West Mining Corp. — Management Reports 2024

Jul 2, 2024

West Mining Corp. Management’s Discussion and Analysis For the six months ended April 30, 2024

INTRODUCTION

The following management’s discussion and analysis of financial condition and results of operations (“MD&A”) for the six months ended April 30, 2024 prepared as of July 2, 2024, should be read in conjunction with the unaudited condensed consolidated interim financial statements for the three and six months ended April 30, 2024 and the related notes thereto of West Mining Corp. (“the Company” or “West”) together with the audited financial statements of the Company for the year ended October 31, 2023. The MD&A is the responsibility of management and has been reviewed and approved by the Board of Directors of the Company.

The referenced consolidated financial statements have been prepared in accordance with IFRS Accounting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). All dollar amounts are expressed in Canadian dollars unless otherwise indicated.

CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS

The following discussion and analysis may contain forward-looking statements which are subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those implied by the forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statements were made, and readers are advised to consider such forward-looking statements in light of the risks as set forth in the following discussion.

COMPANY OVERVIEW

The Company was incorporated under the Company Act of British Columbia on August 28, 2017. The Company’s registered and records office is located at Suite 4204-1011 West Cordova Street Vancouver, British Columbia, Canada V6C 0B2. The Company’s common shares trade on the Canadian Securities Exchange under the trading symbol “WEST”.

CORPORATE

• On May 8, 2024, the Company appointed Mr. Richard Lonsdale - Hands to its advisory board.

• On June 6, 2024, the Company announced the appointment of Harrison Cookenboo, Ph.D., P.Geo to its advisory board.

SHARE CONSOLIDATION

Effective November 15, 2023, the Company had completed the consolidation of its common shares on the basis of one post-consolidation common share for 10 pre-consolidation common shares. The condensed consolidated interim financial statements reflect the share consolidation for all shares, warrants, options and per share amounts retrospectively.

EXPLORATION AND EVALUATION ASSETS

Kena Project

During the year ended October 31, 2021, the Company acquired a 100% interest in the Kena Project upon execution of the Option Agreement, the Amended Agreement and the Apex Agreement (as defined below). The Company also purchased additional claims to complement the Kena Project on March 22, 2021, as described below. The Kena Project consists of mineral claims and crown grants located in the Nelson Mining District in British Columbia, and is subject to various NSRs ranging from 1% to 3% which may be purchased for cash consideration.

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West Mining Corp. Management’s Discussion and Analysis For the six months ended April 30, 2024

Option Agreement

On December 24, 2020, the Company entered into an option agreement (the “Option Agreement”) with Boundary Gold and Copper Mining Ltd. (“Boundary”), and Boundary’s wholly-owned subsidiary, 1994854 Alberta Ltd. (“1994854”), to acquire 174 mineral claims and 11 crown grants comprising the Kena and Daylight gold-copper properties (the “Kena Project”). Under the Option Agreement, the Company earned an 80% interest in and to the properties by making aggregate cash payments of $325,000, issuing an aggregate of 1,805,556 common shares with a fair value of $325,000, and incurring an aggregate of $1,735,925 in exploration expenditures.

Amended Agreement to purchase 1994854

Pursuant to an amending agreement dated April 7, 2021 with Boundary (“Amended Agreement”), the Company acquired all of the issued and outstanding shares of 1994854 from Boundary, by making a cash payment of $800,000 and issuing 555,555 common shares to Boundary with a fair value of $1,888,889. 1994854 holds the underlying 80% interest in the Kena Project.

Apex Agreement to purchase remaining 20% interest

Pursuant to an asset purchase agreement dated April 7, 2021 with Apex Resources Inc. (“Apex”) (“Apex Agreement”), the Company acquired Apex’s interest in the Kena Project from Apex in exchange for cash payments totaling $300,000 and issuance of 150,000 common shares of the Company valued at $480,000.

Apex retained a 1% NSR royalty on the Kena Project, which the Company has a right to purchase for a cash payment of $500,000 at any time prior to the commencement of commercial production on the Kena Project.

Athabasca Mine

On March 22, 2021, the Company entered into a claims purchase agreement with 802213 Alberta Ltd., under which the Company acquired 17 mineral claims, contiguous to the Kena Project. In exchange for the claims, the Company paid $27,087 and issued 8,500 common shares of the Company.

On August 4, 2021, the Company entered into a claims purchase agreement with 802213 Alberta Ltd., under which the Company acquired 5 additional mineral claims, contiguous to the Kena Project. In exchange for the claims, the Company paid $25,210.

Folkestone Property

On January 25, 2021, the Company entered into a share purchase agreement with shareholders of Folkestone Mining Corp. (“Folkestone”), under which the Company acquired all of Folkestone’s issued and outstanding shares. Folkestone is the registered holder of 4 mineral exploration claims located in the Spanish Mountain District in British Columbia and 3 claims in the Junkers District in British Columbia. In exchange for the purchase of Folkestone’s shares, the Company issued 310,000 units of the Company, valued at $1,240,000. Each unit is comprised of one common share and one share purchase warrant. Each warrant was exercisable into one common share at an exercise price of $4.20 for a period of two years from the date of issuance.

Blue Cove Copper Property

On February 4, 2022, the Company entered into an option agreement to acquire a 100% undivided right, title and interest in and to the Blue Cove Copper Property covering 232 mineral claims (5,800 hectares) located near Terrenceville, Newfoundland. Under the terms of the option agreement, the Company could earn its 100% interest by issuing 170,000 common shares, making cash payments of $160,000 and incurring $750,000 in exploration expenditures in aggregate. The investment in the Blue Cove Copper Property was subject to a 3% NSR. The Company could purchase one-third (1%) of the NSR for $1,000,000 at any time.

During the year ended October 31, 2022, the Company paid $10,000 and issued 25,000 common shares, valued at $27,500. During the year ended October 31, 2023, the Company determined it would not pursue further exploration of the Blue Cove Copper Property and on February 15, 2023, the Company entered into

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West Mining Corp. Management’s Discussion and Analysis For the six months ended April 30, 2024

a termination agreement with the optionor. Pursuant to the termination agreement, the Company paid $20,000 in cash and issued 30,000 common shares with a fair value of $12,000 in order to terminate. Accordingly the Blue Cove Copper Property was considered impaired and $140,549 in acquisition and exploration costs were written off.

Summary

The Company’s exploration and evaluation assets activity for the year ended October 31, 2023 and six months ended April 30, 2024 is as follows:

Folkestone Property Blue Cove Property Kena Project	**Total **	**Total **
$ $ $ Acquisition costs	$
Balance, October 31, 2022 1,364,000 37,500 4,562,847 Addition Cash - 20,000 - Common shares and units - 12,000 - Impairment - (69,500) -	5,964,347 20,000 12,000 (69,500)
Balance, October 31, 2023 and April 30, 2024 1,364,000 - 4,562,847 Exploration costs Balance, October 31, 2022 191,035 71,049 2,256,797 Addition - - 109,007 Impairment - (71,049) -	5,926,847 2,518,881 109,007 (71,049)
Balance, October 31, 2023 191,035 - 2,365,804 Addition - - 3,000	2,556,839 3,000
Balance,April 30,2024 191,035 - 2,368,804	2,559,839
Balance, October 31, 2023 1,555,035 - 6,928,651 Balance, April 30, 2024 1,555,035 - 6,931,651	8,494,139 8,486,686
Exploration and evaluation costs were comprised of:
	Kena Project
For the year ended October 31, 2023 Assays Exploration Field supplies Geological consulting Licenses and permits Other Transportation and freight	$ 65,084 905 201 9,876 3,984 200 28,757
Total	109,007
For the six months ended April 30, 2024 Licenses andpermits	3,000
Total	3,000

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West Mining Corp. Management’s Discussion and Analysis For the six months ended April 30, 2024

RESULTS OF OPERATIONS

Six months ended April 30, 2024

The Company recorded a loss of $412,733 ($0.05 per share) for the six months ended April 30, 2024 (2023 – $1,022,699 and $0.17 per share). The Company had no revenue, paid no dividends and had no longterm liabilities during the six months ended April 30, 2024. Variances of note in the operational expenses are:

• Advertising and promotion fees of $33,474 (2023 $251,610) consists of marketing expenses incurred to inform investors with marketing efforts. This included corporate presentations, corporate materials, concerted marketing and promotional efforts, actively promoting the entity and market awareness during the period. Fees decreased during the 2024 fiscal period compared with 2023 as the Company decreased its promotional activities.

• Consulting fees of $106,840 (2023 $359,030) consist of fees charged by management of the Company for managing the business. Fees decreased during the period ended April 30, 2024 due to a change in management, and lower consulting fees charged by new management.

• Rent of $Nil (2023 $12,500) consisted of office rent which was paid for the annual tenancy and storage rent. During the six months ended April 30, 2024, rent expense is $Nil due to end of lease of office building in the last fiscal year.

Share-based compensation of $134,299 (2023 - $Nil) increased during the six months ended April 30, 2024, as the Company granted 550,000 stock options and 100,000 restricted share units to certain directors, officers and consultants of the Company.

– Unrealized loss on sale of marketable securities of $12,000 (2023 $10,000) During the six months ended April 30, 2024, the share price of Recharge Resources had decreased to $0.12 per share (2023 - $0.22 per share).

• Impairment of mineral properties of $Nil (2023 $140,549) The 2023 expense resulted from the impairment of the Blue Cove property.

Three months ended April 30, 2024

The Company recorded a loss of $127,643 ($0.01 per share) for the three months ended April 30, 2024 (2023 – $502,036 and $0.08 per share). The Company had no revenue, paid no dividends and had no longterm liabilities during the three months ended April 30, 2024. Variances of note in the operational expenses are:

• Consulting fees of $39,041 (2023 $262,623) consists of due diligence work performed by consultants with respect to the mineral properties, and consulting fees charged by management of the Company for managing the business. It significantly decreased as there is a decline in engagements with consultants.

SUMMARY OF SELECTED QUARTERLY RESULTS (UNAUDITED)

The following table sets forth selected financial information from the Company’s unaudited quarterly condensed consolidated interim financial statements for the eight most recently completed quarters.

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West Mining Corp. Management’s Discussion and Analysis For the six months ended April 30, 2024

		THREE MONTHS ENDED	THREE MONTHS ENDED
	April 30, 2024 $	January 31, 2024 $	October 31, 2023 $	July 31, 2023 $
Total assets	8,600,830	8,600,770	8,603,468	8,653,389
Working capital (deficiency)	(265,997)	(216,354)	(209,252)	(143,795)
Net loss	(127,643)	(285,090)	(70,491)	(36,732)
Net loss per share(1)	(0.01)	(0.04)	(0.01)	(0.06)
		THREE MONTHS ENDED
	April 30, 2023 $	January 31, 2023 $	October 31, 2022 $	July 31, 2022 $
Total assets	8,582,323	8,941,499	9,471,110	10,709,537
Working capital (deficiency)	(83,835)	418,070	909,128	1,718,774
Net loss	(502,036)	(520,663)	(1,829,586)	(351,003)
Net loss per share(1)	(0.08)	(0.09)	(0.30)	(0.06)

(1)The basic and fully diluted calculations result in the same value due to the anti-dilutive effect of outstanding stock options and warrants if any.

During the quarter ended October 31, 2022, the Company determined that further exploration of the Pilgrim property was not planned as it focuses on other properties and accordingly the Pilgrim property was considered impaired and $594,000 in acquisition costs were written off. In addition, on October 31, 2022, the Company assessed the collectability of a loan receivable and deemed it irrecoverable. Accordingly, an impairment expense of $280,231 was recorded in the statement of loss and comprehensive loss.

Total assets and working capital have been decreasing quarter over quarter, as a result of cash spent on exploration and evaluation asset expenditures and on administrative expenses during the quarter.

FINANCING ACTIVITIES

During the year ended October 31, 2023, the Company issued 20,000 shares for gross proceeds of $20,000 due to exercise of restricted stock units.

During the year ended October 31, 2023, the Company issued 30,000 shares at a fair value of $12,000 pursuant to the termination agreement for the Blue Cove Copper Property.

On December 15, 2023, the Company closed a non-brokered private placement, raising gross proceeds of $150,000 through issuance of 3,000,000 units at a price of $0.05 per unit. Each unit consists of one common share and one common share purchase warrant (“Warrant”). The Warrant is priced at $0.065 per warrant, which has an expiry date of two years after the date of issuance. Share issue costs of $3,311 were incurred with respect to the private placement.

During the six months ended April 30, 2024, the Company issued 100,000 shares for gross proceeds of $6,500 due to exercise of warrants.

During the six months ended April 30, 2024, the Company received additional loans of $12,356 from and repaid $14,087 to the CEO of the Company and $12,500 from a shareholder of the Company. As at April 30, 2024, the balance of the loans payable was $62,054 (October 31, 2023 – $51,285).

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West Mining Corp. Management’s Discussion and Analysis For the six months ended April 30, 2024

LIQUIDITY AND CAPITAL RESOURCES

As at April 30, 2024 the Company had cash of $15,520 and a working capital deficiency of $265,997. During the six months ended April 30, 2024, net cash used in operating activities was $220,095, net cash used in investing activity was $3,000 incurred for exploration and evaluation assets and net cash received from financing activities was $235,458, consisting of net proceeds of $153,189 received from private placement, loan proceeds received of $24,856, offset by loan repayment of $14,087 and $71,500 from subscriptions received for exercise of warrants subsequent to April 30, 2024.

The Company’s objectives when managing capital are to safeguard its ability to continue as a going concern in order to provide returns for shareholders and to maintain a flexible capital structure that optimizes the costs of capital within a framework of acceptable risk. In the management of capital, the Company includes the components of shareholders’ equity as well as cash. The Company manages the capital structure and make adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust its capital structure, the Company may issue new shares, issue debt, acquire or dispose of assets or adjust the amount of cash. The Company is dependent on the capital markets as its primary source of operating working capital and the Company’s capital resources are largely determined by its ability to compete for investor support of its projects.

As of April 30, 2024, the Company has an accumulated deficit of $11,527,282. The Company expects to incur further losses in the development of its business. The Company’s ability to continue as a going concern is dependent upon its ability to raise adequate funding through equity or debt financings to discharge its liabilities as they come due. Although the Company has been successful in the past in obtaining financing, there is no assurance that it will be able to obtain adequate financing in the future or that such financing will be on terms advantageous to the Company. These factors indicate the existence of a material uncertainty that may cast doubt about the Company’s ability to continue as a going concern.

CAPITAL EXPENDITURES

The Company incurred $3,000 in exploration and evaluation expenditures during the six months ended April 30, 2024 (2023 - $110,813).

RELATED PARTY TRANSACTIONS

Key management of the Company includes the Chief Executive Officer (“CEO”), Chief Financial Officer (“CFO”) and directors of the Company. The Company incurred the following charges with directors and officers of the Company and/or companies controlled by them during the six months ended April 30, 2024 and 2023:

	2024	2023
	$	$
Consulting fees	64,137	75,612
Professional fees	-	47,500
Share-based compensation	26,000	-
	90,137	123,112

During the six months ended April 30, 2024, the Company paid consulting fees of $30,000 (2023 – $nil) to a company controlled by the CEO of the Company, consulting fees of $nil (2023 – $45,000) to a company controlled by the former CEO of the Company, consulting fees of $nil (2023 – $22,500) to a company controlled by another former CEO of the Company, and consulting fees of $34,137 (2023 – $8,112) to a company wherein the CFO of the Company is a shareholder. The Company also paid professional fees of $nil (2023 – $47,500) to a company controlled by the former CFO of the Company.

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West Mining Corp. Management’s Discussion and Analysis For the six months ended April 30, 2024

As at April 30, 2024, the Company owes $86,151 (October 31, 2023 - $33,204) to related parties. Related party transactions are measured at the exchange amount of consideration agreed between the related parties. Related party balances are non-interest bearing, unsecured, and due on demand.

OFF-BALANCE SHEET ARRANGEMENTS

The Company does not have any off-balance sheet arrangements.

SUBSEQUENT EVENTS

On May 28, 2024, the Company closed a non-brokered private placement raising gross proceeds of $825,000 through the issuance of 4,125,000 units at a price of $0.20 per unit. Each unit consists of one common share and one share purchase warrant, with each warrant exercisable for one common share at a price of $0.40 until May 30, 2026. In connection with the financing, the Company paid finder’s fees of $55,889 and issued an aggregate of 215,500 finder’s warrants, each exercisable for one common share at a price of $0.20 until May 30, 2026.

On May 28, 2024, the Company issued an aggregate of 400,000 common shares of the Company at a price of $0.39 per share as consideration for advisory services.

CURRENT SHARE DATA

As at the date of this MD&A, the Company has 13,771,230 common shares issued and outstanding.

DISCLOSURE CONTROLS AND PROCEDURES

In connection with National Instrument 52-109 (Certificate of Disclosure in Issuer’s Annual and Interim Filings) (“NI 52-109”), the Chief Executive Officer and Chief Financial Officer of the Company have filed a Venture Issuer Basic Certificate with respect to the financial information contained in the unaudited condensed consolidated interim financial statements for the six months ended April 30, 2024 and this accompanying MD&A.

In contrast to the full certificate under NI 52-109, the Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures and internal control over financial reporting, as defined in NI 52-109. For further information the reader should refer to the Venture Issuer Basic Certificates filed by the Company with the Annual Filings on SEDAR+ at www.sedarplus.ca.

RISKS AND UNCERTAINTIES

The Company is currently subject to financial and regulatory risks. The financial risk is derived from the uncertainty pertaining to the Company’s ability to raise capital to continue operations. Regulatory risks include the possible delays in getting regulatory approval for the transactions that the Board of Directors believe to be in the best interest of the Company, and include increased fees for filings and the introduction of ever more complex reporting requirements, the cost of which the Company must meet in order to maintain its exchange listing.

There is no assurance that the exploration of the Company’s properties will be successful in its quest to find a commercially viable quantity of mineral resources. The Company's exploration and development activities may be affected by changes in government and the nature of various government regulations relating to the mining industry. The Company cannot predict the government's positions on mining concessions, land tenure, environmental regulation or taxation. A change in government positions on these issues could adversely affect the Company's business and/or its holdings, assets and operations. Any changes in regulations are beyond the control of the Company.

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West Mining Corp. Management’s Discussion and Analysis For the six months ended April 30, 2024

OTHER INFORMATION

Additional information relating to the Company can be found on SEDAR+ at www.sedarplus.ca.

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