Stuhini Exploration — Interim / Quarterly Report 2021

Jul 28, 2020

==> picture [348 x 267] intentionally omitted <==

STUHINI EXPLORATION LTD. MANAGEMENT DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED MAY 31, 2020

==> picture [74 x 58] intentionally omitted <==

INTRODUCTION

The following Management Discussion and Analysis (“MD&A”) of Stuhini Exploration Ltd. (the “Company” or “Stuhini”), has been prepared by management, in accordance with the requirements of National Instrument 51-102 Continuous Disclosure Obligations , as of July 27, 2020, and should be read in conjunction with unaudited interim financial statements for the three months ended May 31, 2020 and 2019, and the related notes contained therein which have been prepared under International Financial Reporting Standards (“IFRS”). The information contained herein is not a substitute for detailed investigation or analysis on any particular issue.

All financial information in this MD&A has been prepared in accordance with IFRS and all dollar amounts are quoted in Canadian dollars, the reporting and functional currency of the Company, unless specifically noted.

FORWARD-LOOKING STATEMENTS

This MD&A contains certain forward-looking statements and information relating to the Company that are based on the beliefs of the Company’s management as well as assumptions made by and information currently available to the management. When used in this document, the words “ anticipate ”, “ believe ”, “ estimate ”, “ expect ” and similar expressions, as they relate to the Company or its management, are intended to identify forward-looking statements. This MD&A contains forward-looking statements relating to, among other things, regulatory compliance, the sufficiency of current working capital, and the estimated cost and availability of funding for the continued exploration and development of the Company’s exploration properties. Such statements reflect the current views of management with respect to future events and are subject to certain risks, uncertainties, and assumptions. Many factors could cause the actual results, performance, or the Company’s achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward-looking statements.

COMPANY OVERVIEW

Background

Stuhini is a Canadian mineral exploration company based in Vancouver, British Columbia and incorporated on July 7, 2017, under the Business Corporations Act (British Columbia). The Company’s head office and registered records office is located at 1245 West Broadway, Unit 105, Vancouver, BC V6H 1G7. Effective May 23, 2019, the Company’s shares (“Common Shares”) began trading on the TSX Venture Exchange (the “Exchange” or “TSX-V”) under the symbol “STU”.

The Company is engaged in the acquisition and exploration of mineral properties and as of the date of this MD&A holds a 100% undivided interest in the Metla Property, comprised of seven contiguous mining claims covering approximately 6,457 hectares in northwestern British Columbia approximately 150 km south of the town of Atlin and 150 km west of the town of Dease Lake. In addition, the Company holds options to acquire a 100% interest in the Ruby Creek Property located approximately 24 km east of Atlin and the Que Property located approximately 70 km north of Johnson’s Crossing in the Yukon Territory. The Company does not have any assets or mineral properties that are in production.

Key Events for the Quarter Ended May 31, 2020, and up to the Date of this MD&A

Que Property Option

On February 17, 2020, the Company entered into an option agreement (the "Que Option Agreement") with arm’s length vendors, whereby the Company was granted a right to acquire a 100% interest in Que Property (the "Que Option") located in the south-central Yukon Territories, Canada. The Que Option Agreement was further amended and restated on February 28, 2020 (“Amended Que Option Agreement”).

The Amended Que Option Agreement was conditional on approval by the TSX-V, which was received on April 1, 2020 (the “Que Approval Date”). The Que Property consists of 108 mineral claims and is 2,246 hectares in size. The Company staked an additional 1,996 hectares bringing the entire Que Property claims package to approximately 4,243 hectares.

1 | P a g e

==> picture [74 x 58] intentionally omitted <==

Based on the Amended Que Option Agreement, to fully exercise its Que Option, the Company is required to issue a total of 2,950,000 Common Shares and make cash payments for a total of $380,000 over a four-year term. On the Que Approval Date, the Company issued the initial 200,000 of the Company’s Common Shares. The remaining share issuances and the cash payments are at the Company's sole election should it wish to maintain the Que Option after the first year. Upon exercise of the Que Option, the Que Vendors (as further defined in the “ Que Property ” section of this MD&A) are entitled to a 1% net smelter returns royalty on the Que Property.

Engagement of Nicosia for Investor Relations Services

On May 15, 2020, the Company engaged Nicosia Capital ("Nicosia") to provide investor relations services. Nicosia, a Vancouver-based investor relations firm specializing in the resource sector, will assist the Company in creating and implementing communication strategies that will facilitate relationships with finance professionals, the investing community, and media contacts. The agreement is for a period of at least six months with a mutual option to extend for an additional 12 months at $2,000 per month. In addition to cash compensation, the Company issued to Frank Lagiglia, managing Director of Nicosia, an option to acquire up to 50,000 Common Shares of the Company exercisable for a period of two years at $0.25 per share.

Exploration activities at Que and Ruby Creek Properties

At the end of May and the first part of June 2020, the Company carried out a SkyTEM airborne geophysical program on both the Que Property and the Ruby Creek Property and commenced a small diamond drill program on the Que Property.

The SkyTEM airborne geophysical survey was conducted on selected portions of the Ruby Creek and Que Properties. The final survey consisted of approximately 1,400 line-kilometres (“lkm”) of which 425 lkm were flown at the Que Property and 975 lkm were flown at the Ruby Creek Property. Following the SkyTEM survey a significant portion of the planned 2020 summer exploration program will consist of follow-up and ground truthing priority geophysical targets generated as a result of the SkyTEM report with the goal of generating high priority drill targets for future drilling. In June 2020, the Company commenced a small 2-hole diamond drill program at the Que Property. The drill targets were chosen based both on road accessibility and on data interpretation of the SkyTEM geophysical survey.

Resignation of Director

On July 22, 2020, Gary Robert Thompson resigned from the Board of Directors. The Company thanks Mr. Thompson for his valuable contributions to the Company. Mr. Thompson has been a valued board member since before the Company completed its IPO. The Company wishes Mr. Thompson well in his future endeavours.

EXPLORATION PROPERTIES

As of the date of this MD&A the Company's interests in exploration and evaluation assets consist of a 100% undivided interest in the Metla Property, an option to acquire a 100% interest in the Ruby Creek Property, and an option to acquire a 100% interest in the Que Property.

METLA PROPERTY

Acquisition of the Metla Property

On July 7, 2017, the Company entered into a Purchase and Sale Agreement (the “Metla Agreement”) with Barry Hanslit, the Company’s major shareholder, whereby Mr. Hanslit sold the Company a 100% undivided interest in the Metla Property along with all information, core samples, logs, data, documents, maps, and other documentation in exchange for 883,333 Common Shares at a deemed value of $53,000.

2 | P a g e

==> picture [74 x 58] intentionally omitted <==

Metla Property Acquisition and Exploration Costs

	May 31, 2020	February 29, 2020
Balance, beginning of period	$ 409,134	$395,064
Mineral tenure/lease payments	-	255
Sub-total, acquisition costs	409,134	395,319
Deferred exploration expenditures
Camp and travel	-	35,041
Equipment use/rental	-	300
Exploration tax credit	-	(53,007)
Geology	-	31,481
Sub-total, deferred exploration expenditures	-	13,815
Balance, end ofperiod	$409,134	$409,134

Property Location and General Description

The Metla Property is a gold-silver-base metal prospect located in the Chechilda Range of the Coast Mountains in northwestern British Columbia. It is approximately 150 km south of the town of Atlin, 150 km west of the town of Dease Lake and is adjacent and contiguous with Brixton Metals Corp.’s Thorn Property and is approximately 20 km south-southeast and on trend with the Oban target located by Brixton on its Thorn Property. Access is by helicopter from Atlin or Dease Lake. The Metla Property consists of seven contiguous mineral claims and covers an area of approximately 6,457 hectares. The Company retains a 100% interest in the claims comprising the Metla Property without being subject to any royalties, back-in rights, or other similar obligations.

There are no known environmental liabilities on the Metla Property. BC’s reclamation laws aim to ensure that land, watercourses, and cultural heritage resources are returned to a safe and environmentally sound state. A Mines Act permit (“Drill Permit”) is required for any work that disturbs the surface with mechanical equipment. Such a Drill Permit includes an approval of the exploration program and mine plan, a program for protection of the land and watercourses, and a reclamation program. Mining companies must also place a reclamation security (a “Bond”) with the Province of British Columbia to ensure reclamation obligations are kept. This Bond is only returned once the mine site has been reclaimed to a satisfactory level and there are no ongoing monitoring or maintenance requirements. During the year ended February 28, 2019, the Company received its Drill Permit which permits the Company to conduct all of its contemplated Phase 1 and Phase 2 exploration programs and paid the Bond, totalling $42,000.

The current B.C. Mines Act requires an operator to advise and/or conduct consultations with First Nations persons or their representatives to inform them of mineral exploration activities that may take place on and impact lands that may have cultural and heritage significance to such persons. Although the Metla Property tenure holder has established good working relationships with the local Taku River Tlingit First Nation, and the Company has carried out sufficient consultation to satisfy the conditions required by the Act for the issuance of a Drill Permit, no formal consultations has taken place as of the date of this MD&A as the exploration program is still in an early stage and no major deposit has been identified.

Metla Property Commitments

In British Columbia, mineral titles must be maintained in good standing with the Ministry of Energy, Mines and Petroleum Resources by timely performance and recording of physical work or by payment of cash in lieu of work. Work requirements are $5.00 per hectare per year in years one and two, $10.00 per hectare per year in years three and four, $15.00 per hectare per year in years five and six, and $20.00 per hectare per year thereafter. Payments in lieu of exploration and development work are double the value of the corresponding work requirement. The Metla Property consists of seven different mineral claims which were staked at different times so the work commitments for each claim varies. Based on the most recent assessment report filed by the Company on June 10, 2019, the Company recorded additional work on the Metla Property to the BC Ministry of Energy, Mines and Petroleum Resources that have extended the good standing on all of the Metla Property claims until April 20, 2022.

3 | P a g e

==> picture [74 x 58] intentionally omitted <==

RUBY CREEK PROPERTY

On July 30, 2019, the Company entered into an option agreement with Global Drilling (the “Ruby Creek Option Agreement”) whereby the Company was granted a right to acquire a 100% interest in the Ruby Creek Property (the “Ruby Creek Option”). The Ruby Creek Option Agreement was conditional on approval by the disinterested shareholders of Stuhini Exploration Ltd., which was received at the November 28, 2019, annual general meeting, and by the Exchange, which was received on December 31, 2019.

Based on the Ruby Creek Option Agreement, to fully exercise its Ruby Creek Option, the Company is required to issue a total of 7,300,000 of the Company’s Common Shares and make cash payments of $1,060,000 over a fouryear term.

The following table shows the continuity of the Ruby Creek Option payments:

Date				Common Shares	Cash Payment	Cash Payment
December	31,	2019	(shares issued)	800,000		$ -
December	31,	2020		1,250,000		-
December	31,	2021		1,750,000		120,000
December	31,	2022		1,750,000		300,000
December	31,	2023		1,750,000		640,000
Total				7,300,000	$	1,060,000

Upon exercise of the Ruby Creek Option, Global Drilling would be entitled to a 1% net smelter returns royalty on the Ruby Creek Property.

Ruby Creek Property Acquisition and Exploration Costs

	May 31, 2020	February 29, 2020	February 29, 2020
Balance, beginning of period	$ 259,195	$	-
Option payments	-		248,000
Mineral tenure/lease payments	52,824		8,085
Sub-total, acquisition costs	52,824		256,085
Deferred exploration expenditures	-		-
Camp and travel	96		-
Equipment use/rental	4,336		-
Geology	73,277		3,110
Sub-total, deferred exploration expenditures	77,709		3,110
Balance, end of period	$ 389,728	$	259,195

The Ruby Creek Property is 26,735 hectares in size, located within the Atlin Mining Division, 24 km from Atlin, and is road accessible. The Ruby Creek Property consists of 49 contiguous mineral claims of which one is a mining lease. There are 48 different documented mineral occurrences on the Property, of which 16 are gold-related, with five gold placer creeks, four of which were still actively being mined during the summer 2019. The Company does not own or have an option on the placer rights for these placer streams on the tenures since in BC placer rights are a different tenure than hard rock mineral right. However, the Company does have the hard rock rights which would be relevant should bedrock lode-gold or other minerals be discovered under the existing placer creeks or elsewhere on the Ruby Creek Property. The Ruby Creek Property also hosts the Ruby Creek Moly resource (also known as the Adanac molybdenum deposit or resource) which, using a 0.04% Mo cut-off grade, has a historic measured mineral resource of 43.642 million tonnes at 0.078% Mo, an indicated mineral resource of 231.712 million tonnes grading 0.065% Mo, and an inferred mineral resource of 39.076 million tonnes at 0.062% Mo. The historic Ruby Creek Molybdenum resource estimate was prepared by K. Palmer of Golder Associates in a report dated May 28, 2009, titled Ruby Creek Molybdenum Project in Northern British Columbia, Canada. The resource estimate was established using 338 drill holes with a combined length of approximately 69,200 m and 21,651 assay samples. A Qualified Person has not done sufficient work to classify the historical estimate as a current mineral resource or mineral reserve. The Company has

4 | P a g e

==> picture [74 x 58] intentionally omitted <==

not verified the historical resource estimates and therefore is not treating nor relying on the historical estimates as a current mineral resource or mineral reserve. The Company currently does not plan to conduct any work to verify the historical resource estimate.

On November 7, 2019, the Company filed a National Instrument 43-101 Technical Report entitled: "Technical Report on the Ruby Creek Property within the Atlin Gold camp British Columbia Canada" (the “Technical Report”). The Technical Report outlined a 2-stage exploration program for the Ruby Creek Property budgeted at $750,000.

2020 Exploration Activities

The initial prospecting program on Ruby Creek Property occurred at lower elevations of the Ruby Creek Property where the winter snowpack had melted. Traverses were conducted in the Boulder Creek, Lakeview and Ruby Creek areas. A total of 58 rock samples were collected.

Boulder Creek: The highest gold assays were from Quartz Creek, a tributary of Boulder Creek. Eleven (11) float samples of sub-rounded quartz vein material were collected. Some of the samples had visible fine-grained gold and silver. Assays from five of these samples varied from 2.4 to 78.6 g/t gold and 37 to 1,282 g/t silver. These samples were only weakly anomalous in lead and bismuth. Metallic screening showed significant gold concentration in the plus fraction (>150 mesh). Although all the samples were from float, they are believed to be reasonably close to source. The Boulder Creek area is considered a high priority target as the creek is one of five major placer gold creeks located in the heart of the Atlin Gold Camp. It is also an extension of the Otter Creek fault where lode gold has been discovered in graphitic, quartz-rich phyllite beneath the Otter Creek placers in both 2016 and 2018.

Also, in the Boulder Creek drainage, 10 samples were taken in the vicinity of the historic 1904 Sunbeam Trench. Three (3) of these samples assayed from 295 to 423 g/t silver, 1,240 to 1,350 parts per million (ppm) copper, 710 to 1409 ppm lead, 60 to 2,400 ppm tungsten, and 867 to 1,935 ppm bismuth. Five (5) of the remaining samples assayed 4.2 to 15.9 g/t silver and were anomalous in copper, lead, zinc, molybdenite, tungsten, and bismuth.

Six (6) samples were taken from an outcropping skarn in the Boulder Creek drainage. Five of the samples had assays ranging from 2.7 to 85 g/t silver, 134 to 15,420 ppm (1.542%) copper, 27 to 582 ppm lead, 131 to 3,664 ppm zinc, 170 to 6,300 ppm tungsten, and 52 to 820 bismuth.

Of the remaining 11 samples taken in the Boulder Creek drainage, one sample assayed 29.5 g/t silver, 1.4 g/t gold, 210 ppm copper, 526 ppm lead, 101 ppm molybdenite, 1,100 ppm tungsten and 3407 ppm bismuth. Two other samples had significant molybdenite values of 302 and 79 ppm.

Lakeview : Five (5) samples were taken from the historic Lakeview vein located on the south-central area of the Ruby Creek Property. Assays varied from 0.22 to 1.27 g/t gold, 2.5 to 7.0 g/t silver and 3 to 508 ppm lead.

Ruby Creek: Three (3) samples were taken from a skarn in Copper Valley, a tributary of Ruby Creek. Assays range from 1.9 to 19.0 g/t silver, 595 to 1,358 ppm copper, 7 to 2,250 ppm lead, 157 to 7,020 ppm zinc, 27.5 to 200 ppm tungsten and 3 to 73 ppm bismuth.

In May and June 2020, the Company conducted a SkyTEM airborne geophysical program on selected portions of the Ruby Creek Property. Company consulting geophysicist Todd Ballantyne and consulting geologist are currently reviewing and compiling results from the geophysical survey and a detailed report on this program which was received in mid-July 2020. A significant portion of the current summer 2020 exploration program consists of ground truthing geophysical targets to help identify potential drill targets.

Ruby Creek Property Commitments

The Ruby Creek Property consists of 48 mineral claims which were staked at different times resulting in different work commitments for each claim. As of the date of the filing of this MD&A, the mineral claims that comprise the Ruby Creek Property are in good standing until February 28, 2021. Based on the date the claims were staked and their respective sizes, the total annual work commitment for Ruby Creek Property is approximately $332,924.

5 | P a g e

==> picture [74 x 58] intentionally omitted <==

In addition to the work commitments required on the mineral claims, the mineral lease included as part of the Ruby Creek Property is subject to an annual flat fee lease payment of $50,000 with no work requirement. The Company paid the annual lease payment in March of 2020, which renewed the lease until March 27, 2021.

QUE PROPERTY

On February 17, 2020, the Company entered into an option agreement (the "Que Option Agreement) with arms-length vendors, whereby the Company was granted the right to acquire a 100% interest in the Que Property (the "Que Option") located in south-central Yukon Territories, Canada. The Que Option Agreement was amended and restated on February 28, 2020 (the “Amended Que Option Agreement”), with the vendors, Nokuyukon Holdings Ltd., Mark Lindsay, Glacier Drilling Ltd., Mike Mickey and Joanne MacDougall (jointly, the “Que Vendors”), and was conditional on approval by the TSX Venture Exchange, which approval was received on April 1, 2020 (the “Que Approval Date”).

Based on the Amended Que Option Agreement, to fully exercise its Que Option, the Company is required to issue a total of 2,950,000 Common Shares and make cash payments for a total of $380,000 over a four-year term to the Que Vendors.

The following table shows the schedule of the Que Option payments:

Date				Common Shares	Cash	Payment
April	1,	2020	(shares issued)	200,000	$	-
April	1,	2021		300,000		-
April	1,	2022		450,000		-
April	1,	2023		500,000		140,000
April	1,	2024		1,500,000		240,000
Total				2,950,000	$	380,000

Upon exercise of the Que Option, the Que Vendors would jointly be entitled to a 1% net smelter returns royalty on the Que Property.

Que Property Acquisition and Exploration Costs

Que Property Acquisition and Exploration Costs
	May 31, 2020
Balance, beginning of period	$ -
Option payments	28,000
Sub-total, acquisition costs	28,000
Deferred exploration expenditures
Assaying	1,890
Equipment use/rental	1,470
Geology	101,600
Sub-total, deferred exploration expenditures	104,960
Balance, end of period	$ 132,960

Property Location and General Description

The Que Property is road accessible and located just off the Canol Road, Yukon Highway #6, 70 km north of Johnson’s Crossing on the Alaska Highway. The Que Property consists of 108 mineral claims and is 2,246 hectares in size. The Company staked an additional 1,996 hectares bringing the entire claims package to approximately 4,243 hectares.

The Que Property was first staked in the mid 1960’s after the discovery of several large rusty, gossanous kill zones. The rust zones are believed to indicate buried massive sulphide; however, the overburden is up to 30 metres deep and

6 | P a g e

==> picture [74 x 58] intentionally omitted <==

very little outcrop occurs within the area. The Que Property has been privately held by the Que Vendors since that time.

Small-scale exploration programs were instigated since the original staking during which gold bearing veins and a gold bearing felsic horizon on Kingdome Ridge were discovered. Soil sampling also identified gold anomalies in soil.

In the 2019 field season, the Company’s geologists spent an afternoon on the Que Property conducting due diligence, which confirmed the presence of the gossanous kill zones and the occurrence of gold mineralization within quartz veins in outcroppings. A grab sample collected during this visit assayed 11.7 g/t gold.

2020 Exploration Activities

In May and June 2020, the Company conducted a SkyTEM airborne geophysical program on selected portions of the Que Property. The survey consisted of approximately 425 lkm. Company consulting geophysicist Todd Ballantyne has reviewed and compiled results from the geophysical survey and a detailed report on this program was received from SkyTEM in mid-July 2020. Mr. Ballantyne and consulting geologists are currently reviewing and analyzing the detailed report and adjusting the summer 2020 program based on the detailed report. Based on the preliminary findings, the Company commenced a small 2-hole diamond drill program at its Camp Gossan target at the Que Property. The drill targets were chosen due to road accessibility and based upon geophysical anomalies generated from preliminary data interpretation of the SkyTEM geophysical program. The drill program was completed and the Company is currently waiting for results from the assay lab.

Que Property Commitments

In the Yukon Territory, quartz (hard-rock) claims must be maintained in good standing with the Department of Energy, Mines and Resources. Quartz claims expire one year after the recording date. To keep a claim in good standing, the Company is required to carry out an assessment work (also known as “representation work”) for a minimum of $100 per claim. The assessment work must be applied to the quartz claim in the year it is completed by filing the assessment work report before the claim’s anniversary of the recording date. In case where the assessment work will result in more than $100 spent, the remaining value can be applied to the future years (not to exceed 5 years). If the representation work on a claim is not done, the Company can choose to pay a fee of $105 per claim instead.

The Que Property consists of 204 mineral claims which were staked at different times resulting in different expiry dates for some claims. The total annual work commitment for the Que Property is approximately $20,400, with the earliest renewal date being January 23, 2021, when the Company will be required to pay upwards of $9,600.

Qualified Person

Andrew L. Wilkins B.Sc., P.Geo., co-author of the Technical Report on the Metla Property, is the Qualified Person as defined by NI 43-101 and has approved all technical information contained herein.

SELECTED FINANCIAL INFORMATION

		Three months ended		Year ended
		May 31, 2020		February 29, 2020
Net and comprehensive loss	$	105,207	$	431,487
Loss per share – basic and diluted	$	0.01	$	0.04
Total assets	$	1,671,305	$	1,699,948

RESULTS OF OPERATIONS

During the three-month period ended May 31, 2020, the Company recorded a net loss and comprehensive loss of $105,207 as compared to net loss and comprehensive loss of $41,080 for the three-month period ended May 31, 2019.

7 | P a g e

==> picture [74 x 58] intentionally omitted <==

Increased operating activities, share-based compensation associated with vesting of options to acquire Common Stock the Company granted to its management and consultants during its fiscal 2019 and 2020, and property investigation costs associated with the Que Option Agreement resulted in overall increases to the business expenses the Company incurred during the three-month period ended May 31, 2020, as opposed to the comparative period ended May 31, 2019.

The largest expense item that contributed to the net loss was associated with $50,686 in share-based compensation recognized on vesting of options to acquire Common Stock the Company granted to its management and consultants during its fiscal 2019 and 2020. During the comparative three-month period ended May 31, 2019, the share-based compensation was determined to be $2,401, resulting in an increase of $48,285. In addition, the Company incurred $22,135 in advertising and promotion expenses, which increased by $13,461 from $8,674 the Company incurred during the three-month period ended May 31, 2019. The increase in advertising and promotion fees was associated with the Company’s efforts to increase shareholder awareness through exhibiting at the Prospectors and Developers Association of Canada Conference in Toronto (“PDAC”), paying for the news release dissemination services and printing materials to be used in the Company’s investor outreach programs. The Company’s project investigation costs increased by $8,290, to $9,000, and were in part associated with costs incurred on the Que Property incurred prior to the Company receiving TSX-V approval.

During the three-month period ended May 31, 2020, the Company recorded $11,047 in regulatory and filing fees, a $6,554 increase as compared to $4,493 the Company incurred in regulatory fees during the three-month period ended May 31, 2019. The Company’s consulting fees increased by $7,477 to $8,931 as compared to $1,454 incurred during the three-month period ended May 31, 2019.

The above operating costs were offset by $15,144 reversal of a portion of a flow-through premium the Company recognized in its fiscal 2020 associated with the issuance of the flow-through Common Shares on December 20, 2019.

The Company’s total assets decreased by $28,643, or 2%. The decrease in the Company’s assets resulted from the $375,145 decrease in cash balances, which were offset by increases in prepaid exploration costs of $69,728 associated with the deposits on Summer 2020 exploration program on the Ruby Creek and Que Properties, and $263,493 increase in exploration and evaluation assets associated with the geological work performed as at May 31, 2020.

SUMMARY OF QUARTERLY RESULTS

Results for the most recently completed financial quarters are summarized in the table below:

		Net and	Loss per share;
Period ended:	comprehensive loss		basic and diluted
May 31, 2020	$	105,207	$ 0.01
February 29, 2020	$	133,379	$ 0.01
November 30, 2019	$	158,531	$ 0.01
August 31, 2019	$	98,497	$ 0.01
May 31, 2019	$	41,080	$ 0.01
February 28, 2019	$	64,262	$ 0.01
November 30, 2018	$	63,739	$ 0.01
August 31, 2018	$	15,370	$ 0.00

During the quarter ended May 31, 2020, the Company recorded a net loss of $105,207, which was comprised of: $50,686 in share-based compensation associated with vested portion of the options granted to the Company’s officers, directors and consultants to acquire up to 1,025,000 of the Company’s Common Shares; $9,000 the Company incurred in project investigation costs which were in part associated with the Option Agreements to acquire the Que Property; $8,931 in consulting fees; $11,047 in regulatory and filing fees; and $22,135 in advertising and promotion expenses mainly associated with the Company’s efforts to raise awareness about the Company and its operations. Of the total amount recorded as advertising expense, $6,523 was associated with fair market value of an option to acquire up to 50,000 Common Shares the Company granted to Mr. Lagiglia, managing Director of Nicosia, an entity the Company engaged in May of 2020 to provide investor relations services. The Company’s net loss was

8 | P a g e

==> picture [74 x 58] intentionally omitted <==

in part decreased by $15,144 reversal of a flow-through premium the Company recognized on the flow-through Common Shares issued on December 20, 2019.

During the quarter ended February 29, 2020, the Company recorded a net loss of $133,379. The largest expense items that contributed to the net loss related to $46,632 the Company incurred in professional fees, $24,471 in share-based compensation associated with vested portion of the options granted to the Company’s officers, directors and consultants to acquire up to 1,025,000 of the Company’s Common Shares, and $18,938 the Company incurred in project investigation costs which were in part associated with the Option Agreements to acquire the Ruby Creek Property and the Que Property, and in part with investigating other potential property acquisitions. During the same period the Company incurred $9,661 in consulting fees, $10,270 in regulatory and filing fees, and $17,025 in advertising and promotion expenses mainly associated with the cost of issuing news releases to fulfill regulatory and Exchange requirements and also to raise awareness about the Company and its operations.

During the quarter ended November 30, 2019, the Company recorded a net loss of $158,531. The largest expense items that contributed to the net loss related to $50,016 the Company incurred in professional fees, $39,744 in sharebased compensation associated with vested portion of the options granted to the Company’s officers, directors and consultants to acquire up to 600,000 shares of the Company’s Common Shares, and $39,709 the Company incurred in project investigation costs which were in part associated with the Option Agreement to acquire the Ruby Creek Property, and in part with investigating other potential property acquisitions. During the same period the Company incurred $16,954 in consulting fees, and $7,449 in regulatory and filing fees.

During the quarter ended August 31, 2019, the Company recorded a net loss of $98,497. The largest expense item that contributed to the net loss related to $38,539 the Company incurred in project investigation costs which were in part associated with the Option Agreement to acquire the Ruby Creek Property, and in part with investigating other potential property acquisitions. During the same period the Company incurred $13,447 in regulatory and filing fees associated with the filing of the Company’s year-end financial statements as well as other regulatory filing requirements, $13,522 in share-based compensation associated with vested portion of the options to acquire the Company’s Common Shares, and $12,761 in professional fees. In addition, the Company recorded $12,211 in consulting fees incurred with the Company’s CEO and Corporate Secretary, both of whose billable services commenced upon completion of the IPO.

During the quarter ended May 31, 2019, the Company recorded a net loss of $41,080. The largest expense item that contributed to the net loss related to $15,589 that the Company incurred in professional fees associated with the IPO and TSX-V listing process. During the same period, the Company incurred $8,674 in advertising and promotion expenses mainly associated with the Company exhibiting at PDAC, and $4,493 in regulatory fees.

During the quarter ended February 28, 2019, the Company recorded a net loss of $64,262. The largest expense item that contributed to the net loss related to $33,281 that the Company incurred in professional fees associated with the IPO and TSX-V listing process. During the same period, the Company incurred $11,625 in regulatory fees for the filing of its preliminary prospectus and NI 43-101 technical report in connection with the IPO and $16,557 in sharebased compensation associated with the options to acquire up to 400,000 of the Company’s Common Shares.

During the quarter ended November 30, 2018, the Company recorded a net loss of $63,739. The largest expense item that contributed to the net loss related to $54,660 that the Company incurred in professional fees associated with the IPO and TSX-V listing process. During the same period, the Company incurred $7,567 in regulatory fees, of which $7,500 was associated with TSX-V initial listing fees.

During the quarter ended August 31, 2018, the Company recorded a net loss of $15,370. The largest expense item that contributed to the net loss related to $14,356 in professional fees associated with the IPO and TSX-V listing process. During the same period, the Company incurred $162,491 in deferred exploration expenditures on its Metla Property.

9 | P a g e

==> picture [74 x 58] intentionally omitted <==

LIQUIDITY AND CAPITAL RESOURCES

		May 31, 2020		February 29, 2020
Working capital	$	588,505	$	871,799
Deficit	$	763,278	$	658,071

As at May 31, 2020, the Company had $581,961 in cash (February 29, 2020 - $957,103), current assets of $696,839 (February 29, 2020 - $988,778) and current liabilities of $108,334 (February 29, 2020 - $116,979), with working capital of $588,505 (February 29, 2020 –$871,799). Other current assets consisted of GST receivable totalling $36,759 (February 29, 2020 - $22,220), $8,391 in prepaid expenses (February 29, 2020 - $9,455), and $69,728 in prepaid exploration cost (February 29, 2020 – $Nil).

During the three-month period ended May 31, 2020, the Company’s operations were supported by cash generated from private placement financings the Company closed in its fiscal 2020, and to a smaller extent by $11,115 increase in related party payables, which were associated with certain reimbursable expenses incurred by the Company’s directors and officers during the three months ended May 31, 2020.

The Company did not generate sufficient cash flows from its operating activities to satisfy its cash requirements for the three-month period ended May 31, 2020. The cash that the Company has generated since its inception on July 7, 2017, to May 31, 2020, has been generated from the sales of the Company’s Common Shares and from bridge loans from its related parties, which loans the Company repaid, including interest thereon, in June of 2019.

The Company’s original planned $674,000 Metla Property exploration program consists of a $229,000 Phase 1 Program followed by a $445,000 Phase 2 Program contingent on both the results of the Phase 1 program and the Company’s ability to raise adequate capital to fund the Phase 2 program. A portion of the Phase 1 Program was completed during the summer 2019 work program. Given constraints on helicopter operations and remote camps due to Covid-19, the completion of the Phase 1 program may be delayed beyond the 2020 exploration season resulting in additional unforeseen costs. The initial phases of exploration programs on the Ruby Creek Property and Que Property have been estimated at $350,000 and $150,000, respectively.

To support the Company’s general operating and administrative activities, the Company will require approximately $150,700 per annum. Based upon the current plans, the Company has enough cash resources to support the Company’s operations during the next 12 months and to carry out the Phase I exploration programs at the Ruby Creek Property and to possibly complete the Phase 1 program at the Metla Property. In order to proceed with the Company’s Phase 2 exploration program on the Metla Property and to continue exploration programs on the Ruby Creek and the Que Properties, the Company will be required to raise additional financing, which may be done through any combination of equity or debt financing from the sale of the Company’s securities, through private loans, or possible joint ventures. Although the Company has succeeded in raising funds as needed, this trend is not guaranteed to continue into the future. Many factors, including, but not limited to, a downturn of the economy, or a significant decrease in the price of minerals, could affect the willingness of potential investors to invest in grass-roots exploration projects. If the Company is unable to generate sufficient cash flow as and when needed, the Company may be required to curtail, or even to cease, its operations.

10 | P a g e

==> picture [74 x 58] intentionally omitted <==

TRANSACTIONS WITH RELATED PARTIES

During the three-month periods ended May 31, 2020 and 2019, the Company had the following transactions with related parties:

related parties:
	Three months ended			May 31,
		2020		2019
Consulting fees paid or accrued to the Company’s CEO	$	6,000	$	-
Accounting fees paid or accrued to the Company’s CFO	$	2,000	$	1,500
Consulting fees paid to the Company’s Corporate Secretary	$	2,931	$	-
Project management fees paid or accrued to an entity controlled by the	$	6,000	$	710
common-law spouse of the Company’s co-founder and majority shareholder
Share-based compensation for options granted to directors and officers	$	36,583	$	1,705

Amounts due to related parties consist of amounts owed directly to the officers and directors of the Company for the professional services and for the reimbursable expenses incurred on behalf of the Company. These amounts are unsecured, non-interest bearing and due on demand. At May 31, 2020, the amount payable to related parties was $59,956 (February 29, 2020 - $48,841).

OUTSTANDING SHARE DATA

As at the date of this MD&A, the following securities were outstanding:

Type	Amount	Conditions
Common Shares	15,097,375	Issued and outstanding.
Stock options	380,000	Exercisable into 380,000 Common Shares at a price of $0.20 per share expiring on May 21, 2021.
Stock options	583,750	Exercisable into 583,750 Common Shares at a price of $0.20 per share expiring on August 6, 2024. The options vest quarterly beginning on November 6, 2019, in equal portions per each holders original grant.
		As of the date of this MD&A, 450,000 are fully vested and 133,750 vest
		on August 6, 2020 assuming the holders remain eligible on such date.
Stock options	391,250	Exercisable into 391,250 Common Shares at a price of $0.25 per share expiring on February 28, 2025. The options vest quarterly
		beginning on May 28, 2020, in equal portions per each holders grant.
		As of the date of this MD&A, 106,250 are fully vested and 285,000 vest
		per quarter assuming the holders remain eligible on such date.
Stock options	50,000	Exercisable into 50,000 Common Shares at a price of $0.25 per share expiring on May 15, 2022.
Compensation options	226,465	Compensation options granted to the agent and members of its selling group as part of the IPO. The Options are exercisable into 226,465 Common Shares at $0.20 per share expiring on May 21, 2021.
	16,728,840	Total Common Shares outstanding (fully diluted).

OFF-BALANCE SHEET ARRANGEMENTS

The Company has no off-balance sheet arrangements.

ACCOUNTING STANDARDS AND INTERPRETATIONS

Certain new accounting standards and interpretations have been published and are fully disclosed in Note 3 of the audited financial statements for the year ended February 29, 2020. Management is assessing the impact of these new standards on the Company’s accounting policies and financial statement presentation.

11 | P a g e

==> picture [74 x 58] intentionally omitted <==

RISKS AND UNCERTAINTIES

The Company’s activity of natural resource exploration is considered to be very high risk. Companies in this industry are subject to many and varied kinds of risks, including, but not limited to, environmental, commodity prices, political and economic, with some of the most significant risks and uncertainties affecting the Company being the following in addition to other risks disclosed in this MD&A:

• Substantial expenditures are required to explore for mineral reserves and the chances of identifying economical reserves are extremely small;

• The Company expects to continue to incur losses from operations unless and until such time as any of its mineral properties enter into commercial production and generate sufficient revenues to fund its continuing operations;

• The junior resource market, where the Company raises funds, is extremely volatile and there is no guarantee that the Company will be able to raise funds as and when required;

• Although the Company has taken steps to verify title to the mineral properties in which it has an interest, there is no guarantee that such properties will not be subject to title disputes or undetected defects;

• The Company is subject to the laws and regulations relating to environmental matters, including provisions relating to reclamation, discharge of hazardous material and other matters. The Company conducts its exploration activities in compliance with applicable environmental protection legislation and is not aware of any existing environmental problems related to its properties that may cause material liability to the Company; and

• The Company is cognizant of the rapid expansion of the COVID-19 pandemic and the resulting global implications. To date, there have been no significant disruptions to the Company’s day-to-day operations, although the SkyTEM geophysical survey was delayed by several weeks and the Company’s field season has been delayed by a similar number of weeks. Along with its regular safety and environmental program, the Company has implemented a Covid-19 Response Plan and is monitoring the situation. However, the Company cautions that the potential future impact of any restrictions on the Company’s operations is currently unknown but could be significant.

FINANCIAL INSTRUMENTS

Fair Value

Financial instruments measured at fair value are classified into one of three levels in the fair value hierarchy according to the relative reliability of the inputs used to estimate the fair values. The three levels of the fair value hierarchy are:

Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities;

Level 2 – Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly; and

Level 3 – Inputs that are not based on observable market data.

The fair value of cash is measured based on Level 1 inputs of the fair value hierarchy.

The estimated fair value of financial liabilities approximates their carrying values due to the short-term nature of these instruments.

Capital Management

The Company manages its capital to safeguard the Company’s ability to continue as a going concern, to ensure future benefits to stakeholders, and to have sufficient funds on hand for business opportunities as they arise.

12 | P a g e

==> picture [75 x 58] intentionally omitted <==

The Company considers the items included in share capital as capital. The Company manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may issue new shares through short-term prospectuses, private placements, sell assets, incur debt, or return capital to shareholders. As at the date of this MD&A, the Company does not have any debt that is subject to externally imposed capital requirements.

The Company is exposed to various financial instrument risks and assesses the impact and likelihood of this exposure. These risks include liquidity risk, credit risk, and market risk. Where material, these risks are reviewed and monitored by the Board of Directors.

a) Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they come due or can only do so at excessive cost. The Company maintains sufficient cash balances to meet current working capital requirements. The Company is considered to be in the exploration stage, thus, it is dependent on obtaining regular financings in order to continue its exploration and evaluation programs. Despite previous success in acquiring these financings, there is no guarantee of obtaining future financings. The Company’s cash is deposited in business accounts with quality financial institutions, is available on demand for the Company’s programs, and is not invested in any asset backed commercial paper.

b) Credit risk

Credit risk is the risk of potential loss to the Company if the counterparty to a financial instrument fails to meet its contractual obligations. The Company’s credit risk is primarily attributable to its liquid financial assets including cash, prepaid expenses, and GST receivable. The Company limits exposure to credit risk on liquid financial assets through maintaining its cash and other assets with high-credit quality financial institutions.

c) Market risk

Market risk is the risk of loss that may arise from changes in market factors such as foreign exchange rates, interest rates, and commodity and equity prices.

i. Currency risk

The Company’s functional currency is the Canadian dollar and major purchases are transacted in Canadian dollars. The Company is not exposed to foreign currency risk.

ii. Interest rate risk

The Company’s exposure to interest rate risk arises from the interest rate impact on its cash. In order to maintain liquidity, the Company plans to invest its cash at floating rates of interest in cash equivalents. There is a minimal risk that the Company would recognize a loss as a result of a decrease in the fair value of any guaranteed bank investment certificates included in cash, restricted cash and reclamation bond as they are generally held with large financial institutions.

iii. Price risk

Equity price risk is the risk that the fair value of equities decreases as a result of changes in the levels of equity indices and the value of individual stocks. The Company is not exposed to equity price risk.

CONTINGENCIES

The Company has no contingent liabilities.

ADDITIONAL INFORMATION

Additional information concerning the Company and its operations is available on SEDAR at www.sedar.com.

13 | P a g e