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Sylla Gold Corp. Management Reports 2021

Jan 15, 2021

43153_rns_2021-01-15_c651f4aa-52ed-436c-a1ff-be06cf6baa28.pdf

Management Reports

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ATLANTIC INDUSTRIAL MINERALS INCORPORATED

MANAGEMENT’S DISCUSSION AND ANALYSIS

(for the nine month period ended November 30, 2020)

January 14, 2021

INTRODUCTION

This management’s discussion and analysis (“MD&A”) has been prepared by Atlantic Industrial Minerals Incorporated’s (“Atlantic” or the “Company”) management and provides a review of the Company’s operating and financial performance for the nine month period ended November 30, 2020, as well as a view of future prospects. The MD&A should be read in conjunction with Atlantic’s: unaudited condensed interim consolidated financial statements for the nine month period ended November 30, 2019; and, audited consolidated financial statements for the year ended February 29, 2020. Additional information related to the Company is filed electronically on the System for Electronic Document Analysis and Retrieval (SEDAR) and is available online at www.sedar.com.

Basis of presentation

Atlantic’s consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”). All amounts are expressed in Canadian dollars, unless otherwise noted.

NOTE: in this MD&A references to years, such as F2021 or F2020, refers to the fiscal year ending February 28 or February 29, as the case may be.

This MD&A may contain forward-looking statements, which may be influenced by factors described in the “Cautionary Statements” section of the MD&A. The “Risks and Uncertainties” section of this MD&A further describes other factors that could cause results or events to differ from expectations.

CORPORATE PROFILE

Atlantic is a publicly-listed exploration company involved in the business of acquiring, exploring and developing mineral properties. The Company is presently evaluating the viability of its 100%-owned Glencoe Carbonate Property located in Inverness County, Cape Breton. Atlantic is currently listed on the NEX board of the TSX Venture Exchange (“TSX-V”) and its common shares trade under the symbol ANL.H.

COVID-19 Pandemic

In March 2020, the World Health Organization declared a global pandemic related to COVID-19). Its impact on global economies has been far-reaching, and businesses around the world have had to cease or limit operations for long or indefinite periods of time. Measures taken to contain the spread of the virus, including travel bans, quarantines, social distancing, and closures of non-essential services have triggered significant disruptions to businesses worldwide, resulting in an economic slowdown. Global stock markets have also experienced greater volatility and a significant weakening. Governments and central banks have responded with monetary and fiscal interventions to stabilize economic conditions.

The duration and impact of the COVID-19 pandemic, as well as the effectiveness of government and central bank responses, remains unclear at this time. It is not possible to reliably estimate the duration and severity of the COVID19 pandemic, nor its impact on the financial position and results of the Company in future periods. Atlantic is proceeding with its exploration activities as long as the work environment remains safe.

MINERAL PROPERTIES

Glencoe Carbonate Property – Cape Breton, Nova Scotia

Atlantic holds a 100% interest in the Glencoe carbonate property (“Glencoe” or the “Glencoe Property”), which is located in Inverness County, Nova Scotia. Glencoe is comprised of 33 claims encompassing 528 hectares that cover a deposit of limestone and dolomite. Glencoe is located within 60 km or less of the Strait of Canso Super Port,

Atlantic Industrial Minerals Incorporated

Management’s Discussion & Analysis (for the nine month period ended November 30, 2020)

which is serviced by highway, rail and natural gas pipeline systems, each are important factors that enhance the area’s ability to support potential future development.

In 1977, the Nova Scotia Department of Mines and Energy (NSDME) reported non NI 43-101 compliant reserves totalling 175 million tons of metallurgical grade stone grading 52% CaO or greater and < 2.5% SiO2. Substantial components of these reserves grade in excess of 96% CaCO3 (~ 53.75% CaO) and are of interest as potential chemical grade calcium carbonate resources. Carbonate within a larger cement grade zone of 345 million tons was reported. Additionally, extensive areas of white calcium carbonate have been intercepted by drilling at Glencoe. Beneficiation studies conducted by Ginn Mineral Technologies Ltd. on associated samples returned GE Brightness values in the 93.86 to 96.4 range. These results established Glencoe’s potential as a source of high quality coater, filler and extender grade white carbonate. In addition to calcium carbonate, according to the 1977 NSDME report, a substantial dolomite deposit is present at Glencoe, and combined calcium carbonate and dolomite resource potential is estimated to be 500 million tonnes or more.

NOTE: None of these estimates or analyses were prepared in compliance with NI 43-101 definitions and a qualified person within the meaning of NI 43-101 has not done sufficient work to classify these historical estimates as current mineral resources or mineral reserves. The Company is not treating these historical estimates as current mineral resources or mineral reserves and these historical estimates should not be relied upon.

In 2002 Mercator Geological Services Limited (Mercator) re-logged deposit delineation cores archived at the Nova Scotia Department of Natural Resources Stellarton Core Library. 103 of 122 holes drilled in the area were relogged, representing a total of 14,080 meters of drilling. A limited field program was also carried out, focused on locating drill hole collars and collection of bedrock samples from several areas of high purity or white carbonate potential. Based upon the core re-logging and associated field programs the continuity of lithologic units and associated carbonate quality parameters was demonstrated over much of the property. This reflected geological correlation on a unit by unit basis through cross sectional study, which was also evident in earlier surface mapping data at Glencoe.

In a July 5, 2004 “Report on Drill Core Re-Logging and Resource Potential” of the Glencoe carbonate deposit prepared by Michael P. Cullen, M.Sc., P.Geo., Mercator identified the potential for the following occurrences on the Glencoe Property:

  • 470 million tonnes or more of cement grade carbonate;

  • 190 million tonnes or more of light grey to white carbonate of coater, filler and extender grade interest, this potential being broadly based on results of beneficiation studies carried out to date;

  • 50 million tonnes or more of white to bright white carbonate that occurs as a subset of the light grey to white zone mentioned above;

  • 60 million tonnes or more of high purity, chemical grade carbonate; and

  • 50 million tonnes or more of dolomite and dolomitic carbonate

NOTE: The above historical figures are estimates of exploration potential only and were not prepared in accordance with NI 43-101 and are not mineral resources or reserves as currently defined in National Instrument 43-101 and Canadian Institute of Mining, Metallurgy and Petroleum Standards on Mineral Resources and Reserves Definitions and Guidelines. A qualified person within the meaning of NI 43-101 has not done sufficient work to classify these estimates as current mineral resources or mineral reserves, the Company is not treating these estimates as current mineral resources or mineral reserves, and these estimates should not be relied upon.

During 2011 the permit area was geologically mapped and a 73 hole (261.9 metre) percussion drilling program was completed. During 2013 a market study from PricewaterhouseCoopers (“PwC”) and a mine permitting scoping study from Conestoga-Rovers and Associates (“CRA”) were completed, and a NI 43-101 Resource Estimate from Mercator was initiated.

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Atlantic Industrial Minerals Incorporated

Management’s Discussion & Analysis (for the nine month period ended November 30, 2020)

PricewaterhouseCoopers Market Study

The PwC ‘supply-demand’ market assessment for cement in North America from PricewaterhouseCoopers focussed primarily on the eighteen states of the U.S. Eastern seaboard and concluded that in the nearer-term on the supply side there will be a 2 million tonne shortfall in cement production by 2015 increasing to 20 million tonnes by 2020, that in the longer-term starting around the 2015 timeframe on the demand side there would be an increase in the demand for cement, and that through to 2035 demand would increase significantly. The report also concluded that it appeared that the domestic supply of cement within the Eastern United States would not be sufficient to meet the increased demand. Readers are cautioned that this report was completed in 2013 and that elements of the supply and demand equation reported upon therein may have changed since that time.

Mine Permitting Scoping Study

The CRA mine permitting scoping study concluded that Glencoe has a number of elements favourable towards successful permitting with limited constraints. The preliminary permitting scoping study outlined the permitting process for such a project including in general terms the parameters for environmental impact reviews and extensive First Nations, community and interest group consultations CRA indicated that the project has a high likelihood that it can be successfully permitted within a two-year period from initiation of the permitting process based on the project scenarios that they were provided by Atlantic for the study. Readers are cautioned that this report was completed in 2013, that elements of the underlying project scenarios may have changed since that time and that a comprehensive mine permitting study would be required before the permitting process could be initiated.

NI 43-101 Resource Estimate

The resource estimate compliant with National Instrument 43-101 is expected to be completed in F2021.

Production Royalty

A Company director is entitled to receive a production royalty based on the greater of $1.50 per tonne or 5% of the gross selling price of all carbonate product sold from Glencoe.

Option Agreement

In fiscal 2018, the Company paid $11,000 to acquire the option to purchase the surface rights of two additional properties to near Glencoe. The total purchase price is $70,000 and the balance is payable upon the commencement of a commercial extraction plant.

Exploration expenditures

The next renewal date for the Glencoe permits is in September 2021 and the Company needs to conduct approximately $75,000 of assessment work to keep the permits in good standing. The Company has not conducted any assessment work during F2021. In September 2019, the Glencoe permits were renewed for a 2 year period as sufficient assessment work was conducted. Due to the Company’s limited financial resources, the possibility exists where the Company will not be able to conduct sufficient exploration work to meet future assessment requirements and risks relinquishing its rights to Glencoe.

In F2020, the Company changed its accounting policy for exploration and evaluation expenditures and now expenses these costs as incurred. Previously, the Company capitalized such expenditures

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Atlantic Industrial Minerals Incorporated

Management’s Discussion & Analysis (for the nine month period ended November 30, 2020)

SUMMARY OF QUARTERLY RESULTS

Fiscal 2021
Q3 November 30
Q2 August 31
Q1 May 31
Fiscal 2020
Q4 February 29
Q3 November 30
Q2 August 31
Q1 May 31
Fiscal 2019
Q4 February28
Corporate
Exploration Impairment of
and
and
mineral
Net loss
administrative
evaluation
property
Netloss pershare
$ $ $ $ $ 8,284
-
- 8,284
0.000
10,221
1,650
- 11,222
0.001
4,515
-
- 4,515
0.000
32,208 (16,457)
- 15,751
0.001
12,096
17,290
- 29,386
0.001
22,718
41,007 - 63,725
0.003
3,615 (1,452)
- 2,163
0.000
22,938
- 1,005,4491,022,687
0.042

For the first three quarters of F2021, fluctuations in quarterly results were influenced by the amount of: (1) corporate and administrative expenses, which were impacted by costs incurred in Q2 and Q3 for the Company’s annual shareholder meeting; and, (2) exploration and evaluation expenditures related to the Glencoe Property in Q2.

For F2020, fluctuations in quarterly results were influenced by the amount of: (1) corporate and administrative expenses, which were impacted by - costs incurred in Q2 and Q3 for the Company’s annual shareholder meeting – and, the incurrence in Q2 and Q4 of professional fees for corporate filings and for financial and tax reporting; and, (2) exploration and evaluation expenditures related to the Glencoe Property in each quarter.

The last quarter of F2019, was significantly influenced by the impairment of the Glencoe Property, as a result of an impairment analysis and a change in accounting policy in F2020 for exploration and evaluation expenditures.

RESULTS OF OPERATIONS

For the three and nine month periods ended November 30, 2020, the net loss was $8,284 (F2020 - $29,386) and $24,670 (F2020 - $95,274), representing a decrease of $21,102 and $71,253, respectively. Corporate and administrative expenses for the three month period (F2021 - $8,284 vs F2020 - $12,096) and nine month period (F2021 - $23,020 vs F2020 - $38,429) currently reflect basic operating overheads and typical costs associated with being a public issuer. A significant contributor to corporate and administrative expenses for the current three and nine month periods were costs for the Company’s annual shareholder meeting held on September 11, 2020, which impacted the filing and transfer agent fees and professional fees accounts. The decrease in exploration and evaluation expenditures for the three month period (F2021 - $nil vs F2020 - $17,290) and nine month period (F2021 - $1,650 vs F2020 - $56,845) was due to the curtailment of assessment work at the Glencoe Project.

LIQUIDITY AND CAPITAL RESOURCES

Working capital

As at November 30, 2020, Atlantic had cash of $5,238 and a working capital deficiency of $1,249,600. Sales tax receivables represent amounts expected to be refunded by the Canadian government. Accounts payable and accrued liabilities include $499,842 payable to Company directors and a former Company director. Loans payable consist of $483,630 payable to Company directors and a former Company director.

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Atlantic Industrial Minerals Incorporated

Management’s Discussion & Analysis (for the nine month period ended November 30, 2020)

The Company has not been successful in attracting additional investment or identifying a suitable business venture or partner, and there can be no assurance that the Company will be successful in doing so in the future.

Atlantic does not have sufficient working capital and will need to obtain additional funding to fund: the balance of its F2021 and all of its F2022 operating expenditures; it’s future Glencoe Project obligations and exploration activities and eliminate its working capital deficiency. There can be no assurance that Company directors will continue to fund the Company’s operations. There is a risk that the Company will be unable to raise sufficient funds, thus jeopardizing the Company’s ability to continue as a going-concern.

RELATED PARTY TRANSACTIONS AND BALANCES

Accounts payable and accrued liabilities include $499,842 (February 29, 2020 – $499,842) payable to: a Company director; companies controlled by Company directors; and, a former Company director (the “Former Director”), who departed the Company on June 25, 2018. Of this amount, $350,000 (February 29, 2020 - $350,000) is payable to a Company director and the Former Director for consulting and professional fees and other payments related to the acquisition of the Company’s former Kewstoke Carbonate property. The Company director and the Former Director are each owed $175,000 and the payment of such amounts was deferred until June 14, 2020, pursuant to an agreement dated June 24, 2014 and as amended on February 1, 2017. The $350,000 is unsecured and non-interest bearing.

Loans payable of $483,630 (February 29, 2020 - $458,081) represent cash advances provided for working capital purposes by Company directors, companies controlled by Company directors and the Former Director. These amounts are unsecured, non-interest bearing and have no fixed terms of repayment.

A Company director, Mr. Greg Isenor, is entitled to receive a production royalty based on the greater of $1.50 per tonne or 5% of the gross selling price of all carbonate product sold from the Glencoe Project.

SHARE CAPITAL

As of the date of this MD&A, Atlantic has the following securities outstanding:

Security Number
Common shares 24,633,449
Warrants nil
Options nil

FINANCIAL INSTRUMENTS

Disclosure on Atlantic’s financial instruments and related risks may be found in Note 13 of Atlantic’s unaudited interim condensed consolidated financial statements for the nine month period ended November 30, 2020.

The Company does not have a risk management committee or written risk management policies. The Company has not entered into any specialized financial agreements to minimize its credit or foreign currency risks. There are no off-balance sheet arrangements.

CAUTIONARY STATEMENTS

This MD&A may contain forward-looking statements relating to, but not limited to, Atlantic’s assumptions, estimates, expectations and statements that describe Atlantic’s future plans, intentions, beliefs, objectives or goals, that are subject to a number of known and unknown risks, uncertainties and other factors that may cause actual results to

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Atlantic Industrial Minerals Incorporated

Management’s Discussion & Analysis (for the nine month period ended November 30, 2020)

differ materially from those expressed or anticipated by such forward-looking statements. Statements that address activities, events or developments that the Company expects or anticipates will or may occur in the future are forward-looking statements or forward-looking information, including, but not limited to, statements preceded by, followed by or that include words such as “may”, “will”, “would”, “could”, “should”, “believes”, “estimates”, “projects”, “potential”, “expects”, “plans”, “intends”, “anticipates”, “targeted”, “continues”, “forecasts”, “designed”, “goal”, or the negative of those words or other similar or comparable words. Examples of such forward-looking statements, without limiting the generality of the foregoing, include:

  • potential to earn our interest in mineral properties or projects;

  • ability to satisfy permitting requirements and/or complete property acquisitions/transactions;

  • ability to conduct exploration work and satisfy work commitments;

  • reference to competitors exploration results;

  • potential of exploration properties;

  • establishing economic deposits or resources;

  • outlook for metals and/or mining sector;

  • financial or capital market conditions;

  • evaluation of the potential impact of future accounting changes;

  • capital requirements and ability to obtain funding;

  • ability to continue as a going concern;

Known and unknown factors could cause actual results to differ materially from those projected in the forwardlooking statements and forward-looking information. Such factors include, but are not limited to:

  • condition of underlying commodity markets and prices;

  • ability to raise necessary capital;

  • fluctuations in interest rates and stock market volatility;

  • receipt or retention of necessary permits or approvals;

  • access to properties and contests over title to properties;

  • obtaining exploration, environmental and mining approvals;

  • timing of commencement of exploration or development activities;

  • geological and exploration results and conditions;

  • geological, technical, drilling and operating difficulties;

  • establishment of sufficient and economic resources or reserves;

  • availability and cost of contractors, equipment, supplies, labour and insurance;

  • performance of our partners and their financial wherewithal;

  • the speculative nature of exploration and development and investor sentiment;

  • degree of support from local communities;

  • competition for, among other things, capital, acquisitions of resources and/or reserves, undeveloped lands and skilled personnel;

  • changes in government legislation, taxation, controls, regulations and political or economic developments in which the Company conducts or may conduct business;

  • business opportunities that may be presented to or pursued by us;

  • our ability to correctly value and successfully complete acquisitions;

  • effectiveness of corporate and investor relations.

Although Atlantic believes that the assumptions, estimates and expectations reflected in our forward-looking statements are reasonable, results may vary, and we cannot guarantee future results, levels of activity, performance or achievements. Readers are cautioned not to place undue reliance on these forward-looking statements due to the inherent uncertainty. Atlantic disclaims any intent or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or other such factors which affect this information, except as required by law.

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Atlantic Industrial Minerals Incorporated

Management’s Discussion & Analysis (for the nine month period ended November 30, 2020)

RISKS AND UNCERTAINTIES

Atlantic is in the business of exploring for minerals and, if successful, ultimately mining them. The mining sector is by its nature, cyclical, competitive and risky. Many of these risks are beyond the Company’s control. Investment in the mining sector in general and the exploration sector, in particular, involves a great deal of risk and uncertainty and Atlantic’s common shares should be considered as a highly speculative investment. Current and potential investors should give special consideration to the risk factors involved.

Acquisition Risk

Atlantic uses its best judgment in the acquisition of mineral properties and in pursuit of such opportunities, the Company may fail to select appropriate acquisition candidates or negotiate acceptable agreements, including agreements to finance the acquisition and development of the mineral properties or business venture. The Company cannot provide assurance that it can complete any acquisition that it pursues, on favourable terms, or that any acquisition will ultimately benefit the Company.

Competition Risk

Atlantic must compete with a number of other companies that possess greater financial and technical resources. Competition in the mining and business sectors could adversely affect the Company’s ability to acquire mineral properties or projects.

Conflicts of Interest Risk

Certain directors and officers of Atlantic, in their personal capacities or as directors or officers of other companies, are engaged or have interests in mineral exploration and development activities outside of the Company. Accordingly, exploration opportunities or prospects of which they become aware of may not necessarily be made available to the Company.

Counterparty Risk

Counterparty risk is the risk that each party to a contract will not fulfill its contractual obligations. The entering into a transaction for a business opportunity exposes the Company to this risk. The Company is exposed to this risk through the option agreements to acquire the surface rights for two properties at the Glencoe Project.

Dependence on Directors, Management and Consultants

Atlantic is very dependent upon the efforts and commitment of its directors, management and consultants to the extent that if the services of these parties were not available a disruption in the Company’s operations may occur, which may have an adverse effect on the Company’s objectives and financial condition.

Environmental Risk

Exploration and development activities conducted on Atlantic’s mineral properties are subject to the environmental laws and regulations of the country in which the activities take place. Environmental legislation is evolving in a manner which will require stricter standards and enforcement, increased fines and penalties, more stringent environmental assessments and a heightened degree of responsibility for companies and their officers, directors and employees.

Environmental laws and regulations may change at any time prior to the granting of necessary approvals. The support of local communities may be required to obtain necessary permits. Although the Company undertakes to comply with current environmental laws and regulations, there is no assurance that changes in environmental laws or regulations will not adversely affect the Company’s operations.

Exploration Risk

There is no assurance that the activities of Atlantic will be successful and result in economic deposits being discovered and in fact, most companies are unsuccessful due to the low probability of discovering an economic deposit. Once mineralization is discovered, it may take several years until production is possible during which time the economics

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Atlantic Industrial Minerals Incorporated

Management’s Discussion & Analysis (for the nine month period ended November 30, 2020)

of a project may change. Substantial expenditures are required to establish reserves through drilling. Atlantic’s ability to establish a mining operation is subject to a host of variables, such as the physical, technical and economic attributes of a deposit, availability of capital, cyclical nature of commodity markets and government regulations.

Exploration activities involve risks which even a combination of experience, knowledge and prudence may not be able to overcome. Exploration activities are subject to hazards and risks which could result in injury or death, property damage, adverse environmental conditions and legal liability. Fires, power disruptions and shortages and the inability to access land or obtain suitable or adequate equipment or labour are some of the hazards and risks involved in conducting an exploration program.

Financing and Liquidity Risk

Atlantic’s ability to continue as a going concern, retain its mineral properties, finance its exploration and development activities and make acquisitions is highly dependent on its working capital and its ability obtain additional funds in the capital/equity markets. The Company does not have production income or a regular source of cash flow to fund its operating activities. In addition, Atlantic’s financial success is dependent on the extent to which it can discover mineralization in economic quantities and the economic viability of developing its properties or projects.

Atlantic will require significant capital to finance its overall objectives and there can be no assurance that the Company will be able to raise the capital required, thus jeopardizing the Company’s ability to achieve its objectives, meet its obligations or continue as a going-concern. Given the nature of the Company’s operations, which consist of exploration, evaluation, development and acquisition of mineral properties or mining projects, the Company believes that the most meaningful financial information relates primarily to current liquidity and solvency. There can be no assurance that the Company’s directors/officers will fund the Company’s working capital needs.

Failure to obtain sufficient and timely financing may result in delaying or indefinitely postponing exploration or development activities. If the Company obtains debt financing, it may expose its operations to restrictive loan and lease covenants and undertakings. If the Company obtains equity financing, existing shareholders may suffer dilution.

Infrastructure risk

Exploration and development activities depend, to one degree or another, on adequate infrastructure. Reliable roads, bridges, power sources and water supply are important determinants, which affect capital and operating costs. The lack of availability of acceptable terms or the delay in the availability of any one or more of these items could prevent or delay exploration or development of Atlantic’s projects. If adequate infrastructure is not available, there can be no assurance that the exploration or development of the Company’s projects will be commenced or completed on a timely basis, if at all.

Pandemic diseases and viruses risk

Atlantic’s operations are exposed to the risk of pandemic diseases and viruses (such as COVID-19), which could have adverse economic and social impacts on global societies and in areas in which the Company operates. Such pandemics pose a threat to maintaining our operations as planned, due to shortages of workers and contractors, supply chain disruptions, insufficient healthcare, changes in how people socialize and interact, government or regulatory actions or inactions, declines in the price of our underlying commodities, as well as capital market volatility. There can be no assurance that our workers, partners, suppliers, consultants and contractors will not be impacted by such diseases or viruses. As a result, the Company may not be able to predict and effectively mitigate the impact from such diseases or viruses on its operations and these diseases and viruses could have a material adverse effect on our business, operating results, financial condition and share price.

Permit Risk

Atlantic’s current and anticipated future exploration and development activities on its properties, require permits from various governmental authorities. The costs and delays associated with obtaining necessary permits and complying with these permits and applicable laws and regulations could prevent, delay or restrict the Company from

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Atlantic Industrial Minerals Incorporated

Management’s Discussion & Analysis (for the nine month period ended November 30, 2020)

proceeding with certain exploration or development activities. There can be no guarantee that the Company will be able to obtain or maintain all necessary licenses and permits that may be required to explore and develop its properties,

There can be no assurance that all permits that the Company requires will be obtainable on reasonable terms, or at all. Delays or a failure to obtain such permits, or a failure to comply with the terms of any such permits that the Company has obtained, could have a material adverse impact on the Company.

Price Risk

The ability of Atlantic to finance the acquisition, exploration and development of its mineral properties and the future profitability of the Company is strongly related to: the price of the underlying commodity; the market price of the Company's equities; and, commodity and investor sentiment. Commodity and equity prices fluctuate on a daily basis and are affected by a number of factors beyond the Company's control. A decline in either the price of the primary commodity, the Company's issued equities or investor sentiment could have a negative impact on the Company's ability to raise additional capital. Management monitors the commodity and stock markets to determine the applicable financing strategy to be taken when needed.

Property Title Risk

Although Atlantic takes reasonable measures to ensure proper title in the properties in which it holds or is acquiring an interest, there may still be undetected title defects affecting such properties. Accordingly, the properties in which Atlantic holds or is acquiring an interest may be subject to prior unregistered liens, agreements, transfers or claims, or unsatisfied work commitments, all of which could have a material adverse impact on Atlantic’s operations. In addition, the Company may be unable to access or operate its properties as permitted or to enforce its rights with respect to its properties. If a title defect exists, it is possible that the Company may lose all or part of its interest in the properties to which such defects relate.

Further, there can be no assurance that the Company will be able to secure the grant or the renewal of exploration permits or other tenures on terms satisfactory to it, or that governments having jurisdiction over the Company’s mineral properties will not revoke or significantly alter such permits or other tenures or that such permits and tenures will not be challenged or impugned.

Share volatility and dilution risk

The securities markets are subject to a high level of price and volume volatility, and the securities of many mineral exploration companies can experience wide fluctuations in price, which have not necessarily been related to the operating performance, underlying asset values or prospects of such companies. The price of Atlantic’s common shares may also be significantly affected by short term changes in mineral prices or in the Company’s financial condition or results of operations as reflected in its financial reporting.

In order to finance future operations and development efforts, the Company may raise funds through the issue of common shares or the issue of securities convertible into common shares. The Company cannot predict the size of future issues of common shares or the issue of securities convertible into common shares or the effect, if any, that future issues and sales of the Company’s common shares will have on the market price of its common shares. Any transaction involving the issue of shares, or securities convertible into shares, could result in dilution, possibly substantial, to present and prospective holders of shares.

Social Access Risk

The Company’s mineral claims are located near rural communities that may be affected by quarrying activities. The Company engages in community stakeholder consultations to ensure that the Company will be able to carry out its planned exploration and, in the future, development programs. There can be no assurance that these measures will be successful, in whole or in part. In areas where there are local populations or landowners, it may be necessary, as a practical matter, to negotiate surface access. There can be no guarantee that, despite having the legal right to

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Atlantic Industrial Minerals Incorporated

Management’s Discussion & Analysis (for the nine month period ended November 30, 2020)

access the surface and carry on exploration activities, the Company will be able to negotiate a satisfactory agreement with any such existing landowners/occupiers for such access, and therefore it may be unable to carry out exploration, development or quarrying activities. In addition, in circumstances where such access is denied, or no agreement can be reached, the Company may need to rely on the assistance of local officials or the courts in such jurisdiction and the success of such actions cannot be predicted with certainty.

Uninsured Hazards Risk

The Company may not always be able or may choose not to obtain insurance for many of the risks that it faces. During the exploration, development and production of mineral properties, several risks including unexpected or unusual geological or operating conditions, may occur. It is not possible to fully insure against such risks, and the Company may decide not to seek insurance against such risks because of high premiums or other reasons. Should such liabilities arise, they could reduce or eliminate any future profitability and result in an increase in costs and a decline in the value of the Company’s securities. The Company is currently not insured against environmental risks. Insurance against environmental risks (including potential liability for pollution or other hazards resulting from the disposal of waste products occurring from exploration and production) has not been generally available to companies within the industry. The Company may periodically evaluate the cost and coverage of such insurance as is available against certain environmental risks to determine if it would be appropriate to obtain such insurance. Without such insurance, and if the Company becomes subject to environmental liabilities, the payment of such liabilities would reduce or eliminate the Company’s available funds or could exceed the available funds that the Company has and result in bankruptcy. Should the Company be unable to fully fund the remedial cost of an environmental problem, it might be required to agree to interim compliance measures pending completion of the required remedy.

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