World Copper Ltd. — Management Reports 2022

Apr 27, 2022

INTRODUCTION

This Management Discussion & Analysis ("MD&A") for World Copper Ltd. (the "Company") for the year ended December 31, 2021 has been prepared by management, in accordance with the requirements of National Instrument 51-102, as of April 26, 2022, and compares its financial results for the year ended December 31, 2021 to the year ended December 31, 2020. This MD&A provides a detailed analysis of the business of the Company and should be read in conjunction with the Company's consolidated financial statements and the accompanying notes for the year ended December 31, 2021 and 2020, which have been prepared in accordance with International Financial Reporting Standards ("IFRS"). The Company's reporting currency is the Canadian dollar, and all monetary amounts in this MD&A are expressed in Canadian dollars unless otherwise stated. References to "US\$" are to United States dollars. The Company is presently a "venture issuer" as defined in NI 51-102.

FORWARD-LOOKING STATEMENTS

Certain information in this MD&A, including all statements that are not historical facts, constitutes forward‐looking information within the meaning of applicable Canadian securities laws. Such forward‐ looking information may include, but is not limited to, information which reflect management's expectations regarding the Company's future growth, results of operations (including, without limitation, future production and capital expenditures), performance (both operational and financial) and business prospects (including the timing and development of new deposits and the success of exploration activities) and opportunities. Often, this information includes words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate" or "believes" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.

In making and providing the forward‐looking information included in this MD&A the Company's assumptions may include among other things: (i) assumptions about the price of metals; (ii) that there are no material delays in the optimization of operations at the exploration and evaluation assets; (iii) assumptions about operating costs and expenditures; (iv) assumptions about future production and recovery; (v) that there is no unanticipated fluctuation in foreign exchange rates; and (vi) that there is no material deterioration in general economic conditions. Although management believes that the assumptions made and the expectations represented by such information are reasonable, there can be no assurance that the forward‐looking information will prove to be accurate. By its nature, forward‐ looking information is based on assumptions and involves known and unknown risks, uncertainties and other factors that may cause the Company's actual results, performance or achievements, or results, to be materially different from future results, performance or achievements expressed or implied by such forward‐looking information. Such risks, uncertainties and other factors include among other things the following: (i) decreases in the price of base precious metals; (ii) the risk that the Company will continue to have negative operating cash flow; (iii) the risk that additional financing will not be obtained as and when required; (iv) material increases in operating costs; (v) adverse fluctuations in foreign exchange rates; and (vi) environmental risks and changes in environmental legislation.

This MD&A (See "Risks and Uncertainties") contains information on risks, uncertainties and other factors relating to the forward‐looking information. Although the Company has attempted to identify factors that would cause actual actions, events or results to differ materially from those disclosed in the forward‐looking information, there may be other factors that cause actual results, performances, achievements or events not to be anticipated, estimated or intended. Also, many of the factors are beyond the Company's control. Accordingly, readers should not place undue reliance on forward‐looking information. The Company undertakes no obligation to reissue or update forward looking information as a result of new information or events after the date of this MD&A except as may be required by law. All forward‐looking information disclosed in this document is qualified by this cautionary statement.

Caution Regarding Adjacent or Similar Exploration and Evaluation Assets

This MD&A contains information with respect to adjacent or similar mineral properties in respect of which the Company has no interest or rights to explore or mine. The Company advises US investors that the mining guidelines of the US Securities and Exchange Commission (the "SEC") set forth in the SEC's Industry Guide 7 ("SEC Industry Guide 7") strictly prohibit information of this type in documents filed with the SEC.

All readers are cautioned that the Company has no interest in or rights to acquire any interest in any such properties, and that mineral deposits on adjacent or similar properties, and any production therefrom or economics with respect thereto, are not indicative of mineral deposits on the Company's properties or the potential production from, or cost or economics of, any future mining of any of the Company's mineral properties.

Caution Regarding Historical Results

Historical results of operations and trends that may be inferred from the discussion and analysis in this MD&A may not necessarily indicate future results from operations. In particular, the current state of the global securities markets may cause significant reductions in the price of the Company's securities and render it difficult or impossible for the Company to raise the funds necessary to continue operations, thus resulting in the Company losing its rights to some or all of its mineral properties. See "Risk Factors".

All of the Company's public disclosure filings, including its most recent material change reports, press releases and other information, may be accessed via www.sedar.com and readers are urged to review these materials, including the technical reports filed with respect to the Company's exploration and evaluation assets.

Qualified Persons

John Drobe, P.Geo., a qualified person as defined by National Instrument 43-101 – Standards of Disclosure for Mineral Projects ("NI 43-101"), has reviewed the scientific and technical information that forms the basis for the technical disclosure in this MD&A with respect to the Escalones and Cristal Properties, and has approved the disclosure with respect thereto herein. Mr. Drobe is not independent of the Company, as he is a consultant.

DESCRIPTION OF BUSINESS AND GOING CONCERN

Allante Resources Ltd. ("Company") was incorporated under the Business Corporations Act (British Columbia) on June 16, 2006 and was classified as a Capital Pool Company as defined in the TSX Venture Exchange ("TSXV") Policy 2.4. On March 7, 2007, the Company's shares began trading on the TSXV, and on February 3, 2010, the Company's shares were moved to the NEX board where they traded under the symbol ALL.H. On January 15, 2021, the Company changed its name from Allante Resources Ltd. to World Copper Ltd. and began trading under the symbol "WCU.V" on the TSXV on January 26, 2021.

World Copper Ltd. ("World Copper") was incorporated under the Business Corporations Act (British Columbia) on December 3, 2018, and changed its name from Wealth Copper Ltd. to World Copper Ltd. on July 16, 2020.

On January 15, 2021, the Company completed its qualifying transaction to acquire World Copper (the "Transaction"). As consideration for the Transaction, the Company issued 27,959,216 common shares to acquire all of the issued and outstanding shares of World Copper. For accounting purposes, World Copper was deemed to be the acquirer in the Transaction. Following the closing of the Transaction, the Company and World Copper amalgamated and changed its name to World Copper Ltd. As a result of the Transaction, the former shareholders of World Copper acquired control of the Company. Therefore, the Transaction is considered a reverse take-over and these consolidated financial statements represents a continuation of the business of World Copper.

WORLD COPPER LTD. (formerly Allante Resources Ltd.) (An Exploration State Company) Management Discussion & Analysis For the year ended December 31, 2021

The Company is an exploration stage junior mining company currently engaged in the identification, acquisition and exploration of mineral resources in Chile. The Company's head office and records office are located at #2710 - 200 Granville St., Vancouver, British Columbia, V6C 1S4, Canada.

These consolidated financial statements have been prepared on the basis of accounting principles applicable to a going concern. Several adverse conditions may cast significant doubt on the validity of this assumption. The Company incurred an operating loss of \$6,374,297 during the year ended December 31, 2021 (December 31, 2020 - \$1,969,763). The Company is currently unable to self-finance operations, has limited resources, has no source of operating cash flow, and has no assurances that sufficient funding will be available to conduct further exploration and development of its exploration and evaluation assets and to maintain operations.

The Company has relied principally upon the issuance of securities for financing. Future capital requirements will depend on many factors, including the Company's ability to execute its business plan. The Company intends to continue relying upon the issuance of securities to finance its future activities, but there can be no assurance that such financing will be available on a timely basis under terms acceptable to the Company.

These consolidated financial statements do not include any adjustments to the carrying amounts and classification of assets and liabilities that may result from the inability to secure future financing, and therefore be unable to continue as a going concern. Such a situation would have a material adverse effect on the Company's business, financial performance and financial condition. Such adjustments could be material.

Since December 31, 2019, the outbreak of the novel strain of coronavirus, specifically identified as "COVID-19", has resulted in governments worldwide enacting emergency measures to combat the spread of the virus. These measures, which include the implementation of travel bans, self-imposed quarantine periods and physical distancing, have caused material disruption to business globally resulting in an economic slowdown. Global equity markets have experienced significant volatility and weakness. The duration and impact of the COVID-19 outbreak is unknown at this time, as is the efficacy of the government and central bank interventions. It is not possible to reliably estimate the length and severity of these development and the impact on the financial results and condition of the Company in future periods.

SHARE EXCHANGE AGREEMENT

During the year ended December 31, 2019, the Company entered into a letter agreement with Allante Resources Ltd. ("Allante") dated June 7, 2019, whereby Allante acquired all of the issued and outstanding World Copper common shares and continue the business of World Copper in exchange for the issuance of common shares in the capital of Allante on a one for three post consolidated basis. The transaction will constitute Allante's qualifying transaction as a Capital Pool Company, as defined by the TSX-V. During the year ended December 31, 2020, the Company entered into a share exchange agreement ("the agreement"), subsequently amended, with Allante for the same terms as the letter agreement dated June 7, 2019. Pursuant to the agreement, the Company settled debt in the aggregate amount of up to \$320,000 to a company controlled by Joe DeVries, President of Allante by issuing up to 888,889 post consolidated common shares immediately after closing.

Concurrent with the transaction, the Company issued 4,891,864 post consolidated common shares valued at \$1,761,071 to Gold Springs to maintain its 30% pro-rata interest rights per the share exchange agreement in connection with the acquisition of 100% of the common shares of the SASC Metallurgy Corp., Escalones Copper Corp. and TriMetals Mining Chile SCM, which included a 100% interest in the Escalones property from Gold Springs Resource Corp. The Company also issued a special warrant whereby Gold Springs will be entitled to receive up to an additional 8,148,901 post consolidated common shares upon the deemed exercise of the special warrant. The special warrants will be deemed to be exercised on a proportionate basis at the time the Company's warrants are exercised.

ACQUISITION OF ALLANTE RESOURCES LTD

On January 15, 2021, the Company completed the Transaction to acquire all issued and outstanding shares of World Copper on a one for one for one basis. This resulted in the Company issuing 27,959,216 common shares to the shareholders of World Copper. As a result of the Transaction, the former shareholders of World Copper acquired control of the Company. Therefore, the Transaction is considered a reverse take-over ("RTO"). The Transaction is recorded in accordance with guidance provided in IFRS 2 Share-based Payments and IFRS 3 Business Combinations. As the Company did not qualify as business according to the definition in IFRS 3 and had no significant assets or liabilities, this Transaction does not constitute a business combination; rather it is treated as an issuance of shares by World Copper for the net assets of the Company, with the resulting difference representing the acquisition of a listing status.

The Company also settled debt in the aggregate amount of \$320,000 due to a company controlled by the former president by issuing 888,889 common shares at \$0.36 per common share immediately after closing, which occurred on January 15, 2021. The Company issued 4,891,864 common shares valued at \$1,761,071 to Gold Springs for Gold Springs to maintain its 30% pro-rata interest rights in the Company. (Note 7) The costs were capitalized to exploration and evaluation assets.

The Company also issued a special warrant whereby Gold Springs will be entitled to receive up to an additional 8,148,901 common shares upon the deemed exercise of the special warrant. The special warrants will be deemed to be exercised on a proportionate basis at the time the Company's warrants are exercised. The special warrants are considered to be contingent consideration and no value has been assigned.

In accordance with the RTO accounting, the fair value of the deemed issuance of the 1,333,533 common shares (the number of common shares that World Copper is deemed to have issued to acquire the shares of the Company) was determined to be \$0.36 per common share on the acquisition date.

The following table provides details of the fair value of the consideration given and the fair value of the assets and liabilities acquired:

Total Purchase Consideration
1,333,533 shares at \$0.36 per share	\$ 480,072
Allocation of Purchase Consideration
Assets
Current
Cash	\$ 382
Receivables	1,205
Total assets	1,587
Liabilities
Current
Accounts payable and accrued liabilities	456,571
Loan payable	12,500
Total liabilities	469,071
Net liabilities acquired	(467,484)
Listing fees, net of identifiable net assets	\$ 947,556
Additional listing costs	145,756
Total listing fees	\$ 1,093,312

ACQUISITION OF TMI GROUP

On September 25, 2019, the Company acquired 100% of the common shares of the SASC Metallurgy Corp., Escalones Copper Corp. and TriMetals Mining Chile SCM, (collectively the "TMI Group") which included a 100% interest in the Escalones property from Gold Springs Resource Corp. (formerly TriMetals Mining Inc.) ("Gold Springs") (Canada).

The following table summarizes the obligations outstanding as at June 30, 2021:

Obligations:	December 31,	December 31,
	2021	2020
Payment due upon closing of concurrent financing	\$ -	\$ 350,000
Reimbursement owed for annual concession fee	-	71,658
Current Obligations	\$ -	\$ 421,658
Payment due upon first anniversary of closing of concurrent financing
(January 15, 2022)	\$ 500,000	\$ 500,000
Total Obligations	\$ 500,000	\$ 921,658

Further, pursuant to a letter agreement (the "Side Letter") entered into among the Company and Gold Springs, the parties to the Side Letter agreed to restrict the extent of their ability to transfer or sell 8,333,333 post consolidated shares held by each of them in the capital of World Copper (or the Resulting Issuer) until the earlier of (i) the fifth anniversary of the closing date of the Escalones Acquisition or (ii) the first date after such closing date on which either the Company or Gold Springs, directly or indirectly, cease to beneficially own more than 5% of the issued and outstanding common shares in the capital of World Copper (or the Resulting Issuer).

EXPLORATION AND EVALUATION ASSETS

	Escalones Cristal Property, Property, Chile Chile		Total
Acquisition costs capitalized
Balance, December 31, 2019	\$ 3,967,972	\$	85,047	\$	4,053,019
Acquisition costs - cash	261,801		131,900		393,701
Acquisition costs - shares	-		-		-
Balance, December 31, 2020	\$ 4,229,773		216,948		4,446,720
Acquisition costs - cash	371,143		-		371,143
Acquisition costs - shares	1,761,071		-		1,761,071
Balance, December 31, 2021	\$ 6,361,987	\$	216,947	\$	6,578,934

WORLD COPPER LTD. (formerly Allante Resources Ltd.) (An Exploration State Company) Management Discussion & Analysis For the year ended December 31, 2021

	Escalones		Cristal
		Property, Chile		Property, Chile	Total
Exploration and evaluation expenses
Consulting	\$	125,923	\$	-	\$ 125,923
Geochemical		54,906		-	54,906
Geological		164,428		-	164,428
Maps & Data		10,570			10,570
Roads & Trenches		3,836		-	3,836
Year ended December 31, 2020	\$	359,663	\$	-	\$ 359,663
Exploration and evaluation expenses
Assays	\$	62,530	\$	-	\$ 62,530
Community relations		117,021		-	117,021
Consulting		282,341		-	282,341
Environmental		283,504		-	283,504
Field and camp supplies		117,830		-	117,830
Geochemical		96,671		-	96,671
Maps & Data		19,210		-	19,210
Geological		1,898		-	1,898
Property taxes and lease		208,005		-	208,005
Roads & Trenches		32,524		-	32,524
Transportation		67,577		-	67,577
Year ended December 31, 2021	\$	1,289,111	\$	-	\$ 1,289,111

Escalones Property, Chile

During the year ended December 31, 2019, the Company became party to an option agreement for the Escalones property. During the year ended December 31, 2019, prior to the acquisition of TMI Group, the Company had issued 166,667 post consolidated common shares and made payments in the amount of USD\$200,000 to the underlying property owner. The remaining payments required to earn a 100% interest in the Escalones property amended on May 24, 2021 are as follows:

• i) paying USD\$60,000 on or before June 30, 2020 (paid);
• ii) paying USD\$140,000 on or before December 31, 2020 (paid);
• iii) paying USD\$150,000 on or before on or before May 24, 2021 amendment date (paid);
• iv) paying USD\$150,000 on or before September 30, 2021 (paid);
• v) paying USD\$500,000 on or before June 30, 2022;
• vi) paying USD\$500,000 on or before June 30, 2023;
• vii) paying USD\$3,000,000 on or before June 30, 2024.

The Company has granted a 2% net smelter returns royalty ("NSR") to the underlying Escalones Property owner.

Cristal Property, Chile

During the year ended December 31, 2019, the Company entered into an assignment and assumption agreement (the "Assignment Agreement") with New Energy Metals Corp. ("Vendor") whereby the Company obtained the right, title, benefit, and interest in and to an option agreement in respect of the Cristal property. As consideration for the assignment, the Company issued 16,667 post consolidated common shares with a fair value of \$18,500. To date, the Company has made cash payments of USD\$150,000 towards the option.

The Company is required to make the remaining payments to the underlying property owner outlined below to exercise the option in full:

• i) paying USD \$50,000 upon the earlier of the commencement of drilling and December 31, 2019 (paid).
• ii) paying USD \$150,000 on or before five days after the first anniversary of closing the Allante transaction (January 15, 2022) (USD\$100,000 paid).
• iii) paying USD \$500,000 on or before second anniversary of closing (January 15, 2023).
• iv) paying USD \$700,000 on or before third anniversary of closing (January 15, 2024).
• v) paying USD \$3,000,000 on or before fourth anniversary of closing (January 15, 2025).

The underlying Cristal Property owner retains a 3% NSR royalty, of which 2% can be repurchased by paying US\$2,000,000 for each percentage point of the NSR royalty bought back (aggregate USD \$4,000,000 for 2% NSR royalty). In addition, there is also an existing 1% NSR royalty in favour of Condor Resources Inc. that can be repurchased in its entirety upon a payment of USD \$1,000,000.

The Assignment Agreement provides that if World Copper exercises the Cristal Option, then the Company and the Vendor will be deemed to have formed a joint venture (the "Joint Venture") for the continued exploration of the Cristal Project, with the initial participating interests of the Joint Venture participants being Wealth Copper Chile – 70% and the Vendor – 30%. Assuming the formation of the Joint Venture, a 2% NSR royalty will be granted to a participant in the Joint Venture if its participating interest therein falls to 10% or less (the "JV Royalty"), provided that one-half (1%) of the JV Royalty can be purchased by the other party for USD\$1,000,000.

RESULTS OF OPERATIONS

The following discussion addresses the operating results and financial condition of the Company for the three and twelve month periods ended December 31, 2021 compared with the three and twelve month periods ended December 31, 2020. The Management's Discussion and Analysis should be read in conjunction with the Company's consolidated financial statements and the accompanying notes for the year ended December 31, 2021.

For the three-month period ended December 31, 2021:

Net loss for the period

The Company had a net loss for the three-month period ended December 31, 2021 of \$1,765,888 (2020 - \$622,539). The net increase of \$1,143,349 in the net loss for the three-month period ended December 31, 2021 compared to the three-month period ended December 31, 2020 was primarily due to share-based compensation on stock options issued and a general increase in activities from the prior period after acquiring the TMI Group which included the acquisition of the Escalones option. Items that caused the net increase are noted in the following:

In comparison to the three-month period ended December 31, 2020:

• Accretion of \$Nil (2020 \$24,746) decreased by \$24,746 due to loan warrants issued in the comparative period.
• Consulting fees of \$405,699 (2020 \$130,748) increased by \$274,951 mainly due to external consulting fees as the Company became more active.
• Exploration and evaluation of \$487,945 (2020 \$130,231) increased by \$357,714 as the Company continues to spend funds on its Escalones Property as noted in a detailed list of exploration and evaluation assets noted in the tables above.
• Foreign exchange gain of \$4,157 (2020 \$14,656) decreased by \$10,499 due to fluctuating exchange rates.
• Insurance of \$10,615 (2020 \$Nil) increased by \$10,615 due to the Company acquiring its own policy since going public.

• Interest of \$3,232 (2020 \$Nil) increase by \$3,232 due to amounts owing to the former Allante Vendors which have been settled in the current period.

• Listing fees of \$145,756 (2020 \$Nil) increased by \$145,756 which is due to additional expenses on the RTO transaction with Allante. (refer to the discussion on the Acquisition of Allante).

• Office and miscellaneous of \$115,904 (2020 recovery \$74,454) increased by \$190,358 mainly due to costs in the Company's subsidiary office and VAT re-adjustments in the comparative period.
• Professional fees of \$4,729 (2020 \$329,401) decreased by \$324,672 mainly due to reclassifying legal fees on the transaction with Cardero Resources Corp. to deferred acquisition costs.
• Rent of \$21,969 (2020 \$28,299) decreased by \$6,330 mainly due to timing of the 2020 expenditures recorded in the three-month period ended December 2020 as it was seeking to go public.
• Share-based compensation recovery of \$71,268 (2020 \$Nil) increased by \$71,268 due to a correction of the benefit of an original timing of stock options issuance.
• Shareholder communications of \$445,029 (2020 \$31,993) increased by \$413,036 as the Company began publicly trading and reporting on its activities.
• Transfer agent and regulatory fees of \$1,558 (2020 \$45,759) decreased by \$44,201 due to the timing of expenses as the company began publicly trading and cost relating listing in foreign markets.
• Travel of \$126,323 (2020 \$15,236) increased by \$111,087 as the Company became active in the public market and travel restrictions due to Covid-19 were eased.
• Wages and benefits of \$72,554 (2020 \$Nil) increased by \$72,554 on the hiring of the Company's new CEO.

For the twelve-month year ended December 31, 2021:

Net loss for the period

The Company had a net loss for the twelve-month year ended December 31, 2021 of \$6,374,297 (2020 - \$1,969,763). The net increase of \$4,404,534 in the net loss for the twelve-month year ended December 31, 2021 compared to the twelve-month year ended December 31, 2020 was primarily due to o Share-based compensation on stock options issued, consulting fees, exploration and evaluation expenses, shareholder communications, listing and legal fees as described below on the acquisition of Allante on bringing the Company public, a general increase in activities from the prior period after acquiring the TMI Group which included the acquisition of the Escalones option. Items that caused the net increase are noted in the following:

In comparison to the twelve-month year ended December 31, 2020:

• Accretion of \$Nil (2020 \$24,746) decreased by \$24,746 due to due to loan warrants issued in the comparative period.
• Consulting fees of \$1,055,597 (2020 \$495,610) increased by \$559,987 mainly due to external consulting fees as the Company became public and more active.
• Exploration and evaluation of \$1,289,111 (2020 \$359,663) increased by \$929,448 as the Company continues to spend funds on its Escalones Property as noted in a detailed list of exploration and evaluation assets noted in the tables above.
• Foreign exchange loss of \$5,184 (2020 gain \$22,280) increased by \$27,464 due to fluctuating exchange rates.
• Insurance of \$10,615 (2020 \$Nil) increased by \$10,615 due to the Company acquiring its own policy since going public.
• Interest of \$8,133 (2020 \$Nil) increase by \$8,133 due to amounts owing to the former Allante Vendors which have been settled in the current period.
• Listing fees of \$1,093,312 (2020 \$Nil) increased by \$1,093,312 which is due to expenses on the RTO transaction with Allante (refer to the discussion on the Acquisition of Allante).
• Office and miscellaneous of \$248,367 (2020 \$147,873) increased by \$100,494 mainly due to moving expenses of the Company's and the CEO.
• Professional fees of \$445,383 (2020 \$748,499) decreased by \$303,166 mainly due to general legal fees on listing/acquisition of Alante and the transaction with Cardero Resources Corp.

WORLD COPPER LTD. (formerly Allante Resources Ltd.) (An Exploration State Company) Management Discussion & Analysis For the year ended December 31, 2021

• Rent of \$60,938 (2020 \$28,299) increased by \$32,639 mainly due to the new premises and office space required during the current year.
• Share-based compensation of \$1,012,058 (2020 \$Nil) increased by \$1,012,058 due to timing of stock options issued and the timing of issuances.
• Shareholder communications of \$664,288 (2020 \$111,650) increased by \$552,638 as the Company began publicly trading and reporting on its activities.
• Transfer agent and regulatory fees of \$91,891 (2020 \$46,737) increased by \$45,154 as the company began publicly trading and cost relating listing in foreign markets.
• Travel of \$197,397 (2020 \$28,966) increased by \$168,431 as the Company became active in the public market and travel restrictions due to Covid-19 were eased.
• Wages and benefits of \$192,043 (2020 \$Nil) increased by \$192,043 on the hiring of the Company's new CEO.

SUMMARY OF ANNUAL INFORMATION

	December 31, 2021	December 31, 2020	December 31, 2019
Total Assets	\$ 10,596,961	\$ 4,824,930	\$ 4,229,692
Exploration and evaluation assets	6,578,934	4,446,720	4,053,019
Total Liabilities	1,083,644	1,743,030	1,572,482
Working capital (deficit)	1,878,610	(864,820)	(1,395,809)
Shareholders' equity	9,513,317	3,081,900	2,657,210
Loss for the Year	(6,374,297)	(1,969,763)	(681,791)
Loss per share – Basic and Diluted	(0.14)	(0.03)	(0.03)
Cash Dividends Declared	-	-	-

SUMMARY OF QUARTERLY RESULTS

	December 31, 2021		September 30, 2021			June 30, 2021	March 31, 2021
Total assets	\$	10,596,961	\$	7,581,385	\$	7,078,911	\$	8,230,037
Exploration and evaluation assets	\$	6,578,934	\$	6,657,077	\$	6,461,346	\$	6,233,792
Total liabilities	\$	1,083,644	\$	1,660,535	\$	1,180,112	\$	1,387,864
Working capital (deficit)	\$	1,878,610	\$	(736,227)	\$	(562,547)	\$	608,381
Shareholders' equity	\$	9,513,317	\$	5,920,850	\$	6,461,346	\$	6,842,173
Total revenue	\$	-	\$	-	\$	-	\$	-
Net loss for the period	\$	(1,765,888)	\$	(1,865,895)	\$	(943,374)	\$	(1,799,140)
Basic and diluted loss per share	\$	(0.03)	\$	(0.04)	\$	(0.03)	\$	(0.03)

	December 31, 2020		September 30, 2020			June 30, 2020	March 31, 2020
Total assets	\$	4,824,930	\$	5,163,412	\$	4,274,985	\$	4,127,694
Exploration and evaluation assets	\$	4,446,720	\$	4,184,920	\$	4,053,019	\$	4,053,019
Total liabilities	\$	1,743,030	\$	1,569,982	\$	2,236,113	\$	1,829,784
Working capital (deficit)	\$	(864,820)	\$	(91,490)	\$	(1,514,147)	\$	(1,255,109)
Shareholders' equity	\$	3,081,900	\$	3,593,430	\$	2,038,872	\$	2,297,910
Total revenue	\$	-	\$	-	\$	-	\$	-
Net loss for the period	\$	(622,539)	\$	(551,140)	\$	(436,784)	\$	(359,300)
Basic and diluted loss per share	\$	(0.01)	\$	(0.01)	\$	(0.01)	\$	(0.01)

TRANSACTIONS WITH RELATED PARTIES

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Company, directly or indirectly. Key management personnel include the Company's executive officers and directors. The transactions with related parties were in the normal course of operations and were measured at the fair value.

	Key management personnel compensation during the year ended	December 31, 2021,	and 2020	was as follows:

	December 31,	December 31,
	2021	2020
Included in consulting fees:
Consulting fees paid or accrued to a corporation owned by the
director and former CEO, namely Henk Van Alpen	\$ 110,000	\$ 39,000
Consulting fees paid or accrued to a director, namely Patrick
Burns	104,534	181,601
Professional fees for accounting services paid to a corporation
owned by Sead Hamzagic for CFO duties.	48,000	12,000
Professional fees for accounting services paid to a paid to a
partnership in which the former CFO, namely Dave Cross, has
an interest.	-	46,125
Consulting fees paid or accrued to a corporation owned by
Marla Ritchie for Corporate secretary services.	30,000	18,750
Consulting fees paid or accrued to Marcelo Awad, Executive
Director, Chile.	6,285	-
Included in wages and benefits:
Wages and benefits paid or accrued to a CEO, namely Nolan
Peterson	187,631	-
	\$ 486,450	\$ 297,476

	December 31,	December 31,
	2021	2020
Management fees, included in consulting fees and wages and
benefits	\$ 486,450	\$ 297,476
Share-based compensation	\$ 460,026	\$ -

The transactions with related parties were in the normal course of operations and were measured at the exchange value, which represented the amount of consideration established and agreed to by the parties.

The amounts due to the related parties are as follows:

	December 31, 2021	December 31, 2020
Included in accounts payable and accrued liabilities:
Due to a director, namely Henk Van Alpen	\$ 6,328	\$ 37,054
Due to a director, namely Patrick Burns	9,508	182,421
Due to the former CFO, namely Dave Cross	-	41,975
Due to the corporate secretary, namely Marla Ritchie	3,071	33,755
Due to Wealth Minerals	56,032	277,551
	\$ 219,469	\$ 572,756

The amounts owing are unsecured, non-interest bearing and have no fixed term for repayment.

During the year ended December 31, 2020, the Company entered into a loan agreement with a director and former CEO whereby the Company received a loan of \$170,000 repayable by December 26, 2021 with interest of 8% per annum compounded annually. The Company repaid the loan on July 29, 2020. The Company also issued 1,700,000 bonus warrants exercisable into common shares at a price of \$0.10 until June 26, 2022. For accounting purposes, the loan noted above is a compound instrument and was allocated into corresponding debt and equity components at the date of issue. The Company bifurcated the notes into their components using a discounted cash flow model with a discount rate of 20% to estimate the fair value of the liability component of \$145,254 with the remaining balance of \$24,746 representing the equity component. The loan was fully accreted to its principal value upon repayment during the year ended December 31, 2020.

LIQUIDITY AND CAPITAL RESOURCES AND CAPITAL EXPENDITURES

At December 31, 2021, the Company has a deficit of \$9,025,851 (December 31, 2020 - \$2,651,554) and a working capital of \$1,878,610 (December 31, 2020 working capital deficit - \$864,820).

During the twelve months ended December 31, 2021, the Company had the following cash flows:

• i) Cash flows used in operating activities of \$5,848,147 (2020 \$1,500,232). Operating cash flows are due to day to day operations as detailed on the statement of financial position, adjusted for non-cash items and changes in non-cash working capital items.
• ii) Cash used in investing activities of \$929,480 (2020 \$393,701). The Company spent \$371,143 in Exploration and evaluation assets (2020 - \$393,701) and \$558,719 (2020 - \$Nil) related to acquisition costs of Cardero Resources Corp. and received \$382 on acquisition of Allante (2020 - \$Nil).
• iii) Cash provided by financing activities of \$8,768,712 (2020 \$2,057,876). These cash inflows were a result of incoming funds from private placements net of share issuance costs and warrant exercise of \$9,232,513 (2020 - \$2,219,708), net amounts received by Wealth Minerals \$55,711 (2020 paid - \$161,832), amounts paid to Gold Springs Resource Corp. \$421,658 (2020 - \$Nil), amounts advanced to Cardero Resources of \$97,854 (2020 - \$Nil) related party loans received of \$Nil (2020 - \$170,000) and repaid \$Nil (2020 - \$170,000).

The Company had the following share capital transactions:

During the twelve months ended December 31, 2021, the Company.

• i) On January 15, 2021, issued 9,010,488 post consolidated units at \$0.36 per unit for gross proceeds of \$3,243,776. Each unit consisted of a common share and warrant exercisable into a common share at a price of \$0.60 until July 27, 2025. In connection with the issuance, the Company paid aggregate finder's fees consisting of \$269,677 in cash and issued 660,394 post consolidated non-transferrable finder's warrants valued at \$150,590. In addition, filing fees of \$7,764 was paid in cash. Each Finder's Warrant entitles the holder thereof to purchase one Common Share at a price of \$0.60 for a period of 24 months from the date of issuance.

• ii) On January 15, 2021, in connection with the Going-Public Transaction (Note 13), the Company completed the minimum financing (see (i) above) and issued 888,889 post consolidated common shares to the former President and CEO of Allante in full and final satisfaction of the Allante indebtedness of \$320,000 and issued 4,891,864 post consolidated common shares valued at \$1,761,071 to Gold Springs to maintain its 30% pro-rata interest rights per the share exchange agreement. The Company also issued a special warrant whereby Gold Springs will be entitled to receive up to an additional 8,148,901 common shares upon the deemed exercise of the special warrant. The special warrants will be deemed to be exercised on a proportionate basis at the time the Company's warrants are exercised.

• iii) On January 15, 2021, in connection with the acquisition of Allante (Note 4), the Company issued 1,333,533 post consolidated common shares at \$0.36 per share for a total value of \$480,072 to the Allante shareholders.

• iv) On June 18, 2021, consolidated its shares on the basis of one (1) post-Consolidation Share for every three (3) pre-Consolidation Shares
• v) On September 29, 2021, issued 1,647,500 Units for gross proceeds of \$659,000.00. Each unit consists of one common share (a "Share") and one-half of one common share purchase warrant (a "Warrant"). Each whole Warrant entitles the holder to acquire one additional share of the Company for a period of two years from the date of issuance at a price of \$0.60 per share. The expiry of the Warrants may be accelerated if the closing price of the Company's common shares on the TSX Venture Exchange ("TSXV") is equal to or greater than \$1.00 for a minimum of twenty consecutive trading days and a notice of acceleration is provided in accordance with the terms of the Warrants. In connection with the issuance, the Company paid aggregate finder's fees consisting of \$29,380 in cash and issued 71,575 nontransferrable finder's warrants valued at \$19,230.
• vi) On October 6, 2021, issued 4,107,500 Units for gross proceeds of \$1,643,000. Each unit consists of one common share (a "Share") and one-half of one common share purchase warrant (a "Warrant"). Each whole Warrant entitles the holder to acquire one additional share of the Company for a period of two years from the date of issuance at a price of \$0.60 per share. The expiry of the Warrants may be accelerated if the closing price of the Company's common shares on the TSX Venture Exchange ("TSXV") is equal to or greater than \$1.00 for a minimum of twenty consecutive trading days and a notice of acceleration is provided in accordance with the terms of the Warrants. In connection with the issuance, the Company paid aggregate finder's fees consisting of \$115,010 in cash and issued 287,525 non-transferrable finder's warrants valued at \$90,249.
• vii) On October 28, 2021, issued 10,468,921 Units for gross proceeds of \$4,187,568. Each unit consists of one common share (a "Share") and one-half of one common share purchase warrant (a "Warrant"). Each whole Warrant entitles the holder to acquire one additional share of the Company for a period of two years from the date of issuance at a price of \$0.60 per share. The expiry of the Warrants may be accelerated if the closing price of the Company's common shares on the TSX Venture Exchange ("TSXV") is equal to or greater than \$1.00 for a minimum of twenty consecutive trading days and a notice of acceleration is provided in accordance with the terms of the Warrants. In connection with the issuance, the Company paid aggregate finder's fees consisting of \$119,000 in cash and issued 297,500 non-transferrable finder's warrants valued at \$100,980.

During the year ended December 31, 2020, the Company.

• viii)On July 27, 2020, issued 7,292,996 post consolidated units at \$0.30 per unit for gross proceeds of \$2,187,899. Each unit consisted of a common share and warrant exercisable into a common share at a price of \$0.60 for 5 years. The Company paid finder's fees by issuing 364,000 finder's warrants with a 2-year term exercisable at \$0.30 valued at \$68,468 and cash in the amount of \$124,880. The Company also paid other cash share issue costs in the amount of \$17,104.
• ix) On September 15, 2020, issued 500,000 post consolidated units at \$0.30 per unit to settle a loan payable of \$150,000. Each unit consisted of a common share and warrant exercisable into a common share at a price of \$0.60 for 5 years. Share issue costs of \$1,000 was paid on the issuance of shares.
• x) On October 15, 2020, issued 619,551 post consolidated units at \$0.30 per unit for gross proceeds of \$185,865. Each unit consisted of a common share and warrant exercisable into a common share at a price of \$0.60 for 5 years. The Company paid \$11,073 in finder's fees.

OFF-BALANCE SHEET ARRANGEMENTS

The Company has not entered into any off-balance sheet arrangements.

ACCOUNTING POLICIES AND FUTURE ACCOUNTING POLICIES

Please refer to the December 31, 2021 consolidated financial statements for details on accounting policies adopted in the period as well as future accounting policies.

FINANCIAL INSTRUMENTS AND FINANCIAL RISKS

The Company's financial instruments consist of cash, accounts receivable, and accounts payable and accrued liabilities, loans payable and amounts due to Wealth Minerals and Gold Springs Resource Corp.. Unless otherwise noted, it is management's opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments. The fair values of these financial instruments approximate their carrying values, unless otherwise noted. See Note 11 of the Company's consolidated financial statements for year ended December 31, 2021 for a discussion of the Company's risk exposure and the impact thereof on the Company's financial instruments.

The Company's cash at December 31, 2021 was \$2,321,740 and was primarily held at a major Canadian financial institution. The Company is subject to financial risk arising from fluctuations in foreign currency exchange rates. The Company does not use any derivative instruments to reduce its exposure to fluctuations in foreign currency exchange rates.

CRITICAL ESTIMATES, JUDMENTS AND ASSUMPTIONS

The preparation of the Company's consolidated financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting year. Estimates and assumptions are continually evaluated and are based on management's experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Actual results could differ from these estimates.

The areas which require management to make significant judgments, estimates and assumptions in determining carrying values include, but are not limited to:

Critical accounting estimates

Critical accounting estimates are estimates made by management that may result in a material adjustment to the carrying amount of assets and liabilities within the next financial year and include, but are not limited to, the following:

Stock based compensation

Stock based compensation is valued using the Black-Scholes Option Pricing Model at the date of grant and expensed in profit or loss over vesting period of each award. The Black Scholes Option Pricing Model utilizes subjective assumptions such as expected price volatility and expected life of the option. Stock based compensation expense also utilizes subjective assumption on forfeiture rate. Changes in these input assumptions can significantly affect the fair value estimate.

Fair value of consideration in reverse take-over transaction

The fair value of consideration to acquire the Company in the reverse take-over transaction comprised common shares. Common shares were valued on the date of issuance. The Company applied IFRS 2 Share-based Payment in accounting for the Transaction.

Significant Judgments

The preparation of these consolidated financial statements requires management to use judgment in applying its accounting policies and estimates and assumptions about the future. The following discusses the most significant accounting judgments the Company has made in the preparation of the consolidated financial statements.

Reverse Take-Over

The determination of the acquirer in the Transaction is subject to judgement and requires the Company to determine which party obtains control of the combining entities. Management applies judgement in determining control by assessing the following three factors: whether the Company has power over; whether the Company has exposure or rights to variable returns from its involvement; and whether the Company has the ability to use its powers over to affect the amount of its returns. In exercising this judgement, World Copper was deemed to be the acquirer in the Transaction.

Management has had to apply judgment in determining whether the acquisition was a business combination or an asset acquisition. Management applied a three-element process to determine whether a business or an asset was purchased, considering inputs, processes and outputs of the acquisition in order to reach a conclusion. The Transaction was accounted for as a reverse asset acquisition and the difference between the fair value of net assets acquired and the consideration paid was recorded as a listing expense.

Going concern

The assumption that the Company will be able to continue as a going concern is subject to critical judgments of management with respect to assumptions surrounding the short- and long-term operating budget, expected profitability, investing and financing activities, and management's strategic planning. Should those judgments prove to be inaccurate, management's continued use of the going concern assumption could be inappropriate.

Contingent Consideration

Management uses judgement to assess the existence of contingencies. At initial recognition at the date of a business combination and at the end of each reporting period, management also uses judgment to assess the likelihood of the occurrence of one or more future events which impacts the fair value of the contingent consideration. The Company will only recognize a contingent consideration as the related activity that gives rise to the variability occurs under asset acquisitions.

Exploration and evaluation assets impairment

At the end of each reporting period, the Company assesses each of its exploration and evaluation assets or cashgenerating units ("CGUs") to determine whether any indication of impairment exists. The Company has used geographical proximity, geological similarities, analysis of shared infrastructure, commodity type, assessment of exposure to market risks and materiality to define its CGUs.

Judgment is required in determining whether indicators of impairment exist, including factors such as: the period for which the Company has the right to explore, expected renewals of exploration rights, whether substantive expenditures on further exploration and evaluation of resource properties are budgeted or planned, and results of exploration and evaluation activities on the exploration and evaluation assets. If such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment, if any.

DISCLOSURE OF OUTSTANDING SHARE DATA (as at April 26, 2022)

Authorized Capital

Unlimited common shares without par value

Issued and Outstanding Shares – 94,082,695

Issued and Outstanding Stock Options – 8,985,000

Issued and Outstanding Warrants - 30,768,357

Issued and Outstanding Special Warrants – 8,148,901