StrikePoint Gold Inc. — Management Reports 2024

Nov 29, 2024

STRIKEPOINTGOLD
TSX.V: SKP | OTC: STKXF

Management’s Discussion & Analysis

For the Three and Nine Months Ended September 30, 2024 and 2023

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023
STRIKEPOINT GOLD
19X4-5X3 OTC STICK

Table of Contents

MANAGEMENT DISCUSSION AND ANALYSIS ... 2
CORPORATE OVERVIEW ... 2
COMPANY OUTLOOK AND RECENT CORPORATE DEVELOPMENTS ... 2
ACQUISITION OF HERCULES GOLD PROJECT ... 3
EXPLORATION AND EVALUATION PROJECTS ... 4
CONSOLIDATED FINANCIAL RESULTS ... 6
LIQUIDITY, CAPITAL RESOURCES AND CAPITAL MANAGEMENT ... 7
SUBSEQUENT EVENTS ... 9
OFF-BALANCE SHEET ITEMS ... 9
OUTSTANDING SHARE INFORMATION ... 9
QUARTERLY INFORMATION ... 10
SELECTED ANNUAL INFORMATION ... 10
COMMITMENTS AND CONTINGENCIES ... 10
RELATED PARTY TRANSACTIONS ... 10
PROPOSED TRANSACTIONS ... 11
RISK FACTORS ... 11
CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS ... 11
RECENT ACCOUNTING PRONOUNCEMENTS AND MATERIAL ACCOUNTING POLICY INFORMATION ... 12
FINANCIAL INSTRUMENTS ... 13
CONTROLS AND PROCEDURES ... 13
QUALIFIED PERSON ... 13
FORWARD-LOOKING STATEMENTS ... 13

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023

STRIKEPOINT GOLD
TEXAS AIR POLICE
OTG STRIKE

MANAGEMENT DISCUSSION AND ANALYSIS

This Management Discussion and Analysis (“MD&A”) of StrikePoint Gold Inc. (the “Company” or “StrikePoint”), has been prepared by management and approved by the Board of Directors as of November 28, 2024 and contains information that management believes is relevant to an assessment and understanding of the Company’s financial position and the results of its operations and cash flows for the three and nine months ended September 30, 2024 and 2023.

This MD&A should be read in conjunction with the unaudited condensed consolidated interim financial statements for the three and nine months ended September 30, 2024 and 2023, which are prepared in condensed format in accordance with International Financial Reporting Standards (“IFRS”) as applicable to the preparation of the interim financial statements, including International Accounting Standard (“IAS”) 34, Interim Reporting. The unaudited condensed consolidated interim financial statements should also be read in conjunction with the audited consolidated financial statements for the years ended December 31, 2023 and 2022.

Additional information, including this MD&A, the Company’s most recently filed Annual Information Form (“AIF”) for the year ended December 31, 2023, the unaudited condensed consolidated interim financial statements for the three and nine months ended September 30, 2024 and 2023, the audited consolidated financial statements for the years ended December 31, 2023 and 2022, press releases, and other corporate filings are available on the SEDAR website, www.sedarplus.ca, and the Company’s website, www.strikepointgold.com.

This MD&A contains forward-looking statements and should be read in conjunction with the risk factors outlined in the Risk Factors and Forward-Looking Statements sections. This MD&A provides management’s analysis of historical financial and operating results and provides estimates of the Company’s future financial and operating performance based on information currently available. Actual results will vary from estimates and variances may be significant. Readers should be aware that historical results are not necessarily indicative of future performance.

All dollar amounts in this MD&A are expressed in Canadian dollars (“$”) unless otherwise noted. References to “US $” are to the United States dollar.

CORPORATE OVERVIEW

StrikePoint is an exploration-stage company engaged in the acquisition, exploration and development of mineral properties of merit in Canada and the United States of America (“US”) with the aim of developing them to a stage where they can be exploited at a profit or arranging joint ventures whereby other companies provide funding for development and exploitation. The Company’s head office is located at Suite 3123 – 595 Burrard Street, PO Box 49139, Vancouver, BC, V7X 1J1. The registered address and records office of the Company is located at 1111 West Hastings St., 15th Floor, Vancouver, BC, V6E 2J3. StrikePoint trades on the TSX Venture Exchange under the trading symbol “SKP” and on the OTCQB in the United States under the symbol “STKXF”.

COMPANY OUTLOOK AND RECENT CORPORATE DEVELOPMENTS

The Company will continue to acquire, explore, and develop precious metal projects in top tier jurisdictions with the goal of creating shareholder value. The Company will continue to investigate and review projects of merit focusing on gold and precious metal projects located in the US and Canada with a view of growing StrikePoint’s portfolio and profile.

On April 27, 2023, the Company announced a multi-stage exploration program for its 100%-owned Cuprite Gold Project (“Cuprite”), located in Nevada’s prolific Walker Lane (acquired in early 2023 and discussed below). Cuprite is thought to be analogous to the nearby multi-million-ounce Silicon gold deposit recently discovered by AngloGold Ashanti Limited (“AngloGold”). Geochemical, geophysical, and structural vectoring led to the Silicon gold deposit discovery and StrikePoint has used similar techniques to assess the 44-square kilometer Cuprite Gold Project.

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023

STRIKEPOINT GOLD
TEXAS AIR POLICE
OTG STRIKE

Most recently in August 2024, StrikePoint acquired the Hercules Gold Project (more fully described below in Acquisition of Hercules Gold Project). The Hercules Gold Project consists of 1,323 unpatented mining claims and four patented mining claims covering approximately 100 square kilometers of prospective Walker Lane geology located approximately one hour from Reno, Nevada. The property is just 20 kilometers East of the Comstock Gold Mine where historically 14 million gold ounces have been recovered.

During the nine months ended September 30, 2024, the Company commenced its inaugural drilling program at Cuprite, and while the projects in Nevada remain the Company's immediate focus, StrikePoint continues to control two advanced-stage exploration projects in British Columbia's Gold Triangle district: the past-producing high-grade silver Porter Project and the high-grade gold Willoughby Project. For further information on the Company's projects and recent exploration activity, see the section titled Exploration and Evaluation Projects.

ACQUISITION OF HERCULES GOLD PROJECT

During the three and nine months ended September 30, 2024, the Company acquired the Hercules Gold Project ("Hercules") by way of the acquisition agreement of all of the issued and outstanding common shares of Alcmene Ming Inc. (a Canadian incorporated holding company) in consideration for a cash payment of $250,000, plus $59,300 in legal, regulatory, and transaction fees associated with closing the transaction. Pursuant to the terms of the acquisition, the Company also assumed estimated reclamation costs of $22,803 related to the Hercules Gold Project at the time of acquisition. Certain claims have reserved royalties to a maximum of 3% with associated buy-down provisions. A portion of the claims are under option with an annual payment of US $50,000 per year to be made between the years 2025 and 2032.

Hercules is located in Nevada's Walker Lane, approximately 20-kilometer east of the Comstock Lode was historically 14 million ounces of gold were produced. StrikePoint is excited about the scale of the property and gold exploration potential with previous geophysical surveys indicating the presence of an extensive alteration zone that is approximately 13-kilometers long by 6-kilometers wide that is coincident with the known mineralization, all of which is contained within a 100 square kilometer property.

The acquisition of Hercules, at a minimal acquisition cost, gives StrikePoint another quality early-stage gold-silver exploration project in a Tier 1 jurisdiction with significant potential and drill ready targets across a large land package known mineralization and many untested targets. The Company is carefully reviewing the historical data available to guide upcoming exploration programs.

The details below provide some additional technical details on the newly acquired Hercules Project, which is reproduced from the Company's news release dated September 24, 2024.

Hercules Geology

The Hercules Gold Project features a large-scale low-sulphidation epithermal gold target. Potentially economically significant gold grades/thicknesses have been intercepted by multiple operators with over 300 drillholes over a large area suggesting a strong gold mineralizing system. Drilling has largely been focussed on the northern portion of the property focussed on 5 target areas: Hercules, Cliffs, Loaves, Northeast and Rattlesnakes. These targets can now be drilled under an existing Plan of Operations exploration permit. Additional targets, Sirens and Como Comet can be drilled under two Notice of Intent Permits.

Extensional structures appear to have been the primary conduits along which gold and silver mineralization was emplaced into the volcaniclastic sequence on Hercules. Broad zones of disseminated gold mineralization appear to have been formed where the metal bearing structures have intersected permeable units (e.g., block-and-ash tuff) in the volcaniclastic sequence. Mineralization has largely been oxidized with local relicts of transitional mineralization remaining.

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023

STRIKEPOINT GOLD
TEXAS AIRPORT OTC STRIKE

Hercules and Cliffs Targets

The Hercules target is the southeastern most of the targets available for drilling under the existing Plan of Operations. It is one of the three locations on the project that visible gold has been documented in surface samples. A historic rock chip sampling program identified a potential high-grade core of the target, within a broad zone of gold mineralization associated with widespread silicification. Drilling appears to have confirmed the presence of a high-grade near surface core of mineralization. Induced Polarization (“IP”) geophysical work suggests a 2-kilometer long continuous north-northeast trending structural zone. The IP data as well as drilling data, suggests additional structures may be found to the West of the Hercules Target towards the Cliffs Target. The area between the Cliffs and Hercules Targets is covered by late dacite and landslide deposits. No drilling has been carried out between the two targets, but both are open for lateral expansion as recent drilling has identified new mineralization between the two targets.

The Cliffs Target is approximately 600-meters to the west of the Hercules Target and is available for drilling under the existing Plan of Operations. The Cliffs and Hercules Target showings are separated by a late dacite and landslide cover sequence. A new geological interpretation of ring (extensional) structures controlling mineralization has led to recent drilling being undertaken in a new orientation. Results of this drilling has given predictable mineralization and has encountered gold mineralization further to the east (towards the Hercules Target) than previously documented.

Both the Hercules and Cliffs Targets remained open along strike, across strike, and at depth. Additional work to evaluate the Loaves, Lucky Rusty, Rattlesnakes, Sprite and North-East Targets is ongoing. If warranted, drilling could be included in an update to the existing Plan of Operations permit.

Southern Targets at the Hercules Gold Project

The southern portion of the Hercules Gold Project has received very little modern exploration. An airborne geophysical survey (magnetics and radiometrics) of the entire Hercules Gold Project identified several targets of note and two were permitted for drilling.

The Sirens target has reported historical intercepts of 38.10 meters grading 0.64 grams per tonne (“g/t”) gold (“Au”) (ending in 0.85 g/t Au) in hole BR08-06, and 25.91 meters of 0.68 g/t Au (ending in 0.91 g/t Au). Panned gold was collected at the Sirens showing and near a historical working at the Pony Meadows Target. The Sirens Target is permitted for drilling under a Notice of Intent Level Permit. Both targets appear to demonstrate that mineralization is controlled by large scale ring structures similar to the Hercules and Cliffs Targets located 2 to 5 kilometers to the North. Drilling at Pony Meadows could take place under a modification to the Sirens Notice of Intent Permit, or potentially a separate Notice.

The Como Comets Target is also permitted for exploration drilling under a Notice of Intent. This target is thought to be the extension of the past producing Como District held by Newmont Mining Corporation, through its subsidiary Fronteer Development USA. The Como District is an inlier to within StrikePoint’s larger Hercules Gold Project.

EXPLORATION AND EVALUATION PROJECTS

Cuprite Gold Project

On February 1, 2023, the Company completed the acquisition of a 100% interest in the Cuprite Gold Project in Nevada’s Walker Lane gold trend from Orogen Royalties (“Orogen”). The Company issued 642,857 common shares of Strikepoint with a fair value of $321,429 at the time of issuance, reimbursing $47,598 on project-related costs and granting a 3% net smelter return (“NSR”) royalty to Orogen, whereby 0.5% of the NSR royalty can be purchased for US $2,500,000. Orogen will also retain a 1.5% NSR royalty on any after-acquired internal claims held by third parties. Orogen will hold a one-kilometer area of interest around Cuprite and additional claims staked within the area of interest will be subject to the 3% NSR. Subsequent to the acquisition, the Company acquired an additional 310 claims via staking surrounding the original Cuprite claims. In total, Cuprite consists of approximately 574 unpatented claims covering 44-square kilometres.

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023

STRIKEPOINT GOLD
TEXAS AIR POLICE
OTG STRIKE

Cuprite is in Nevada, approximately 15-kilometres south of Goldfield, and approximately 75-kilometres northwest of Beatty, Nevada. The project is easily accessible with Highway 95 on the western margin of the property.

Cuprite is thought to be analogous to AngloGold Ashanti Limited’s (“AngloGold”) Silicon Gold Deposit (“Silicon”), where a significant multi-million ounce gold resource has been defined. Like Cuprite, Silicon displays an extensive, strongly developed, steam-heated alteration zone at surface with anomalous mercury and cinnabar, as well as sharing a similar geological and structural setting.

On September 26, 2023, StrikePoint announced the results of its first phase of exploration results at Cuprite (see news release of the same date). The Company completed 13.5-line kilometres of Induced Polarization (“IP”) geophysical survey, which identified a possible 6-kilometre long structural corridor that aligns with the hypothesised Stonewall Mountain Caldera margin. Zones of high resistivity thought to be potential silicification were offset through normal faulting. Chargeability highs correspond to the interpreted faults. Overall, the data indicates a possible large scale hydrothermal system in a similar structural environment to the nearby Silicon.

In addition to the IP survey, a total of 1,041 soil samples were collected in 17-line spaced approximately 200 metres apar. On-line sample spacing was approximately 30 metres. Samples were collected using a hand auger at an average dept of approximately 30 centimetres. Results of the survey were a coherent mercury soil anomaly, coincidental with the projection of and geophysical signature of normal faults of the Stonewall Mountain Caldera, plus minor mercury anomalies possibly associated with secondary structures. Associated arsenic and antimony anomalies appear to be associated slightly outboard of the mercury anomalies suggesting the possibility of a convection cell caused by the oxidation of sulphides at depth. Individual samples ranged from 0.0009 parts per million (“ppm”) to 7.4 ppm mercury, with 12 samples registering greater than 1 ppm mercury.

Geological mapping at Cuprite also identified multiple east-west structures that project into the mercury anomaly identified from the soil sampling program, thereby, highlighting the potential of significant ground preparation for mineralizing fluids where the east-west structures intersect the hypothesized Stonewall Mountain Caldera margin.

In early January 2024, the Company completed an additional IP survey at Cuprite. Subsequent processing and interpretation by Wright Geophysics of Elko, Nevada suggests the elevated chargeability values identify zones of hydrothermal activity. In addition, a low resistivity layer noted in the data possibly represents a boiling horizon which migrated up and down within this large-scale hydrothermal system, suggesting the possibility of additional bulk tonnage targets at depth. Surface mapping which reveals structural control, silicification, and widespread hydrothermal alteration supports the interpretation of the IP data.

In January 2024, the Company received its permit for exploratory drilling at Cuprite. The inaugural drilling program was initially planned for up to 5,000 metres of reverse-circulatory (“RC”) drilling (in up to 10 holes). During the nine months ended September 30, 2024, StrikePoint completed 5 drill holes totalling approximately 3,100 meters of RC drilling on the Cuprite Gold Project. Drilling was paused to review the information from the initial 5 holes and capital management.

Gold and silver assay results from the initial program were encouraging, with gold encountered in four of the five holes completed. Mineralization was a combination of oxide and sulphide gold, likely controlled by structures. Based on associated elements, mineralization appears to be caused by a low-sulphidation, epithermal system, similar to AngloGold’s nearby newly discovered Silicon and Merlin deposits. In the Walker Lane of Nevada, low-sulphidation systems create several mines, most notably the multi-million gold ounce Round Mountain Mine operated by Kinross Gold Corporation. For full assay details, see the Company’s news release dated June 4, 2024.

Reportable gold-silver mineralization over approximately 1,600 meters of strike length is coincident with the extensive surface mercury anomaly and the geophysical work the Company has completed. The initial results confirm the potential of this epithermal system to host higher grade mineralization. The next steps will be to use the RC chips to map clay alteration in the third-dimension, further refining the targets for a potential next phase of drilling targeting higher grade mineralization perhaps associated with feeder structures at Cuprite. Further drilling programs at Cuprite are being evaluated and will be considered pending availability of additional financing.

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023

STRIKEPOINT GOLD
TEXAS AIR POLICE
OTG STRIKE

On September 9, 2024, StrikePoint announced that a registered investment advisory firm with a high net worth recently became active in the Company's Cuprite area. The third party entity acquired, via staking, approximately 152 claims immediate west of the Company's Cuprite Gold Project. In addition, another third party, possibly associated with this same registered investment advisory firm has leased 54 claims that are internal to the Company's Cuprite Gold Project. StrikePoint believes these recent third party acquisitions validate our excitement about Cuprite. The Company's drill results show Cuprite hosts a potentially large-scale mineralized system and others are moving into this emerging gold district in Nevada where StrikePoint holds a strong land position.

Projects in British Columbia, Canada – Porter and Willoughby

The Company holds a 100% interest in the Willoughby property, located in northwestern British Columbia. In March 2019, the Company posted a reclamation bond payment in the amount of $39,000. The project is subject to a 1.5% net smelter return ("NSR") royalty, of which 0.5% can be purchased for a cash payment of $1,000,000.

The Company holds a 100% interest in the Porter property, located near Stewart, British Columbia. The property is subject to a 1% NSR, of which the Company has the option to purchase 0.5% for $750,000. As of September 30, 2024, the Company has a reclamation bond payment in the amount of $31,000 on the Porter property. The Company also holds a 100% interest in the Handsome Jack property, adjacent to the Porter property (subject to a 1% NSR, of which the Company can buy back 0.5% for $500,000). The Company also staked, the Big, Bada and Boom properties, contiguous to its Porter and Handsome Jack properties near Stewart, BC.

No significant exploration work has been completed at the Porter or Willoughby area for the nine months ended September 30, 2024 or for the year ended December 31, 2023, as the Company continues to focus its exploration efforts at Cuprite.

Yukon Properties

Since 2017, the Company has held certain interests in a portfolio of claims and properties located in the Yukon, Canada. During the year ended December 31, 2022, the Company sold a significant portion of the Yukon properties to Snowline, a Canadian public company, for cash proceeds of $500,000 and the issuance of 500,000 Snowline common shares valued at $1,375,000. As of September 30, 2024, the Company continues to own a 100% interest in a small number of claims in the district of Dawson, Yukon, which expire at various times between 2024 and 2029. StrikePoint has not completed any significant exploration work on the remaining Yukon projects during the years ended December 31, 2023 and 2022 or for the nine months ended September 30, 2024. The Company's remaining properties in the Yukon have limited holding costs.

CONSOLIDATED FINANCIAL RESULTS

For the three months ended September 30, 2024 ("Q3 2024"), the Company incurred a loss of $1,305,189 (loss per share of $0.05) compared to a loss of $963,131 (loss per share of $0.05) for the three months ended September 30, 2023 ("Q3 2023"). For the nine months ended September 30, 2024 ("YTD 2024"), the Company incurred a loss of $3,994,279 (net loss per share of $0.16) compared to a loss of $3,064,905 (net loss per share $0.14) for the nine months ended September 30, 2023 ("YTD 2023"). The significant variances between the periods are discussed below.

Exploration and evaluation costs were higher in Q3 2024 totaling $915,213 (YTD 2024 - $2,388,883) compared to $413,814 in Q3 2023 (YTD 2023 - $1,567,535). The Company's main focus was the Cuprite Gold Project for all periods presented and exploration costs were higher in YTD 2024 as a result of the completion of the Company's initial RC drilling program at Cuprite. In addition to exploration programs performed at Cuprite, for Q3 2024 (and YTD 2024), the Company incurred $332,103 in acquisition costs and $360,695 in claim fees related to the Hercules Gold Project, also explaining the higher exploration and evaluation costs for each period presented. For YTD 2023, the Company incurred $447,900 in costs associated with the acquisition of Cuprite. A breakdown of the significant components of exploration and evaluation costs is included in Note 5 of the unaudited condensed consolidated interim financial statements for the three and nine months ended September 30, 2024 and 2023.

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023

STRIKEPOINT GOLD
TEXAS AIR POLICE
OTC STRIKE

For details on the type of exploration work conducted to date at Cuprite (and in Canada), refer to section Exploration and Evaluation Projects within this MD&A.

Management fees, salaries and wages remained fairly consistent from period to period decreasing slightly in Q3 2024 by 3.8% to $148,670 in Q3 2024 (Q3 2023 - $154,513) and increased 3.2% YTD 2024 to $465,303 (YTD 2023 - $450,714), as the Company enhanced its management team, including the introduction of a new Chief Financial Officer and administrative office in Q1 2023. This change in management coincided with the reduction in professional fees of 13.5% from $282,174 in YTD 2023 to $244,082 in YTD 2024.

StrikePoint incurred total property investigation costs of $34,833 in YTD 2024 (YTD 2023 - $121,710) on expenditures associated with review of potential new projects not currently owned by the Company. StrikePoint continues to investigate new projects with merit with the view of creating additional shareholder value, as demonstrated by the acquisition of Hercules in Q3 2024.

The introduction of new management coincided with the granting of stock options during YTD 2023 resulting in stock-based compensation expense of $330,058 for the YTD 2023. The Company also granted 844,450 stock options to various officers, directors, and consultants resulting in stock-based compensation expense of $396,131 for the YTD 2024.

During YTD 2024, the Company committed to an extensive marketing and promotional campaign to introduce shareholders to the Cuprite Gold Project and currently the Hercules Gold Project, including attendance at various conferences in North America and overseas, increased shareholder engagement and meetings, and other programs designed to introduce new investors to the Company. This increased marketing campaign resulted in an increase in shareholder communication costs to $55,915 in Q3 2024 compared to $43,664 in Q3 2023. This also resulted in increased expenditures for marketing related expenditures YTD 2024 ($315,371) compared to YTD 2023 ($124,916).

The Company also recorded a gain on its sale of marketable securities (shares of Snowline) during YTD 2023 totaling $65,494. In addition, YTD 2023, the Company recorded $110,000 of other expenses related to certain camp closure and removal costs on claims sold to Snowline.

LIQUIDITY, CAPITAL RESOURCES AND CAPITAL MANAGEMENT

As at September 30, 2024, the Company had current assets of $301,828 (December 31, 2023 - $1,958,005) (which included cash of $173,571 (December 31, 2023 - $1,400,473)), and total liabilities of $369,502 (December 31, 2023 - $272,584). As at September 30, 2024 and December 31, 2023, the Company had no long-term debt outstanding. The Company used net cash of $3,092,307 in operating activities during the nine months ended September 30, 2024 (nine months ended September 30, 2023 - $2,313,068).

The Company has financed its operations to date primarily through the sale of mineral properties, issuance of common shares, and exercise of stock options and share purchase warrants. The Company continues to seek capital through various means including the issuance of equity and/or debt. The Company has not paid any dividends on its common shares. The Company has no present intention of paying dividends on its common shares, as it anticipates that all available funds will be invested to finance the growth of its business.

The continuing operations of the Company are dependent upon its ability to continue to raise adequate financing and/or commence profitable operations in the future. As at September 30, 2024, the Company has an accumulated deficit of $62,388,069 and has working capital deficit of $67,674.

During the nine months ended September 30, 2024, the Company completed a non-brokered private placement of 5,011,875 units at a price of $0.40 per unit for gross proceeds of $2,004,750. Each unit was comprised of one common share and one half of one common share purchase warrant, with each whole warrant exercisable into one common share of the Company at an exercise price of $0.70 per common share for a period of 24 months from closing. In connection with this private placement, the Company paid finders fees, regulatory and administrative

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023

STRIKEPOINT GOLD
TEXAS AIR POLICE
OTG STRIKE

costs of $112,273 and issued a total of 181,388 broker warrants. The broker warrants entitle the holder to purchase one common share of the Company at a price of $0.70 per broker warrant for a period of 24 months from the date of issuance. As disclosed in the Company's news release dated March 18, 2024, StrikePoint's use of proceeds from the private placement was anticipated to be used as follows: the Cuprite Gold Project exploratory drilling program, including assay costs and geological review (approximately 83%); claim maintenance fees (approximately 7%); with the remaining amount for general working capital, including regulatory, legal, and other fees associated with closing the Financing (approximately 10%).

For the nine months ended September 30, 2024, the Company's utilized the gross proceeds from the private placement as follows: (i) approximately 68.1% was utilized in the exploration program at Cuprite, which included drilling, geological consulting review and management, road building, and assay costs; (ii) 10.5% was utilized for working capital purposes, including legal, regulatory, and closing costs related to the financing; (iii) 21.3% of the gross proceeds raised were utilized in the acquisition and payment of claims for the newly acquired Hercules Gold Project. The proceeds used on the purchase and claim fees on the Hercules Gold Project by the Company was unexpected, however the acquisition of Hercules was integral to the Company's mission to acquire and explore gold projects in Tier 1 jurisdictions and provides StrikePoint with a second exceptional project in Nevada.

Subsequent to September 30, 2024, the Company completed a non-brokered private placement for gross proceeds of $3,041,100. The private placement consisted of 15,205,500 units of the Company at a price of $0.20 per unit. Each unit was comprised of one common share and one share purchase warrant, with each share purchase warrant exercisable into one common share of the Company at an exercise price of $0.30 for a period of twenty-four (24) months from closing. The share purchase warrants are subject to an acceleration clause stipulating that should the Company's share price close at, or above, $0.40 for ten consecutive trading days, the share purchase warrants will be called for exercise within 30 days of the Company providing notice by way of regular news release or the share purchase warrants will expire. In connection with the closing of the private placement, the Company paid an estimated $114,317 in finder's fees.

Additional financing will be required to carry out further exploration and development of its properties, which indicates the existence of material uncertainty that casts significant doubt about the Company's ability to continue as a going concern.

Capital Management

The Company considers its capital structure to include working capital and shareholders' equity. The Company monitors its capital structure and makes adjustments in light of changes in economic conditions and risk characteristics of the underlying assets and capital markets. In order to facilitate the management of capital and the development of its mineral properties, the Company prepares annual expenditure budgets which are regularly monitored and updated as necessary.

To maintain or adjust the capital structure, the Company may issue new equity or debt financing, if available, on favorable terms, option its mineral properties for cash and/or expenditure commitments from optionees, enter joint venture arrangements, or dispose of mineral properties.

The Company's investment policy is to hold cash in interest-bearing bank accounts and highly liquid short-term, interest-bearing investments with maturities of one year or less which can be liquidated at any time without penalties. The Company is not subject to externally imposed capital requirements. There have been no significant changes in the Company's approach to capital management during the nine months ended September 30, 2024.

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023
STRIKEPOINT GOLD
TEXAS AIR POLICE
TEXAS TREATMENT

SUBSEQUENT EVENTS

a) Effective at the market opening on October 18, 2024, a share consolidation of the Company’s issued and outstanding common shares on the basis of ten (10) pre-consolidated common shares for one (1) post-consolidated common share. As a result, the Company’s issued and outstanding warrants and stock options were also consolidated on a ten-to-one basis. All information relating to basic and diluted loss per share, issued and outstanding common shares, share purchase warrants, stock options, share and per share amounts in this MD&A have been adjusted retrospectively to reflect the share consolidation.

b) Subsequent to September 30, 2024, the Company completed a non-brokered private placement for gross proceeds of $3,041,100. The private placement consisted of 15,205,500 units of the Company at a price of $0.20 per unit. Each unit was comprised of one common share and one share purchase warrant, with each share purchase warrant exercisable into one common share of the Company at an exercise price of $0.30 for a period of twenty-four (24) months from closing. The share purchase warrants are subject to an acceleration clause stipulating that should the Company’s share price close at, or above, $0.40 for ten consecutive trading days, the share purchase warrants will be called for exercise within 30 days of the Company providing notice by way of regular news release or the share purchase warrants will expire. In connection with the closing of the private placement, the Company paid an estimated $114,317 in finder’s fees.

c) Subsequent to September 30, 2024, the Company agreed to a short-term office rental arrangement for $8,600 per month. The Company can elect to terminate the rental arrangement by providing the landlord with a 12-month written notice.

OFF-BALANCE SHEET ITEMS

As at September 30, 2024, the Company did not have any off-balance sheet items.

OUTSTANDING SHARE INFORMATION

The total number of outstanding common shares, stock options, and share purchase warrants are as follows:

As of:	November 28, 2024	September 30, 2024	December 31, 2023
Shares issued and outstanding	41,594,922	26,389,422	21,377,547
Options issued and outstanding	2,434,450	2,434,450	1,785,000
Warrants issued and outstanding	17,892,826	2,687,326	-

Effective at the market opening on October 18, 2024, a share consolidation of the Company’s issued and outstanding common shares on the basis of ten (10) pre-consolidated common shares for one (1) post-consolidated common share. As a result, the Company’s issued and outstanding warrants and stock options were also consolidated on a ten-to-one basis. All information relating to basic and diluted loss per share, issued and outstanding common shares, share purchase warrants, stock options, share and per share amounts in this MD&A have been adjusted retrospectively to reflect the share consolidation.

For additional details on options issued following September 30, 2024, see the section Subsequent Events.

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023
STRIKEPOINT GOLD
TEXAS AIR POLICE
TEXAS TREATY

QUARTERLY INFORMATION

	Q3 2024	Q2 2024	Q1 2024	Q4 2023	Q3 2023	Q2 2023	Q1 2023	Q4 2022
Income (loss) for period	$ (1,305,189)	$ (1,484,864)	$ (1,204,226)	$ (422,088)	$ (963,131)	$ (846,217)	$ (1,255,557)	$ 1,833,875
Income (loss) per share	$ (0.05)	$ (0.06)	$ (0.05)	$ (0.02)	$ (0.05)	$ (0.04)	$ (0.06)	$ 0.09

The variation seen over the above quarters is primarily dependent upon the success of the Company's ongoing property evaluations and acquisition program and the timing, scope and results of the Company's exploration activities on its current properties, none of which is possible to predict with any accuracy. The Company will continue to incur losses until such time as the commercial development of a discovery or an acquisition result in positive earnings or the disposition of a project results in positive income for any given period. The above losses are also impacted by options granted in any given period, which give rise to share-based compensation expenses.

Income for the Q4 2022 period totalled $1,833,875 and is mainly due to the gain on sale of mineral properties of $1,927,626 (for our projects in the Yukon), and an unrealized gain on marketable securities of $100,000, offset by exploration and general operating costs of $257,015. The total loss for Q1 2023 of $1,255,557 includes $447,900 of acquisition costs associated with the Cuprite Gold Project. The total losses for Q1 2024 and Q2 2024 includes increased costs related to the drilling exploration program at Cuprite, as well as increasing marketing awareness initiatives and stock-based compensation expense related to the granting of options in Q2 2024. Q3 2024 was highlighted by the costs incurred on purchase of the Hercules Gold Project.

SELECTED ANNUAL INFORMATION

As of and for the year ended:	December 31, 2023	December 31, 2022	December 31, 2021
Total assets	$ 2,028,005	$ 4,857,542	$ 6,265,942
Working Capital	1,685,421	4,488,197	5,568,098
Loss for the year	(3,486,993)	(1,129,111)	(5,252,261)
Loss per share - basic and diluted	$ (0.02)	$ (0.01)	$ (0.03)

COMMITMENTS AND CONTINGENCIES

The Company is required to incur exploration expenditures on its mineral claims to meet the conditions of holding its mineral rights and keep the mineral leases in good standing. Each jurisdiction imposes expenditure requirements which vary from province to province or state to state and from year to year.

The Company has no contingencies as at the date of this MD&A.

RELATED PARTY TRANSACTIONS

In accordance with IAS 24, key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly. The Company has identified its members of the Board, its Chief Executive Officer ("CEO"), its Chief Financial Officer ("CFO"), and its former VP Exploration as its key management personnel.

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023
STRIKEPOINT GOLD
TEXAS AIR POLICE
TEXAS TREATY

The various fees and compensation paid to directors and key management personnel identified are presented below.

	Nine Months Ended September 30,
	2024	2023
Salaries and wages paid to current CEO^{2}	$ 187,500	$ 187,500
Salaries and wages paid to current CFO^{2}	93,750	76,042
Fees paid or accrued Chairman (former CEO)^{1,2}	135,000	135,000
Fees paid or accrued to a member of the Board^{2}	27,000	27,000
Fees paid or accrued to former VP Exploration^{1,3}	-	60,000
Fees paid or accrued to former CFO^{1,4}	-	40,000
Value of share-based compensation granted to directors and officers^{5}	$ 297,543	$ 279,402

1) Fees paid or accrued were paid to companies controlled by individual.
2) Included and expensed as part of management fees, salaries and wages.
3) Included and expensed as part of exploration and evaluation expenditures.
4) Included and expensed as part of professional fees.
5) Included and expensed as part of share-based compensation.

As at September 30, 2024, accounts payable and accrued liabilities included $16,685 (December 31, 2023 - $9,000) due to related parties for outstanding fees, compensation, and expense reimbursement charges.

PROPOSED TRANSACTIONS

The Company continues to evaluate quality exploration projects and financing opportunities. The Company has not entered into any undisclosed proposed transactions as at the date of this MD&A.

RISK FACTORS

The Company is subject to various business, financial, operational, and other risks, uncertainties, contingencies and other factors which could materially adversely affect the Company's future business, operations, and financial condition and could cause such future business, operations and financial condition to differ materially from the forward-looking statements and information contained in this MD&A.

The nature of the Company's activities and the locations in which it operates mean that the Company's business generally is exposed to significant risk factors, known and unknown, many of which are beyond its control.

For a discussion of risks faced by the Company, which may cause the actual financial results, performance or achievements of the Company to be materially different from the Company's estimated future results, performance or achievements expressed or implied by forward-looking information or forward-looking statements, please refer to the Company's latest AIF, filed on SEDAR.

CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS

The preparation of financial statements in accordance with IFRS requires management to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities, disclosure of commitments and contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The determination of estimates requires the exercise of judgement based on various assumptions and other factors such as historical experience, current and expected economic conditions. Actual results could differ from these estimates.

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023

STRIKEPOINT GOLD
TEXAS AIR POLICE
OTG STRIKE

Key sources of estimation uncertainty that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities applied in the preparation of the unaudited condensed interim consolidated financial statements are consistent with those applied and disclosed in the audited annual consolidated financial statements for the year ended December 31, 2023.

RECENT ACCOUNTING PRONOUNCEMENTS AND MATERIAL ACCOUNTING POLICY INFORMATION

The Company's accounting policies are outlined in the audited consolidated financial statements for the year ended December 31, 2023 and 2022 in Note 2. The accounting policies and basis of presentation applied in the preparation of the unaudited condensed consolidated interim financial statements for the three and nine months ended September 30, 2024 are consistent with those applied and disclosed in the Company's audited annual consolidated financial statements for the year ended December 31, 2023.

New Accounting Standards

(a) In October 2022, the IASB issued Non-Current Liabilities with Covenants, which amended IAS 1 to clarify that if the Company's right to defer settlement of a liability for at least 12 months is subject to the Company complying with covenants after the reporting period, those covenants would not affect whether the Company's right to defer settlement exists at the end of the reporting period for the purposes of classifying a liability as current or non-current. The amendments also increased the disclosure requirement relating to such covenants to include: (i) the nature of the covenants and the date by which the Company must comply with the covenants; (ii) whether the Company would comply with the covenants based on its circumstances at the reporting date; and (iii) whether and how the Company expects to comply with the covenants by the date on which they are contractually required to be tested. The above amendments are effective for the Company's annual reporting periods beginning on or after January 1, 2024. The Company adopted these amendments with no material impact on the current period.

(b) On August 15, 2023, the IASB issued amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates. The amendments provide guidance to specify when a currency is exchangeable and how to determine the exchange rate when it is not. The amendments are effective for reporting periods beginning on or after January 1, 2025. Management is currently assessing the impact of the new standard on the Company's interim and annual financial statements.

(c) On April 9, 2024, the IASB issued IFRS 18 Presentation and Disclosures in Financial Statements. The objective of the new standard is to set out requirements for the presentation and disclosure of information in general purpose financial statements to help ensure they provide relevant information that faithfully represents an entity's assets, liabilities, equity, income and expenses. The new standard is effective for reporting periods beginning on or after January 1, 2027. Management is currently assessing the impact of the new standard on the Company's interim and annual financial statements.

(d) On May 30, 2024, the IASB issued amendments to the classification and measurement of financial instruments to address matters identified during the post-implementation review of the classification and measurement requirements of IFRS 9. The IASB clarified the recognition and derecognition date of certain financial assets and liabilities, and amended the requirements related to settling financial liabilities using an electronic payment system. It also clarified how to assess the contractual cash flow characteristics of financial assets in determining whether they meet the solely payments of principal and interest criterion, including financial assets that have environmental, social and corporate governance-linked features and other similar contingent features. The IASB added disclosure requirements for financial instruments with contingent features that do not relate directly to basic lending risks and costs, and amended disclosures relating to equity instruments designated at fair value through other comprehensive income. The amendments are effective for reporting periods beginning on or after January 1, 2026. Management is currently assessing the impact of the new standard on the Company's interim and annual financial statements.

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STRIKEPOINT GOLD INC.
MANAGEMENT'S DISCUSSION & ANALYSIS
Three and Nine Months Ended September 30, 2024 and 2023
STRIKEPOINT GOLD
TEXAS AIR POLICE
TEXAS AIR SERVICE

FINANCIAL INSTRUMENTS

The Company's financial instruments currently consist of cash, receivables (excluding value-added tax receivable), reclamation bond and accounts payable and accrued liabilities. The carrying value of these financial instruments approximates their fair value. Moreover, it is management's opinion that the Company is not exposed to significant credit, liquidity, or market risks arising from these financial instruments. For further details, refer to Note 11 of the consolidated financial statements for the years ended December 31, 2023 and 2022.

CONTROLS AND PROCEDURES

In compliance with the Canadian Securities Administrators' Regulation, the Company has filed certificates signed by the CEO and the CFO that, among other things, report on the design of disclosure controls and procedures and the design of internal controls over financial reporting.

Disclosure controls and procedures have been designed to provide reasonable assurance that all relevant information required to be disclosed by the Company is accumulated and communicated to senior management as appropriate and recorded, processed, summarized, and reported to allow timely decisions with respect to required disclosure, including in its annual filings, interim filings or other reports filed or submitted by it under securities legislation.

Management, including the CEO and CFO, is responsible for establishing and maintaining adequate internal control over financial reporting. Management believes that any system of internal control over financial reporting, no matter how well conceived and operated, has inherent limitations. As a result, even those systems designed to be effective can provide only reasonable, not absolute, assurance that the objectives of the control system are met. There have been no significant changes in StrikePoint's internal control over financial reporting during the nine months ended September 30, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

QUALIFIED PERSON

The technical information for the Company's Nevada properties included in this MD&A has been approved by Michael G. Allen, P. Geo. Mr. Allen is a qualified person as defined by National Instrument 43-101 Standards of Disclosure for Mineral Properties.

FORWARD-LOOKING STATEMENTS

Certain information set forth in this MD&A, including management's assessment of the Company's future plans and operations, contains forward-looking statements, which are based on the Company's current internal expectations, estimates, projections, assumptions and beliefs, which may prove to be incorrect. Some of the forward-looking statements may be identified by words such as "expects", "anticipates", "believes", "projects", "plans" and similar expressions. These statements are not guarantees of future performance and undue reliance should not be placed on them. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause the Company's actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. The Company is a mineral exploration company and is exposed to a number of risks and uncertainties that are common to companies in the same business. These risks and uncertainties include, among other things, the speculative nature of mineral exploration and development activities, the Company's need for additional funding to continue its exploration efforts, operating hazards and risks incidental to mineral exploration, the Company's properties are in the exploration stage only and do not contain a known body of commercial ore, uncertainties associated with title to mineral properties, changes in general economic, market and business conditions; competition for, among other things, capital, acquisitions of mineral properties and skilled personnel; ability to obtain required mine licenses, mine permits and regulatory approvals required to proceed with mining operations; ability to comply with current and future environmental and other laws; actions by governmental or regulatory authorities including increasing taxes and changes in other regulations; and the occurrence of unexpected events involved in mineral exploration, development and production.

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