or that further exploration on the Manfo property will prove to be successful.

The disclosure herein uses mineral resource classification terms that comply with reporting standards in Canada, and the disclosure of mineral resource estimates are made in accordance with National Instrument 43-101 - Standards of Disclosure for Mineral Projects at the time the mineral resource estimate was calculated in 2013. NI 43-101 is a rule developed by the Canadian Securities Administrators that establishes standards for all public disclosure an issuer makes of scientific and technical information concerning mineral projects that are considered material to the issuer. NI 43-101 has been amended several times since 2013 and as a result Pelangio's 2013 resource estimate is no longer 43-101 compliant under the current standards. Management has reviewed the new standards and determined that an update to the 2013 mineral resource estimate will only be completed when additional exploration work is performed which results in a material change to the Resource.

All resource estimates contained herein are based on the definitions adopted by CIM and recognized under NI 43-101 at the time the resource estimate was published. These standards differ significantly from the mineral reserve disclosure requirements of the U.S. Securities and Exchange Commission set

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


out in Industry Guide 7. Consequently, resource information contained in this MD&A is not comparable to similar information that would generally be disclosed by U.S. companies in accordance with the rules of the SEC. The SEC's Industry Guide 7 does not recognize mineral resources, and US companies are generally not permitted to disclose mineral resources in documents they file with the SEC. Investors are specifically cautioned not to assume that any part or all of the mineral resources disclosed above will ever be converted into SEC defined mineral reserves. Further, "inferred mineral resources" have a great amount of uncertainty as to their existence and as to whether they can be mined or economically. In accordance with Canadian rules, estimates of inferred mineral resources generally cannot form the basis of an economic analysis.

The 43-101 Mineral Resource Evaluation Technical Report is available under Pelangio's profile on www.sedarplus.cam.

Exploration was limited on the Manfo Project between 2014 and 2024. In 2021 a data review, analysis and targeting exercise led to the development of exploration programs intended to ultimately grow the Manfo resource if successful, including the drill testing of multiple targets beyond the known mineralization for potential new discoveries, plus drilling to test for possible extensions to the known mineralization, open in multiple directions, and which could add to the resource with successful follow-up drilling. A diamond drilling program of 3,700 meters was designed to test targets at and near the Pokukrom deposits. The program which commenced in late 2021 with the drilling of two holes totaling 383 meters at the Pokukrom West deposit, one of which discovered a down-plunge extension to the Pokukrom West mineralization with 3.19 g/t gold over 12 meters including 6.85 g/t gold over 3 meters. Refer to Pelangio's November 16, 2021 news release.

In 2023 the planned diamond drilling program focused at the Pokukrom deposits was continued with seven holes drilled for a total of 1,039.5 meters. Three holes were drilled at the Pokukrom West deposit with two of the holes testing for a northern extension to the deposit above hole DD21-002 returning negligible results and one hole drilled to test for an extension to the higher-grade oxide mineralization returning 1.88 g/t gold over 13 meters including 4.01 g/t gold over 4 meters. The mineralization remains open to the south and down-plunge to the north and will be tested further in future drill programs. Four holes were drilled at the Pokukrom East deposit. Two holes tested a soil anomaly on the western flank of the deposit and did not return significant gold values. Two additional holes were drilled at the shallow southern end of the deposit with one hole returning weak results and the second hole assaying 0.71 g/t gold over 20 meters plus 1.66 g/t gold over 7 meters, including a 1 meter interval that assayed 8.43 g/t gold. Continued resource extensional drilling around the Pokukrom deposits is warranted. A 7,000+ meter exploration air-core drilling program is also planned to test numerous prospective targets for additional discoveries beyond the known resource areas and will be considered once sufficient exploration funding is in hand.

RECENT ACTIVITY

Given the substantial increase in the price of gold since the Manfo gold resource was drilled a decade ago (>100%), Pelangio has been exploring options to fast-track development of the Manfo project to take advantage of current high prices. In August of 2024 Pelangio entered into an agreement with MFD Investment Holdings SA allowing MFD to earn a 10% interest in the Manfo project by completing a Preliminary Economic Assessment (PEA) and invest up to $1 million in developmental expenditures by March 1st, 2026. Upon fulfilling these obligations, or achieving a first gold pour by December 2027, MFD will acquire a 10% interest in the Manfo Project. On that back of that agreement, Pelangio commenced in Q4 of 2024 an update to the Mineral Resource Estimation for Manfo to take into account the higher gold price. The mineral resource update is ongoing and is expected to be completed in Q2 of 2025.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


On February 24, 2025, Pelangio entered into an agreement to acquire up to an $83\%$ interest in the Nkosuo Mining Lease contiguous to the southern end of the Manfo Project. The 30-year Nkosuo Mining Lease provides Pelangio with an additional 18 square kilometers of highly prospective geology hosting 4 kilometers strike of several extensions of Manfo's gold mineralized trends to the south. While historical work on the Nkosuo Project was limited, during 2004 to 2005 Ashanti Goldfields Corp. (now AngloGold Ashanti plc) exploration of the Manfo Project extended into the northern end of the current Nkosuo Project with 12 short reverse circulation ("RC") holes and 4 short trenches completed along 1.0 kilometers of the southwestern strike extension of Pelangio's Nfante West deposit which sits at the boundary of the two properties. Nearly all of the RC holes and trenches were mineralized, with the highlights including an RC hole returning 37 meters of $1.52\mathrm{g / t}$ Au situated 400 meters southwest of the Manfo property boundary plus a trench which assayed 37 meters of $5.60\mathrm{g / t}$ Au including 22 meters of $7.89\mathrm{g / t}$ Au (uncut) 1.0 kilometers into the Nkosuo Project southwest of Nfante West. Refer to the figure below.

The Nkosuo Lease is expected to add significant exploration potential which may result in a larger gold resource being defined over a combined Manfo-Nkosuo project.

EXPLORATION OUTLOOK

While considerable potential remains on the Manfo project for extensions to the current resources to be delineated through further resource expansion drilling and possibly new discoveries from yet to commence exploration drill testing of multiple compelling targets, the addition of the Nkosuo Mining Lease adds considerable exploration potential to the Manfo project with evidence from limited historical exploration work that it hosts mineralized extensions to Manfo's mineralized zones. Work will commence almost immediately on the ground with a planned high-resolution UAV aeromagnetic survey scheduled to commence in May of 2025 to be followed by programs of soil sampling, geological mapping and prospecting with the intention of defining multiple drill targets for testing later in the year.

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Map of the Manfo and Nkosuo Projects Illustrating the Interpreted Extensions of the Manfo Mineralized Trends Into Nkosuo

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


Pelangio Exploration Inc. – Management's Discussion and Analysis - December 31, 2024

OBUASI and DANKRAN PROPERTIES

The Obuasi property consists of the Kyereboso #2, Kyereboso #3, Meduma and Adokwae concessions. The Meduma concession, Adokwae concession, the Kyereboso #2, Kyereboso #3, and Subriso-Kokotro renewal applications are pending, and such renewals are not assured.

The Obuasi property was acquired pursuant to option agreements (the "Obuasi Agreements"), with two private Ghanaian Companies and is located contiguous with AngloGold Ashanti's giant Obuasi gold mine within the prolific 300 km long Ashanti Gold Belt in southwest Ghana, West Africa. The Company received a response dated February 10, 2025 from its application of legal search on mining concessions legally/beneficially held by Pelangio's Ghana subsidiaries from the Ghana Minerals Commission. The letter stated that the renewal for all of the above concessions are still pending however they are deemed to be in force and that the Commission was unaware of any pending or outstanding issues that would impede the extension of the term of the such renewals.

Pelangio now holds a 100% interest in the Obuasi Property (subject to the Government Interest as defined above, and subject to a 2% NSR retained by the Optionors). The Obuasi Agreements are available under Pelangio's profile on www.sedar.com.

Ghana Litigation

In 2009 the Company was named in an action involving one of the vendors of the Obuasi Property relating to such vendor's corporate history and founding shareholders and the ownership of the lands covered by the Kyereboso #2 and Kyereboso #3 prospecting licenses.

On July 11, 2023, the Company announced that it had entered into a settlement agreement drafted to resolve all outstanding litigation with respect to an action commenced in 2009 in the Ghana High Court involving the vendor of two of the four prospecting licenses comprising Pelangio's Obuasi property (the "Settlement Agreement"). The two prospecting licenses involved in the litigation were referenced as the Kyereboso 2 and the Kyereboso 3.

On July 21, 2023, the Ghana High Court issued a court judgment accepting the terms of the Settlement Agreement. The judgment now formally resolves the long outstanding legal claim against Pelangio.

Terms of Settlement

The Settlement Agreement provided that Pelangio would make five payments of US$20,000 and issue Pelangio common shares having an aggregate value of CA$50,000, in three tranches, subject to the approval of the share issuances by the Toronto Stock Exchange Venture ("TSXV"). These agreed terms did not constitute an admission of liability by any party and is not to be construed as an admission that any party engaged in any wrongful, tortious, or unlawful activity. At September 30, 2024, all terms of the Settlement Agreement have been satisfied.

TuNya Mineral Resources Ltd. ("TuNya") earn-in binding letter of intent

On July 31, 2023, Pelangio and TuNya announced an earn-in binding letter of intent giving TuNya the right to earn an 80% interest on the southern portion of two of the four licenses that comprise Pelangio's

Obuasi Property

Under the terms of the binding Letter of Intent, TuNya can earn an 80% interest in the TuNya Earn-In Property by undertaking a US$250,000 technical review of the Pelangio Main Property, completing 2,000 meters of drilling on the TuNya Earn-In Property, and paying Pelangio US$150,000 within 18


months of the effective date of the agreement. A joint venture Company will be formed once TuNya has acquired its 80% interest. However, Pelangio shall retain its 20% interest and shall not have an obligation to fund work on the TuNya Earn-In Property until a mineral resource of at least 100,000 ounces of gold has been defined in the Measured or Indicated category in accordance with Canadian National Instrument 43-101 (NI 43-101).

The binding Letter of Intent is subject to customary preliminary authorizations, including the valid issuance of a new Pelangio license covering only the TuNya Earn-In Property, receipt of approval of the TSX Venture Exchange and receipt of approval of the Minister of Lands and Natural Resources of the Republic of Ghana.

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Map of the Obuasi District Showing Pelangio's Obuasi Property and TuNya Earn-In Property

RECENT ACTIVITY

The TuNya Earn-In Property covers predominantly Tarkwaian stratigraphy, including the strike extension of TuNya's Kyereboso project located to the south. Pelangio will retain a 100% interest in the remainder of the Obuasi property ("Main Property"), including the strike extension of the Obuasi Mine stratigraphy ("Obuasi Targets") and the main Birimian-Tarkwaian contact ("NGA Targets") where Pelangio will focus its exploration efforts. Pelangio will review an exploration program for this area and look to raise capital to fund the program once it is well defined.

TuNya Mineral Resources technical review of Pelangio's Obuasi Main Property was commenced in October of 2023 with a desk top review of Pelangio's considerable exploration datasets plus a start on detailed field mapping over the western half of the property. Field mapping was completed in May of 2024 and a report was issued with recommendations that included the flying of a high-resolution UAV (drone) airborne magnetics survey over the principal area of interest identified in the western margin of the property covering the interpreted strike extension of the Obuasi mine host stratigraphy and mineralized trend. Here, a significant concentration of Pelangio's historical anomalous rock chip samples > 1 g/t Au occurs with much of the 8 kilometer long target untested by trenching and drilling.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


The UAV magnetics survey was flown by SEMS Exploration of Ghana on behalf of TuNya in December of 2024 and covered an area of 18 square kilometers with a total of 392 line-kilometers flown at 50-meter line spacing. The results, much higher resolution than the 200-meter spaced VTEM/Magnetic survey of 2007, provided a much clearer interpretation of the northeasterly extension of the mafic volcanics along which the Obuasi Mine deposits lie, with the interpreted Obuasi structure following the western flank of this magnetic high and extending into the principal target area of Pelangio's Obuasi project. Subsequent to the UAV magnetics survey and subsequent to the Q4 2024 Quarter a program of pitting and sampling was designed to evaluate the target area and was commenced by TuNya in January of 2025 and is ongoing. Results from this work are expected next quarter.

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Map of the UAV Magnetics Survey flown by TuNya and Planned Pitting Program

DANKRAN PROPERTY

In November 2020, Pelangio entered into an option agreement with BNT Resources Ghana Ltd., ("BNT") to acquire a $100\%$ interest in the Subriso-Kokotro concession ("Dankran property") for consideration of cash and the issuance of shares, subject to the 'Government Interest' as defined above. The Dankran property covers an area of $34.65 \mathrm{~km}^2$ contiguous to the northeastern corner of Pelangio's Obuasi project extending over seven kilometers of strike of the world-class Ashanti Belt, one of the last remaining under-explored strike-extensive stretches of highly favourable Ashanti Belt geology. The Dankran property covers the same Birimian sedimentary and volcanic stratigraphy that hosts AngloGold Ashanti's 30-million-ounce Obuasi Mine located 25 kilometers to the southwest and is adjacent to the historical Obuom mine which in the 1930's produced 29,000 ounces at an average grade of $16 \mathrm{~g} / \mathrm{t}$ Au. Recent extensive small-scale artisanal mining activity evident around the old mine extends into the

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


Dankran property along geologically favourable horizons. Limited exploration to date on the property offers Pelangio an excellent opportunity for early discovery.

Terms of the Option Agreement

In order to acquire 100% interest in the Dankran property, Pelangio must pay to BNT Ghana an aggregate of $300,000, and issue 1,000,000 shares in accordance with the schedule below. As at the date of the MD&A the Company has satisfied all of the cash payments and share issuances as required in the option agreement. On April 1, 2023, the Company granted a 2% NSR to BNT which has now completely satisfied the option agreement and Pelangio is the 100% owner of the Dankran property.

Dankran Historical Exploration

Following the signing of the option agreement on Dankran in late 2020, a soil sampling campaign was undertaken which by April of 2021 delineated several strong Au in soil anomalies along and near to the principal Obuasi-Obuom sedimentary-volcanic contact. A maiden exploration Reverse Circulation drilling program was conducted in May and June of 2021 to test several of the anomalies with 36 shallow holes drilled for a total of 2,491 meters. The drilling program was successful in identifying possibly several zones of mineralization along approximately 2.5 kilometers of strike with drill highlights including 0.47 g/t Au over 10 meters, 6.07 g/t Au over 2 meters plus 14.17 g/t over 3 meters (uncut) including 39.20 g/t Au over 1 meter.

Outlook for the Dankran Property

The exploration drilling program conducted at Dankran was relatively cursory being wide-spaced and shallow depth. Given the encouraging results, further drilling of the principal target is warranted. Continued drill testing will include infill reverse circulation drill fences to better evaluate potential along the 2.5-kilometer-long target area plus diamond drilling to probe the stronger mineralization at depth and provide geological and structural data to assist further drill targeting. Refer to the following figure.

With Pelangio's exploration priorities in Ghana currently being the Manfo and Obuasi Projects, the Company does not intend to conduct any significant field work or drilling programs on the Dankran property over the near term.

CANADIAN PROPERTIES

All the properties in which Pelangio owns a 100% interest are in good standing or have sufficient work credits to be maintained for a minimum of one year, except the Hailstone and Kenogaming properties. All leased and patented properties are in good standing through payment of taxes, and we are completing any necessary work commitments on any properties that are under option to Pelangio.

MANN PROPERTY, TIMMINS, ONTARIO

Pelangio's 100% owned Mann project has come to the forefront with recent nearby discoveries by Canada Nickel Company. Canada Nickel is advancing their 2 billion tonne Crawford nickel project and aggressively exploring multiple properties in the district. Pelangio's Mann Property is located in Mann Township 50 km northeast of the City of Timmins and covers an area of approximately 2 km². The twelve patented claims (mining and surface rights) cover a portion of a large ultramafic intrusive complex that is prospective for nickel, copper, cobalt, chromium, PGE's and gold, and lies between adjacent to several nickel discoveries recently made by Canada Nickel Company. The Mann patents cover historical airborne electromagnetic anomalies that experienced limited shallow drill testing by Inco during 1948 to 1951 and returned significant nickel values over narrow widths.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


Canada Nickel drilled eight holes in May to July of 2023 on their Mann West prospect testing 2.7 km of strike with each hole returning multi-hundred-meter-wide intersections of "strongly serpentinized peridotite, dunite and pyroxenite with fine mineralization throughout". Canada Nickel reported assays from five of the eight holes drilled, all mineralized with significant nickel, platinum and palladium values returning up to 348.5 meters of 0.23% Ni and 0.04 g/t Pt+Pd including 33 meters of 0.31% Ni and 0.057 g/t Pt+Pd plus 28.9 meters of 0.52 g/t Pt+Pd (reported August 22, 2023). Canada Nickel's Mann West drill holes are located 2.2 km from Pelangio's Mann property boundary. In March of 2024, Canada Nickel announced another major new discovery in the area with up to 373 meters of 0.24% Ni returned from their Newmarket Property with the discovery drill holes located 13 kilometers south-southeast of Pelangio's Mann property (reported March 18, 2024). Canada Nickel has continued drilling at Mann West with 40 holes drilled to date. A number of strong drilling intercepts were released on October 31, 2024, including 277.5 meters of 0.48% Ni, 369.0 meters of 0.38% Ni and 321.0 meters of 0.36% nickel. Canada Nickel has also begun drilling out their Mann North and Central targets with drilling at Mann Central returning up to 543 meters of 0.24% Ni and including an intercept of 209.0 meters of 0.20% Ni only 200 meters north of Pelangio's patents' northern boundary. Canada Nickel continue to drill and release impressive results from their Mann Township prospects including some of their highest-grade nickel intercepts to date and plan to release an initial resource estimation by "mid-2025". Refer to the figure below.

Pelangio is currently considering exploration programs to evaluate the potential of the Mann property.

img-5.jpeg
Location of the Mann Patents with respect to Canada Nickel's Mann Township Discoveries

GRENFELL PROPERTY, KIRKLAND LAKE, ONTARIO

On August 19, 2022, the Company entered into an earn-in agreement ("Earn-In") with Record Gold Corp. ("Record Gold"), a privately held mineral exploration company, on the Grenfell gold project, located in Grenfell Township, near Kirkland Lake, Ontario, approximately 10 km northwest of the Macassa Mine, one of the highest gold grade mines in the world.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


The earn-in agreement provides that Record Gold may acquire up to an 80% interest in the Grenfell project by incurring $2,000,000 in exploration expenditures and making $60,000 in cash option payments to Pelangio over a period of five years according to the following schedule:

Cash Payments Exploration Expenditures Year
$60,000 $250,000 On or before August 19, 2024
$500,000 On or before August 19, 2025
$750,000 On or before August 19, 2026
$500,000 On or before August 19, 2027

Record Gold was unable to complete the work as outlined and in December confirmed that the option had expired.

Grenfell Property Overview:

The 100% owned Grenfell property is located in Grenfell Township approximately 10km northwest of the Town of Kirkland Lake, Ontario. It is comprised of a series of contiguous mining leases and mining claims covering about 6.7km². The property has been worked sporadically on and off since the early 1930's. The majority of work on the property took place in the 1930's to early 1940's when bulk sampling of some high-grade gold veins occurred in conjunction with diamond drilling, shaft sinking and substantial lateral development on two underground levels. With renewed interest in the property a series of surface exploration programs were conducted from the early 1980's to about 2013. More recent exploration work and re-evaluation of historical work has resulted in new zones of gold mineralization and recommendations for further exploration on known historical zones from the 1930-1940 era. Pelangio conducted two diamond drilling programs on the property in 2020 and 2021 with notable drilling intercepts of 1.32 g/t gold over 26.00 meters including 314 g/t gold over 1.74 meters (uncut) and 10.95 g/t gold over 3.00 meters including 23.40 g/t gold over 1.00 meters.

GOWAN POLYMETALLIC PROPERTY, TIMMINS, ONTARIO

The Gowan Property is a 2.6 km² property located in Gowan Township approximately 27 kilometers northeast of the City of Timmins and approximately 20 km southeast of Glencore's Kidd Creek Mine. The Kidd Creek Mine is a copper zinc Volcanogenic Massive Sulfide ("VMS") deposit hosted in a felsic volcanic suite of rocks. The Gowan Property hosts a historical VMS intercept in a geological environment possibly similar to that found at the Kidd Creek Mine.

During the first quarter of 2022, Pelangio entered into an earn-in letter agreement with 11530313 Canada Inc. ("Privco") on its Gowan Project. Pursuant to the earn-in agreement between Pelangio and Privco, Privco may earn an initial 25% interest in the Gowan Project by paying Pelangio a total of $400,000 in cash, incurring $600,000 in exploration expenditures in accordance with the following schedule:

Cash Payments Exploration Expenditures Year
$400,000 On the Closing Date (Received)
$600,000 On or before July 1, 2023

Upon completion of the 25% earn-in, Privco has the right to earn a further 25% interest (for a total interest of 50%) in the Gowan Project by paying $100,000 on or before July 1, 2023 and incurring an additional $900,000 in exploration expenditures on or before July 1, 2024. As at December 31, 2023,

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


the Company has not received the additional $100,000 option payment. The Company has not yet received confirmation that the exploration expenditure requirement was met.

Cash Payments Exploration Expenditures Year
$100,000 On or before July 1, 2023
$900,000 On or before July 1, 2024

On July 1, 2023, Privco failed to make the required $100,000 option payment and as a result, was in default of the earn-in agreement.

BIRCH LAKE PROPERTY, RED LAKE DISTRICT, ONTARIO

The Company owns a 100% interest in a total land package of 3,400 hectares (34 km²) in the Keigat Lake area, approximately 120 km northeast of Red Lake, Ontario. The original 453-hectare property is subject to an underlying agreement whereby Newmont retains a 2% NSR on 28 of the historical claims. All other claims are not subject to any royalty. There are currently no obligations to Newmont other than payment of the royalty on production.

In October 2021, Pelangio entered into an earn-in agreement with a well-financed, strategic partner, First Mining Gold Corp. ("First Mining") and Gold Canyon Resources Inc. ("Gold Canyon"), a wholly-owned subsidiary of First Mining, on Pelangio's Birch Lake and Birch Lake West properties (together, the "Birch Lake Project"). The Birch Lake Project is adjacent to First Mining's Springpole Gold Project (see map below), which hosts the 3.8 million ounce Springpole gold deposit located 3 kilometers to the south.

Agreement Terms:

An agreement was first signed in October 2021 with First Mining and subsidiary Gold Canyon to earn into Pelangio's Birch Lake properties whereby Gold Canyon may earn an initial 51% interest in the Birch Lake Project by paying Pelangio a total of $350,000 in cash, issuing to Pelangio 1,300,000 First Mining shares and completing $1,750,000 in exploration expenditures over a four year period. The first year obligations of the agreement were fulfilled by Gold Canyon, however prior to the second anniversary of October 4, 2023, First Mining approached Pelangio to request reasonable modifications to the agreement to accommodate for the industry-wide reductions to available exploration capital plus challenges to their drilling programs on Birch Lake due to milder winters and thin ice. Following discussions, Pelangio and First Mining mutually agreed to an updated earn-in agreement, as below, which grants Gold Canyon and First Mining additional time to earn-in to 51% of the Birch Lake Project. Compared to the original agreement, the amended agreement gives Pelangio less cash ($220,000 over 7 years vs. $350,000 over 4 years), more shares of First Mining (1,600,000 shares over 7 years vs. 1,300,000 shares over 4 years) plus a marginally smaller work commitment ($1,500,000 within 7 years vs. $1,750,000 within 4 years). Pelangio believes it is in its best interests to accommodate First Mining who have demonstrated themselves as a good partner for the advancement of the Birch Lake properties.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


Cash Payments Share Issuances Exploration Expenditures Year
$50,000 250,000 On October 4, 2021, the Closing Date – (cash & shares received)
$50,000 250,000 On October 4, 2022 – (cash & shares received) Exploration Expenditures extended to on or before the Second Anniversary of the Closing Date.
$10,000 250,000 On or before October 4, 2023 – (cash & shares received)
$10,000 250,000 On or before October 4, 2024 – (cash & shares received)
$25,000 500,000 On or before October 4, 2025
$25,000 200,000 Minimum $500,000 On or before October 4, 2026
$25,000 200,000 On or before October 4, 2027
$25,000 200,000 Minimum $1,500,000 On or before October 4, 2028

Upon completion of the 51% earn-in, Gold Canyon and First Mining have the right to earn a further 29% interest (for a total interest of 80%) in the Birch Lake Project for a period of up to two years from the date of the exercise of the 51% earn-in right (the "Second Earn-In Period"), which remains in effect as stated in the original agreement from 2021. In order to earn the additional 29%, Gold Canyon or First Mining shall complete, within the Second Earn-In Period, a further $1,750,000 in exploration expenditures and either pay Pelangio $400,000 in cash or issue to Pelangio such number of shares of First Mining equal to $400,000 divided by the market price of First Mining shares on the day immediately prior to the date of issuance. Gold Canyon and Pelangio shall form a 51%/49% joint venture with respect to the Birch Lake Project if the 51% earn-in is completed and the second earn-in is not completed. If the second earn-in is completed, Gold Canyon and Pelangio shall form an 80%/20% joint venture with respect to the Birch Lake Project.

In 2022 First Mining commenced a planned multi-year district-scale exploration program over properties in the Birch-Uchi Greenstone Belt, including over the optioned Birch Lake property. A high resolution magnetic and SkyTEM electromagnetic airborne survey has been completed, and considerable soil and rock geochemical surveys were conducted across the district during the 2022 and 2023 field seasons with numerous samples obtained from the Birch Lake properties. Assays results from sampling on the Birch Lake Project were in line with historical results and filled in several gaps in the property sample coverage. Multiple priority drill targets have been developed across the district, including on the Birch Lake property, and drilling commenced in the winter of 2022-2023. First Mining successfully completed one drill hole on Birch Lake approximately 4 kilometers to the northwest of High-Grade Island for which assay results were not released publicly, however poor ice conditions prevented two additional planned holes from being drilled. First Mining has informed Pelangio that they intend to conduct additional drilling on the Birch Lake properties with the timing dependent upon rankings of other targets developed from their ongoing work across the district, plus ice conditions, permitting and availability of exploration capital.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


Belonging to the World

Birch Lake Property Map

img-6.jpeg

ADDITIONAL CANADIAN PROPERTIES

  • Poirier Gold Property, Timmins Gold Camp

Pelangio owns 100% of the Poirier Gold Property Lease (47.34 hectares) located in Bristol Township, 22km west of Timmins, contiguous with Pan American Silver Corp.'s (previously Tahoe Resources Inc.) Timmins and Thunder Creek deposits (collectively, the Timmins West Mine). The property is subject to a 1% NSR (which may be purchased for $1 million) payable to the vendors and a further 1% NSR payable to a third party.

  • Seeley Property, Hemlo Area

Pelangio owns 100% of the 307.6 hectares Seeley (Lorna Lake) property and there is no underlying royalty. The Seeley property is located in the historic Hemlo area and is contiguous with Hemlo Explorers Wire Lake Property which is now under option to Barrick Gold who are currently active on the property. The Hemlo area is again becoming one of the more active exploration regions in Ontario. No activity is currently planned.

  • Thunder Gold, Timmins Gold Camp

Pelangio owns a 100% interest in the Thunder Gold property located 20 kilometers west of Timmins, Ontario. It consists of one lease (48.5 hectares), which was converted from three claims in 2010 and is subject to an underlying royalty of 2% and $1,000 per year advance royalty to the vendors.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


  • Black Township, Timmins Gold Camp
    Pelangio owns a 100% interest in the Black Township property located 100km east of Timmins, Ontario. The property consists of two mineral leases acquired in 2010. The property has no underlying royalty. The leases cover a historical gold occurrence.

  • Hailstone Property, La Ronge, Saskatchewan
    In 2019, Pelangio entered in an option agreement to acquire the Hailstone Gold Property in the La Ronge area of Saskatchewan from First Geolas Consulting. In 2021, Pelangio completed the option agreement and now holds a 90% interest in the project subject with First Geolas holding a 10% interest and a 1.5% Net Smelter Royalty. The property is comprised of certain mineral claims located approximately 100 kilometers northeast of La Ronge, Saskatchewan, and is flanked by several small but high-grade historical gold mines in geological environments similar to that found at the Hailstone Property.

  • Kenogaming Property, Timmins, Ontario
    Pelangio purchased a 100% interest in the Kenogaming Project by granting DSB Capital Corp. ("DSB") a 1% net smelter return royalty and issuing to DSB 350,000 common shares in the capital of Pelangio. With Pelangio's focus solely on Ghana, the Kenogaming property was sold to GFG Resources Inc. in March of 2025; its Penn Gold Project surrounds the Kenogaming claims.

  • HIGHLIGHTS OF 2024 AND SUBSEQUENT EVENTS

  • Between March 28, 2024 and April 16, 2024, the Company completed a non-brokered private placement, with the issuance of 33,333,333 units, priced at $0.015 per unit ("March Units"), for gross proceeds of $500,000 (the "March Offering"). Each March Unit is comprised of one common share of Pelangio and one warrant to purchase one Pelangio common share, at a price of $0.05 per common share, until March 28, or April 16, 2029. The Company paid a finders' fee of $22,500 in cash and issued 1,500,000 finders' warrants. The finders' warrants have the same terms as the March Unit warrants.

  • On July 4, 2024, the Board announced the appointment of Mr. Kamar Jones as the Company's newest director. Mr. Jones is a seasoned executive who has been involved in multiple turnaround mining projects. He has extensive experience in capital markets and mining consulting. The Board also extended its gratitude for the contribution made by Mr. Albert Gourley, who was stepping down from the Board.

  • In July 2024, the Company issued 1,500,000 common shares at a deemed per-share price of $0.02, as part of the Obuasi legal settlement. The Company also made the fifth (final) US$20,000 installment payment.

  • On August 26, 2024 the Company granted MFD Investment Holding ("MFD") the right to earn a 10% interest in the Manfo Project subject to TSXV approval by completing a Preliminary Economic Assessment ("OEA") and investing $1,000,000 in development expenditures or achieving a first gold pour by December 2027. The agreement contemplates the issuance of bonus shares based on results of the next mineral resource estimate. ("MRE"). The agreement was amended on March 27, 2025 to eliminate the provision regarding bonus shares.

  • On or about October 10, 2024, the Company received a total of $10,000 cash and 250,000 common shares of First Mining pursuant to an Option agreement dated October 4, 2021 related to the Birch Like Project.

Pelangio Exploration Inc. – Management's Discussion and Analysis - December 31, 2024


  • In October 2024, the Company completed a non-brokered private placement, with the issuance of 16,000,000 units, priced at $0.025 per unit ("October Units"), for gross proceeds of $400,000 (the "October Offering"). Each October Unit is comprised of one common share of Pelangio and one warrant to purchase one Pelangio common share, at a price of $0.05 per common share until October 2027. The October Units are subject to the standard hold period of four months and one day.

  • Obuasi exploration – In December of 2024 Tunya completed an 18 square kilometer UAV aeromagnetics survey covering the strike extension of the Obuasi mineralized trend onto the western side of Pelangio’s Obuasi property that more convincingly illustrates the strike extension of the Obuasi Mine stratigraphy and interpreted mineralized structure into Pelangio’s Obuasi project. A program of pitting and sampling to evaluate the target was commenced by TuNya in January of 2025 and is ongoing. This ongoing work at the Obuasi concession is in support of TuNya Mineral Resource Ltd.’s $250,000 technical study which is part of their earn-in agreement. See Section 4 – Technical Disclosure.

  • On February 24, 2025 the Company announced that it had entered into a strategic agreement granting Pelangio the right to acquire up to an 83% interest in the neighbouring Nkosuo Project. See Section 4 – Technical Disclosure.

  • On February 28, 2025, the Board granted 1,500,000 stock options to purchase common shares of the Company to certain directors, officers, employees and consultants at a price of $0.06 with a 10-year term.

  • On February 28, 2025, Jones & O’Connell were appointed as the Company’s auditors.

  • On March 11, 2025, the Kenogaming Property was sold to GFG Resources Inc. for $4,500 and the retention of the 3% Net Smelter Royalty subject to a 2% buyout for $2,000,000.

  • On March 29, 2025 the Company completed a non-brokered private placement with the issuance of 25,000,000 units priced at $0.04, for gross proceeds of $1,000,000 (the March Offering"). Each Unit is comprised of one common share and a common share purchase warrant to purchase one common share of Pelangio until three years after closing, at a price of $0.05. Terms and conditions of the financing include a provision at the option of the Company to accelerate the expiry of the warrants. See Section 9 – Capital Resources and Liquidity.

Pelangio Exploration Inc. – Management’s Discussion and Analysis - December 31, 2024


6. SELECTED PERIOD INFORMATION

The following table provides selected financial information and should be read in conjunction with the Company's Interim Financial Statements:

As at December 31, 2024 December 31, 2023 December 31, 2022
Total assets $442,980 $497,437 $1,027,779
Total liabilities 921,380 1,129,847 647,123
Accumulated deficit (61,885,214) (62,215,224) (61,388,857)
For the year months ended
Net loss for the period $755,514 $1,387,793 $1,361,847
Net loss per share $0.00 $0.01 $0.02
Weighted average shares issued and outstanding 146,457,297 118,839,615 85,177,472

7. SELECTED QUARTERLY INFORMATION

For the three months ended
2024
Dec. 31 Sep. 30 Jun. 30 Mar. 31
Net loss $119,842 $293,834 $256,272 $161,660
Net loss per share $0.00 $0.00 $0.00 $0.00
E&E Expenditures $9,865 $18,143 $162,643 $20,111
For the three months ended
--- --- --- --- ---
2023
Dec. 31 Sep. 30 Jun. 30 Mar. 31
Net loss $447,877 $365,906 $334,412 $288,222
Net loss per share $0.00 $0.00 $0.00 $0.00
E&E Expenditures $242,602 $21,025 $478,534 $16,207

Pelangio does not have any interests in producing mineral properties. The Company's only sources of revenue are from interest earned on cash, gains on marketable securities and mineral properties option income. Expenditures are made in the normal course of business on the evaluation, acquisition and exploration of mineral properties and on general and administrative costs associated with maintaining a public company.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


8. RESULTS OF OPERATIONS

Year ended December 31, 2024

The following table outlines the material increases (decreases) experienced by the Company in the years ended December 31, 2024 and 2023.

December 31,
2024 2023 Increase (Decrease)
$ $ $
Exploration and evaluation expenses 210,762 758,368 (547,606)
Obuasi legal settlement 182,068 (182,068)
Professional and consulting fees 221,633 353,679 (132,046)
Office and general 125,320 96,386 28,934
Investor relations and business development 53,775 23,703 30,072
Regulatory and transfer agent fees 45,487 31,543 13,944
Foreign taxes and penalties 68,804 68,804
Share-based payments 3,946 24,547 (20,601)
Expense recovery (306,465) (306,465)
Unrealized (gain) loss on investments (10,788) 116,767 (127,555)
Other (income) expense (10,000) 182,068 (192,068)
  • The decrease in spending for E&E ($210,762 versus $758,368) year-over-year is principally due to the completion of a drill program in 2023. In 2024 Management was focused on the review of the 2023 drill results with the goal of planning a follow-up program for 2025. In order to advance exploration, the Company raised more capital and on April 16, 2025 the Company completed a non-brokered private placement for gross proceeds of $1,000,000. See Liquidity and Capital Resources. Management attributes this financial success to the implementation of an enhancing market awareness program in 2024 that included more focus on financial markets in North America and Europe. See IR costs below.
  • The Obuasi litigation was settled with cash payments and the issuance of 2,000,000 common shares.
  • During Q3/2023, the Company changed CFOs (with some overlap) and retained a professional corporate secretarial service. These measures resulted in higher costs for professional and consulting fees. In the mode of streamlining costs and conserving cash in 2024, Management reduced staffing for CFO and Corporate Secretary services. Additionally, higher legal fees were incurred to address ongoing and potential litigation claims in the prior year period. These measures resulted in a significant decrease (37%) in professional and consulting fees in 2024, year-over-year.
  • Office and general costs increased by $28,934, primarily due extensive travel costs to Ghana and Europe and improvements to the website and use of analytics to track market movements.
  • During 2024 Management implemented an enhanced market awareness plan. Steps were taken including the engagement of strategic consultants to make introductions to prospective new investors and attending several conferences to take advantage of industry-based networking opportunities. Travel costs and consulting fees resulted in an increase of $30,072 (127%) in IR spending.
  • Regulatory and transfer agent fees increased by $13,944, or 44% due to the costly TSX fees for private placements and other file reviews as well as the costs of having the required AGM.
  • Upon completion of an audit conducted by the Ghana Revenue Agency in 2023, the Company was assessed to pay a total of $68,804 including penalties and taxes of $22,215, and certain mediation costs to a local accounting firm. Management believes this matter to be settled.
  • Share-based payments decreased by $20,601 compared to the same period in 2023. There were no new stock options granted in 2023 and 2024 and the $3,946 incurred this year is the final vesting charge for options granted in 2022.
  • Expense recovery of $306,465 was comprised of successful resubmissions for refunds of HST and a write-down of historic legal fees that were forgiven. No similar events occurred in the same period in 2024.
  • Other – compensation remained relatively stable year over year. Pelangio still owes $112,500 to Ms. Hibbard for accrued management fees. During Q1, the Company repaid the CEBA loan which resulted in recording $10,000 as Other Income for the government’s 25% debt forgiveness provision.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


  • Other income/expense is a catch-all for one-time transactions. During 2023 the Company was able to settle long-standing Obuasi lawsuit and in 2024 the Company repaid a CEBA loan originally incurred in 2020. Pursuant to a general provision the by repaying the debt by the deadline resulted in a forgiveness of 25% or $10,000.
  • Marketable securities are revalued at the end of each reporting period. During 2024 the Company sold some securities and received more public shares of Record Resources.

The following table outlines the material increases (decreases) experienced by the Company in the three months ended December 31, 2024 and 2023:

December 31,
2024 $ 2023 $ Increase (Decrease) $
Exploration and evaluation expenses 9,865 242,602 (178,902)
Professional and consulting fees 74,278 63,905 10,873
Share-based payments (38,894) (38,894)
Investor relations and business development 10,381 5,286 5,095
  • In general, see the above discussion points related to certain spending comparatives, by year.
  • Professional and consulting fees increased due to some overlapping of accounting expenses for the transition period related to changing CFOs.
  • Share-based payments: at year end an adjustment was recorded for the recalculation of SBC using different assumptions while employing the residual method of estimating option grants expense.
  • For a discussion on the significant increase in IR and business development costs, see analysis above.
  • Management attended several conferences and one-on-one events in Q4. This accounts for the $5,095 increase in business development spending in Q4. Year-over-year.
  • Fluctuations in foreign exchange occur a result of several factors which are typically beyond the control of Management. The Company has no hedging policy and buys US dollars and Ghana Cedis, as needed at spot rates.

9. CAPITAL RESOURCES AND LIQUIDITY

On January 11, 2024, the Company made the required $30,000 repayment of the CEBA loan in order to qualify for the $10,000 debt forgiveness by the Government of Canada.

On February 28, 2024, certain directors of the Company loaned an aggregate of $60,000 to Pelangio to cover short-term cash needs. The loan was repaid in April 2024, together with $996 accrued interest. In March 2024, the Company paid the full GHS415,959 (CAD$50,000) owing to the GRA.

On March 28, 2024, the Company completed the first tranche of the March Offering with the issuance of 7,566,666 units at a price of $0.015 per unit for gross proceeds of $113,500. Each March Unit is comprised of one common share and one common share purchase warrant. Each March Warrant entitles the holder thereof to purchase one common share of the Company at a price of $0.05 per common share until March 28, 2029. The Company paid a finder's fee of $500 in cash and issued 33,333 finders' warrants. The finders' warrants have the same terms as the March Warrants. Certain insiders of the Company participated in the March Offering, for an aggregate total of $85,500.

On April 16, 2024 the Company closed the second and final tranche of the March Offering, with the issuance of 25,766,666 March Units, priced at $0.015 per Unit for gross proceeds $386,500. The March Warrants expire April 16, 2029. The Company paid a finder's fee of $22,500 in cash and issued 1,500,000 finders' warrants. The finders' warrants have the same terms as the March Unit warrants.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


In October 2024, the Company issued 16,000,000 units ("October Units") for gross proceeds of $400,000. See section 5 – Highlights of 2024 and Subsequent events.

On or about October 10, 2024, the Company received option payments totaling $10,000 cash and 250,000 common shares of First Mining, pursuant to an Option agreement dated October 4, 2021 related to the Birch Like Project.

On October 10, 2024, in connection with the October Offering, the Company issued 11,200,000 warrants (the "October Warrants"). Each October Warrant entitles the holder thereof to purchase one common share of the Company at a price of $0.05, until October 10, 2027. The Company estimated the fair value of the October warrants to be $56,000 using the residual method of valuation.

On October 17, 2024, in connection with the October Offering, the Company issued 4,800,000 October Warrants. Each warrant in this second tranche entitles the holder thereof to purchase one common share of the Company at a price of $0.05 per common share until October 17, 2027. The Company estimated the fair value of the October warrants to be $nil using the residual method of valuation.

During the year ended December 31, 2024 a total of 28,113,903 common share purchase warrants expired unexercised.

On March 29, 2025 the Company completed a non-brokered private placement of 25,000,000 units (the "March Units") of the Company at a price of $0.04 per Unit for gross proceeds of $1,000,000 (the "March Offering"). Each Unit consists of one common share of the Company (a "Share") and one Common Share purchase warrant ("March Warrant"). Each March Warrant entitles the holder to purchase one Common Share for a period of 36 months from the date of the issue of the Warrants at an exercise price of $0.05 per Warrant Share. No finder's fees were payable in relation to this private placement. All securities issued in this closing of the March Offering are subject to statutory four-month hold periods expiring four months after the date of issuance. The Private Placement remains subject to obtaining final approval of the TSX Venture Exchange.

The Company intends to use the gross proceeds for working capital, including exploration, metallurgical work and land maintenance costs, up to 10% for settling non-arm's length payables, as well as for general corporate purposes.

LIQUIDITY

Pelangio's activities consist of the exploration and evaluation of our various properties, a process that is ongoing, and is dependent on many factors, some of which are beyond the Company's control. Pelangio does not generate any cash flows from operations and therefore relies on equity financings and shareholder loans to fund the Company's working capital requirements, planned exploration, and permitting activities. Management maintains a policy of reviewing working capital requirements monthly and is mindful of the Company's property and administrative commitments.

EXPLORATION AND EVALUATION ACTIVITIES

Total exploration and evaluation expenditures ("E&E") for years ended December 31, 2024 and 2023 $210,762 (2023 - $758,368). As at December 31, 2024, total E&E included $8,436 (December 31, 2023 - $2,493) of evaluation expenditures related to the review of potential properties on which the Company does not have an ownership interest.

See Annual Financial Statements - note 7 – Exploration and evaluation expenditures.

Pelangio Exploration Inc. – Management's Discussion and Analysis - December 31, 2024


Pelangio Exploration Inc. – Management's Discussion and Analysis - December 31, 2024

WORKING CAPITAL

As at December 31, 2024, Pelangio had a working capital deficit of $478,400 compared to a working capital deficit of $632,410 at December 31, 2023.

CAPITAL RESOURCES

Management continues to closely monitor the Company's working capital position and 12-month budget outlook considering current market conditions and the financing environment. As currently budgeted, we are likely to have a working capital deficit during the next twelve months unless further capital is raised during that period. The current budget offers significant flexibility to adjust exploration and general expenditures.

Management is planning to meet Pelangio's financial obligations in the future, primarily through a) further equity and/or debt financing, b) joint venturing or c) optioning out the Company's property interests. Although the Company has been successful in raising sufficient capital for its exploration and general corporate expenditures in the past, there is no assurance that Management will be successful in the future. Failure to raise additional capital on a timely basis could result in suspended exploration and potentially the forfeiture or sale of the Company's mineral property interests.

10. OFF-BALANCE SHEET ARRANGEMENTS AND PROPOSED TRANSACTIONS

Pelangio has not entered into any off-balance sheet arrangements and has no proposed transactions.

11. RELATED PARTY TRANSACTIONS AND KEY MANAGEMENT COMPENSATION

Effective September 1, 2024, the Company engaged Grove Corporate Services Ltd. ("Grove") to provide issuer corporate services, including those provided by the Chief Financial Officer ("CFO") (the "Services").

The following is the compensation recorded for Key Management, the aggregate of which was paid to individuals, a personal management company and Grove during the years ended December 31, 2023 and 2024:

Years ended December 31,
2024 2023
Management fees (1) $132,500 $120,123
Technical management fees (2) 68,023 19,775
Share-based compensation 3,946 24,547
$204,469 $203,308

(1) Includes the fees incurred for the CEO, two CFOs and Corporate Secretary.
(2) Includes the fees incurred for the Senior V.P. Exploration who invoices the Company through a personal management company. These costs are classified as exploration and evaluation expenditures on the statement of loss and comprehensive loss.

During the year December 31, 2024, an officer/director of the Company subscribed for a total of 5,700,000 March Units for gross proceeds of $85,500. See also Annual Financial Statements - note 8 – Share Capital for further details of the private placement.

25


Accounts payable and accrued liabilities at December 31, 2024 includes amounts owed to three officers in the aggregate $255,802 (December 31, 2023 - $218,669) for unpaid management fees and reimbursable expenses. These amounts are unsecured, non-interest bearing and have no fixed terms of repayment. See note 8 - Directors' loans.

12. SHARE CAPITAL ACTIVITY

Share-based compensation

The following table summarizes stock options outstanding at December 31, 2024:

Options Granted Exercise Price ($) Weighted Average Remaining Contractual Life - Years Options Exercisable Expiry Date
417,500 0.14 0.34 417,500 May 4, 2025
160,000 0.19 0.42 160,000 June 2, 2025
65,000 0.23 0.64 65,000 August 20, 2025
2,345,000 0.17 0.85 2,345,000 Nov. 5, 2025
1,650,000 0.12 1.65 1,650,000 August 24, 2026
250,000 0.10 2.33 250,000 April 28, 2027
1,370,000 0.05 2.67 1,370,000 August 31, 2027
6,257,500 0.13 1.47 6,257,500

Warrants

The following table reflects the Company's warrants outstanding at December 31, 2024:

Exercise Price Number of Warrants Outstanding Weighted Average Remaining Contractual Life in Years Expiry Date
$0.05 8,148,333 0.84 November 1, 2025
$0.05 16,872,667 0.96 December 16, 2025
$0.05 11,200,000 2.78 October 10, 2027
$0.05 4,800,000 2.80 October 17,2027
$0.05 7,210,000 3.75 September 27, 2028
$0.05 4,749,999 3.79 October 27, 2028
$0.05 7,599,999 4.24 March 28, 2029
$0.05 27,266,666 4.29 April 15, 2029
$0.05 87,847,664 3.01

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


Pelangio Exploration Inc. – Management's Discussion and Analysis - December 31, 2024

13. CRITICAL ACCOUNTING ESTIMATES

The presentation of financial statements in conformity with IFRS requires Management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reported period. Such estimates and assumptions affect the carrying value of assets, decisions as to when exploration costs should be capitalized or expensed and estimates for asset retirement obligations and reclamation costs. Other significant estimates made by the Company include factors affecting the valuations of share-based payments, warrants, and the valuation of tax accounts. Pelangio regularly reviews its estimates and assumptions. Actual results could differ from these estimates and these differences could be material.

14. CHANGES IN ACCOUNTING POLICIES

Certain pronouncements were issued by the IASB or the IFRIC that are mandatory for accounting periods commencing on or after January 1, 2024. Many are not applicable or do not have a significant impact to the Company and have been excluded.

A detailed summary of the Company's significant accounting policies is included in note 3 of the Annual Financial Statements.

15. RISKS AND UNCERTAINTIES

Risks Related to the Company's Business

The business of mining and exploring for minerals involves a high degree of risk and there can be no assurance that current exploration programs will result in profitable mining operations. The following risks and uncertainties may have a material adverse effect on the Company's operations.

Exploration for Minerals is Speculative in Nature

Exploration for minerals is speculative in nature, involves many risks, and is frequently unsuccessful. All of the properties in which we have an interest, or to which we have a right are in the exploration stage only and are without mineral reserves and mineral resources except the Manfo Property, which was the subject of the Manfo Initial Resource Evaluation filed on SEDAR June 21, 2013. There can be no assurance that our current, proposed, or future exploration and development programs or properties in which we have an interest or may in future have an interest will result in the discovery of mineralization or a profitable commercial mining operation. Furthermore, once mineralization is discovered, it may take several years in the initial phases of drilling until production is possible, during which time the economic feasibility of production may change. Substantial expenditures are required to establish proven and probable reserves through drilling, to determine the optimal metallurgical process to extract the metals from the ore and, in the case of new properties, to construct mining and processing facilities. The commercial viability of a mineral resource is dependent on a number of factors including the price of minerals, exchange rates, the particular attributes of the deposit, such as its size, grade and proximity to infrastructure, as well as other factors including financing costs, taxation, royalties, land tenure, land use, water use, power use, importing and exporting minerals and environmental protection. As a result of these uncertainties, no assurance can be given that our exploration programs will result in the establishment of mineral resources or mineral reserves.

As part of our business strategy, we have sought and will continue to seek new opportunities in the mining industry. In pursuit of such opportunities, we may fail to select appropriate acquisition targets or negotiate acceptable arrangements, including arrangements to finance acquisitions or integrate the acquired property into our operations. Acquisition transactions involve inherent risks, which risks could cause us not to realize the benefits anticipated to result from the acquisition of properties and could have a material adverse effect on our ability to grow and on our financial condition.


We cannot assure that we can complete any acquisition or business arrangement that we pursue, or are pursuing, on favourable terms, or that any acquisitions or business arrangements completed will ultimately benefit our business.

Foreign Operations

Nearly all mining projects require government approval regardless of the country. There can be no certainty that these approvals will be granted to us in a timely manner, or at all.

The laws in foreign countries tend to differ significantly from North America and are subject to change. Mining operations, development and exploration activities are generally subject to extensive laws and regulations governing prospecting, development, production, exports, taxes, labour standards, occupational health, waste disposal, environmental protection and remediation, protection of endangered and protected species, mine safety, toxic substances and other matters. Mining is also subject to potential risks and liabilities associated with pollution of the environment and the disposal of waste products occurring as a result of mineral exploration and production. The costs of discovering, evaluating, planning, designing, developing, constructing, operating and closing mines and other facilities in compliance with such laws and regulations are significant.

Acquisitions of properties in foreign countries are subject to the risks normally associated with conducting business in foreign countries. Some of these risks are more prevalent in countries which are less developed or have emerging economies, including uncertain political and economic environments, as well as risks of war, civil disturbances, terrorism or other risks which may limit or disrupt a project, restrict the movement of funds or result in the deprivation of contract rights or the taking of property by nationalization or appropriation without fair compensation, risk of adverse changes in laws or policies of particular countries, increases in foreign taxation, delays in obtaining or the inability to obtain necessary governmental permits, limitations on ownership and repatriation of earnings and foreign exchange controls and currency devaluations. In addition, we may face import and export regulations, including restrictions on the export of minerals, disadvantages of competing against companies from countries that are not subject to Canadian and U.S. laws, including foreign corrupt practices legislation, restrictions on the ability to pay dividends offshore, and risk of loss due to disease and other potential endemic health issues. Although we are not currently experiencing any significant or extraordinary problems arising from such risks in the foreign country in which we have properties, there can be no assurance that such problems will not arise in the future.

Litigation

A number of years ago, Pelangio was named as a co-defendant in an action commenced in the Ghana High Court involving the vendor of two of the three concessions comprising the Obuasi Property and relating to such vendor's corporate history and founding shareholders. No monetary consideration was claimed from Pelangio. The action is the subject of a pre-trial motion and has not yet proceeded to full trial. An interlocutory injunction has been granted preventing all parties from selling any interest in the property pending final determination of the matter. Pelangio has appealed the injunction. Pelangio has filed a complaint in the U.S.A against the Plaintiff in the above matter for Abuse of Process which was dismissed and Pelangio has appealed.

The litigation matters in the U.S.A. and Ghana were settled on July 11, 2023 with the Ghana High Court issuing a judgement approving the settlement on July 21, 2023. Refer to the Obuasi property section of this MD&A for more details.

Notwithstanding the foregoing, it can be time consuming and expensive to obtain a favourable resolution of such disputes in foreign jurisdictions and accordingly, disputes can have a materially adverse effect on our ability to advance our projects. Notwithstanding our assessment of the likely

Pelangio Exploration Inc. – Management's Discussion and Analysis - December 31, 2024
28


outcome and potential effect of current disputes, the outcome is not certain. Some such disputes are governed by the laws of jurisdictions where substantive and procedural laws may differ materially from those of Canada, and which favour a claimant. These and other factors make the litigation and dispute resolution process inherently unpredictable. Furthermore, defense and settlement costs can be substantial, even with respect to claims that have no merit. The outcome or resolution of legal proceedings and disputes, individually or in the aggregate, could be other than as expected and could have a material adverse effect on our financial position and results of operations.

Additional Capital

The exploration and development of our properties may require substantial additional financing. The source of future funds available to us is through the sale of additional equity capital or borrowing of funds. There is no assurance that such funding will be available to us. Furthermore, even if such financing is successfully completed, there can be no assurance that it will be obtained on terms favourable to us or will provide us with sufficient funds to meet our objectives, which may adversely affect our business and financial position. In addition, any future equity financings by us may result in substantial dilution for purchasers of our shares. Failure to obtain sufficient financing may result in delaying or indefinite postponement of exploration, development or production on any or all of our properties or even a loss of property interest. There can be no assurance that additional capital or other types of financing will be available if needed or that, if available, the terms of such financing will be favourable to us. Additional funds will be required for future exploration and development.

Shareholders' Interest in the Company May be Diluted in The Future

We may from time to time undertake offerings of Common Shares or of securities convertible into Common Shares including stock options and similar incentive plans in the future. The increase in the number of Common Shares issued and outstanding and the possibility of the issuance of Common Shares on conversion of convertible securities may have a depressive effect on the price of Common Shares. In addition, because of such additional Common Shares, the voting power of our existing shareholders will be diluted.

Limited Operating History

We have a limited operating history on which to base an evaluation of our business and prospects. Except for the Manfo Property, which was the subject of the Manfo Initial Resource Evaluation, our properties do not contain any mineral resources or mineral reserves and we have never had any revenues from our operations. In addition, our operating history has been restricted to the acquisition and exploration of our mineral properties. We anticipate that we will continue to incur operating costs without realizing any revenues during the period when we are exploring our properties. We expect to continue to incur significant losses into the foreseeable future. We recognize that if we are unable to generate significant revenues from mining operations and any dispositions of our properties, we will not be able to earn profits or continue operations. At this early stage of our operation, we also expect to face the risks, uncertainties, expenses, and difficulties frequently encountered by companies at the start-up stage of their business development. We cannot be sure that we will be successful in addressing these risks and uncertainties and our failure to do so could have a materially adverse effect on our financial condition. There is no history upon which to base any assumption as to the likelihood that we will prove successful, and we can provide investors with no assurance that we will generate any operating revenues or ever achieve profitable operations.

Competition

We operate in a competitive industry and compete with other more well-established companies which have greater financial resources than we do. We face strong competition from other mining companies in connection with exploration and the acquisition of properties producing, or capable of producing, base and precious metals. Many of these companies have greater financial resources, operational experience and technical capabilities than us. As a result of this competition, we may be

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


unable to maintain or acquire attractive mining properties on terms we consider acceptable or at all. Consequently, our revenues, operations and financial condition could be materially adversely affected.

Title to Mineral Properties

Title to our resource properties may be challenged by third parties, or the licenses that permit us to explore our properties may expire if we fail to timely renew them and pay the required fees. We cannot guarantee that the rights to explore our properties will not be revoked or altered to its detriment. The ownership and validity of mining claims and concessions are often uncertain and may be contested.

Except as described herein, we are not aware of challenges to the location or area of any of the mining concessions and mining claims in any of the jurisdictions in which we operate. There is no guarantee that title to the claims and concessions will not be challenged or impugned in the future. If we fail to pay the appropriate annual fees or fail to apply for license renewals on a timely basis, then these licenses may expire or be forfeited.

Key Employees and Consultants

Shareholders will be relying on the good faith, experience and judgment of our management and advisors in supervising and providing for the effective management of our business and the operations and in selecting and developing new investment and expansion opportunities. We may need to recruit additional qualified personnel to supplement existing management. We will be dependent on a relatively small number of key personnel, the loss of any one of whom could have an adverse effect on us.

The development of our business is and will continue to be dependent on its ability to attract and retain highly qualified management and mineral exploration personnel. The Company will face competition for personnel from other employers. The Company does not maintain key management insurance on any of its management personnel.

Conflict of Interest

Certain directors of the Company also serve as directors of other companies involved in natural resource exploration, development and production. Consequently, there exists the possibility that such directors will be in a position of conflict of interest. Any decision made by such directors involving such other companies are required to be made in accordance with the duties and obligations to act honestly and in good faith with the Company and such other companies. In addition, such directors are required to declare, and refrain from voting on, any matter in which such directors may have a material conflict of interest.

Permits

Other than as disclosed above, we currently have all required permits for operations as currently conducted, there is no assurance that delays will not occur in obtaining all necessary renewals of such permits for the existing operations or additional permits for our planned operations or any possible future changes to operations. Prior to any development on any of our properties, we must receive permits from appropriate governmental authorities. There can be no assurance that we will receive or continue to hold all permits necessary to develop or to commence or to continue operating at any particular property.

Currency Risk

By virtue of the location of our operations and exploration activities, we incur costs and expenses in a number of currencies other than the Canadian dollar. The exchange rates covering such currencies have varied substantially in the last three years. We raise capital through equity financings principally in Canadian dollars while much of our operating and capital costs are incurred in United States Dollars (USD) and Ghana Cedis (Gh¢), giving rise to potential significant foreign currency translation and

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


transaction exposure, which could have a material and adverse effect on the Company's results of operations and financial condition.

Price and Volume Fluctuations

In recent years, the securities markets have experienced an elevated level of price and volume volatility, and the market price of securities of many companies has experienced wide fluctuations which have not necessarily been related to the operating performance, underlying asset values or prospects of such companies. There can be no assurance that such fluctuations will not affect the price of our securities.

Risks Related to the Mining Industry Generally Mineral Prices

The ability to obtain equity financing, secure joint venture financing, or debt financing for the further exploration or development of any of the mining projects, and the profitability of any mineral mining operations in which we may acquire an interest, will be significantly affected by changes in the market price of minerals. Mineral prices fluctuate daily and are affected by numerous factors beyond our control. The level of interest rates, the rate of inflation, central bank sales, world supply and demand for minerals, stability of exchange rates, and global or regional political or economic events, among other factors, can cause significant fluctuations in mineral prices. Such external factors are in turn influenced by changes in international investment patterns and monetary systems and political developments. The price of minerals has historically fluctuated widely.

If mineral prices were to decline significantly or for an extended period, we may not be able to continue our operations, develop our properties, or fulfill our obligations under our agreements with our partners or under our permits and licenses.

Commodity Prices

Our operations are or will be dependent on various commodities (such as heavy fuel oil, diesel fuel, electricity, steel, concrete and cyanide) and equipment to conduct operations. The shortage of such commodities, equipment and parts, or significant increase of their cost could have a material adverse effect on our ability to carry out our operations. Market prices of commodities can be subject to volatile price movements, which can be material, occur over short periods of time, and are affected by factors that are beyond our control. An increase in the cost, or decrease in the availability, of input commodities equipment or parts may affect the timely conduct and cost of our operations. If the costs of certain commodities consumed or otherwise used in connection with our operations and development projects were to increase significantly, and remain at such levels for a substantial period, we may determine that it is not economically feasible to proceed with development of some or all our current projects, which could have an adverse impact on our future cash flows, earnings, results of operations and financial condition.

Mining

As of the date hereof, our properties, other than the Manfo Property, do not have any estimates of mineral resources or mineral reserves, and there are no assurances that they ever will.

The recoverability of amounts for mineral properties and related deferred exploration costs is dependent upon a discovery of economically recoverable reserves, confirmation of interest in the underlying claims, the ability to obtain necessary financing to complete development and future profitable production or, alternatively, upon disposition of such properties at a profit. Changes in future conditions could require material write-downs of the carrying values of mineral properties and deferred exploration costs.

There are numerous uncertainties inherent in estimating measured, indicated, and inferred mineral resources. The estimation of mineral reserves and mineral resources is a subjective process, and the

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


accuracy of any such estimates are a function of the quantity and quality of available data and of the assumptions made and judgments used in engineering and geological interpretation, which may prove to be unreliable. Mineral resources are estimates only and no assurance can be given that any level of recovery of minerals from a mineral resource estimate will in fact be realized or that an identified mineral deposit will ever qualify as a commercially mineable (or viable) ore body, which can be economically exploited. Mineral resources, which are not mineral reserves, do not have demonstrated economic viability. Any material changes in the quantity of mineralization, grade or stripping ratio, or the mineral price may affect the economic viability of a mineral property. In addition, there can be no assurance that mineral recoveries or other metal recoveries in small-scale laboratory tests will be duplicated in larger scale tests under on-site conditions or during production. Until mineral resources are mined and processed, the quantity of mineral and resource grades must be considered as estimates only. There can be no assurance that these estimates will be accurate, that mineral reserves and mineral resource figures will be accurate, or that mineral reserves or mineral resources can be mined or processed profitably.

Infrastructure

Mining, processing, development, and exploration activities depend, to one degree or another, on adequate infrastructure. Reliable roads, bridges, power sources and water supply are important determinants, which affect capital and operating costs. Unusual or infrequent weather phenomena, sabotage, government or other interference in the maintenance or provision of such infrastructure could adversely affect our operations, financial condition, and results of operations.

Government Regulation

Mineral exploration and development activities will be subject to various laws governing prospecting, mining, development, production, taxes, labour standards and occupational health, mine safety, toxic substances, land use, water use and other matters. 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 or development.

Government approvals and permits are required in connection with mining exploration and development and in operating a mine. To the extent such approvals are required and not obtained, mining operation or planned exploration or development of mineral properties may be curtailed or prohibited from continuing.

Failure to comply with applicable laws, regulations and permitting requirements may result in enforcement actions thereunder, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed, and may include corrective measures requiring capital expenditures, installation of additional equipment, or remedial actions. Parties engaged in mining operations or in the exploration or development of mineral properties may be required to compensate those suffering loss or damage by reason of the mining activities and may have civil or criminal fines or penalties imposed for violations of applicable laws or regulations.

Amendments to current laws, regulations and permits governing operations and activities of mining and exploration companies, or more stringent implementation thereof, could have a material adverse impact on a mining project and cause increases in exploration expenses, capital expenditures or require abandonment or delays in development of new mining properties.

Community Action

All industries, including the mining industry, are subject to community actions. In recent years, communities and non-governmental organizations have become more vocal and active with respect to mining activities at or near their communities. These parties may take actions such as road blockades, applications for injunctions seeking work stoppage, and lawsuits for damages. These actions can relate

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


not only to current activities, but also may be in respect of decades' old mining activities by prior owners of subject mining properties and could have a material adverse effect on our operations.

Environmental and Safety Risks

Environmental laws and regulations may affect the operations of a mining company. These laws and regulations set various standards regulating certain aspects of health and environmental quality. They provide for penalties and other liabilities for the violation of such standards and establish, in certain circumstances, obligations to rehabilitate current and former facilities and locations where operations are or were conducted. Furthermore, the permission to operate could be withdrawn temporarily where there is evidence of serious breaches of health and safety, or even permanently in the case of extreme breaches. Significant liabilities could be imposed on a mining company for damages, clean-up costs or penalties in the event of certain discharges into the environment, environmental damage caused by previous owners of acquired properties or non-compliance with environmental laws or regulations.

Environmental legislation is evolving in a manner that may mean stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects, and a heightened degree of responsibility for companies and their officers, directors, and employees. Permits from a variety of regulatory authorities are required for many aspects of mine development, operation, and reclamation. Future legislation and regulations could cause additional expense, capital expenditures, restrictions, liabilities, and delays in the development of the properties, the extent of which cannot be predicted. In the context of environmental permits, including the approval of reclamation plans, mining companies must comply with standards and laws and regulations which may entail costs and delays depending on the nature of the activity to be permitted and how stringently the regulations are implemented by the permitting authority.

Insurance Risks

The Company maintains insurance to protect it against certain risks related to its current operations in amounts that it believes are reasonable depending upon the circumstances surrounding each identified risk. The Company may elect not to insure against certain risks due to high premiums or for various other reasons. These risks include, in the course of exploration, development and production of mineral properties, unexpected or unusual geological operating conditions including, environmental damage, employee injuries and deaths, rock bursts, cave-ins, fire, flooding and earthquakes. Although the Company maintains insurance to cover some of these risks and hazards in amounts it believes to be reasonable, such insurance may not provide adequate coverage in all circumstances. No assurance can be given that such insurance will continue to be available at economically feasible premiums or that it will provide sufficient coverage for losses related to these or other risks and hazards. Should liabilities arise as a result of insufficient or non-existent insurance, any future profitability could be reduced or eliminated.

Corporate Structure

Our foreign operations are conducted through foreign subsidiaries and substantially all of our assets are held in such entities. To our knowledge, there are no limitations on the transfer of cash or other assets between the parent Company and such entities or among such entities; however, if such limitations are put in place in the future, it could restrict our ability to fund our operations efficiently.

16. COMMITMENTS AND CONTINGENCIES

Employment agreements

The Company is party to two employment agreements. One of these contracts contain clauses requiring additional payments to be made upon the occurrence of certain events such as change of control. The additional commitments total approximately $90,000. As a triggering event has not taken place, the contingent payments have not been reflected in these consolidated financial statements.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


Pelangio Exploration Inc. – Management's Discussion and Analysis - December 31, 2024

Litigation claims

The Company's mining and exploration activities are subject to various laws and regulations governing the protection of the environment. These laws and regulations are continually changing and generally becoming more restrictive. The Company believes its operations are materially in compliance with all applicable laws and regulations. The Company has made, and expects to make in the future, expenditures to comply with such laws and regulations.

The Company is, from time to time, involved in various claims, legal proceedings and complaints arising in the ordinary course of business.

Refer to the Obuasi property section of this MD&A for details of the Obuasi litigation settlement.

Ghana Revenue Agency ("GRA") audit

In August 2023, the Company's Ghana subsidiaries underwent a compliance audit by the GRA. As a result of the audit, a total of GH¢584,571 (CAD$68,804) including penalties and interest was assessed as owing as follows: a) (GH¢415,959) to the Ghana government and b) (GH¢168,612) to a Ghana accounting firm for mediation costs.

At December 31, 2024, this matter has been completed.

17. FINANCIAL RISK FACTORS

The Company's risk exposures and the impact on the Company's financial instruments relate to liquidity risk. Management does not consider credit risk, interest rate risk and price risk to have significant impact on the Company operations currently. There have been no significant changes in the risks, objectives, policies, and procedures from the previous period.

Liquidity risk

The Company's approach to managing liquidity risk is to ensure that it will have sufficient liquidity to meet liabilities when due. As at December 31, 2024, the Company had a cash balance of $225,341 (December 31, 2023 - $234,350) to settle current liabilities of $921,380 (December 31, 2023 - $1,129,847). The Company's accounts payable and accrued liabilities generally have contractual maturities of less than 30 days and are subject to normal trade terms. See Annual Financial Statements, note 7 – Directors' Loans.

Accrued in the accounts payable and accrued liabilities at December 31, 2024 and 2023 is $112,500 for deferred wages owing to the Company's President/CEO. This amount is unsecured, non-interest-bearing and due on demand.

Interest rate risk

The Company has cash balances in bank accounts. The Company's current policy is to invest excess cash in investment-grade short-term deposit certificates issued by banking institutions. The Company periodically monitors the investments it makes and is satisfied with the credit ratings of its banks. The Company is sensitive to changes in the interest rates through interest income earned on its cash balance.

18. FAIR VALUE OF FINANCIAL INSTRUMENTS

IFRS requires that the Company disclose information about the fair value of its financial assets and liabilities. Fair value estimates are made at the balance sheet date based on relevant market information and information about the financial instrument. These estimates are subjective in nature and involve uncertainties in significant matters of judgment; and therefore, cannot be determined with precision. Changes in assumptions could significantly affect these estimates.


As at December 31, 2024 and 2023, the carrying and fair value amounts of the Company's financial instruments, other than the shares of public companies, are approximately the same because of the short-term nature of these instruments.

Fair value measurements are classified using a fair value hierarchy that reflects the significance of the input used in making the measurements. The fair value hierarchy shall have the following levels: (a) quoted market prices (unadjusted) in active markets for identical assets or liabilities (Level 1); (b) inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices) (Level 2); and (c) inputs for the asset or liability that are not based on observable market data (unobservable inputs) (Level 3).

The Company has determined the carrying values of its financial instruments as follows:

i. The carrying values of cash, amounts receivable, accounts payable and accrued liabilities approximate their fair values due to the short-term nature of these instruments.
ii. Public and private investments are carried at amounts in accordance with the Company's accounting policies as set out in note 3 to the Annual Financial Statements.

The following table illustrates the classification and hierarchy of the Company's financial instruments, measured at fair value in the statements of financial position as at December 31, 2024.

| Investments, fair value | Level 1
(Quoted Market price) | Level 2
(Valuation technique - observable market inputs) | Level 3
(Valuation technique - non-observable market inputs) | Total |
| --- | --- | --- | --- | --- |
| Publicly-traded investments | $185,115 | $— | $— | $185,115 |
| Private investments | — | — | — | — |
| December 31, 2024 | $185,115 | $1 | $— | $185,115 |

In Q4/2024, Record Resources agreed to buy back the remaining 361,619 shares of Record Gold (the "Private Shares"), a private subsidiary of Record Resources, for the consideration of $1. See Record Resources below.

Pursuant to a 2020 option, Pelangio was entitled to have the Private Shares exchanged for the Public Shares conditional upon Record Resources meeting certain performance markers established by the TSXV. As the conditions were not satisfied, Pelangio was informed that the Private Shares would never be exchanged.

Record Resources

On September 2, 2020, the Company entered into an option agreement with Jubilee Minerals Inc. on its Birch Lake property. Consideration received for this option was 4,667,940 common shares of Record Gold Corp. During the year 2022, 798,044 shares of Record Gold Corp. were exchanged for 798,044 shares of Record Resources ("Record") (formerly "Silk Road Energy Inc.").

On March 12, 2024, the TSXV provided Record Resources and Record Gold approval for the second share exchange. The Company received 3,508,277 shares of Record Resources in exchange for the same number of shares the Company held in Record Gold.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024


The third and final exchange was subject to the approval of the TSXV, conditional upon Record achieving certain performance metrics. Record did not obtain the approval of the TSXV, and it became evident that the exchange would never take place. Accordingly, the Record CEO offered to purchase back the private shares for nominal consideration in order to terminate the earn-in arrangement.

19. OUTSTANDING SHARE DATA as at April 28, 2025

  • Authorized share capital of an unlimited number of common shares of which a total of 197,760,219 common shares are issued and outstanding;
  • Stock options outstanding totaling 7,757,500 exercisable for common shares at prices ranging from $0.05 to $0.06 per share, with expiry dates from May 4, 2025 to February 28, 2035; and
  • Warrants outstanding totaling 112,847,664, exercisable for common shares priced at $0.05 from November 1, 2025 to April 15, 2029.

20. ADDITIONAL INFORMATION

Additional information about the Company and the technical report referred to herein, are available on the Company's website at www.pelangio.com or on SEDAR at www.sedarplus.ca under the name Pelangio Exploration Inc.

Pelangio Exploration Inc. - Management's Discussion and Analysis - December 31, 2024