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Wescan Goldfields Inc. Management Reports 2026
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WESCAN GOLDFIELDS INC.
Management's Discussion and Analysis
December 31, 2025
April 27, 2026
MANAGEMENT'S DISCUSSION & ANALYSIS ("MD&A")
The following discussion and analysis is prepared by Management as of April 27, 2026 and should be read in conjunction with the audited financial statements for the year ended December 31, 2025 ("financial statements for the year ended December 31, 2025") available on SEDAR at www.sedar.com. Wescan Goldfields Inc. ("Wescan" or "the Company") prepared its financial statements for the year ended December 31, 2025 in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Boards ("IASB"). All currency amounts are quoted in Canadian Dollars, unless otherwise stated.
Overview
Wescan is a growth oriented mineral exploration company based in Saskatchewan. Wescan is focused on the exploration of its current portfolio of gold properties and the acquisition of new exploration targets. The Company has previously focused exploration efforts on its northern Saskatchewan properties with known gold mineralization located in the La Ronge Gold Belt. In the fall of 2023, the Company began the first stage of a multi-stage field program on the Munro Lake project. In the spring of 2024, the Company contracted Axiom Exploration Group to complete a satellite data analysis on the Munro Lake project to determine future targets. The Company is currently preparing for a drill program on the Munro Lake project which will commence in 2026. The Company will also continue to evaluate the potential for the acquisition or partnership opportunities of current and other mineral properties that fit the Company's strategic direction.
Projects
Jojay Gold Project
Background
The Company holds a 100% interest in the Jojay gold property, consisting of five claim blocks covering 1,496 hectares located approximately 150 kilometers northeast of La Ronge, Saskatchewan. The Company's initial 25% interest in the property was acquired from Star Diamond Corporation (formerly Shore Gold Inc.) in 2004 in exchange for shares of the Company. The remaining 75% was acquired from SSR Mining Inc. (formerly Claude Resources Inc.) in 2006 in exchange for shares. The Company has an Indicated Mineral Resource and Inferred Mineral Resource, as defined under National Instrument ("NI") 43-101, on the Jojay gold deposit which was completed on February 4, 2010. The NI 43-101 compliant Mineral Resource Estimate completed by ACA Howe International Limited ("ACA Howe") includes 21 Wescan diamond drill holes completed in 2005 and 2007-2008 and 79 historic drill holes. At a block cut-off grade of 2.0 grams per tonne Au, non-diluted Indicated Mineral Resources, located entirely in the Red Zone, amount to 420,000 tonnes with an average grade of 3.7 grams per tonne Au, for 50,000 ounces gold. Non-diluted Inferred Mineral Resources, approximately half of which were located in the Red Zone, amount to 630,000 tonnes with an average grade of 4.3 grams per tonne Au, for 87,000 ounces gold. No Measured Mineral Resources or Mineral Reserves of any category were identified. Mineral resources are not mineral reserves and by NI 43-101 definition do not demonstrate economic viability. There is no certainty that all or any part of the Mineral Resource will be converted into a Mineral Reserve.
WESCAN GOLDFIELDS INC.
December 31, 2025 - MD&A
Based on recommendations from a review of historical drilling data that was completed in February 2011 and the recommendations contained in the Technical Report that accompanied the NI 43-101 compliant Resource Estimate, Wescan commenced a 2,678.5 metre drill program (10 holes) in June 2011. The program successfully identified significant mineralized zones outside the existing drill-defined area of mineralization and successfully confirmed, as well as infilled, historical drilling results.
Current year and future activities
During the year ended December 31, 2025 the Company engaged ACA Howe International to complete an updated technical study on the Jojay project. Management is currently assessing options for future work on this property.
Munro Lake Gold Project
Background
The Company holds a 100% interest in the Munro Lake gold property. The Munro Lake property consists of mineral dispositions covering 2,489 hectares located approximately 128 kilometers northeast of La Ronge, Saskatchewan. The Company's initial 51% interest in the property was acquired from Star Diamond Corporation in 2004 in exchange for shares of the Company and has increased to 100% based on non-participation of the former joint venture partner in past exploration programs. Munro Lake is located approximately seven kilometers from a producing gold mine and is on trend with other known gold mineralized zones in the area. Limited historical exploration work has been performed on Munro Lake.
During 2011 the Company conducted a magnetic and electromagnetic airborne geophysical survey on the Munro Lake property. The intent of the airborne geophysical survey was to assist in the interpretation of historic soil sampling and prospecting programs that had identified anomalous gold targets throughout the property. During 2013, the Company announced the results of a winter drill program on the Munro Lake property which consisted of 1,052.34 metres of diamond drilling over 4 holes. Drilling results included an interval of 67.1 g/t Au over 1.00 metres in a vein with associated visible gold as well as 7.1 g/t Au over 1.00 metres.
Current year and future activities
No exploration activity occurred on the Munro lake property during the year ended December 31, 2025. Management is currently planning the next phase of exploration which includes finalizing budgets and contractors for a drill program set to commence in 2026.
Jasper Gold Project
Background
The Company holds a 100% interest in the Fork Lake/Jasper/Tamar ("Jasper") gold property, consisting of certain mineral dispositions covering 6,513 hectares located approximately 150 kilometers northeast of La Ronge, Saskatchewan. The property contains the high grade Jasper Gold Mine which mined and milled 140,127 tonnes at an average grade of 18.9 grams per tonne in the early 1990s. The Company's initial interest in the property was acquired from Star Diamond Corporation in 2004 in exchange for shares of the Company. The Company performed drilling in 2005, 2006, and 2007 of certain deeper zones and during 2011 the Company completed a 2,313.5 metre drill program (9 holes) to further assess the future potential of this past producing gold mine. During 2013 the Company performed a drill program to further evaluate the Jasper property. This program was carried out following examination of Wescan's 2005, 2006 & 2011 diamond drill programs on the Jasper property and recommendations of the Technical Report for the Jasper Gold Project, completed by A.C.A. Howe International dated November 30, 2005.
WESCAN GOLDFIELDS INC.
December 31, 2025 - MD&A
The Company intends to continue exploration efforts on the Jasper Gold deposit before an NI 43-101 Resource Estimate is completed to maximize any potential mineral resources.
Current year and future activities
No exploration activity occurred on the Jasper property during the year ended December 31, 2025. Management is currently assessing options for future work on this property.
Financial Highlights Selected
Annual Information
Selected financial information of the Company by year is summarized as follows:
| | 2025
$ | 2024
$ | 2023
$ |
| --- | --- | --- | --- |
| Interest and other income | 0 | 0 | 0 |
| Net loss | 371,534 | 168,149 | 357,597 |
| Net loss per share | 0.01 | 0.00 | 0.01 |
| Total assets | 576,352 | 3,563 | 84,358 |
| Total non-current liabilities (1) | 75,520 | 75,520 | 75,520 |
| Working capital (deficit) | 89,696 | (146,742) | 21,208 |
(1) Non-current liabilities are comprised of an environmental rehabilitation provision.
Year Ended December 31, 2025
Results of Operations
For the year ended December 31, 2025 the Company recorded a net loss of $371,534 ($0.01 per share) compared to a net loss of $168,149 ($0.00 per share) for 2024. The net losses during 2025 and 2024 were due to ongoing operating costs incurred by the Company.
Expenses
Total expenses for the year ended December 31, 2025 were $371,534 compared to $168,149 for 2024.
- Costs in the administration category incurred during 2025 increased to $136,096 compared to $78,391 in 2024 (increase of $57,705). The increase in administration costs relates to increased professional fees for services provided to the company. Costs in the administration category also includes depreciation, interest, professional fees, and other office related expenses.
- During 2025, the Company incurred exploration and evaluation expenditures of $54,849 (2024 - $16,882).
- Corporate development costs increased to $85,089 in 2025 compared to $72,876 for the same period in 2024, as the Company became more active in promotion and travel activities.
- Share based compensation increased to $95,500, as stock options were issued in 2025 but not in 2024.
WESCAN GOLDFIELDS INC.
December 31, 2025 - MD&A
Financing
During 2025, the Company issued 12,000,000 Units at a price of $0.05 for gross proceeds of $600,000. Each Unit was comprised of one common share and one warrant. Each warrant entitles the holder thereof to purchase one common share at a price of $0.10, for a period of twenty four months from the closing dates of each tranche of the private placement.
No Financing activities occurred during 2024.
Summary of Quarterly Results
| 2025 | 2024 | |||||||
|---|---|---|---|---|---|---|---|---|
| Qtr 4 $ | Qtr 3 $ | Qtr 2 $ | Qtr 1 $ | Qtr 4 $ | Qtr 3 $ | Qtr 2 $ | Qtr 1 $ | |
| Net loss (1) | 158,900 | 89,733 | 63,235 | 59,666 | 24,371 | 31,684 | 56,769 | 55,323 |
| Net loss/share | 0.01 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| Shares outstanding | 65,684,320 | 53,684,320 | 53,684,320 | 53,684,320 | 53,684,320 | 53,684,320 | 53,684,320 | 53,684,320 |
(1) Basic and diluted.
Fourth Quarter Results
For the quarter ended December 31, 2025, the Company recorded a net loss of $158,900 compared to net loss of $24,371 ($0.00 per share) during the same period in 2024.
- Costs in the administration category for the quarter were $29,701 compared to $7,955 during the same quarter of 2024 (increase of $21,746).
- Costs in the exploration and evaluation category for the quarter were $4,912 compared to $0 during the same quarter in 2024 (increase of $4,912).
- Costs in the corporate development category for the quarter were $28,787 compared to $16,417 during the same quarter in 2024 (increase of $12,370).
- Share based compensation increased to $95,500, as stock options were issued in 2025 but not in 2024.
Related Party Transactions
During the years ended 2025 and 2024, Mr. Kenneth E. MacNeill (Chief Executive Officer) through his consulting company, waived his management fees.
Total compensation paid to key management personnel, including amounts paid or payable to related parties owned by key management personnel, executive officers, and directors, was $67,784 (2024- $66,378).
During the year ended 2025 the Company entered into demand loan agreements for $220,000 (2024 - $100,000) from MacNeill Brothers Oil and Gas Ltd, a company controlled by a related party, for general administrative expenses and payment of certain outstanding payables. Annual interest rates on these demand loans ranges from 2.5% - 4.66% based on the 1-Year Treasury Bill rate.
WESCAN GOLDFIELDS INC.
December 31, 2025 - MD&A
Liquidity
As at December 31, 2025, the Company had working capital of $89,696 compared to a working capital deficit of $146,742 at December 31, 2024. As at December 31, 2025, the Company is committed to current liabilities of $486,656.
The company is committed to expenditures in 2026 on certain mineral properties to keep claims in good standing. The Company is also required to meet certain expenditure and other regulatory requirements to maintain its listing status. The Company currently has no ongoing source of revenue and as such, is dependent upon issuance of new equity to finance its ongoing obligations and to advance its exploration properties, such as the $600,000 equity financing completed by the company in 2025.
There is no assurance that the Company will be successful in obtaining required financing on terms acceptable to the Company as and when needed or at all. Failure to obtain additional financing on a timely basis may cause the Company to postpone exploration and/or evaluation plans, forfeit rights in its properties or reduce or terminate its operations resulting in the dissolution or liquidation of the Company.
Capital Resources and Outstanding Share Data
The following is the outstanding common share data:
| | Number of shares
December. 31, 2025 | Number of shares
April 27, 2026 |
| --- | --- | --- |
| Issued and outstanding | 65,684,320 | 65,684,320 |
Stock Options
The following stock options were outstanding and exercisable as at December 31, 2025:
| Number of Options | Exercise Price | Expiry Date | |
|---|---|---|---|
| 500,000 | $0.05 | January 13, 2028 | |
| 1,900,000 | $0.05 | January 13, 2030 | |
| Total | 2,400,000 |
The following stock options were outstanding and exercisable as at April 27, 2026:
| Number of Options | Exercise Price | Expiry Date | |
|---|---|---|---|
| 500,000 | $0.05 | January 13, 2028 | |
| 1,900,000 | $0.05 | January 13, 2030 | |
| 1,900,000 | $0.19 | February 26, 2031 | |
| 500,000 | $0.19 | April 13, 2029 | |
| Total | 4,800,000 |
WESCAN GOLDFIELDS INC.
December 31, 2025 - MD&A
Warrants and Broker Warrants
The following stock options were outstanding and exercisable as at December 31, 2025 and April 27, 2026:
| Number of Warrants | Exercise Price | Expiry Date | |
|---|---|---|---|
| 12,000,000 | |||
| 636,000 | $0.10 | ||
| $0.10 | December 31, 2027 | ||
| December 31, 2027 | |||
| Total | 12,636,000 |
Shares restricted:
At December 31, 2025 and 2024 there were no escrow shares.
Financial Instruments
As at December 31, 2025, the fair value of all of the Company’s financial instruments approximates their carrying value. Certain financial instruments are exposed to the following financial risks:
Credit risk
Credit risk is the risk of an unexpected loss by the Company if a customer or third-party to a financial instrument fails to meet its contractual obligations. The Company’s financial instruments that may have credit risk consist primarily of cash and receivables. The Company’s cash is held by financial institutions with an A (low) credit rating. The Company may invest excess cash, if any, in guaranteed investment certificates until it is required. The Company’s receivables are mainly comprised of GST receivable and therefore credit risk is minimal. The Company has gross credit exposure at December 31, 2025 relating to cash and receivables of $576,352 (2024 - $1,638).
Liquidity risk
As at December 31, 2025, the Company is committed to current liabilities of $486,656 (2024 - $149,505) and has exploration expenditure requirements of $62,000 in 2026. The Company does not have sufficient resources to meet these obligations as they become due through 2026.
These requirements, as well as the further exploration, evaluation and/or development of exploration and evaluation properties depends upon the Company's ability to complete further equity issues or obtain other forms of financing. Although the Company has been successful in the past in obtaining financing, there can be no assurance that the Company will be able to obtain adequate financing in the future or that the terms of such financing will be favorable. Failure to obtain additional financing on a timely basis may cause the Company to postpone exploration plans, forfeit rights in its properties or reduce or terminate its operations.
Market risk
Market risk is the risk that the fair value of a financial instrument will fluctuate because of changes in market prices. Market prices are comprised of four types of risk: foreign currency risk, commodity price risk, interest rate risk and equity risk.
WESCAN GOLDFIELDS INC.
December 31, 2025 - MD&A
Foreign currency risk:
Foreign currency risk is the risk that a variation in exchange rates between the Canadian dollar and US dollar or other foreign currencies will affect the Company’s operations and financial results. The Company does not have significant exposure to foreign exchange rate fluctuation since it is currently not producing.
Commodity price risk:
Commodity price risk is the risk that a variation in commodity price will affect the Company’s operations and financial results. The Company does not have significant exposure to commodity price fluctuations since it is currently not producing.
Interest rate risk:
Interest rate risk is the risk that future cash flows will fluctuate as result of changes in market interest rates. The Company’s borrowings are of fixed rates. Interest rate risk is limited to potential decreases on the interest rate offered on cash and cash equivalents held with chartered Canadian financial institutions. The Company considers this risk to be immaterial.
Equity risk:
The Company does not have any equity investments and is not exposed to equity risk.
Critical Accounting Estimates and Judgments
The financial statements for the year ended December 31, 2025 have been prepared in accordance with IFRS. The Company’s accounting policies are described in Note 4 to the financial statements for the year ended December 31, 2025. Certain of these policies involve critical accounting estimates as they require management to make particularly subjective or complex judgments about matters that are inherently uncertain and because of the likelihood that materially different amounts could be reported under different conditions or using different assumptions. The uncertainties related to these areas could significantly impact the Company’s results of operations, financial condition and cash flows.
In preparing the financial statements for the year ended December 31, 2025, significant judgments and estimations have been made by management in applying the Company’s accounting policies. In particular, the significant areas of judgment and estimation uncertainty considered by management in preparing the financial statements are: exploration and evaluation expenditures, impairment and reversal of impairment on exploration and evaluation assets, including related reserve and resource estimates, estimations for environmental rehabilitation provisions and share-based compensation transactions. These are discussed in more detail in Note 5 of the Company’s financial statements for the year ended December 31, 2025.
The determination of an NI 43-101 reserve requires judgment which impacts the point of deferral of exploration and evaluation expenditures. This requires management to make certain estimates and assumptions about future events or circumstances, in particular whether an economically viable extraction operation can be established.
WESCAN GOLDFIELDS INC.
December 31, 2025 - MD&A
Accounting Changes
a. IFRS standards, amendments and interpretations effective during the period
At the date of authorization of these financial statements, the IASB has not issued any new standards which became effective for the reporting period that would have a material impact on the Company.
b. IFRS standards issued but not yet effective
Effective for annual periods beginning on or after January 1, 2027
IFRS 18 Presentation and disclosure in the financial statements (replacement of IAS 1) - This new standard maintains many of the current requirements for the presentation of financial statements and adds new requirements concerning the statement of profit or loss, management-defined performance measures, and the principles of aggregation and disaggregation of information. The new requirements concerning the statement of profit or loss include requiring entities to classify income and expenses included in the statement of profit or loss in one of five categories (operating, investing, financing, income taxes, discontinued operations), and prescribing that subtotals for operating profit or loss and profit or loss before financing and income taxes are presented. The new requirements concerning management-defined performance measures involve explanation of the purpose, calculation of and reconciliation to the most closely related performance measure prescribed in an IFRS accounting standard performance measures used in public communications by entities outside of the financial statements that are not a measure specifically required to be presented or disclosed by an IFRS accounting standard.
The Company is currently evaluating the effect of these pronouncements on its financial statements and related disclosures.
Outlook
The Company has focused exploration efforts on its northern Saskatchewan properties with known gold mineralization located in the La Ronge Gold Belt. The Company is assessing future options for the Company's Jojay, Munro Lake and Jasper gold properties. The Company will also continue to evaluate the potential for the acquisition of other mineral properties that fit the Company's strategic direction.
Risks and Uncertainties
The Company attempts to mitigate risks by identifying, assessing, reporting and managing risks of significance. The following are risks relating to the business of the Company. This information is only a summary of risks currently facing the Company based on its stage of development. Additional risks and uncertainties not presently known may also impact the Company's operations. Management's view on risks facing the Company will evolve as the Company's stage of development progresses.
The principal risks faced by the Company during the exploration stage involve: Wescan's ability to obtain financing to further the exploration and development of exploration and evaluation properties in which Wescan holds interests; obtaining the required permits from various federal, provincial and local governmental authorities; and the ultimate economic feasibility of any future development projects.
The further development and exploration of exploration and evaluation properties in which Wescan holds interests or which Wescan acquires may depend upon Wescan's ability to obtain financing through equity financing, debt financing or other means. The Company does not have sufficient
WESCAN GOLDFIELDS INC.
December 31, 2025 - MD&A
funds to put any of its property interests into production from its own financial resources. There is no assurance that Wescan will be successful in obtaining required financing as and when needed. Failure to obtain additional financing on a timely basis may cause the Company to postpone development plans, forfeit rights in its properties or reduce or terminate its operations. Reduced liquidity or difficulty in obtaining future financing could have an adverse impact on Wescan's future cash flows, earnings, results of operations and financial condition. The relative prices of applicable commodities and future expectations for such prices have a significant impact on the market sentiment for investment in mining and exploration companies.
The future operations of the Company, including exploration activities and potential development of its properties, require permits from various federal, provincial, and local governmental authorities. Failure to comply with applicable laws, regulations, and permitting requirements may result in enforcement actions thereunder, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed and may include corrective measures requiring capital expenditures, installation of additional equipment, or remedial actions. To the best of the Company's knowledge, it is operating in compliance with all applicable rules and regulations. The Company utilizes qualified individuals, service providers and external consultants and maintains communications with governmental authorities to ensure that the Company is in compliance with all applicable rules and regulations.
All of Wescan's exploration and evaluation property interests are currently in the exploration stage and are without a known body of commercial ore. The exploration, development and production of precious metals are capital-intensive, subject to the normal risks and capital expenditure requirements associated with mining operations. While the rewards can be substantial if commercial quantities of precious metals are found, there can be no assurance that Wescan's past or future exploration efforts will be successful, that any production therefrom will be obtained or continued, or that any such production which is attempted will be profitable. To ensure that exploration procedures are being performed effectively and those results are interpreted and reported in a proper manner, management ensures that qualified individuals, service providers and external consultants are utilized in the verification and quality assurance of analytical results.
Technical Information
All technical information in this report has been prepared under the supervision of Gary Billingsley, P. Eng, P. Geo, Professional Geoscientist in the Province of Saskatchewan, and is the Company's "Qualified Person" under the definition of National Instrument 43-101.
Caution Regarding Forward-looking Information
This MD&A contains forward-looking statements within the meaning of certain securities laws, including the "safe harbour" provisions of Canadian Securities legislation and the United States Private Securities Litigation Reform Act of 1995. The words "may," "could," "should," "would," "suspect," "outlook," "believe," "plan," "anticipate," "estimate," "expect," "intend," and words and expressions of similar import are intended to identify forward-looking statements, and, in particular, statements regarding Wescan's future operations, future exploration and development activities or other development plans contain forward-looking statements. Forward-looking statements in this MD&A include, but are not limited to, the ability to raise funds to meet commitments and pursue exploration activities, the use of such funds, future plans for the Jojay, Jasper and Munro Lake properties and the acquisition and exploration of additional properties.
These forward-looking statements are based on Wescan's current beliefs as well as assumptions made by and information currently available to it and involve inherent risks and uncertainties, both general and specific. Risks exist that forward-looking statements will not be achieved due to a number of factors including, but not limited to, developments in world gold markets, risks relating to fluctuations in the Canadian dollar and other currencies relative to the US dollar, changes in exploration, development or mining plans due to exploration results and changing budget priorities of Wescan, the effects of competition in the markets in which Wescan operates, impact to the markets in which Wescan operates, the impact of changes in the laws
WESCAN GOLDFIELDS INC.
December 31, 2025 - MD&A
and regulations regulating mining exploration and development, judicial or regulatory judgments and legal proceedings and operational risks and the additional risks described in Wescan's most recently filed annual and interim MD&A, news releases and technical reports. Wescan's anticipation of and success in managing the foregoing risks could cause actual results to differ materially from what is anticipated in such forward-looking statements.
Although management considers the assumptions contained in forward-looking statements to be reasonable based on information currently available to it, those assumptions may prove to be incorrect. When making decisions with respect to Wescan, investors and others should not place undue reliance on these statements and should carefully consider the foregoing factors and other uncertainties and potential events. Unless required by applicable securities law, Wescan does not undertake to update any forward-looking statement that may be made.
Further information relating to the Company has been filed on SEDAR and may be viewed at www.sedar.com.
WESCAN GOLDFIELDS INC.
December 31, 2025 - MD&A