Steep Hill Inc. — Management Reports 2026

Apr 27, 2026

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Steep Hill

STEEP HILL INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS

FOR THE YEAR ENDED DECEMBER 31, 2025

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MANAGEMENT'S DISCUSSION & ANALYSIS

This Management's Discussion and Analysis ("MD&A") is intended to provide a review of the financial position and results of operations of Steep Hill Inc. ("STPH," the "Company", "we," "our," "us") for the year ended December 31, 2025. This MD&A should be read in conjunction with the Company's unaudited consolidated financial statements for the year ended December 31, 2025. Those financial statements are presented in Canadian dollars and prepared in accordance with International Financial Reporting Standards ("IFRS"). Unless otherwise indicated, all dollar amounts refer to Canadian funds. Information herein includes any significant developments up to April 27, 2026, the date on which this MD&A was approved by the Company's board of directors.

For the purposes of preparing this MD&A, management, in conjunction with the board of directors (the "Board"), considers the materiality of information. Information is considered material if: (i) such information results in, or would reasonably be expected to result in, a significant change in the market price or value of the Company's common shares; (ii) there is a substantial likelihood that a reasonable investor would consider it important in making an investment decision; or (iii) it would significantly alter the total mix of information available to investors. Management, in conjunction with the Board, evaluates materiality with reference to all relevant circumstances, including potential market sensitivity.

This MD&A contains statements and information that, to the extent that they are not historical fact, may constitute "forward-looking information" within the meaning of applicable securities legislation. Forward-looking information is typically, but not always, identified by the use of words such as "will", "intends", "scheduled", "to be" and "may be" and similar words, including negatives thereof, or other similar expressions concerning matters that are not historical facts. Forward-looking information in this MD&A includes, but is not limited to, statements regarding: the anticipated timeframe to complete the retreat build-out; the anticipated closing date of the acquisition; and statements regarding the Company's goals or future plans relating to the build-out of the retreat. Such forward-looking information is based on various assumptions and factors that may prove to be incorrect, including, but not limited to, factors and assumptions with respect to: the ability of the Company to complete the acquisition within the specified time frame; the receipt of all necessary regulatory and other approvals or consents; the ability of the Company to successfully implement its strategic plans and initiatives relating to the acquisition and the retreat build-out, and whether such strategic plans and initiatives will yield the expected benefits; approvals and authorizations from regulatory authorities, and the timing thereof; the ability of the Company to obtain the necessary approvals, permits and licenses within the specified time frame to complete the build out; there being no material delay in the build out; the availability of materials; the availability of labour, contractors, employees and/or personnel necessary to undertake the retreat build-out; and the ability of the Company to close the acquisition within the anticipated time frame. Although the Company believes that the assumptions and factors on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the Company can give no assurance that it will prove to be correct or that any of the events anticipated by such forward-looking information will transpire or occur, or if any of them do so, what benefits the Company will derive therefrom. Actual results could differ materially from those currently anticipated due to a number of factors and risks including, but not limited to fluctuations in market conditions, including in securities markets; economic factors; and the ability of management to execute its business strategy, objectives and plans. Additional information regarding risks and uncertainties relating to the Company's business are contained under the heading "Risk Factors" in the Company's management discussion and analysis filed on SEDAR. The forward-looking information included in this MD&A is made as of the date of this MD&A and the Company does not undertake an obligation to publicly update such forward-looking information to reflect new information, subsequent events or otherwise, except as required by applicable law.

This MD&A should be read in conjunction with the risk factors described in the "Risks and Risk Management" and the "Cautionary Statement on Forward-Looking Information" sections at the end of this MD&A.

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THE COMPANY

Corporate Overview

Steep Hill Inc. (the "Company" or "Steep Hill") (formerly Canbud Distribution Corporation) was incorporated under the Canadian Business Corporations Act on October 4, 2018 as Cannabis Clonal Corporation and later changed to Canbud Distribution Corporation. On October 9, 2020, the Company's common shares commenced trading on the Canadian Securities Exchange ("CSE"). The Company's registered office is located at 30 Commercial Road, Toronto, Ontario, Canada M4G 1Z3. The Company changed its name from Canbud Distribution Corporation to Steep Hill Inc. effective February 28, 2022. The Company's stock ticker symbol on the CSE is "STPH". All dollar values are expressed in Canadian dollars unless otherwise indicated.

The Company was incorporated to provide hemp-based science-backed differentiated products and services, including analytical testing services. As a result of industry specific challenges, including significant pricing pressure, cost escalations post-COVID and downturn in capital markets for small-cap companies, the operations in Canada and USA were wound-down starting in the last quarter of 2022.

In the first quarter of 2023, the Company entered into mutual termination of all licensing agreements in the USA and subsequently, terminated all staff and consultants. As a result, the Company currently has no active operations in either Canada or the United States.

During the year ended December 31, 2025, the Company had no significant operating transactions and focused primarily on advancing the transaction described below. On September 30, 2025, the Company dissolved its wholly owned U.S. subsidiary, Steep Hill, Inc.

On November 13, 2025, the Company entered into an amalgamation agreement (the "Amalgamation Agreement") dated effective November 12, 2025, with Good Purpose Investments Inc. ("Good Purpose") and 1561117 B.C. Ltd., a wholly owned subsidiary of the Company. Under the agreement, the Company will acquire all of the issued and outstanding securities of Good Purpose, through a three-cornered amalgamation involving 1561117 BC (the "Transaction").

Under the agreement, Good Purpose shareholders will exchange their shares for post-consolidation common shares of the resulting issuer on a one-for-one basis, subject to a maximum. Upon completion, the Transaction will constitute a reverse takeover, and the resulting issuer will carry on Good Purpose's business.

In connection with the Transaction, the Company intends to: (i) change its name to "Good Purpose Investments Inc." or another mutually agree name; (ii) change its stock exchange ticker symbol (iii) consolidate its issued and outstanding common shares on the basis of one post-consolidation common shares for every three pre-consolidation common shares of the Company ("consolidation share"); and (iv) reconstitute its board of directors and management team.

In connection with the Transaction, Good Purpose intends to undertake a non-brokered private placement offering of Good Purpose Shares, at an effective price per Good Purpose Share that is equal to $0.40 per Resulting Issuer Share at the time of completion of the Transaction, for aggregate gross proceeds of a minimum of $3,000,000 and a maximum of $10,000,000 (the "Good Purpose Financing").

On December 19, 2025, the Amalgamation Agreement was amended to set the exchange ratio at one resulting issuer share per Good Purpose share, capped at 30,818,614 shares, and to revise the Company's share consolidation ratio to one post-consolidation share for every six pre-consolidation shares.

On March 26, 2026, the parties amended the Amalgamation Agreement (Note 12) to extend the outside date for completion of the Transaction to May 7, 2026. All other terms and conditions of the amalgamation agreement remain unchanged.

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Annual Information

Selected financial information for the previous three years is set out below.

	Year ended December 31, 2025 $	Year ended December 31, 2024 $	Year ended December 31, 2023 $
Current assets	1,983,556	2,276,364	2,741,562
Total assets	1,983,556	2,276,364	2,756,932
Current liabilities	146,577	258,562	1,105,773
Total liabilities	146,577	258,562	1,105,773
Loss before other expenses from continuing operations	(337,005)	(218,492)	(529,398)
Other income	27,636	14,383	66,305
Net loss before income taxes from continuing operations	(309,369)	(204,109)	(463,093)
Net loss from continuing operations	(309,369)	(204,109)	(439,437)
Net income (loss) from discontinued operations	40,351	541,823	1,232,735
Net (loss) income for the year	(269,018)	337,714	793,298
Net (loss) income and comprehensive (loss) income	(254,990)	366,643	808,820
Basic and diluted net (loss) income per share
- Continuing operations	(0.02)	(0.01)	(0.03)
- Discontinued operations	0.00	0.03	0.08

For the year ended December 31, 2025, the Company reported a net loss before other income and expenses of $337,005, an increase of $118,513 compared to a net loss of $218,492 in the prior year. This higher loss was primarily attributable to a $53,473 increase in consulting fees reflecting the activity in connection with the Amalgamation Agreement with Good Purpose Investments Inc., and a $64,610 rise in stock-based compensation, as the Company granted 1,300,000 options during the year, whereas no options were granted in the comparative period.

The Company recorded a net loss before other income and expenses of $218,492 for the year ended December 31, 2024, representing a decrease of $310,906 compared to a net loss of $529,398 in the prior year. This reduction was primarily driven by a $154,369 decrease in consulting fees and a $65,097 decrease in salaries and wages, due to a reduced number of consultants and employees and lower compensation rates. Additionally, the Company recognized a recovery of $57,202 related to consulting fees incurred in 2022. The Company has maintained minimal operations since ceasing its U.S. operations in the first quarter of 2023.

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SELECTED QUARTERLY FINANCIAL INFORMATION

Selected financial information for the previous eight quarters is set out below.

	Quarter ended December 31, 2025 $	Quarter ended September 30, 2025 $	Quarter ended June 30, 2025 $	Quarter ended March 31, 2025 $
(Loss) income before other (expenses) income from continuing operations	(87,214)	(138,580)	(64,583)	(46,628)
Other income (expenses)	9,548	(4,352)	10,632	11,808
Net income (loss) from discontinued operations	-	20,580	(1,006)	20,777
Net loss	(77,666)	(122,352)	(54,957)	(14,043)
Net loss and comprehensive loss	(77,666)	(110,335)	(52,434)	(14,555)
Net loss per share*	(0.01)	(0.01)	(0.00)	(0.00)
	Quarter ended December 31, 2024 $	Quarter ended September 30, 2024 $	Quarter ended June 30, 2024 $	Quarter ended March 31, 2024 $
Income (Loss) from continuing operations before other income (expenses)	6,037	(40,436)	(63,585)	(120,508)
Other income (expenses)	1,970	19,908	(4,452)	(3,043)
Income (loss) from discontinued operations	167,929	266,648	(37,371)	144,617
Net income (loss)	175,936	246,120	(105,408)	21,066
Net income (loss) and comprehensive income (loss)	211,856	242,646	(105,644)	17,785
Net income (loss) per share*	0.03	0.02	(0.01)	(0.00)

Note:* Fully diluted income (loss) per share is not presented since it would be anti-dilutive.

SUMMARY OF THE YEAR ENDED DECEMBER 31, 2025 RESULTS

Results of Operations

For the year ended December 31, 2025

During the year ended December 31, 2025, the Company generated no revenues from its continuing operations. All revenues generated from Steep Hill, Inc. until the date of closure of the operation have been presented within the income (loss) from discontinued operations – Steep Hill US.

The Company reported a net loss before other income (expense) of $337,005 for the year ended December 31, 2025, representing an increase of $118,513 compared to $218,492 in the prior year. This increase was primarily driven by a $53,473 rise in consulting fees due to activities in connection with the Amalgamation Agreement with Good Purpose Investments Inc. In addition, the higher net loss was attributable to stock-based compensation of $64,610 related to the grant of 1,300,000 options in August 2025, which vested immediately and were fully expensed. No options were granted in the comparative year.

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The increase is offset by a decrease of $15,370 in amortization of property, plant and equipment as the Company's property, plant and equipment had been fully depreciated during the year ended December 31, 2024.

The Company reported a net loss from continuing operations of $309,369 for the year ended December 31, 2025, an increase of $105,260 compared to a net loss of $204,109 for the year ended December 31, 2024. This increase is primarily attributable to the same factors affecting the loss before other income (expense) for 2025, as discussed above, as well as a reduction in gains from the extinguishment of accounts payable and accrued liabilities. In 2024, the Company recognized a gain of $39,258 from such extinguishments, whereas no comparable gain was recorded in 2025.

For the three months ended December 31, 2025

During the for the three months ended December 31, 2025, the Company generated no revenues from its continuing operations.

The Company recorded net loss before other income (expense) of $87,214 for the three months ended December 31, 2025, an increase of $93,251, compared to $6,037 net income in the comparative period. This increase in net loss before other income (expense) was primarily attributable to increased in consulting fees, reflecting primarily with increased activity in connection with the Amalgamation Agreement with Good Purpose Investments Inc.

The Company recorded a net loss from continuing operations of $77,666 for the three months ended December 31, 2025, representing an increase of $85,673 compared to a net income of $8,007 for the three months ended December 31, 2024. The increase is primarily due to the same reasons as the loss before other (expenses) income for the three months ended December 31, 2025 as described above.

DISCONTINUED OPERATIONS

Steep Hill US

In March 2023, the Company, through Steep Hill, Inc., entered into settlement and release agreements with various licensees to terminate the license agreements. Following the settlement agreements, the Company determined that Steep Hill, Inc.'s operations were no longer commercially sustainable and subsequently ceased its U.S. operations. Accordingly, the operating results and operating cash flows of Steep Hill, Inc.'s are presented as discontinued operations, separate from the Company's continuing operations, until its dissolution on September 30, 2025.

The assets and liabilities of the discontinued operations are as follows:

As at	December 31, 2025	December 31, 2024
Assets
Cash	$ -	$ 48,522
Total assets of discontinued operations	$ -	$ 48,522
Liabilities
Accounts payable and accrued liabilities	$ -	$ 169,079
Income tax payable	-	3,949
Total liabilities of discontinued operations	$ -	$ 173,028

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Net income of the discontinued operations is as follows:

For the years ended	December 31, 2025	December 31, 2024
Expenses
Consulting, salaries and wages	$ 61,954	$ 7,678
Office and general expenses	20,852	(65,446)
Professional fees	31,678	16,890
Loss before other income	(114,484)	40,878
Other Income
Gain on extinguishment of accounts payable and accrued liabilities (i)	164,392	504,723
Loss on dissolution of discontinued operations (ii)	(9,557)	-
Net income before income tax from discontinued operations	40,351	545,601
Current income tax	-	(3,778)
Net income from discontinued operations	40,351	541,823
Other comprehensive income
Foreign currency translation adjustment	14,028	28,929
Net income and comprehensive income from discontinued operations	$ 54,379	$ 570,752

(i) For the year ended December 31, 2025, the Company recognized a gain on extinguishment of accounts payable and accrued liabilities in the amount of $164,392 (2024 - $504,723), which has been included in other income within net income from discontinued operations.

(ii) Steep Hill US was dissolved on September 30, 2025. As a result, the Company deconsolidate Steep Hill US by removing Steep Hill US's carrying value of assets and liabilities from the Company's consolidated statements of financial position. The Company recognized a loss on deconsolidation of $9,557 within the net income from discontinued operations in the consolidated statement of (loss) income and comprehensive (loss) income for the year ended December 31, 2025.

Net cashflows from discontinued operations:

For the years ended	December 31, 2025	December 31, 2024
Cash used in operating activities - discontinued operations	$ (48,522)	$ (216,043)

LIQUIDITY AND CAPITAL RESOURCES

The Company has not yet achieved profitable operations and incurred a net loss from continuing operations of $309,369 (2024 - $204,109) during the year ended December 31, 2025, and the Company has an accumulated deficit of $10,297,787 (2024 - $10,076,046). As at December 31, 2025, the Company has a working capital of $1,836,979 (2024 - $2,017,802) and for the year ended December 31, 2025, the cash flows used in operating activities from continuing operations was $231,092 (2024 - $165,418). The Company's ability to continue as a going concern is dependent upon its existing working capital and obtaining the necessary financing to meet its obligations and pay its liabilities arising from normal business operations when they come due. The Company's working capital may not meet corporate, development, administrative and property obligations for the coming year. As a result, the Company may require additional financing and,

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while the Company has been successful in raising equity financing through the issuances of common shares in the past, there is no assurance that it will be able to obtain adequate financing in the future or that such financing will be available on acceptable terms. As such, there remains significant doubt as to the Company's ability to continue as a going concern.

For the year ended December 31, 2025 (continuing operations)

Cash used in operating activities was $231,092 during the year ended December 31, 2025, an increase of $65,674 from the comparative period. The increase is primarily driven by higher consulting expenses as outlined above.

Cash generated from investing activities was $150,000 during the year ended December 31, 2025, an increase of $150,000 from the comparative period due to the redemption of its term deposit. No redemption took place in the comparative period.

Cash used in financing activity was $Nil, representing a decrease of $19,062 from the prior year. This decline is primarily attributable to lease payments made in the comparative period for a lease that expired in December 2024.

CAPITAL MANAGEMENT

The Company actively manages its capital structure and adjusts accordingly. There is no return on capital measure imposed on the management rather board provides the opportunity to the management to use their expertise and business acumen to generate value for the Company and its stakeholders. Management with the board reviews its capital management policies regularly. There were no changes to The Company's approach to capital management in the current period.

OFF-BALANCE SHEET ARRANGEMENTS

The Company has no off-balance sheet arrangements that would potentially affect current or future operations or the financial condition of the Company.

RELATED PARTY TRANSACTIONS

Compensation awarded to key management personnel

The Company defines key management personnel as its senior executive officers and members of the Board of Directors.

For the year ended December 31, 2025, total remuneration for key management personnel, including both continuing and discontinued operations, was $144,856 (2024 – $161,208). This amount includes stock-based compensation of $58,281 (2024 – $nil), including amounts granted to members of the Board of Directors. No cash remuneration was paid to members of the Board of Directors in either 2025 or 2024.

During the year ended December 31, 2025, the Company incurred document storage fees of $7,500 (2024 - $12,000) and consulting fees of $Nil (2024 - $42,750) from Summerhill Group Inc, a company controlled by the Company's Chairman and director. In addition, the Company incurred consulting fees of $13,500 (2024 - $Nil) payable to a director of the Company during the year ended December 31, 2025.

As at December 31, 2025, amounts payable to key management personnel totaled $32,488 (2024 - $44,805), and are included in accounts payable and accrued liabilities.

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SUBSEQUENT EVENTS

On March 26, 2026, the parties amended the Amalgamation Agreement to extend the outside date for completion of the Transaction to May 7, 2026. All other terms and conditions of the amalgamation agreement remain unchanged.

SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGMENTS

The preparation of these consolidated financial statements requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and reported amounts of expenses during the period. These estimates are, by their nature, uncertain. The impacts of such estimates are pervasive throughout the consolidated financial statements and may require accounting adjustments based on future occurrences. Revisions to accounting estimates are recognized in the period in which the estimate is revised and future periods if the revision affects both current and future periods.

The estimates and underlying assumptions are based on current and future economic conditions and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Significant judgements, estimates, and assumptions that have the most significant effect on the amounts recognized in the consolidated financial statements are described as follows:

Share-based compensation

In calculating share-based compensation expense, key estimates such as the rate of forfeiture of awards granted, the expected life of options, the volatility and the risk-free interest rate used.

Deferred tax

The determination of deferred tax assets or liabilities requires subjective assumptions regarding future income tax rates and the likelihood of utilizing tax loss carry forwards. Changes in these assumptions could materially affect the recorded amounts, and therefore, do not necessarily provide certainty as to their recorded values.

Going concern

The Company's ability to execute its strategy by funding future working capital requirements requires significant judgment. Estimates and assumptions are continually evaluated and are based on historical experience and other factors, such as expectations of future events that are believed to be reasonable under the circumstances.

Discontinued operations

The Company applies judgment in assessing whether the criterion for discontinued operations is met, specifically whether the operations represent a separate major line of business or geographic area of operations and is part of a single co-ordinated plan to dispose of a separate major line of business or geographical area of operations.

Changes in accounting policies and disclosures

There was no new standards effective January 1, 2025 that impacted the consolidated financial statements.

The following are amendments to the accounting standards for annual periods beginning on or after January 1, 2026, issued by IASB, which the Company plan to adopt on their respective effective dates:

Amendments to IFRS 9, Financial Instruments and IFRS 7, Financial Instruments: Disclosures

In May 2024, the IASB issued amendments to the classification and measurement requirements in IFRS 9. The amendments will address diversity in accounting practice by making the requirements more understandable and consistent. These include:

(i) Clarifying the classification and assessment of contractual cash flows of financial assets including those arising from environmental, social and corporate governance ("ESG")-linked features.

(ii) Settlement of liabilities through electronic payment systems - the amendments clarify the date on which a financial asset or financial liability is derecognized. The IASB also decided to develop an accounting policy

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option to allow a company to derecognize a financial liability before it delivers cash on the settlement date if specified criteria are met.

With these amendments, the IASB has also introduced additional disclosure requirements to enhance transparency for investors regarding investments in equity instruments designated at FVOCI and financial instruments with contingent features, for example features tied to ESG-linked targets. The amendments are effective for annual reporting periods beginning on or after January 1, 2026. The Company does not expect these amendments to have a material impact on its consolidated financial statements, including related disclosures.

IFRS 18 – Presentation and Disclosure of Financial Statements

On April 9, 2024, the IASB issued IFRS 18 “Presentation and Disclosure of Financial Statements” (“IFRS 18”) replacing IAS 1. IFRS 18 introduces categories and defined subtotals in the statements profit or loss, disclosures on management-defined performance measures, and requirements to improve the aggregation and disaggregation of information in the financial statements. As a result of IFRS 18, amendments to IAS 7 were also issued to require that entities use the operating profit subtotal as the starting point for the indirect method of reporting cash flows from operating activities and also to remove presentation alternatives for interest and dividends paid and received. Similarly, amendments to IAS 33 “Earnings per Share” were issued to permit disclosure of additional earnings per share figures using any other component of the statement of profit or loss, provided the numerator is a total or subtotal defined under IFRS 18. IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027, and is to be applied retrospectively, with early adoption permitted. The Company is currently assessing the impact of the standard on its consolidated financial statements.

SHARE CAPITAL

As at December 31, 2025, share capital consisted of:
- 16,167,885 issued and outstanding common shares; and
- 1,300,000 options outstanding with exercise price of $0.065 and weighted average remaining contractual life of 4.64 years.

As at April 27, 2026, share capital consisted of:
- 16,167,885 issued and outstanding common shares; and
- 1,300,000 options outstanding with exercise price of $0.065.

RISKS AND RISK MANAGEMENT

Business Risks

The Company has very little history upon which to evaluate its performance and prospects. Currently the Company has no revenue from continuing operations and currently reevaluating our strategic options. The Company's continuing operations are subject to all the business risks associated with new enterprises. The Company will only be able to pay dividends on any shares once its directors determine that it is financially able to do so. The Company cannot make any assurances that it will be profitable in the next three years or generate sufficient revenues to pay dividends to the holders of the Common Shares.

Risks associated with acquisitions

As part of their Growth Strategy, the Company is planning to pursue strategic acquisitions in the future. These acquisitions may expose the company to serval potential risks, including due diligence risks; operational integration risks; potential lawsuits from existing employees, suppliers and contractors of the acquired company; hidden liabilities; over extension of the management; relationship issues with existing partners, employees and others.

Access to Capital Market Risk

The capital market may not be conducive to raising additional capital in the near future. The Company may require additional financing to fund activities to grow the business in the future. There can be no assurance that appropriate financing will be available on terms acceptable to the Company, if at all.

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Liquidity Risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivery of cash or another financial asset.

The Company manages the liquidity risk resulting from accounts payable and accrued liabilities by ensuring that it documents when authorized payments are due and maintaining adequate cash reserves to meet its obligations as they come due. The Company has the following undiscounted contractual obligations as at December 31, 2025 and 2024, which are expected to be payable in the following respective periods:

December 31, 2025	Within 1 year	Over 1 year	Total
Accounts payable and accrued liabilities	$ 146,557	–	$ 146,557
December 31, 2024	Within 1 year	Over 1 year	Total
Accounts payable and accrued liabilities	$ 254,613	–	$ 254,613

As of December 31, 2025, the Company had cash of $81,139 (2024 - $213,927), term deposits of $1,850,000 (2024 - $2,000,000) and total equity attributable to the equity holders of the Company of $1,836,979 (2024 - $2,017,802). The Company manages its capital structure and makes adjustments in light of changes in its economic environment and the risk characteristics of the Company's assets. To effectively manage the entity's capital requirements, the Company has in place a planning, budgeting, and forecasting process to help determine the funds required to ensure the Company has the appropriate liquidity to meet its operating and growth objectives. There are no externally imposed capital requirements to which the Company has not complied.

Foreign Exchange Risk

As the Company operated in the United States (U.S.) during the period up to the dissolution of Steep Hill US, certain of the Company's assets, liabilities, and transactions were denominated in United States funds. As at December 31, 2025, the Company had no net monetary assets or liabilities denominated in U.S. funds and therefore, is exposed to minimal foreign currency risk.

Interest Rate Risk

The Company does not have any debts or borrowings from any banks or institutional lenders as at December 31, 2025.

Currency risk

As the Company operated in the United States (U.S.) during the period up to the dissolution of Steep Hill US, certain of the Company's assets, liabilities, and transactions were denominated in United States funds. As at December 31, 2025, the Company had no net monetary assets or liabilities denominated in U.S. funds and therefore, is exposed to minimal foreign currency risk.

Credit risk

Credit risk is the risk of loss associated with the counterparty's inability to fulfil its payment obligations. Financial instruments that potentially subject the Company to concentrations of credit risks consist principally of cash, term deposits and trade receivables and other. All of the Company's cash and term deposits are held at financial institutions which are Canadian Chartered Banks in which management believes that the risk of loss is minimal, but the Company is subject to concentration of credit risk. As at December 31, 2025 and 2024, the Company's receivables consist solely of harmonized sales tax ("HST") recoverable from the government and accrued interest on guaranteed investment certificates (GICs). These amounts are considered to have low credit risk as they are due from the Government of Canada and reputable financial institutions. The Company does not have trade receivables or other significant credit exposures.

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CAUTIONARY STATEMENT ON FORWARD LOOKING INFORMATION

This Management Discussion and Analysis ("MD&A") includes forward-looking statements concerning the Company's future performance, operations, and financial performance and financial condition. These forward-looking statements may include, among others, statements with respect to our objectives and strategies to achieve those objectives, as well as statements with respect to our beliefs, plans, expectations, anticipations, estimates, and intentions. When used herein, the words "plan", "believe", "anticipate", "may", "should", "intend", "estimate", "expect", "project", and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such words. These forward-looking statements are based on management's current expectations. We caution that all forward-looking information is inherently uncertain and actual results may differ materially from the assumptions, estimates, or expectations reflected or contained in the forward-looking information, and that actual future performance will be affected by a number of factors including economic conditions, technological change, regulatory change, and competitive factors, many of which are beyond our control.

Future events and results may vary significantly from what is expected. We are under no obligation (and we expressly disclaim any such obligation) to update or alter the forward-looking statements whether as a result of new information, future events or otherwise.

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