TECHNICAL REPORT

On the

VALK PROPERTY

Nanaimo Mining Division NORTHERN VANCOUVER ISLAND, BRITISH COLUMBIA, CANADA

Located Within:

NTS Sheet: 09L 13

Centered at Approximately:

UTM: 586663 mE and 5625559 mN NAD 27

Report Prepared for:

Xplore Resources Corp. Brookfield Place 181 Bay Street, Suite 4400 Toronto, ON, Canada M5J 2T3

Report Prepared by:

Warren Robb P. Geo. 21968 127 Avenue Maple Ridge, B.C. V2X 4P5

EFFECTIVE DATE: March 6, 2021

	List of Tables	iii
	List of Figures	iv
1	Executive Summary5
1.1	Introduction5
1.2	Property Ownership5
1.3	Property Description5
1.4	Status of Exploration5
1.5	Geology and Mineralization6
1.6	Conclusions and Recommendations6
2	Introduction8
2.1	Terms of Reference8
2.2	Sources of Information8
2.3	Details of Personal Inspection8
2.4	Abbreviations and Units of Measurement8
3	Reliance on Other Experts11
4	Property Description and Location12
4.1	Location12
4.2	Mineral Titles12
4.3	Property Legal Status15
4.4	Nature of Title to Property15
4.5	Surface Rights16
4.6	Permitting17
4.7	Environmental17
5	Accessibility, Climate, Local Resources, Infrastructure and Physiography	18
5.1	Accessibility18
5.2	Climate20
5.3	Local Resources20
5.4	Infrastructure20
5.5	Physiography21
6	History22
6.1	Historical Exploration Activity22
7	Geological Setting and Mineralization29
7.1	Regional geology29
7.1.1	The Wrangellia Terrane29
7.2	Regional Mineralization29
7.3	Property Geology33
7.3.1	Lithological Units36

7.3.2	Structure and Folding39
7.3.3	Mineralization40

8		Deposit Type	42
	8.1		Epithermal Gold Style Deposit42
	8.1.1		Low Sulphidation State Deposit Style43
	8.1.2		Arc Low Sulphidation State Deposit Style44
	8.2		Associated Vanadium Enrichment45
9			Exploration47
	9.1		2019 Field Program Overview47
	9.1.1		Soil Sampling47
	9.1.2		Prospecting, Rock Sampling and Channels51
	9.1.3		Steam Sediment Sampling63
	9.2		2019 Program Summary63
10			Drilling66
11			Sample Preparation, Analysis, and Security67
	11.1		Sample Preparation67
	11.2	Chain	of Custody67
	11.3	QA/QC	67
	11.4		Sample Analysis67
	11.5		Adequacy of Procedures68
12			Data Verification69
	12.1		QP Site Visit69
13			Mineral Processing and Metallurgical Testing70
14			Mineral Resource Estimates71
23			Adjacent Properties72
	23.1		Notable Property73
24			Other Relevant Data and Information74
25			Interpretation and Conclusions75
26			Recommendations76
27	References77
28			Date, Signature and Certificate of Author79

List of Tables

Table 2.1: Abbreviations and Units of Measurement.9
Table 4.1: Valk Property mineral tenure.13
Table 4.2: BC work requirements for mineral tenures15
Table 4.3: BC cash-in-lieu for mineral tenures15
Table 5.1: Driving distances to the Property.18
Table 5.2: Climate Data for Port Hardy weather station20
Table 6.1: Historical Work Summary on the Valk Property23
Table 9.1: 2019 Valk exploration program sample summary47
Table 9.2: 2019 Rock Sample Descriptions53
Table 9.3: 2019 Channel 1-VA-19-C0158
Table 9.4: 2019 Channel 2 -VA-19-C0259
Table 9.5: 2019 Channel 3 -VA-19-C0359
Table 9.6: 2019 Channel Sample Assay Results.60
Table 9.7: 2019 Soil Statistics64
Table 9.8: 2019 Rock Statistics64
Table 9.9: 2019 Channels Statistics65
Table 9.10: 2019 Stream Sediment Statistics65
Table 11.1: Analytical methods requested from Bureau Veritas Laboratory67
Table 23.1: Summary of Indicated and Inferred Resources for Hushamu and Indicated Reserves
for Red dog Deposits-North Island Project72
Table 23.2: Summary of historical production at Island Copper Mine (Minfile 092L 158).73
Table 26.1: Proposed budget for continued exploration on the Valk Property.76

List of Figures

Figure 4.1: Valk Property location map12
Figure 4.2: Valk Mineral Claim Outline13
Figure 5.1: Valk Property access.19
Figure 6.1: Historical soil sampling program showing Cu in soil (ppm)24
Figure 6.2: Historical rock sampling program showing Cu in rock samples (%)25
Figure 6.3: Historical soil sampling program showing V in soil samples (ppm)26
Figure 6.4: Historical soil sampling program showing V in rock samples (ppm)27
Figure 6.5: Valk Property regional geophysics -residual total magnetic field28
Figure 7.1: Valk Property regional geology map31
Figure 7.2: Valk Property regional geology legend.32
Figure 7.3: Propylitic alterationhalo surrounding quartz-carbonate vein, 2019 program34
Figure 7.4: Valk Property Local Geology35
Figure 7.5: Stratigraphic summary of northern Vancouver Island, British Columbia38
Figure 7.6: Rock sample showing copper mineralization and malachite staining, 2019 program.41
Figure 8.1: Conceptual model for styles of magmatic arc epithermal Au-Ag and porphyry42
Figure 8.2: Alteration distribution associated with High and Low Sulphidation State Deposits44
Figure 8.3: Arc low sulphidation state and rift low sulphidation state models45
Figure 9.1: Example of a soil horizon (left) and of a sample site (right)48
Figure 9.2: 2019 and Historical Cu in Soil Results (ppm)49
Figure 9.3: Historical and 2019 Cu in Soil(ppm) on Airborne Magnetic Data50
Figure 9.4: VA-19-C02 channel overview (left) and example sample interval (right).52
Figure 9.5: 2019 Valk Rock Sample Locations and Results (Cu %)………………………………………………60
Figure 9.6: 2019 Valk Channel Sample Locations and Results (Cu ppm)62
Figure 9.7: 2019 Valk Stream Sediment Results (Cu ppm)63

1 Executive Summary

1.1 Introduction

This Technical Report provides an independent review of the exploration and mineralization on the Valk Property (Property) for Xplore Resources Corp. (Xplore), a Canadian company involved in mineral exploration and development. The Property is located in British Columbia, Canada in the Nanaimo Mining Division on Vancouver Island.

The Valk Property shows the potential to host epithermal gold style mineralizationand potentially a deeper seated Cu-Au porphyry system. The property also shows potential associated with vanadium enrichment.

This report was prepared by Warren Robb P. Geo. Mr. Robb is an independent qualified person (QP) as defined by Canadian Securities Administrators National Instrument 43‐101 Standards of Disclosure for Mineral Projects (NI 43‐101) and as described in Section 28 (Date and Signature Page) of this report. The QP is independent of Xplore Resources Corp., Longford Exploration Services Ltd., and Longford Capital Corp.

1.2 Property Ownership

The Valk Claim is owned 100% by Xplore Resources Corp. subject to a 2% NET Smelter Royalty.

1.3 Property Description

The Valk Property (the "Property") is located in northeastern Vancouver Island, 27 km northwest of Port Hardy, British Columbia (Figure 4.1). The Property covers 1,614.38 ha and extends approximately 4 km north and 4.8 km west. The Property lies is in the Nanaimo Mining Division, on NTS map sheet 09L 13 and is centred at approximately 127° 43'W longitude, 50° 47'N latitude.

1.4 Status of Exploration

The first report and map on the geology of northern Vancouver Island was published in 1887 by George M. Dawson of the Geological Survey of Canada. In 1962, the British Columbia Department of Mines in conjunction with the Geological Survey of Canada conducted an airborne magnetic survey over the northern portion of Vancouver Island. Then in 1989 the BC Government carried out a regional moss mat sampling program which reported anomalous Cu in the area. The first reported exploration work over the property was carried out between May and June of 1990 and continued until 1995.

Work carried out during the 1990s consisted of prospecting and exploration including various geochemical and geophysical surveys over the property area. This work identified anomalous copper and vanadium mineralization in rock and soil samples. The historical work identified a WNW trending copper in soil anomaly measuring approximately 4.0 kms in length and over 1.0 km in width. The anomaly consists of 147 soil samples assaying >50ppm Cu. Copper in rock sampling suggest a similar WNW trend, returning 18 samples > 2000 ppm Cu with the best result assaying 17000 ppm (1.7%) Cu. The coincident soil and rock geochemical anomaly are located

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along an interpreted fault zone that extends from the Valk Property and trending WNW, towards the historical Island Copper Mine located 25 kms to the SE.

1.5 Geology and Mineralization

The Valk Property is predominantly underlain by a generally southward-younging sequence of east-west-trending upper Triassic to middle Jurassic volcanics and lesser sedimentary rocks of the Vancouver Group. The Vancouver Group is 750-900 m thick and is comprised of the tholeiitic flood basalts of the Karmutsen Formation at the base conformably overlain by thinly bedded to massive Quatsino Formation limestone and intercalated marine shale, siltstone, and impure limestone of the Parson's Bay Formation. The Karmutsen Formation has undergone low-grade metamorphism which has resulted in chloritization and amygdules in-filled by epidote, carbonate, zeolite, prehnite, chlorite, and quartz.

During field work carried out by Longford Exploration Services Ltd.in June of 2019, propylitic alteration halos were observed surrounding quartz-carbonate veins up to 10 cm in width within amygdaloidal basalt flows. Vein clusters occur in shear zones up to 10 m wide. Veining was characterized by strong epidote-chlorite halos up to 20 cm wide surrounding veins with a light green hue. Disseminated sulphides occurred within and around veins including pyrite, chalcopyrite and bornite. Malachite and azurite-stained fracture-surfaces often enveloped the quartz veins.

1.6 Conclusions and Recommendations

Follow up soil and rock sampling in 2019 by Longford Exploration Services Ltd. was designed to extend and confirm the copper in soil results. A total of 405 additional soil samples were collected. These samples extended the copper in soil anomaly to the WNW and ESE along the inferred structural trend with infill soil samples collected between the historical sample grid lines. Of the 405 samples collected, 39 returned values >50 ppm Cu, the majority of which define discrete, higher grade copper plumes along the interpreted WNW trend line.

In addition to the soil samples, Longford Exploration Services Ltd. collected additional 37 rock samples, 14 stream sediment samples and 21 channel samples from fresh outcrop exposed in logging road cuts and various outcrops across the Property. Ten stream sediment samples returned values >50ppm Cu, the majority of which suggest a WNW trend of enrichment along the southern claim boundary. Copper in rocks results returned 7 samples >50 ppm Cu with two samples, approximately 500m apart, returning 13,950 and 13,050 ppm Cu respectively, both along the WNW structural trend of interest.

Based on a thorough review of the data the author believes that the results to date warrant further exploration of the Valk property to test for continuation of the mineralization identified to date, further define areas of prospectivity which may eventually lead to a diamond drill program.

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To Advance the property an estimated $265,000.00 Phase one combined soil geochemical follow up and airborne VTEM geophysical survey is recommended. Contingent on positive results from phase one a 5000-metre diamond drilling is recommended.

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2 Introduction

2.1 Terms of Reference

This Technical report was commissioned by Mr. Wes Hanson President of Xplore Resources Corp. ("Xplore") to compile and summarize the geology mineralization and exploration programs conducted on the Valk Property located in the Nanaimo Mining division on Vancouver Island. Xplore is a Canadian company involved in mineral exploration and development. This report has been prepared in connection with a proposed qualifying transaction between Xplore Resources Corp. and VON Capital Corp.

On June 1, 2019, Xplore entered into an earn-in option agreement (the "Original Agreement") with Longford Capital Corp. and James Rogers (together the "Vendors") to earn a 100% interest in the Valk Property. This agreement was subsequently amended on February 7, 2020 and again on November 2, 2020, where all conditions were removed. All considerations set forth in the Amending Agreement have since been met, and title was transferred to Xplore on November 26, 2020. In addition, the Vendors shall be granted a 2% Net Smelter Royalty ("NSR") on the Valk Mineral Title. 1% of the NSR may be purchased by the Royalty Holder by making an aggregate payment of $1,500,000.

On February 13, 2020, Xplore Resources Corp. ("Xplore PrivateCo"), Xplore (formerly VON Capital Corp. and referred to as "VON" prior to the completion of the proposed transaction), and 2717915 Ontario Inc. ("VON Subco") entered into an amended and restated definitive agreement concerning a proposed three-cornered amalgamation to combine the businesses, operations, and assets of Xplore PrivateCo and VON, where Xplore PrivateCo would become a wholly owned subsidiary of VON (the resulting issuer being renamed "Xplore Resources Corp.") (the "Qualifying Transaction"). On October 6, 2020, the parties completed the Qualifying Transaction, and Xplore's common shares began trading on the TSX Venture Exchange on October 8, 2020 under the ticker symbol "XPLR". Xplore PrivateCo is a wholly-owned subsidiary of Xplore.

2.2 Sources of Information

The sources of information utilized in preparation of this report are listed in the References-Section 27.

2.3 Details of Personal Inspection

The author visited the Property on March 5, 2021 to appraise the geological environment, access the Property, and verify the technical and geological information herein.

2.4 Abbreviations and Units of Measurement

Metric units are used throughout this report and all dollar amounts are reported in Canadian Dollars (CAD$) unless otherwise stated. Coordinates within this report use EPSG 26909 NAD83 UTM Zone 9N unless otherwise stated. The following is a list of abbreviations which may be used in this report:

Abbreviation	Description	Abbreviation	Description
%	Percent	li	limonite
AA	atomic absorption	m	metre
Ag	Silver	m2	square metre
AMSL	above mean sea level	m3	cubic metre
as	Arsenic	Ma	million years ago
Au	Gold	mg	magnetite
AuEq	gold equivalent grade	mm	millimetre
Az	Azimuth	mm2	square millimetre
b.y.	billion years	mm3	cubic millimetre
CAD$	Canadian dollar	mn	pyrolusite
cl	Chlorite	Mo	Molybdenum
cm	Centimetre	Moz	million troy ounces
cm2	square centimetre	ms	sericite
cm3	cubic centimetre	Mt	million tonnes
cc	Chalcocite	mu	muscovite
cp	Chalcopyrite	m.y.	million years
CIM	Canadian Institute of Mining,	NAD	North American Datum
	Metallurgy and Petroleum
Cu	Copper	NI 43-101	National Instrument 43-101
cy	Clay	opt	ounces per short ton
°C	degree Celsius	oz	troy ounce (31.1035 grams)
°F	degree Fahrenheit	Pb	lead
DDH	diamond drill hole	pf	plagioclase
ep	Epidote	ppb	parts per billion
ft	Feet	ppm	parts per million
ft2	square feet	py	pyrite
ft3	cubicfeet	QA	Quality Assurance
g	Gram	QC	Quality Control
gl	Galena	qz	quartz
go	Goethite	RC	reverse circulation drilling
GPS	Global Positioning System	RQD	rock quality description
gpt	grams per tonne	sb	antimony
ha	Hectare	Sedar	SystemforElectronicDocumentAnalysisandRetrieval
hg	Mercury	SG	specific gravity
hm	Hematite	sp	sphalerite
ICP	induced coupled plasma	st	short ton (2,000 pounds)
kf	potassic feldspar	t	tonne (1,000 kg or 2,204.6lbs)
kg	Kilogram	to	tourmaline
km	Kilometre	um	micron

Table 2.1:Abbreviations and Units of Measurement.
-------------------------------------------------------	--	--

NAD	North American Datum















	SystemforElectronic
	DocumentAnalysisand
	Retrieval



	tonne (1,000 kg or 2,204.6
	lbs)

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Abbreviation	Description	Abbreviation	Description
km2	square kilometre	US$	United States dollar
L	Litre	V	vanadium
		Zn	zinc

Zn	zinc

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3 Reliance on Other Experts

The author has not relied on a report or opinion of any experts in the preparation of this technical report.

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4 Property Description and Location

4.1 Location

The Valk Property is located in northeastern Vancouver Island, 27 km northwest of Port Hardy, British Columbia (Figure 4.1). The Property covers 1,614.38 ha and extends 4 km north and 4.8 km west. The Property lies is in the Nanaimo Mining Division, on NTS map sheet 09L 13 and is centred at approximately 127° 43'W longitude, 50° 47'N latitude or UTM: 586663 mE and 5625559 mN NAD 27 projection. The Property has not been legally surveyed.

Figure 4.1: Valk Property location map

4.2 Mineral Titles

The Property consists of 1 mineral claim (Figure 4.2) located in the Nanaimo Mining Division totalling 1,614.38 ha. The Valk Claim is currently shown in the online registry as being 100% owned by Xplore Resources Corp.

The Mineral Titles Online website confirms the Valk Property claim, as described in Table 4.1, is in good standing as at the date of this report.

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Table 4.1: Valk Property Mineral Tenure.

Title Number	Claim Name	Issue Date	Good to Date	Status	Area (ha)	Owner
						Xplore Resources
1064110	Valk	2018-10-29	2025-10-29	GOOD	1,614.38	Corp. 100%

Figure 4.2: Valk Mineral Claim Outline.

Mineral Claims in British Columbia are subdivided into two major categories: Placer and Mineral. Both are acquired using the MTO system. The online MTO system allows clients to acquire and maintain (register work, payments, etc.) mineral and placer claims. Mineral Titles can be acquired anywhere in the province where there are no other impeding interests (other mineral titles, reserves, parks, etc.).

The electronic Internet map allows you to select single or multiple adjoining grid cells. Cell sizes vary from approximately 21 hectares (457m x 463m) in the south to approximately 16 hectares at the north of the province. Cell size variance is due to the longitude lines that gradually converge toward the North Pole.

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MTO will calculate the exact area in hectares according to the cells you select and calculate the required fee. The fee is charged for the entire cell, even though a portion may be unavailable due to a prior legacy title or alienated land. The fee for Mineral Claim registration is $1.75 per hectare.

Upon immediate confirmation of payment, the mineral rights title is issued and assigned a tenure number for the registered claim. Email confirmation of your transaction and title is sent immediately.

Rights to any ground encumbered by existing legacy claims will not be granted with the cell claim except through the Conversion process. However, the rights held by a legacy claim or lease will accrue to the cell claim if the legacy claim or lease should terminate through forfeiture, abandonment, or cancellation, but not if the legacy claim is taken to lease. Similarly, if a cell partially covers land that is alienated (park, reserve etc.) or a reserve, no rights to the alienated or reserved land are acquired. But, if that alienation or reserve is subsequently rescinded, the rights held by the cell expand over the former alienated or reserve land within the border of the cell.

Upon registration, a cell claim is deemed to commence as of that date ("Date of Issue") and is good until the "Expiry Date" (Good to Date) that is one year from the date of registration. To maintain the claim beyond the expiry date, exploration and development work must be performed and registered, or a payment instead of exploration and development may be registered. If the claim is not maintained, it will forfeit at the end of the "expiry date" and it is the responsibility of every recorded holder to maintain their claims; no notice of pending forfeiture is sent to the recorded holder.

A mineral or placer claim has a set expiry date (the "Good to Date"), and in order to maintain the claim beyond that expiry date, the recorded holder (or an agent) must, on or before the expiry date, register either exploration and development work that was performed on the claim, or a payment instead of exploration and development. Failure to maintain a claim results in automatic forfeiture at the end (midnight) of the expiry date; there is no notice to the claim holder prior to forfeiture.

When exploration and development work or a payment instead of work is registered, you may advance the claim forward to any new date. With a payment, instead of work the minimum requirement is 6 months, and the new date cannot exceed one year from the current expiry date; with work, it may be any date up to a maximum of ten years beyond the current anniversary year. "Anniversary year" means the period of time that you are now in from the last expiry date to the next immediate expiry date.

All recorded holders of a claim must hold a valid Free Miners Certificate ("FMC") when either work or a payment is registered on the claim.

Clients need to register a certain value of work or a "cash-in-lieu of work" payment to their claims in MTO. The following tables outline the costs required to maintain a claim for one year:

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Anniversary Years	Work Requirements
1 and 2	$5 / hectare
3 and 4	$10 / hectare
5 and 6	$15 / hectare
7 and subsequent	$20 / hectare

Table 4.2: BC Work Requirements for Mineral Tenures.

Table 4.3: BC Cash-in-Lieu for Mineral Tenures.

Anniversary Years	Cash Payment-in-Lieuof Work
1 and 2	$10 / hectare
3 and 4	$20 / hectare
5 and 6	$30 / hectare
7 and subsequent	$40 / hectare

4.3 Property Legal Status

The Mineral Titles Online (MTO) system shows that the Valk Property claim as described in Table 4.1 is in good standing as at the date of this report and that no legal encumbrances are registered with the Mineral Titles Branch against the titles at that date.

The Property has not been legally surveyed.

The Order of the Chief Gold Commissioner took unprecedented measures on March 27, 2020 to extend all active mineral claims with an expiry date prior to December 31, 2021. These claims have been amended from their current expiry date and have been extended to December 31, 2021. These measures have been put in place as a direct result of safety and travel restrictions put in place to prevent the spread of the COVID-19 virus. These measures will allow title holders the additional time required to carry out assessment work on claims to keep them in good standing.

4.4 Nature of Title to Property

The Valk Claim covers 1,614.38 ha and is currently shown in the online registry as being owned 100% by Xplore Resources Corp.

Xplore Resources Corp. and VON Capital Corp. entered into a Letter of Intent dated Aug 1, 2019 concerning a proposed transaction to combine the businesses, operations and assets of Xplore and VON to become a wholly owned subsidiary of VON. These terms are expressed in the definitive agreement dated Sept 27, 2019 and have been agreed among Von Capital Corp., Xplore Resources Corp. and 2717915 Ontario Inc., a wholly owned subsidiary of VON created solely for the purpose of the transaction. The result of this transaction is intended to constitute a qualifying

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transaction of VON pursuant to the policies of the TSX Venture Exchange and result in the listing of the resulting Issuer Common Shares on the TSXV.

As stated above, Xplore Resources Corp., as purchaser, and Longford Capital Corp. and James Rogers (together, the "Vendors"), are party to a purchase agreement dated June 1st, 2019 (the "Original agreement") pursuant to which Xplore Resources Corp. agreed to purchase and the Vendors agreed to sell, a 100% interest in the "Valk Claim". This agreement was amended on February 7, 2020 and again on November 2, 2020, where all conditions were removed. All considerations set forth in the Amending Agreement have since been met, and title was transferred to Xplore on November 26, 2020.

In addition, the Vendors shall be granted a 2% Net Smelter Royalty ("NSR") on the Valk Mineral Title. 1% of the NSR may be purchased by the Royalty Holder by making an aggregate payment of $1,500,000. Payment may be made by way of certified cheque or bank draft payable to the Royalty Holder (or other method of payment acceptable to the Royalty Holder) along with written notice of Purchaser's intent to exercise Buy-Back-In-Right.

In addition to the terms outlined above, the option agreement contains a 1 km area-of-influence provision pursuant to which any claims staked by Xplore Resources Corp. within 1 km of the Optioned Property boundary (as defined by the Valk claim) will automatically be included in the agreement and subject to the Net Smelter Royalty.

There are no other royalties, back-in rights, payments, or other agreements to which the Valk Property is subject.

4.5 Surface Rights

Surface rights are not included with mineral claims in British Columbia. However, the Mineral Tenure Act allows persons holding a valid free miner certificate (free miner) to enter mineral lands to explore for minerals whether surface is owned privately or by the Crown. Right of entry onto these lands does not include land occupied by a building, the area around a dwelling house, orchard land or land under cultivation, protected heritage property or land in a park.

Miners entering on private lands must serve notice in the prescribed manner and compensate the landowner for any loss or damages resulting from the mining activities including prospecting, mapping, sampling, geophysical surveys, as well as any activities that disturb the surface. Landowners must be notified prior to persons entering onto private land for any mining activity and may not begin until eight days after giving notice to the owners of the surface area where the activity will take place. Notice must include the dates when the activities will take place, where the activity will occur, the names and addresses of the free miner or recorded holder and of the on-site person responsible for the operations. Details describing the activities that will be carried out, the number of people that will be on-site including a map or written description of where the activities will take place. Notices may be e-mailed, faxed, or hand delivered to the landowner. Any substantial changes to the activity described in the notice must be given to the landowner in an

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amended notice and work may not begin until eight days after the amended notice has been given.

4.6 Permitting

Any work which disturbs the surface by mechanical means on a mineral claim in British Columbia requires a Notice of Work (NOW) permit under the Mines Act. This includes but is not limited to the following types of work: drilling, trenching, excavating, blasting, construction of a camp, demolition of a camp, induced polarization surveys using exposed electrodes, and reclamation.

Exploration activities which do not require a NOW permit include prospecting with hand tools, geological/geochemical surveys, airborne geophysical surveys, ground geophysics without exposed electrodes, hand trenching, and the establishment of grids.

The issuer does not currently have any permits pertaining to exploration on the Property. The initial proposed exploration program does not require a permit, however drilling during Phase 2 may require a Notice of Work (NOW) permit.

4.7 Environmental

The Author is unaware of any environmental liabilities to which the Property is subject.

The Valk Property is located on the traditional territories of the Tlatasikwala First Nation and the Kwakiuti First Nation. The company has not engaged either of the First Nations as the exploration to date has not required permitting or created land disturbance requiring a Notice of Work. Any work requiring land disturbance will require permitting from the government and will require engagement with these two First Nations.

The Author is unaware of any significant factors or risks that may affect access, title, or the right or ability to perform work on the Property.

5 Accessibility, Climate, Local Resources, Infrastructure and Physiography

5.1 Accessibility

The Valk Property is located 27 km northwest of Port Hardy and extends 6 km from the claim's southeast corner to its northwestern corner.

The eastern edge of the property is accessible from Port Hardy via Holberg Road and then Georgie Lake Main Road - an active logging road (Figure 5.1). Travel 7 km west along Holberg Road and then take a right-hand turn onto Georgie Lake Main Road. This road continues north to Georgie Lake and continues along the southside of the lake for approximately 9 km. Access to the Property is via the south-eastern corner at the west end of Georgie Lake. The logging road extends along the entire eastern border of the claim and terminates near the Shushartie River. The east and northeastern area of the Property has been extensively logged.

The Nahwitti Forest Service Road runs along the north shore of the Lake of the Mountains which gives access to the southwestern portion of the claim. The area to the north, northwest, and west of Lake of the Mountains has also been extensively logged and has good access via this small network of retired logging roads. However, these roads are only accessible from the southwestern edge of the claim block.

The remainder of the property is best accessed on foot or assisted by helicopter or float plane.

Road distances from the Property to select cities and ports are summarized in the following table:

Table 5.1: Driving distances to the Property.

Location	Description	Distance
Port Hardy(pop. 3,643)	Nearest city with services	27km
Victoria(pop. 85,792)	Nearest international airport	517km
Nanaimo(pop. 90,504)	Port, mining services centre	407km
2016 Census Canada, Sourced: https://www12.statcan.gc.ca/census-recensement/index-eng.cfm

Figure 5.1: Valk Property access.

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5.2 Climate

This region is characterized by an oceanic or maritime climate, typical of western coasts in higher middle latitudes of continents. This type of climate generally produces cool summers and mild winters (relative to its continental mid latitude counterparts), significant annual rainfall, and few extremes of temperature. Average daily temperatures in the summer range from 12-14 °C, and 4.0-5.5°C in the winter. The total average annual rainfall for Port Hardy is 1,865.7 mm with the most significant amount precipitation occurring between October and February. Spring and summer months are considerably drier, therefore providing ideal conditions for the entire exploration season.

The nearest active weather station to the Property is 27 km southeast at the Port Hardy Regional Airport.

Based on available data, and knowledge of the general area, an eight-month operating (field) season could reasonably be expected. Year-round drilling operations may be possible if suitable road access can be established to the drill site.

Temperature	Jan	Feb	Mar	Apr		May Jun Jul		Aug Sep		Oct	Nov	Dec	Year Total
Daily Average (°C)	4.2	4.4	5.5	7.3				10.1 12.3 14.3 14.4 12.2		8.8	5.5	3.7	8.6
Record High (°C)	6.5	7.3	8.9	11.2				13.9 15.9 17.8 18.1 15.8		11.8	8.1	6.0	11.8
Record Low (°C)	1.8	1.4	2.0	3.4	6.1	8.7		10.7 10.7 8.5		5.7	3.0	1.3	5.3
Avg Precip. (mm)	247		160.2 159.7 125										79.3 80.7 53.7 73.1 109.6 256.7 311.7 250.9 1907.6
Avg Rainfall (mm)													235.0 151.9 154.8 123.5 79.2 80.7 53.7 73.1 109.6 256.5 307.9 239.9 1865.7
Avg Snowfall (cm)	12.4	8.8	4.9	1.5	0.1	0.0	0.0	0.0	0.0	0.1	3.9	10.8	42.7
	1981 to 2010 Canadian Climate Normals Port Hardy weather station data;

Table 5.2: Climate Data for Port Hardy weather station.

5.3 Local Resources

General and skilled labour is readily available in the City of Nanaimo (population 90,505). The city is 417 km by road from the Project area and offers year-round charter and schedule fixed wing service, BC Provincial Police detachment, hospital, ambulance, fuel, lodging, restaurants, and equipment. 3G cellular service covers higher elevations of the Project area. Port Hardy (pop. 4,944), is located 27 km from the Property and also operates a small-scale airport that can accommodate smaller aircraft carrying no more than 15 passengers, in addition to police detachment, hospital, ambulance, fuel, lodging, restaurants, and equipment.

5.4 Infrastructure

Electricity is generated locally at the Cape Scott Wind Farm which is located on the Knob Hill Plateau approximately 4.5 km south west of the Property. The 99-megawatt (MW) Cape Scott Wind Farm was commissioned in 2013 and is expected to generate 290 GWh of clean energy which is transmitted to the Port Hardy Substation via a 132-kV transmission line.

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Additionally, there are 4 hydroelectric systems, with 6 generating stations located on Vancouver Island with a total capacity of 459 MW. The next closest power station to the Property is the John Hart Generating Station located in Campbell River, BC. This facility was built in 1947 and has a generating capacity of 138 MW, however the construction of a new generating station is currently underway.

Numerous water sources are available both on and immediately adjacent to the Property, including numerous lakes and rivers in the local area. Local subsurface aquifers may also be present on the Property.

5.5 Physiography

The Valk Property is located within the foothills of the Vancouver Island Ranges, a sub range of the Insular Mountains. The property lies to the east of Shushartie Mountain, with a peak elevation of 508 m. The topography rises steeply from the northeastern side of the claim block characterized by a northwest-southeast trending ridge at an elevation of approximately 400 m. The terrain is varied, with moderate elevations rising to between 350 and 450 m.

Property elevation changes are softer in the flat-bottomed valleys and lower relief undulating foothills (between sea level and 370 m elevation), however steep elevation changes also occur in closer proximity to the ranges, and prominent mountain peaks. The area to the northwest of Lake of the Mountains (Camp Lake area) was reported to be marshy and plateau-like with open forests.

This area is heavily vegetated with second and first-growth forests of predominantly fir, hemlock, spruce, and cedar trees. The area has undergone active logging for several decades and as a result, second-growth areas have variable age, density, and ease of access.

The fauna in the area includes deer, moose, black bears, cougars, wolves, coyotes, and bald eagles typical of coastal northwest British Columbia.

Logistics for working in Northern Vancouver Island are excellent. Gravel road access will allow easy movement of equipment and supplies to the property. Heavy equipment is available in Port Hardy and Port McNeil or cities further south. Depending on the type of exploration, the field season can run year-round.

The Valk Property has sufficient area for the erection of mining infrastructure including mill sites, tailings storage facilities and waste dumps. Water resources are sufficient for mining purposes.

6 History

6.1 Historical Exploration Activity

The first report and map on the geology of northern Vancouver Island was published in 1887 by George M. Dawson of the Geological Survey of Canada.

In 1962, the British Columbia Department of Mines in conjunction with the Geological Survey of Canada conducted an airborne magnetic survey over the northern portion of Vancouver Island (Figure 6.5). Then in 1989 the BC Government carried out a regional moss mat sampling program which reported anomalous Cu in the area.

The King claims area was first staked in June of 1989 to cover an anomalous area reported by the BC Government. The original King Claims property consisted of 28 claims.

The first recorded exploration work on the Property was carried out between May and June of 1990 by Daiwan Engineering on behalf of Consolidated T.C. Resources Ltd. (formerly Transtel Communications) which consisted of reconnaissance prospecting and the panning of several creeks for heavy metal concentrates. Between August and September of the same year follow up mapping and prospecting activities were carried out. Preliminary exploration identified a number of areas mineralized with copper-quartz bearing veins and further areas with extensive epidote alteration - one quartz vein sample yielded 1,150 ppb Au, and 0.22% Cu. In October an additional 24 claims were added to the west of the original claim block (totalling 43 claims) and further prospecting and mapping activities were carried out.

In 1993, Westward Exploration Ltd. optioned the property from Consolidated T.C. Resources Ltd. and carried out a detailed mapping and soil sampling program. This program collected a total of 982 soil samples which returned a number of isolated highs in excess of 100 ppb Au as well as broad groupings in excess of 15 ppb Au. In 1995 a complementary soil sampling program followed up on anomalies previously identified in the north and northeast of Lake of the Mountains. High Au values were found to be coincident with a strong VLF-EM anomaly and an air-photo lineament located north of Camp Lake. Ground Magnetic, EM, and VLF surveys were also carried out over approximately 40 km and geological mapping was carried out over approximately 150 ha. Historicalsamples collected over both sampling programs reported 121 samples >500 ppm V, and over 602 samples were between 300-500 ppm V. Additionally, significant copper values were reported in 147 soils samples returning values >50 ppm Cu and 18 rock samples returning values >2000 ppm Cu.

There are no significant historical mineral resource or mineral reserve estimates on the Property nor has there been any production from the Property.

Table 6.1 below summarizes the prior ownership of the Property and the historical exploration work carried out on the Valk Property. Figures 6.1-6.5 outlines the historical work reported within the BC Assessment Report Database.

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Table 6.1: Historical Work Summary on the Valk Property.

Year	Company	Report	Claims	Author	Work	Summary	Comments	Reference
1991	TranstelCommunicationsCorp.	20183	KingClaims	Bilquist,R.	ProspectingReport	Prospecting over 625ha, 1 map, Scale1:5000; Panning ofHeavy Minerals	Disseminated bornite indark green amygdaloidalandesite at a quarry.Samples returned 3052ppm Cu, 2249 ppm Cu,3580 ppm Cu, 52 ppb Au,590 ppb Au, and 230 ppbAu.	ARIS_20183, (1991),Prospecting Report onthe King MineralClaims,by Bilquist, R., forTranstelCommunications Corp.
1991	ConsolidatedT.C. ResourcesLtd.	21520	KingClaims	Pawliuk,D.J.,Bilquist,R.	Geological &GeochemicalReport	69 Rock samples; 14Heavy mineral pannedconcentrates	Exploration has identifiedareas mineralized with cuqtz bearing veins andfurther areas with extensiveepidote alteration. Onequartz vein sample yielded1150 ppb Au, and 0.22%Cu.Vanadium values up to213 ppm V-most valuesrun between 50-170 ppm V.	ARIS_21520, (1991),Geological andGeochemical SamplingReport on the KingMineral Claims, byPawliuk, D.J., Bilquist, R.for Consolidated T.C.Resources Ltd
1993	WestwardExploration Ltd.	22846	KingClaims	Dasler,P.G.	GeochemicalReport	Soil sampling at 25 mintervals spaced 100-200 m apart. 982 soilsamples; Physical: 20km line/grid	Isolated highs in excess of100 ppb Auand broadgroupingsin excess of 15ppb were reported. Areas ofenrichment indicated byvalues <15-20 ppb Au.Vanadium values up to 885ppm V-most between 200-500 ppm V.	ARIS_22846, Dasler,P.G., (1993),GeochemicalAssessment Report onthe King Mineral Claims,by Dasler, P.G. forWestward ExplorationLtd.
1995	WestwardExploration Ltd.	24283	KingClaims	Leighton,D.G.F.	Geological,Geochemical& GeophysicalReport	Geochem: 739 Soilsamples (25m intervalspaced at 50-100mapart); Geophysical:(EM ground):40 km;VLF; Magnetic(ground) over 40 km;Geological mapping:150 ha, 1 map	Results support 1993 workprogram results. High Auvalues were found to becoincident with a strongVLF-EM anomaly and anair-photo lineament north ofCamp Lake.Vanadiumvalues up to 771 ppm Vmost values fall between200-500 ppm V.	ARIS_24283, (1995),Geological,Geochemical, andGeophysical Report onthe King Property, byLeighton, D.G.F. forWestward ExplorationLtd.

Figure 6.1: Historical soil sampling program showing Cu in soil (ppm).

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E f f e c t i v e d a t e : M a r c h 6 , 2 0 2 1

Figure 6.2: Historical rock sampling program showing Cu in rock samples (%).

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Figure 6.3: Historical soil sampling program showing V in soil samples (ppm).

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Figure 6.4: Historical soil sampling program showing V in rock samples (ppm).

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Figure 6.5: Valk Property regional geophysics - residual total magnetic field.

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E f f e c t i v e d a t e : M a r c h 6 , 2 0 2 1

7 Geological Setting and Mineralization

7.1 Regional geology

Vancouver Island is located within the Insular Super Terrane of Western British Columbia, an amalgamation of the Wrangellia terrane and the Alexander terrane that eventually accreted to North America between the mid-Jurassic and mid-Cretaceous. This was followed by the accretion of the Pacific terrane and the Crescent terrane during the mid-Tertiary time-period. The Valk Property is situated in the northern portion of Vancouver Island and is underlain by rock assemblages of the allochthonous Wrangellia terrane (Figure 7.1).

7.1.1 The Wrangellia Terrane

The Wrangellia Terrane extends discontinuously north of Vancouver Island through the Queen Charlotte Islands towards central Alaska and is characterized by rocks of the Upper Paleozoic to Lower Mesozoic. In the late Carboniferous Wrangellia collided and amalgamated with the Alexander Terrane in Alaska to form the Insular Superterrane and subsequently accreted to the inboard terranes of the Coast and Intermontane belts as late as the mid-Cretaceous, or as early as the mid-Jurassic (Nixon et al. 2006).

Prior to its accretion, Wrangellia was comprised of the Paleozoic Sicker and Buttle Lake Groups and the Middle Triassic Formation. The Sicker and Buttle Lake groups are composed of Devonian to early Permian island-arc volcanic, volcaniclastic, and sedimentary rocks which are known to host VMS deposits, such as Myra Falls. The Karmutsen Formation, a member of the Vancouver Group, is an approximately 6,000 m thick oceanic plateau which conformably overlies the Sicker and Buttle Lake groups; it is composed of tholeiitic flood basalts, minor pillow basalts, pillow breccia and tuff as well as inter-volcanic limestones which underlie approximately 50% of Vancouver Island (Nixon et al. 2006). Conformably overlying the Karmutsen Formation is a shallow-water carbonate layer known as the Quatsino Formation. The Quatsino Formation is composed of massive to bedded bioclastic limestone which formed during the waning stages of the Karmutsen volcanism and associated subsidence. Continued sedimentation and deeper water resulted in the deposition of the impure limestone and siliciclastic rocks of the Parsons Bay Formation (Nixon et al. 2006).

A period of quiescence followed by a renewed phase of island-arc magmatism and sedimentation produced the volcanic, volcaniclastic and epiclastic strata of the Bonanza Group, along with the coeval intrusions of the Island Plutonic Suite (Nixon et al. 2006).

7.2 Regional Mineralization

Several mineral occurrences are known to occur on northern Vancouver Island which includes the following styles of deposits (after Pawliuk, 1994):

1. Skarn deposits: Copper-iron and lead-zinc skarns
1. Copper in basic volcanic rocks (Karmutsen Formation): in amygdules, fractures, small shears and quartz carbonate veins, with no apparent relationship to intrusive activity
1. Veins: with gold and/or base metal sulphides, reacted to intrusive rocks

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Porphyry copper deposits: largely in the country rock surrounding or enveloping granitic rocks and their porphyritic phases.

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Figure 7.1: Valk Property regional geology map.

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	North Valk Property Outline
	Bedrock Geology
	MiPiAv: Miocene to Pliocene Alert Bay volcanic unit volcanic rocks
	ICCLU IKLs: Lower Cretaceous Queen Charlotte Group - Longarm Formation sedimentary rocks
	uKNSs: Upper Cretaceous Nanaimo Group - Suquash Formation undivided sedimentary rocks
	DIBHa: Lower Jurassic Bonanza Group - Harbledown Formation sedimentary rocks
	EMJIqp: Early Jurassic to Middle Jurassic Island Plutonic Suite quartz-feldsparic-hornblende-biotite porphyry [
	DIE DIE UBLYM: Lower Jurassic Bonanza Group - LeMare Lake volcanic unit mafic volcanic rocks
	ImJHvcs: Lower? and Middle Jurassic Holberg volcanic unit mixed volcanic and sedimentary rocks
	__ mJHvm: Middle Jurassic Holberg volcanic unit mafic volcanic rocks
	ImJHvs: Lower? and Middle Jurassic Holberg volcanic unit mixed volcanic and sedimentary rocks
	EXAMPLE EXAMPLE IN LIKE SET LIKE SET LIKES Late Jurassic to Early Cretaceous orthogneiss metamorphic rocks
	EMJIgd: Early Jurassic to Middle Jurassic Island Plutonic Suite granodioritic intrusive rocks
	EMJIdr: Early Jurassic to Middle Jurassic Island Plutonic Suite diorite
	EMJIpo: Early Jurassic to Middle Jurassic Island Plutonic Suite porphyry
	EMJIqd-fp: Early Jurassic to Middle Jurassic Island Plutonic Suite quartz diorite to feldspar porphyry
	EMJIqd-gd: Early Jurassic to Middle Jurassic Island Plutonic Suite quartz diorite to granodiorite
	EMJIdr-qm: Early Jurassic to Middle Jurassic Island Plutonic Suite diorite to quartz monzonite
	EMJIdr-fp: Early Jurassic to Middle Jurassic Island Plutonic Suite diorite to quartz-feldsparic-hornblende-biotite porphyry
	EMJIqd-qp: Early Jurassic to Middle Jurassic Island Plutonic Suite quartz diorite to quartz-feldsparic-hornblende-biotite porphyry
	EMJIgd: Early Jurassic to Middle Jurassic Island Plutonic Suite quartz diorite
	EMJIgb: Early Jurassic to Middle Jurassic Island Plutonic Suite gabbro EMJIGD: Early Jurassic to Middle Jurassic Island Plutonic Suite gabbro
	_____ mJHvf: Middle Jurassic Holberg volcanic unit ryholite, felsic volcanic rocks
	DIBPCsf: Lower Jurassic Bonanza Group - Pegattem Creek siltstone siltstone and mudstone
	mJHs: Middle Jurassic Holberg volcanic unit sedimentary rocks
	uTrVKFIs: Upper Triassic Vancouver Group - Karmutsen Formation limestone intercalated with basalt
	uTrVQls: Upper Triassic Vancouver Group - Quatsino Formation limestone, calcareous sedimentary rocks
	uTrVKFvb.px: Upper Triassic Vancouver Group - Karmutsen Formation basaltic volcanic rocks
	uTrVKFvb.p: Upper Triassic Vancouver Group - Karmutsen Formation basaltic volcanic rocks
	uTrVKFvb.h: Upper Triassic Vancouver Group - Karmutsen Formation basaltic volcanic rocks
	utrVKFvb.fx: Upper Triassic Vancouver Group - Karmutsen Formation basaltic volcanic rocks
	uTrVKFvb.hx: Upper Triassic Vancouver Group - Karmutsen Formation basaltic volcanic rocks __________
	uTrVKFvb.f: Upper Triassic Vancouver Group - Karmutsen Formation basaltic volcanic rocks____________
	uTrBPIc: Upper Triassic Bonanza Group - Parson Bay Formation limestone, mudstone, siltstone
	$;$ TrJNRs: Upper Triassic to Lower Jurassic Bonanza Group - Nahwitti River wacke siltstone, mudstone and feldspathic-lithic wacke
	uTrIJBvs: Upper Triassic to Lower Jurassic Bonanza Group - Volcaniclastic-sedimentary unit undivided mixed volcanic and sedimentary ro
Faults
	$---$ Approximate
	----- Inferred
	Unknown

Figure 7.2: Valk Property regional geology legend.

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7.3 Property Geology

The Valk Property is predominantly underlain by a generally southward-younging sequence of east-west-trending upper Triassic to middle Jurassic volcanics and lesser sedimentary rocks of the Vancouver Group (Figure 7.3). The Vancouver Group is 750-900 m thick and is comprised of the tholeiitic flood basalts of the Karmutsen Formation at the base conformably overlain by thinly bedded to massive Quatsino Formation limestone and intercalated marine shale, siltstone and impure limestone of the Parson's Bay Formation (Nixon et al. 1994). The Karmutsen Formation has undergone low-grade metamorphism which has resulted in chloritization and amygdules infilled by epidote, carbonate, zeolite, prehnite, chlorite, and quartz (Leighton, 1995).

Pyroclastics occur in outcrop in the central portion of the original King claims at the end of a spur road. The rock unit was reported to have a discrete contact with light green amygdaloidal andesite which was altered on contact and shows scattered occurrences of malachite along its contact (Pawliuk & Bilquist, 1991). In the vicinity, quartz veinlets up to 1 cm were found cutting into green amygdaloidal andesites, some of which were mineralized with malachite, chalcopyrite, and bornite (Pawliuk & Bilquist, 1991).

Siliceous alteration was reported in outcrops of amygdaloidal andesite along a creek that drains Lake of the Mountains (also known as Camp Lake in some historical reports), into Georgie Lake in the southeast area of the Original King claims. The outcrop is reported to be highly fractured with epidote occurring along fracture surfaces and some areas are reportedly silica-saturated (Leighton, 1995).

Boulder trains have been located along the north shore of the Lake of the Mountains containing pyrite, chalcopyrite, bornite and occasional malachite and azurite (Leighton, 1995). Boulder trains were reported to be fairly in place indicating a large potential area of veining. Southeast of Lake of the Mountain, near Georgie lake, an outcrop of altered andesite tuff is reported to be cut by a number of quartz veins, the largest among them contained disseminated chalcopyrite (Leighton, 1995). Upstream quartz veins were also noted in altered andesitic pyroclastics which returned values of up to 1.7% Cu.

The drainages east of the Shushartie Mountain (central portion of the western edge of the Valk claim block) contains zones of small, widely spaced quartz veins and stringers which returned assays of up to 0.45% Cu and 103 ppb Au (Leighton, 1995). An area of epidote skarn to the north of these veins suggests there may have been an intrusion into the metasediments. Traces of arsenopyrite were observed in the metasediments (Leighton, 1995).

The Shushartie River runs across the northeast corner of the claim block where a discovery of a number of large, parallel quartz veins were found in shear zones along the riverbed. These veins appear to be associated with epidote and calcite mineralization and contain localized chalcopyrite and pyrite.

The area northwest of Lake of the Mountains was reported to mainly consist of a sequence of massive basaltic flows of the Upper Kartmutsen Formation with a few diabase dykes noted in the

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area (Leighton, 1995). Individual flows are typically massive at the base and become increasingly amygdaloidal upward. Bedding was reported to be approximately 135° ± 45° SW (Leighton, 1995). Textures were reported to be dense massive and fine grained to coarsely vesicular (amygdaloidal), and in some area porphyritic. Sections of outcrops which are highly vesicular appear to be bleached light green, whereas the more massive sections of basalt appear to be a black to dark green. The area displays pervasive occurrences of chlorite, epidote and quartz, with quartz and epidote occurring together as amygdule in-fill and irregular veinlets, and chlorite (together with moderate serpentinization) was commonly found associated with areas of shearing (Leighton, 1995).

Recent clear cutting by forestry services has created road cuttings not believed to exist during historical programs (pre-1995) which has exposed rock outcrop. Epithermal style propylitic veining (Figure 7.3) was observed along this road at numerous locations up to 1.5km apart. The veining was defined by quartz carbonate veins up to 10 cm width within amygdaloidal basalt flows. Vein clusters occurred in shear zones up to 10 m wide. Veining was characterised by strong epidote chlorite halos up to 20 cm wide, surrounding veins with a light green hue. Disseminated sulphides occurred within and around veins including pyrite, chalcopyrite and bornite. Malachite and Azurite-stained fracture-surfaces surrounding mineralization.

Faulting is prevalent in the region with large-scale block faults with hundreds to thousands of meters of displacement being offset by younger strike-slip faults with displacements up to 750 m.

Figure 7.3: Propylitic alteration halo surrounding quartz-carbonate vein, 2019 program.

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Figure 7.4: Valk Property Local Geology.

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7.3.1 Lithological Units

The local units found on the Valk Property are summarized in Nixon, et. al., 2011 as follows:

Vancouver Group: Upper Triassic

Parson Bay Formation: Upper Triassic

Medium grey to black, thinly laminated to medium bedded, impure limestone, calcareous to non-calcareous mudstone, siltstone and shale intercalated with variable proportions of grey-green lithic feldspathic/tuffaceous wacke, minor crystal-lithic tuff and reworked equivalents, volcaniclastic breccia and debris- flow deposits, and rare vitric tuff, pebbly sandstone and conglomerate; shale locally yields abundant thin-shelled bivalves (Halobia sp., Monotis sp.); limestone locally contains rare algal structures; may include coralline limestone (Sutton limestone equivalent in part; see below) near the top of the succession.
Sutton limestone equivalent thin (<10m) unit of pale to medium grey, massive reefoid limestone near the top of the Parson Bay Formation; contains silicified corals and other fossils; likely equivalent in part to Sutton limestone in the Cowichan Lake area, southern Vancouver Island.
Dark grey-green, basaltic tuff-breccia, crystal-lithic lapilli tuff and debris-flow breccia; aphanitic to coarsely clinopyroxene-plagioclase ± olivine-phyric.
Dark grey-green basaltic pillowed flows, pillow breccia and debris-flow breccia
Dark grey-green, andesitic tuff-breccia, lapilli tuff and debris-flow breccia; plagioclasehornblende-phyric.

Quatsino Formation: Upper Triassic

Medium to pale grey, thinly bedded to massive micritic limestone and locally bioclastic limestone; minor silica replacement and chert nodules; rare laminated interbeds, oolitic layers and algal structures; locally fossiliferous.

Karmutsen Formation: Upper Triassic (possibly Middle Triassic at the base)

Undifferentiated, dark grey-green basalt flow/hyaloclastite/pillow lava (outside the map area).

Upper Karmutsen Formation: Flow Member

Dark grey-green, aphanitic to plagioclase-phyric basalt flows, commonly amygdaloidal and locally exhibiting laminar flow features (vesicle trains) and pipe vesicles; may include minor pillow lava and hyaloclastite
Dark grey-green, plagioclase-megacrystic (1-2cm) basalt flows; commonly amygdaloidal and locally exhibiting trachytoid texture; intercalated with aphanitic or plagioclase-phyric basalt near the top of the succession
Small outcrop of plagioclase-megacrystic (1-2cm) basalt flow, commonly amygdaloidal and locally exhibiting trachytoid texture; intercalated with aphanitic or plagioclase-phyric basalt near the top of the succession
Dark grey-green, massive to laminated, basalt pillow breccia and hyaloclastite sandstone.
Plagioclase-megacrystic (<2cm) basalt pillow breccia and hyaloclastite sandstone
Dark grey-green, closely packed, pillowed basalt flows; aphanitic and variably amygdaloidal
Plagioclase-megacrystic (<2cm) pillowed basalt flows
Thin (<8m) beds and lenses of pale to medium grey, micritic to rarely bioclastic or oolitic limestone intercalated with basalt near the top of the flow succession

Intrusive Rocks: Lower to Middle Jurassic (ca. 197.5 to 169.9 ma)

Island Plutonic Suite

Dark grey-green to pale pinkish grey, medium to coarse-grained, equigranular granitoid rocks and porphyry, includes gabbro, hornblende ± biotite-bearing diorite (di), quartz diorite, granodiorite, plagioclase ± hornblende porphyry (po) and quartz-plagioclase ± biotite porphyry; combined codes indicate a range of common rock types (quartz diorite - granodiorite).

Minor Intrusions: Tertiary

Dark to pale grey, rhyolitic dike/sill; plagioclase ± hornblende ± quartz-phyric; possibly coeval with Alert Bay volcanic unit.

Early Jurassic:

Dark grey-green diabase to medium-grained gabbro sill; coeval with Bonanza Group volcanism; plagioclase porphyritic variety
Medium grey, aphanitic to plagioclase-phyric rhyolite intrusion; coeval with Bonanza Group volcanism

CRETACEOUS TERTIARY	Neogene		Alert BayVolcanicsNanaimo	300m	Basaltic to dacitic flows, tuffs,interbedded conglomerate andcoeval dikes and plutonic rocks
			GroupQueenCharlotte	120m300 - 1000m	Sandstone, siltstone, shaleconglomerate, coalSandstone, conglomerate,
			GroupLongarm Fm	75 - 275m	siltstone, shale, coalConglomerate, sandstone, siltstone
JURASSIC	Lower	GP	'Bonanzavolcanics'	>1000m	AngularSubaerial to submarine, basaltic torhyolitic lavas, breccias, tuffs; interbeddedsiliciclastics and limestone; comagmaticintrusions of the Island Plutonic Suite
		Bonanza	HarbledownFormation	$200 - 500m$	Upper: calcareous siltstoneLower: feldspathic wacke
			Parson BayFormation	$300 - 400m$	Thin to medium-bedded impure limestonemudstone, shale and clastic sediments
			Quatsino Fm	$30 - 300m$	Massive to bedded bioclastic limestone
				$-3000m$	Basalt flows with minor pillow lava,pillow breccia and tuff; intervolcaniclimestone near top of unit
	Upper	Vancouver Group	Karmutsen Formation	600 - 1000m	Pillow breccia with well-bedded tuffand breccia in lower part
TRIASSIC				$-2500m$	Pillow basalts
	Middle		'DaonellaBeds'		800 - 1000m Shales and metasediments withabundant basaltic sills
			Buttle Lake	$350m$	AngularLimestone and lesser siltstone
PALEOZOIC	(Devonian - Permian)		GroupSickerGroup	>3100m	Upper: limestone, chert and argilliteLower: augite-bearing agglomerate,lapilli tuff, pillow lava, epiclastic,breccia and minor chert

Figure 7.5: Stratigraphic summary of northern Vancouver Island, British Columbia (after Nixon et al. 2006).

7.3.2 Structure and Folding

The three main episodes of deformation in the area as described by Nixon et al. (1994):

The timing of these events has been constrained to a pre-Cretaceous compressional event, supported by the presence an angular unconformity at the base of the Cretaceous Longarm Formation; Late Cretaceous to Tertiary transpression; and Tertiary extension.

Phase 1: Post-Early Jurassic to Pre-Cretaceous Deformation

The first regional deformational event was due to east to northeast-directed compressional event which resulted in the rotation and tilting of Lower Jurassic and older strata to form the western flank of the Victoria arch. This northeast directed compression resulted in northwesterly trending thrust faults and flexural slip folding that was evidenced by locally well-developed, northwesterly striking, stylolitic cleavage within the Quatsino limestone (Nixon et al. 1993).

Phase 2: Post-Mid to Pre-Late Cretaceous Deformation

The second deformation event postdatesthe Coal Harbour sediments but predates the deposition of the Upper Cretaceous Nanaimo Group sediments. This event was the result of intense strike-slip faulting and to a lesser extent thrusting from northerly directed compression. Faults formed during this event have a predominant northwest trend and, in many cases, produced significant drag folding in the adjacent strata where units are well bedded. This event is evidenced by northwesterly striking, highangle, oblique-slip faults with a dextral strike-slip and south-up sense of motion (Nixon et al. 1993). A considerable amount of movement may have occurred along the Holberg fault during this phase of deformation as evidenced by the presence of many northerly verging, gently plunging drag folds in its footwall (Nixon et al. 1993). Some of the major northwest trending, dextral strike-slip faults located in the area are splays off the Holberg fault (Nixon et al. 1993).

Phase 3: Tertiary Deformation

The third and most recent phase of deformation in the area postdates the deposition of the Nanaimo Group sediments and produced east-northeasterly trending normal faults during the extension of the Queen Charlotte Basin (Nixon et al. 1993 and 1994). Extension is less obvious in the Quatsino-San Josef map area than further south. Tertiary dykes intruded during this final phase of deformation and predominantly strike in a northeast direction, however not exclusively (Nixon et al. 1993). Intrusions occurring along fault zones tend to be felsic in composition with many of the longest dykes being emplaced along northerly or northwesterly striking faults (Nixon et al. 1994).

7.3.3 Mineralization

The Valk Property is prospective for both vanadium and copper as indicated by a 3 km long and 1 km wide V and Cu in-soil anomaly. This anomaly opens to both the west and east of the Property and is evidenced by 121 soil samples with >500 ppm V, 602 soils between 300-500 ppm V and 147 soil samples with >50 ppm Cu. Rock samples also returned elevated concentrations of copper, with 18 rock samples running >2,000 ppm Cu.

In northern Vancouver Island, Vanadium is known to be concentrated in laminated, black carbonaceous, siliceous sedimentary rocks. The Valk property is located in the upper section of the Upper Triassic Age Karmutsen Formation which consists of 3,000-6,000 metres of volcanic flows, pyroclastics and minor sediments. It includes three distinct members: a lower pillow lava unit, a middle pillow breccia unit, and an upper lava flow unit. The distribution of limestone outcrops is erratic however, which suggests a series of lenses at the same general stratigraphic horizon rather than one continuous bed. Low-grade metamorphism of the Karmutsen Formation has resulted in chloritization and the in-filling of amygdules with epidote, carbonate, zeolite, prehnite, chlorite, and quartz. Basaltic rocks along contacts with intrusive stocks are in many places converted to dark colored hornblende hornfels. Skarn zones occur sporadically along these contacts, both in the inter-lava limestone and in the basalt.

The Island Plutonic Suite, quartz-diorite to granodiorite rocks, outcrop 3 km to the South West of the property. The Island Plutonic Suite intrusions are related to the Bonanza volcanism and thought to be emplaced during the Early to Mid-Jurassic. Several Porphyry Copper deposits occur within the Island Plutonic Suite in the North of Vancouver Island.

Historical reports highlight the area's prospectivity for Au with assays returning significant concentrations of Au and Cu within quartz veins. Reports noted disseminated malachite, bornite, and chalcopyrite within amygdaloidal andesite or basalt and in quartz veins and veinlets cutting into the andesite. A sample of a mineralized quartz vein material collected in 1991 returned 0.22 % Cu and 1,150 ppb Au (Minfile 092L 367; Pawliuk & Bilquist, 1991). Additionally, five grab samples of mineralized quartz veins retuned values from 0.13-1.7 % Cu (Minfile 092L 368; Pawliuk & Bilquist, 1991).

During field work carried out by Longford Exploration Services Ltd. ("Longford") in June of 2019, propylitic alteration halos were observed surrounding quartz-carbonate veins up to 10 cm in width within amygdaloidal basalt flows. Vein clusters occur in shear zones up to 10 m wide. Veining was characterized by strong epidote-chlorite halos up to 20 cm wide surrounding veins with a light green hue (Figure 7.3). Disseminated sulphides occurred within and around veins including pyrite, chalcopyrite and bornite. Malachite and azurite stain occurs on fracture-surfaces surrounding sulphide mineralization.

Local mineralization may likely be related to dilatational zones and fault jogs and steps along second order fault structures in the area. High amounts of disseminated sulphides and malachite staining have also been noted in localized areas of intense shearing and fracturing across the

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property. Based on the observations made to date, the Valk property shows many characteristic signs of the epithermal gold style of mineralization, for which the Island Plutonic Suite and overlying Karmutsen Formation are considered to be prospective.

Figure 7.6: Rock sample showing copper mineralization and malachite staining, 2019 program.

8 Deposit Type

8.1 Epithermal Gold Style Deposit

The Valk Property is likely associated with epithermal style gold deposition. Mineralized quartz veins and stockworks occur within amygdaloidal andesites of the Karmutsen Formation and are believed to be related to a Cu-Au porphyry or subvolcanic intrusion at depth. Although many regard epithermal gold systems as being formed at exclusively higher crustal levels than porphyries, some low sulphidation quartz-sulphide gold ± copper systems have formed at deeper crustal depth and are transitional to porphyry Cu-Au systems (Corbett, 2002). In deeply eroded environments porphyry copper related mineralization may also be present.

Generally, epithermal systems form at shallow crustal depths (< 1 km), typically above the level of formation of porphyry Cu-Au deposits or in association with a subvolcanic intrusion in subaerial volcanic settings (Corbett, 2002). Epithermal deposits can form in higher crustal levels later in a deposit's paragenesis, such as above an older porphyry system or as part of the same overall magmatic event (Corbett, 2002). This deposit style can be divided into two classes, low sulphidation state and high sulphidation state (Figure 8.1). These two classes can be differentiated in terms of their individual geological environment, alteration mineralogy and fluid chemistry.

Figure 8.1: Conceptual model for styles of magmatic arc epithermal Au-Ag and porphyry Au-Cu mineralization (after Corbett, 2008).

Low sulphidation state epithermal deposits are spatially associated with magmas whereby ore is deposited several km above the site of an intrusion and generally display characteristic alteration

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assemblages of quartz-adularia-sericite and carbonate (Cooke & Simmons, 2000). However, low sulphidation state deposits can be further divided into two groups in terms of mineralogy according to depth and environment of formation, namely arc low sulphidation or rift low sulphidation state (Corbett, 2002). Arc low sulphidation state deposits are formed from dominantly magmatic source rocks, whereas rift low sulphidation state systems are mainly derived from circulating geothermal fluid sources (Corbett, 2002). These two sub-groups are classed with decreasing crustal depth as: quartz-sulphide Au + Cu, polymetallic Au-Ag veins, carbonate-base metal Au and epithermal quartz Au-Ag at the shallowest level (Corbett, 2002). These ore types form mineralogical zones due to differences in time and depth of formation. Shallower ore styles overprint those formed at depth and show varying metal content, Cu being highest at depth, to a more Au-Ag dominant system in elevated crustal settings (Corbett, 2002). Rift Low sulphidation state comprise adularia-sericite epithermal gold systems.

High sulphidation state epithermal deposits have a closer spatial association with degassing of calc-alkaline magmas and are typically characterized by residual quartz and hypogene advanced argillic alteration assemblages (quartz-alunite-kaolinite-pyrophyllite) (Cooke & Simmons, 2000).

The Valk Property is likely associated with an arc low sulphidation state system which typically are sulphide poor and dominated by Au and Ag mineralization but may also be anomalous in Cu, Pb and Zn.

8.1.1 Low Sulphidation State Deposit Style

Epithermal systems generally form as a result of intrusion-related hydrothermal activity related to plate subduction and magmatism in both island arc and continental arc settings and continental volcanic fields with extensional structures are common (Panteleyev, 1996). Calk-alkaline andesitic host rocks are characteristic of this style of deposit with ore zones typically being localized in structures but may also occur within permeable lithologies (Panteleyev, 1996). Ore zones are often upward flaring and centered on structurally controlled fluid conduits which vary from large veins (> 1 m wide and hundreds of meters in strike length) to small veins and stockworks (Panteleyev, 1996). These vein systems can be laterally extensive, but ore shoots are relatively restricted in their vertical extent to ≤ 600m (Cooke & Simmons, 2000), with high-grade ore commonly confined to dilational zones in faults at flexures, splays, and in cymoid loops (Panteleyev, 1996). However, porphyry-related systems may be telescoped outwards into the deeper epithermal environment is areas with strong dilational structures (Corbett, 2002).

Low sulphidation epithermal gold deposits are formed by the mixing of deeply circulating groundwaters with magmatic waters producing a dilute, near neutral pH fluid characterized by sulphur species reduced to H2S (Corbett, 2002). During the upward migration of fluids towards the surface, hydrothermal fluids become progressively dilute by the incorporation of increased quantities of ground waters and with increasing distance from the source of heat and magmatic components (Corbett, 2002). Ore deposition occurs during fluid cooling and is assisted by rock reactions and mixing of rising ore-bearing fluids with groundwaters, producing mineralogical differences in contrasting groundwater types and varying crustal levels (Corbett, 2002).

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Low sulphidation deposits are predominantly associated with quartz and /or chalcedony, lesser adularia, calcite, rhodochrosite, K-mica (illite or sericite), chlorite, and pyrite gangue. Characteristic textures include platy calcite, crustiform and colloform bands as well as crystalline comb quartz within deeper veins. Gold mineralization typically occurs as electrum and more rarely as telluridesin association with acanthite, silver-sulfosalts, base metal sulphides and pyrite which reflect deposition within a near-neutral pH environment (Cooke & Simmons, 2000; Corbett, 2002).

The distribution of hydrothermal alteration associated with high and low sulphidation state deposits varies both vertically and laterally (Figure 8.2). Propylitic alteration (albite, calcite, chlorite, epidote, and pyrite) occurs outside fluid conduit zones where there is low water: rock ratios and its mineralogy are controlled by rock composition (White & Hedenquist, 1995). Propylitic alteration tends to be dominant at depth and to the peripheral of the mineralized zone (Panteleyev, 1995). Steam-heated overprint occurs in both high and low sulphidation state environments, however, is more evident in low sulphidation systems as alteration minerals produced are markedly different from those produced by hypogene fluids (White & Hedenquist, 1995). Sinter deposits form above the zone of mineralization but are usually barren with respect to precious metals however may be enriched in arsenic, mercury, selenium and locally molybdenum.

Figure 8.2: Alteration distribution associated with High and Low Sulphidation State Deposits (after White & Hedenquist, 1995).

8.1.2 Arc Low Sulphidation State Deposit Style

Arc low sulphidation state deposits (Figure 8.3) tend to display strong field association with intrusive rocks on the basis or varying ore (pyrite, sphalerite, galena, chalcopyrite, arsenopyrite), gangue minerals (quartz, carbonate, clay), and wall rock (clay, chlorite) mineralogies related to an increasingly shallow crustal level of formation and increasing distance from inferred magmatic source (Corbett, 2002).

Quartz-sulphide deposits form close to porphyry intrusions at the deepest crustal level and are comprised of iron sulphides and quartz in veins and vein/breccias. The most commonly observed iron sulphide in these systems is pyrite, however in locally deeper and hotter conditions pyrrhotite and arsenopyrite may be present, grading to marcasite in cooler conditions (Corbett, 2002).

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Copper may also occur at deeper crustal levels whereas galena and sphalerite are transitional to carbonate-base metal or polymetallic gold-silver deposits and form at higher crustal levels (Corbett, 2002). Wall rock alteration is dominated by retrograde sericite-illite-pyrite and local chlorite-carbonate assemblages most commonly as halos surrounding veins (Corbett, 2002).

Figure 8.3: Arc low sulphidation state and rift low sulphidation state models (after Corbett, 2004).

8.2 Associated Vanadium Enrichment

Vanadium is known to be concentrated in the Karmutsen formation of Menzie's Bay, Quadra Island and Campbell River area on Vancouver Island, BC. Vanadium is reportedly concentrated in laminated, black carbonaceous, siliceous sedimentary rocks which are intercalated with amygdaloidal, porphyritic basalts, andesites, and spilites-which are predominantly in pillow form (Jambor, 1960). A hydrous copper vanadate known as volborthite was found to represent nearly all supergene vanadium identified in the area (Jambor, 1960).

The vanadiferous sediment was described as irregular, finely laminated, black, or dark grey between the upper and middle, and middle and lower flows, varying in width up to 15 cm. Thicker sections, notably near the end of the middle flow, the seam is crenulated and appears to have been forced between incipient pillows (Jambor, 1960). Exposed surfaces were stained green, blue, and commonly canary yellow due to copper and vanadium enriched sediment, most likely caused by the hydrous copper vanadate known as volborthite.

There are two possible sources of the anomalous vanadium in soil samples reported on the Property. The vanadium could be concentrated by erosion of the uppermost Karmutsen flows that

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are interbedded with thin (> 4 m) lenses of limestone, and rarely siliciclastic sedimentary rocks (Nixon et al, 2006) or it could be from mineral rich sediment settling as thin layers in between the pillows/flows.

9 Exploration

9.1 2019 Field Program Overview

Longford was commissioned by Xplore Resources Corp. to carry out an exploration program on the Valk property in the summer of 2019. The initial preliminary field program on the Property was executed from the 14th to the 17th of June 2019. The work consisted of prospecting, verification of historical work, inspection of access and the collection of rock and soil samples (Table 9.1).

Longford mobilized a crew of 5 from Vancouver, BC on the 22nd of June to complete a six-field day site visit and review, where the crew undertook reconnaissance, geological mapping, prospecting and sampling on the at the property. This program continued the soil grid and followed up on anomalism identified in the previous field visit. General geological and prospecting activities focused on locating and confirming the existing mineralized showings identified in the BC Minfiles (092L 370, 092L 367, 092L 368), whilst also identifying additional mineralized showings that were described and sampled.

Table 9.1: 2019 Valk exploration program sample summary.

TotalNumber of	Soils	Rock Grab	Rock Channel	StreamSediment
SamplesCollected	405(389 samples + 16 QAQC)	37 samples	3 channels totaling 17 m(17 samples +4 QAQC)	14 samples

9.1.1 Soil Sampling

405 soil samples (including 16 QA/QC duplicates) were collected in the vicinity of the historical vanadium and copper in-soil anomalies. Select samples were taken in proximity to historical sampling to verify analytical results, as well as to the north and east of historical samples to test for extensions of anomalous soil results (Figure 9.1).

Soil samples were collected at 50 m intervals along preplanned lines spaced 50 m apart. All soil sample locations were recorded using hand-held GPS units. Sample sites are marked by flagging tape with the sample numbers. Most of the soil samples were collected from 20 to 30 cm deep holes using Dutch augers. They were placed into individually numbered Kraft paper bags and sealed for delivery to the lab.

The 2019 results confirm consistency of the historical soil data and demonstrated a continuation of soil anomalies along trend from historical soil samples sites (Figures 9.2 and 9.3).

Figure 9.1: Example of a soil horizon (left) and of a sample site (right).

The author is not aware of any sampling or recovery factors that could materially impact the accuracy and reliability of the soil assay results. The author believes the samples taken to be representative and does not feel there are any factors that would cause sample bias.

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Figure 9.2: 2019 and Historical Cu in Soil Results (ppm).

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Figure 9.3: Historical and 2019 Cu in Soil (ppm) on Airborne Magnetic Data.

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9.1.2 Prospecting, Rock Sampling and Channels

Work completed by the Longford team on behalf of Xplore Resources Corp. included classifying, mapping and sampling of mineralized showings, locating historical workings as well as mapping and describing observed lithologies.

Rock samples collected were located by GPS in NAD83 UTM Zone 9N, the sample location was recorded in field notebooks, an assay sample tag book and as a waypoint on a Garmin 60CSX GPS unit. Each sample was collected into its own 18" x 12" poly bag labeled with the locale (i.e., "Valk") and a unique 7-character sample ID (i.e., E6690306) assigned from a barcoded Tyvek sample book. A tear-out tag with the barcode and unique sample ID was inserted in the bag with the sample and the bag was sealed with a cable tie in the field. The sample locations are marked in the field with orange flagging type and the unique sample ID number written on the flagging tape.

The Starting point of channel samples were marked by GPS in NAD83 UTM Zone 9N and were clearly marked with flagging tape and the start and end of each channel and is marked with a perpendicular saw cut. A clear standardized name format is used to identify each channel cut (i.e., "VA-19-C01") which is recorded in field notebooks along with starting point location and detailed sketches. Aluminum butter tags are inserted in the cuts to mark the channel rock sample numbers in the field. Each sample was placed into its own poly bag and assigned a unique sample ID much the same as previously outlined for rock samples.

The 2019 fieldwork identified a number of quartz carbonate veins along road cuts at numerous locations, up to 1.5 km apart (Figure 9.4). The veining was observed to contain quartz carbonate veins up to 10 cm in width within amygdaloidal basalt flows of the Karmutsen Formation. Vein clusters occur in deformation zones up to 10 m wide. Veining is characterized by strong epidote chlorite halos up to 20 cm wide, surrounding veins with a light green hue salvage. Disseminated sulphides occurred within and surrounding veins, including pyrite, chalcopyrite and bornite with malachite and azurite staining fracture surfaces. Multiple samples were taken from the observed mineralized showings, as well as three sample channels totalling 17 m along road cuts (Figures 9.4 and 9.5).

Additionally, the field team were able to confirm local host lithologies and identify structural controls surrounding the mineralized showings. Rock sample and Channel sample description

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are listed in Tables 9. 2 through 9.5 and channel sample assays results are listed in Table 9.6 below.

Figure 9.4: VA-19-C02 channel overview (left) and example sample interval (right).

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Table 9.2: 2019 Rock Sample Descriptions.

SampleID	Easting	Northing	Elev.(m)	Type	Description	Mo(ppm)	Cu(ppm)	Pb(ppm)	Zn(ppm)	Ag(ppm)	As(ppm)	Au(ppb)	V(ppm)
3267411	585597	5625033	349	Float	Amygdaloidal basalt with quartz filledvesicles and silicification. 1cm wideQuartz vein with trace sulphides andmolybdenum and 2cm wide epidotehalo	0.2	260.5	1.2	38	0.1	0.25	2.3	128
3267412	585723	5624927	342	Outcrop	Amygdaloidal basalt with quartz filledvesicles and silicification. 5cm wideQuartz vein with disseminatedchalcopyrite, bornite and malachiteand epidote halo	0.2	4115.6	1	25	0.8	0.25	5.9	161
3267413	585761	5624931	338	Outcrop	Highly fractured amygdaloidal basaltwith quartz filled vesicles andsilicification. Intense Quartz veining(1cm to 10cm) over 6m withdisseminated chalcopyrite, borniteand malachite and epidote halos. 2intersecting faults striking 056/51 and308/sub vert	0.2	13053.5	1.1	60	4	0.25	17.8	193
3267414	585762	5624933	338	Outcrop	Highly fractured amygdaloidal basaltwith quartz filled vesicles andsilicification. Intense Quartz veining(1cm to 10cm) over 6m withdisseminated chalcopyrite, borniteand malachite and epidote halos,from road cutting. 2 intersectingfaults striking 056/51 and 308/subvert	0.3	6061.5	1.1	52	2.2	0.25	2.8	167
3267415	586184	5624791	354	Outcrop	Amygdaloidal basalt with quartz filledvesicles and silicification. Two 3cmwide Quartz veins with disseminatedchalcopyrite, digenite, bornite,malachite and azurite and 10cm wideepidote halos.	0.2	7985.3	0.8	22	6.3	0.25	6.8	99

SampleID	Easting	Northing	Elev.(m)	Type	Description	Mo(ppm)	Cu(ppm)	Pb(ppm)	Zn(ppm)	Ag(ppm)	As(ppm)	Au(ppb)	V(ppm)
3267416	586184	5624799	355	Outcrop	Amygdaloidal basalt with quartz filledvesicles and silicification. Two 3cmwide Quartz veins with disseminatedchalcopyrite, digenite, bornite,malachite and azurite and 10cm wideepidote halos. High grade	0.2	8151.6	1	25	6	0.25	3.1	80
3267417	584712	5625000	395	Outcrop	Amygdaloidal basalt with quartz filledvesicles and silicification. 1cm wideQuartz vein with trace sulphidesandmalachite and epidote halo. Fault at052/ sub vertical	0.2	4231.9	2	15	1.9	0.25	31	37
3267418	588450	5623658	311	Outcrop	Amygdaloidal dark green basalt withquartz filled vesicles and silicification.Trace sulphidesfound in veinlets ofepidote and quartz with a chaoticorientation.	0.2	62.9	0.7	66	0.05	0.25	2.4	207
3267419	588436	5623653	309	Outcrop	Amygdaloidal basalt with quartz filledvesicles and silicification. 1cm wideQuartz vein with disseminated tracechalcopyrite and minor pyrite.Prevalent chlorite and epidotealteration.	0.3	140.4	0.8	57	0.05	0.25	2.7	217
3267420	588433	5623650	310	Outcrop	Altered fault gouge in the Karmutsenvolcanics.	0.1	63.1	0.7	87	0.05	0.25	3.3	215
3267421	584528	5626037	537	Outcrop	Dark green to blackaphanitic basaltwith quartzfilled amygdaloids. Tracedisseminatedsulphides.	0.2	105.4	0.4	50	0.05	0.25	3.9	117
3267422	584425	5626597	475	Outcrop	Highly fractured/sheared and alteredlight green to green aphanitic basaltwith quarts filled amygdaloidswithtrace malachite.	0.6	602.5	1.5	131	0.9	0.6	674.8	360

SampleID	Easting	Northing	Elev.(m)	Type	Description	Mo(ppm)	Cu(ppm)	Pb(ppm)	Zn(ppm)	Ag(ppm)	As(ppm)	Au(ppb)	V(ppm)
3267423	584454	5626652	474	Outcrop	Dark green to black aphanitic basaltwith quarts filled amygdaloids. Tracedisseminatedsulphides.	0.7	208.8	0.7	69	0.05	4.6	5.5	300
3267424	584425	5626599	475	Outcrop	Altered light green to green aphaniticbasalt with quarts filled amygdaloidswith minor malachite, chalcopyrite,and blebs of bornite in quartz veinsclose to sheared sample 3267422	0.5	3798.3	0.8	128	1.6	0.25	102.5	279
3267425	585117	5625277	404	Outcrop	2-5cm thick quartz vein with trace tominor polymetallicmineralizationincluding epidote, malachite, borniteand chalcopyrite in the dark green toblack aphanitic basalt with quartsfilled amygdaloids.	0.2	5995.2	0.7	53	1.2	0.25	6.8	104
3267426	584493	5625004	383	Outcrop	5cm thick quartz vein with trace tominor polymetallicmineralizationincludingepidote, malachite, borniteand chalcopyrite in the dark green toblack aphanitic basalt with quartsfilled amygdaloids.	0.2	201.7	0.3	30	0.1	0.25	95.9	147
3267427	584331	5625096	393	Outcrop	Dark green to black aphanitic basaltwith quarts filled amygdaloids. Tracedisseminatedsulphides.	0.2	64.3	0.5	14	0.05	0.25	1.4	94
3267428	585059	5625070	373	Outcrop	Pervasively altered epidote chloritelight green basalt. ~2m zone ofbrecciation with minor pyrite, tracechalcopyrite (possible fault gougezone).	0.8	167.8	0.6	108	0.05	0.25	0.25	220
3267429	585073	5625043	361	Outcrop	Pervasively altered epidote chloritelight green basalt. ~2m zone ofbrecciation with minor pyrite, tracechalcopyrite and bornite (possiblefault gouge zone). Chaotic quartzstringers.	0.1	874.8	0.7	51	0.4	0.25	4.4	142

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SampleID	Easting	Northing	Elev.(m)	Type	Description	Mo(ppm)	Cu(ppm)	Pb(ppm)	Zn(ppm)	Ag(ppm)	As(ppm)	Au(ppb)	V(ppm)
3267430	585302	5625178	345	Outcrop	0.5-1cm quartz epidote vein in lightgreen amygdaloidal basalt withdisseminated weathered sulphides.	0.2	244.7	0.4	62	0.05	0.25	7.8	161
3267431	585541	5625071	347	Float	Heavy malachite alteration in greenaphanitic basalt.Sample taken fromroad base where infill was sourcedonsite and blasted from outcrop onadjacent placement in roadconstruction.	0.3	13946.3	1.7	50	5.6	0.25	9.4	134
3267432	586229	5624779	343	Outcrop	Light green amygdaloidal basalt withchlorite and epidote alteration andquartz filled vesicles and silicification.1-5cm wide Quartz vein with vugsand disseminated trace chalcopyriteand minor pyrite.	0.2	661.1	0.5	18	1.1	0.25	330.5	88
3267433	588835	5626164	223	Outcrop	Dark green to black aphanitic basaltwith quarts filled amygdaloids. Tracedisseminatedsulphides, moderatesilicificationand iron staining.	0.3	29	0.7	86	0.05	0.25	6.8	274
3267434	588233	5626672	200	Outcrop	1-5mm quartz epidote stringers in amassive aphanitic green/black basaltwith minor quartz amygdaloids.Hematite and calcite infill alongstringers.	0.3	46.4	0.4	53	0.05	0.25	4.6	158
3267435	588106	5626700	268	Outcrop	Amygdaloidal green basalt withquartz filled vesicles and silicification.3-5cm wide Quartz vein with tracesulphidesand possible tourmaline invein salvage.	0.3	243.7	0.5	21	0.05	0.25	9	118
3267436	587459	5627112	177	Outcrop	~10cm wide 288/48 shear with minormalachite staining in a gossanousgreen amygdaloidal basalt withchlorite and epidote alteration andquartz filled vesicles.	0.1	1664.4	0.5	19	0.9	0.9	22.3	85

SampleID	Easting	Northing	Elev.(m)	Type	Description	Mo(ppm)	Cu(ppm)	Pb(ppm)	Zn(ppm)	Ag(ppm)	As(ppm)	Au(ppb)	V(ppm)
3267437	587460	5627113	177	Outcrop	Altered light green to green aphaniticbasalt with quarts filled amygdaloidswith minor malachite, chalcopyrite,and blebs of bornite in quartz veinsclose to sheared sample 3267436.	0.1	4555.9	0.6	28	1.2	0.25	11.6	84
3267438	586964	5626865	223	Outcrop	Quartz and epidote stingers inamygdaloidal green basalt withquartz filled vesicles and silicification.	0.5	145.4	0.5	78	0.05	0.25	11.3	202
3267439	586948	5626859	220	Outcrop	Quartz and epidote stingers inamygdaloidal green basalt withquartz filled vesicles and silicification.	0.3	54.6	0.4	29	0.05	0.25	1.3	111
3269972	588300	5623519	311	Outcrop	Altered light green basalt with quartzepidote stringers. Amygdaloids areinfilled with chlorite 2-5mm in sizeand have highly disseminatedsulphides.	0.3	17.3	0.6	70	0.05	0.25	3.2	252
3269973	588294	5623511	312	Outcrop	Light green amygdaloidal basalt withchlorite and epidote alteration andquartz filled vesicles. Disseminatedsulphidesand minor malachitethroughout. Chaotic quartz,carbonate, epidote stringers.	0.5	13.6	0.6	69	0.05	0.25	5.1	260
3269974	588261	5623458	313	Outcrop	Light green amygdaloidal basalt withchlorite and epidote alteration andquartz filled vesicles. Disseminatedsulphidesand minor malachitethroughout. Chaotic quartz,carbonate, epidote stringers.	0.4	2105.8	0.3	52	0.3	1.5	4.6	165
3269975	588010	5623233	320	Outcrop	2cm vein of quartz and epidote withmalachite staining. Adjacent to faultwith ~5cm of gouge material.	0.3	769.1	0.8	51	0.3	0.25	7.8	208
3269976	588362	5623338	264	Outcrop	5cm quartz vein with offset fractures.High level of disseminated sulphides	1.6	3139.2	0.4	14	0.4	1.3	2.1	73

SampleID	Easting	Northing	Elev.(m)	Type	Description	Mo(ppm)	Cu(ppm)	Pb(ppm)	Zn(ppm)	Ag(ppm)	As(ppm)	Au(ppb)	V(ppm)
					in the vein salvage includingchalcopyrite, pyrite, pyrrhotite.
3269977	588364	5623344	266	Outcrop	Disseminated sulphidesin the veinsalvage of a 5cm quartz vein with atrend of 64/90 mineralization includeschalcopyrite, pyrite, pyrrhotite.	0.4	3060.7	0.4	43	0.6	0.25	1.4	144
3269978	588357	5623349	269	Outcrop	Gossanous 1.7m wide fault brecciain the Karmutsen basalt with highlevels of sulphidesthat aredisseminated. Major pyrite moderatechalcopyrite. Fault zone trends318/60.	3.4	8281	0.8	48	0.9	0.25	3	58
3269979	588347	5623374	275	Outcrop	Gossanous 15m wide fault breccia inthe Karmutsen basalt with high levelsof sulphidesthat are disseminated.	0.4	100.9	0.7	54	0.05	0.25	1.2	179

Table 9.3: 2019 Channel 1- VA-19-C01.

SampleIDFrom				Description
		To	SampleType	Length = 5m Azimuth= 92 degrees Start = 586182 E, 5624795 N Elevation = 354m
3269951	0	1	channel	Highly fractured amygdaloidal basalt with quartz filled vesicles and silicification.
3269952	1	2	channel	Highly fractured amygdaloidal basalt with quartz filled vesicles and silicification.
3269953	2	3	channel	Light green amygdaloidal basalt with chlorite and epidotealteration and quartz filled vesicles. Disseminated sulphidesandminor malachite throughout. Chaotic quartz, carbonate, epidote stringers.
3269954	3	4	channel	Amygdaloidal basalt with quartz filled vesicles and silicification. 3cm wide Quartz veins withdisseminated chalcopyrite,digenite, bornite, malachite and azurite.
3269955	3	4	channel	Coarse duplicate
3269956	3	4	channel	Blank
3269957	4	5	channel	Light green amygdaloidal basalt with chlorite and epidote alteration and quartz filled vesicles. Disseminated sulphidesandminor malachite throughout. Chaotic quartz, carbonate, epidote stringers.

Table 9.4: 2019 Channel 2 - VA-19-C02.

FromToSampleIDSampleType(m)(m)			Description
			Length = 8m Azimuth = 95 degrees Start = 585755 E, 5624932 N Elevation = 361m
3269958	0	1	channel	Light green amygdaloidal basalt with chlorite and epidote alteration and quartz filled vesicles. Disseminated sulphidesandtrace malachite throughout. Chaotic quartz, carbonate, epidote stringers.
3269959	1	2	channel	Light green amygdaloidal basalt with chlorite and epidote alteration and quartz filled vesicles. Disseminated sulphidesandtrace malachite throughout. Chaotic quartz, carbonate, epidote stringers.
3269960	2	3	channel	Light green amygdaloidal basalt with chlorite and epidote alteration and quartz filled vesicles. Disseminated sulphidesandtrace malachite throughout. Chaotic quartz, carbonate, epidote stringers.
3269961	3	4	channel	Light green amygdaloidal basalt with chlorite and epidote alteration and quartz filled vesicles. Disseminated sulphidesandminor malachite throughout. Chaotic quartz, carbonate, epidote stringers.
3269962	4	5	channel	Amygdaloidal basalt with quartz filled vesicles and silicification. 3cm wide Quartz veins with disseminated minorchalcopyrite, digenite, bornite, malachite and azurite.
3269963	4	5	channel	Blank
3269964	5	6	channel	Light green amygdaloidal basalt with chlorite and epidote alteration and quartz filled vesicles. Disseminated sulphidesandminor malachite throughout. Chaotic quartz, carbonate, epidote stringers.
3269965	8	7	channel	Light green amygdaloidal basalt with chlorite and epidote alteration and quartz filled vesicles. Disseminated sulphidesandtrace malachite throughout. Chaotic quartz, carbonate, epidote stringers.
3269966	7	8	channel	Light green amygdaloidal basalt with chlorite and epidote alteration and quartz filled vesicles. Disseminated sulphidesandtrace malachite throughout. Chaotic quartz, carbonate, epidote stringers.

Table 9.5: 2019 Channel 3 - VA-19-C03.

			SampleType	Description
SampleID	From	To		Length = 4m Azimuth = 65 degrees Start = 585076 E, 5625047 N Elevation = 342m
3269967	0	1	channel	Highly fractured amygdaloidal basalt with quartz filled vesicles and silicification. Trace chalcopyrite and malachite andmoderate hematite alteration.
3269968	0	1	channel	Field Duplicate
3269969	1	2	channel	Highly fractured amygdaloidal basalt with quartz filled vesicles and silicification. Chlorite and epidote alteration.
3269970	2	3	channel	Highly fractured amygdaloidal basalt with quartz filled vesicles and silicification. Chlorite and epidote alteration. Shearingat ~315 degrees. Minor to moderatemalachite staining.
3269971	3	4	channel	Highly fractured amygdaloidal basalt with quartz filled vesicles and silicification. Trace chalcopyrite and malachite

Table 9.6: 2019 Channel Sample Assay Results.

Sample	Type	Wgt_KG	Mo_PPM	Cu_PPM	Pb_PPM	Zn_PPM	Ag_PPM	As_PPM	Au_PPB	V_PPM
3269951	ChannelRock	1.49	0.4	1866.8	0.4	78	0.2	0.25	4.4	265
3269952	ChannelRock	1.43	0.4	2959	0.6	80	0.4	0.25	4.4	264
3269953	ChannelRock	1.19	0.3	1337.8	0.4	136	0.5	0.25	5.1	295
3269954	ChannelRock	2.46	0.3	3876.1	0.5	68	2.8	0.25	3.7	221
3269957	ChannelRock	1.06	0.1	593	0.5	51	0.3	0.25	1.4	88
3269958	ChannelRock	1.35	0.1	140.2	0.5	38	0.05	0.25	0.7	71
3269959	ChannelRock	1.79	0.4	1557.8	0.7	57	0.4	0.25	3.4	90
3269960	ChannelRock	2.05	0.3	1571.8	0.9	74	0.6	0.25	1.8	183
3269961	ChannelRock	2.15	0.3	525	0.9	71	0.2	0.25	3.6	218
3269962	ChannelRock	1.43	0.2	2855.4	0.6	71	0.9	0.25	2.6	185
3269964	ChannelRock	1.86	0.3	392.1	0.4	70	0.1	0.25	0.25	201
3269965	ChannelRock	1.41	0.3	547.5	0.5	73	0.2	0.25	1.6	188
3269966	ChannelRock	1.4	0.4	312.4	0.3	77	0.1	0.25	1.6	217
3269967	ChannelRock	2.8	0.1	490.3	0.9	103	0.2	1.9	5.3	162
3269969	ChannelRock	1.28	0.2	674.4	1	84	0.3	0.25	4.6	196
3269970	ChannelRock	2.12	0.1	393.3	0.7	73	0.1	0.25	6.8	195
3269971	ChannelRock	1.28	0.3	1754.3	1.4	53	0.5	0.6	13.3	204

Figure 9.5: 2019 Valk Rock Sample Locations and Results (Cu %).

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8 0
E f f e c t i v e d a t e : M a r c h 6 , 2 0 2 1

Figure 9.6: 2019 Valk Channel Sample Locations and Results (Cu ppm).

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8 0
E f f e c t i v e d a t e : M a r c h 6 , 2 0 2 1

9.1.3 Steam Sediment Sampling

Fourteen stream sediment samples were collected across the property, assessing property wide mineralisation potential and vectoring zones of interest (Figure 9.8). Ravines and valleys were steeper and were found to be larger in the east of the property, providing more sediment and better sampling opportunities.

Two kilograms of stream sediment samples were carefully collected within drainage lines. All sample locations were recorded using a hand-held GPS unit and location and relevant descriptions were recorded by following guidelines which have been developed by Longford. Each sample was placed into its own poly bag and assigned a unique sample ID much the same as previously outlined for rock samples.

Figure 9.6: 2019 Valk Stream Sediment Results (Cu ppm).

9.2 2019 Program Summary

During the 2019 program a total of 37 rock samples, 21 channel samples, 405 soil samples and 14 stream sediment samples were collected.

The soil samples statistics are summarized below in Table 9.7 with a detailed map of the soils illustrated in Figure 9.2 above. The 2019 soil sampling results were combined with historical soil results and are illustrated in Figure 9.3, which shows the copper anomalism generally follows the regional southern fault trend on the property.

	Cu (ppm) AQ200	Au (ppb) AQ200	V (ppm) AQ200
Min	2.7	0.3	4
Max	298.7	168.0	837
Mean	29.3	5.9	283
Median	24.8	3.3	271
SD	26.2	13.8	147

Table 9.7: 2019 Soil Statistics

The rock samples taken during the 2019 program are described, and assay results are summarized in Table 9.2 above. Highlights from the rock sample program include samples 3267413, and 3267431, with both returning results over 1.3% copper from disseminated chalcopyrite, bornite and malachite mineralization. Table 9.8 summarizes the 37 rock samples taken.

Table 9.8: 2019 Rock Statistics

	Cu (ppm) AQ200	Au (ppb) AQ200	V (ppm) AQ200
Min	13.6	0.3	37
Max	13946.3	674.8	360
Mean	2573.6	38.3	163
Median	602.5	5.1	158
SD	3690.4	121.7	74

Three sample channels were taken at the Valk Property during the 2019 program, with a total of 21 samples collected (17 rock samples, 2 blanks, 1 field duplicate, 1 coarse duplicate), these are described in Tables 9.3, 9.4 and 9.5, with lab assay results listed in Table 9.6 above. The channels intersected copper mineralization as illustrated in Figure 9.5. Individual channel samples were collected along 1 m intervals with the highest intervals returning a result of 3876.1 ppm Cu, 13.3 ppb Au and 295ppm V. These channels indicate that mineralization continues into the vein salvages and that zones of high vein density should be sought during future exploration programs. Channel sample statistics are listed in Table 9.9 below.

	Cu (ppm) AQ200	Au (ppb) AQ200	V (ppm) AQ200
Min	140.2	0.3	71
Max	3876.1	13.3	295
Mean	1285.1	3.8	191
Median	674.4	3.6	196
SD	1094.1	3.0	61

Table 9.9: 2019 Channels Statistics

The stream sediment samples statistics are summarized in Table 9.10. Stream sediment sample results indicated that copper, gold and vanadium anomalism is present across the property, sample results from the east side of the Property show elevated levels indicating that this side of the property may be more prospective and warrants further investigation.

Table 9.10: 2019 Stream Sediment Statistics

	Cu (ppm) AQ200	Au (ppb) AQ200	V (ppm) AQ200
Min	28.8	1.9	189
Max	136.8	290.7	286
Mean	62.6	23.9	231
Median	55.1	3.5	233
SD	33.3	76.8	33

The 2019 program was successful in confirming previously identified anomalism and mineral showings at the Valk Property and provides evidence that warrants further investigation. Further information can be found in Section 25: Interpretations and Conclusion and Section 26: Recommendations of this report.

10 Drilling

Xplore Resources Corp. has not carried out any drilling on the Valk Property. No drilling has been completed at the Valk Property.

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11 Sample Preparation, Analysis, and Security

11.1 Sample Preparation

At the end of the field day, all soil, stream sediment and rock samples were brought back to town. They were put in sequence and placed 12 to 15 in a 13 by 18 poly bag with three poly bags placed in a white rice bag. The bag was then zap strapped and stored in the project manager's motel room. Since these were preliminary surveys no sample splitting or reduction was necessary.

11.2 Chain of Custody

Longford field-personnel maintained custody of all samples until they were delivered in person to Bureau Veritas Laboratories in Vancouver, BC.

11.3 QA/QC

Longford maintained a QA/QC program for early-stage exploration programs. A duplicate soil sample is collected every twentieth sample, while stream sediment samples are duplicated every tenth sample to confirm consistency of the sampling method and laboratory processing and reporting. The lab also maintains a comprehensive internal QAQC program, including standards and blanks to ensure quality control. More comprehensive QA/QC procedures are typically applied to larger systematic sampling programs.

11.4 Sample Analysis

Sample analysis performed by Bureau Veritas at its Vancouver location which is ISO/IEC 17025:2005 and ISO 9001:2015 certified and independent of the issuer.

The analysis methods requested from the lab for the samples collected in the 2019 field exploration program are set out below:

Analytical Methods
	PRP70-250 (Crush 1 kg to ≥70% passing 2mm -Pulverize 250 g
	≥85% 75µm),
Analysis –Rock	AQ200 (Aqua Regia ICP-ES/MS, 36 elements, 0.5 g),
	AQ270-X (Aqua Regia ICP-ES/MS, 34 elements)
	SS80 (Sieve 100g soil to -80mesh),
Analysis –Soil	AQ200 (Aqua Regia ICP-ES/MS, 36 elements, 0.5 g)
	SS80 (Sieve 100g soil to -80mesh),
Analysis –Stream sediment	AQ202 (Aqua Regia ICP-ES/MS, 36 elements, 30 g)

Table 11.1: Analytical	methods requested from Bureau VeritasLaboratory.
------------------------	------------------------------------------------------

11.5 Adequacy of Procedures

The author feels the sample preparation, security, and analytical procedures for the preliminary ground surveys on the Valk property were adequate for the aforementioned soil, stream sediment, prospecting and rock sampling exploration program.

In the author's professional opinion, the methods employed by Longford with regards to sample preparation, security and its scrutiny of the analytical procedures performed are consistent with current industry best practices and are acceptable for the level of exploration undertaken.

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12 Data Verification

The Author verified mineral title ownership through by checking the data on mineral titles online on Mar 4, 2021. The author verified historical information by comparing historical reports on the Assessment Report indexing system "ARIS" between March 3 and March 4, 2021. The Author verified the 2019 geochemical data presented in this report by randomly comparing plotted assay data to the assay value on the Certificate of Analysis and through communications with Longford concerning exploration techniques. The Author reviewed the QA/QC program found that the duplicate samples returned values within 30% of one another. The author reviewed the QA/QC results supplied by Bureau Veritas and found the results acceptable.

12.1 QP Site Visit

The author visited Valk Property on March 5, 2021 where he personally reviewed the soil and stream sampling and prospecting work completed by Longford during the 2019 field season. During the property visit conducted by the author, sample sites were viewed, and their location checked with a hand held GPS. The author noted and verified mineralization and alteration of rock samples in the field to descriptions given in the report. The author did not collect independent soil samples during his personal inspection, as the geochemical data in the author's opinion, was consistent and within the ranges that had been obtained in Historic programs. As the Valk Property exploration program is a preliminary early-stage program, repeating soil analysis considering the quality assurance program the company had employed, in the author's opinion, would have been excessive.

It is the author's professional opinion that the data presented in this report is adequate for the purposes of this report given the stage of exploration the property is currently at.

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13 Mineral Processing and Metallurgical Testing

There is no known mineral processing testing or metallurgical analyses in respect of the Property.

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14 Mineral Resource Estimates

This is an early-stage project and no mineral resource estimates have been carried out on the Valk Property.

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23 Adjacent Properties

Located to the southwest of the Valk Property, the North Island Project is 100% owned by Northisle Copper and Gold Inc. The project covers approximately 33,000 ha over a 50 x 8 km area and lies over a Mesozoic-age porphyry copper and gold district. The area hosts a number of porphyry copper and gold occurrences of varying ages and stages of development, namely the advanced stage Hushamu deposit with a current NI 43-101 resource, the Red Dog Deposit (historical resource), early-stage Pemberton Hills zone and the NW Expo mineralized zone.

Copper mineralization was first discovered in the area by prospector Dennis Milburn in 1966 at the eastern end of Rupert Inlet. The property was then optioned by Utah Construction and Mining, who drilled the property between 1966 and 1969. Red Dog prospect was discovered during the mid 1960s by Hans Veerman and William Botel at the western end of the current Northisle claim block. A large area of claims was staked in 1967 by Utah Construction along the north shore of Rupert and Holberg Inlets which encompassed the grounds surrounding the Red Dog property. Exploration over this large package of land (Expo claims) resulted in the discovery of the Hushamu Deposit in the late 1960s. Utah Construction continued exploration for porphyry copper mineralization up to 1980. Efforts then shifted for the search for gold, which resulted in the discovery of the Pemberton Hills occurrence.

Historical core from Hushamu was relogged during 2011-2012 along with additional drilling to better define the northern and southern limits of the deposit. A 12 km IP survey was also carried out over the projected northwest extension of mineralization all to generate an updated NI 43-101 resource calculation (BC Minfile 092L 240).

Indicated resources for Hushamu deposit includes 304 million tonnes grading 0.21 per cent copper, 0.29 gram per tonne gold, 0.01 percent molybdenum, and 0.55 part per million rhenium. The Inferred resources include 205.6 million tonnes grading 0.18 per cent copper, 0.26 gram per tonne gold, 0.008 per cent molybdenum, and 0.38 part per million rhenium (BC Minfile 092L 240). Red Dog drill-indicated, mineable open pit reserves are 25 million tonnes grading 0.35 per cent copper, 0.44 gram per tonne gold and 0.006 per cent molybdenum (BC Minfile 092L 200).

The Author has not been able to independently verify the above reserve information and it is not necessarily indicative of the mineralization on the Valk Project which is the subject of this report.

Table 23.1: Summary of Indicated and Inferred Resourcesfor Hushamu and Indicated Reserves for
Red dog Deposits-North Island Project.

Hushamu Deposit	Hushamu Deposit	Red Dog Deposit
(Indicated Resource)	(Inferred Resource)	(Indicated Reserves)
304,000,000	205,600,000	25,000,000	Tonnes
0.21%	0.18%	0.35 %	Copper
0.01%	0.008%	0.006%	Molybdenum
0.29 g/ton	0.26 g/ton	0.44 g/ton	Gold
0.55 ppm	0.38 ppm	N/A	Rhenium

23.1 Notable Property

The former Island Copper Mine Site is located southwest of the Valk Property. This former mine site is now reclaimed and under care and maintenance. Island Copper was an open pit copper porphyry mine. Historical production as summarized in BC MINFILE 092L 158 is summarized below:

Table 23.2: Summary of historical		production at Island Copper Mine (Minfile 092L 158).
-----------------------------------	--	------------------------------------------------------	--

366,718,831	tonnes milled
1,227,330,387	kilograms copper
32,009,858	kilograms molybdenum
9,455,712	ounces silver
1,133,878	ounces gold
236	kilograms rhenium

It was at one time the third-largest copper mine in Canada. It was owned by BHP Copper (formerly Utah Construction and Mining Ltd) and began production in 1971 closing at the end of 1995. The massive open pit at 402 m below sea level, was the lowest open-air point on earth at one time. The pit has since been turned into a saltwater lake by opening a channel to Rupert Inlet.

There are a few MINFILE noted properties nearby that have a history of exploration work mainly going back to the Island Copper operating period. The reports note copper mineralization but do not report the presence of the Island Intrusions that are the common geological feature of the Valk Property and Island Copper and similar local deposits. As well there are three MINFILE properties/occurrences noted on the Island Copper property but located outside the pit area.

The Author has not been able to independently verify the above reserve or production information and it is not necessarily indicative of the mineralization on the Valk Project which is the subject of this report.

24 Other Relevant Data and Information

The author is not aware of any other relevant information not included in this report.

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25 Interpretation and Conclusions

The Valk Property is dominated by rocks of the Vancouver Group, comprised of the Tholeiitic flood basalts of the Karmutsen Formation. The Karmutsen Formation overlies the Buttle Lake/ Sicker Group and underlies the Bonanza Group. The Buttle Lake / Sicker Group host the Myra Falls VMS deposits while the Bonanza Group hosts the historical Island Copper Mine.

Structurally, two sub‐parallel WNW trending faults are interpreted to bisect the Valk claims, one along the northeastern claim boundary with the second fault zone interpreted to pass parallel to the southern claim boundary (Ref Figures 7.1 and 7.4).

Stream sediment sampling indicates anomalous copper values along both interpreted fault trends. Soil geochemistry suggests a series of >100 ppm Cu anomalies occur proximal to the interpreted southern fault zone. The copper anomalies occur along a 4.0 km strike length across a 1000-meter-wide window. The copper soil anomalies appear to follow the same WNW trend as the interpreted fault zone.

Several anomalous copper in rock results also occur along the interpreted WNW trend and three channel samples, cut from bedrock exposed by logging operations, returned anomalous copper values over 4.0 to 8.0 meter widths over a 1000-meter strike length.

The Valk Property is likely associated with an epithermal gold style deposit. Mineralized quartz veins and stockworks occur within amygdaloidal basalts and andesites of the Karmutsen Formation and maybe related to a Cu‐Au porphyry or subvolcanic intrusions at depth. Large, regional scale fault zones offer an obvious start point in evaluating the potential of the property. Anomalous copper results, oriented parallel to the WNW trending fault zone, are favourable indicators that warrant follow up exploration. Copper mineralization was observed in outcrop associated with larger quartz veins ~5cm in width with propylitic alteration. Widespread epidote– chlorite–albite alteration was observed in outcrop with an intensity increase with proximity to regional faults. The mineralized quartz veins host polymetallic sulphides including blebs of bornite, chalcopyrite, pyrrhotite and pyrite.

Vanadium mineralization appears to be more widespread, and the preliminary interpretation is that anomalous vanadium in soil samples may be the result of erosion or possibly originate from mineral rich sediment settling as thin layers in between the pillows/flows.

The author is not aware of any significant risks or uncertainties that could reasonably be expected to affect the reliability or confidence in the exploration information.

26 Recommendations

Follow up soil geochemistry is recommended to fill gaps in the current soil geochemistry grid, particular through the central portion of the claims (centred at approximately 587000 E /5624000 N).

Simultaneously, a property wide VTEM survey is recommended to define magnetic anomalies at a higher resolution than currently available regional data. A clear magnetic survey will help define the properties potential to host a large mineralizing system. VTEM™ Plus Time Domain EM system is excellent for locating discrete conductive anomalies as well as mapping lateral and vertical variations in resistivity.

The magnetic anomalies identified in the geophysical phase will require ground truthing to prospect and correlate with known mapping and mineralisation. This phase of prospecting will be aimed at defining future drill targets over anomalies and will therefore include rock and soil sampling.

Contingent on the results from the VTEM survey and prospecting, a diamond drilling program is recommended to further tests the targets outlined.

	Description	Estimated Cost(CAD)
Phase 1	Geophysics, Prospecting and Soil Geochem Program
	VTEM Survey	$65,000
	Geologic Program of mapping and prospecting1 week, 4-person crew (1 project manager, 1 geologist, 2helpers)	$35,000
	Interpretation of results	$15,000
	Soil Geochem Program- infill of the central portion of the claimsand the interpreted southern fault	$120,000
	TOTAL	$235,000
Phase 2	Diamond Drill Program
	5,000m @$500/m all in	$2,500,000
	Interpretation, 3D modelling	$40,000
	TOTAL	$2,905,000

Table 26.1: Proposed budget for continued exploration on the Valk Property.

27 References

ARIS_20183, (1991), Prospecting Report on the King Mineral Claims, by Bilquist, R., for Transtel Communications Corp.

ARIS_21520, (1991), Geological and Geochemical Sampling Report on the King Mineral Claims, by Pawliuk, D.J., Bilquist, R. for Consolidated T.C. Resources Ltd.

ARIS_22846, Dasler, P.G., (1993), Geochemical Assessment Report on the King Mineral Claims, by Dasler, P.G. for Westward Exploration Ltd.

ARIS_24283, (1995), Geological, Geochemical, and Geophysical Report on the King Property, by Leighton, D.G.F. for Westward Exploration Ltd.

BC Minfile 092L 367, Flower, Karl, A., Version 2013/03/22, BC Geological Survey, Ministry of Energy, Mines and Natural Gas, BC Government 2013

BC Minfile 092L 368, Flower, Karl, A., Version 2013/03/22, BC Geological Survey, Ministry of Energy, Mines and Natural Gas, BC Government 2013

BC Minfile 092L 370, Flower, Karl, A., Version 2013/03/22, BC Geological Survey, Ministry of Energy, Mines and Natural Gas, BC Government 2013

BC Minfile 092L 158, Flower, Karl, A., Version 2013/03/22, BC Geological Survey, Ministry of Energy, Mines and Natural Gas, BC Government 2013

Corbett, G., (2004), Epithermal Au-Ag- The Magmatic Connection: Comparisons Between East and West Pacific Rim, The Ishihara Symposium: Granites and Associated Metallogenesis. Geoscience Australia 2004.

Corbett, G., (2008), Anatomy of Porphyry-Related Au-Cu-Ag-Mo Mineralized Systems: Some Exploration Implications, Australian Institute of Geoscientists North Queensland Exploration Conference June 2009, AIG Bulletin 49, p. 33-46.

Corbett, G., (2002), Epithermal Gold for Exploration, AIG Journal-Applied Geoscientific Practice and Research in Australia

Environmental Assessment Office, (2004), Holberg Wind Energy Assessment Report: Review of the Application for an Environmental Assessment Certificate, Pursuant to the British Columbia Environmental Assessment Act.

Gendall, I.R., (1994), The Porphyry Copper System and the Precious Metal-Gold Potential, Master of Sciences, Rhodes University, Grahamstown

Greene, A.R., Scoates, J.S., Weis, D., (2005), Wrangellia Terrane on Vancouver Island, British Columbia: Distribution of Flood Basalts with Implications for Potential Ni-Cu-PGE Mineralization in Southwestern British Columbia, British Columbia Geological Survey

Jambor, John Leslie, (1960), Vanadium-Bearing Interlava sediment from the Campbell River Area, British Columbia, Master of Science, University of British Columbia, 1957

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Longford Exploration Services Ltd, 2019, Exploration Program Summary Report (Internal report).

Nixon, G.T., Kelman, M.C., Stevenson, D., Stokes, L.A., and Johnston, K.A., (2006), Preliminary Geology of the Nimpkish Map Area (NTS 092/L07), Northern Vancouver Island, British Columbia, British Columbia Geological Survey, Fieldwork 2005, Paper 2006-1

Nixon, Graham & Hammack, J.L. & Koyanagi, V.M. & Payie, G.J. & Snyder, L.D. & Panteleyev, A & Massey, N.W.D. & Archibald, D.A. & Haggart, James & Orchard, M & Friedman, Richard & Tozer, T & Tipper, H.W. & Poulton, Terry & Pálfy, József & Cordey, Fabrice & D.J., Barron. (2006). Geology of the Holberg - Winter Harbour Area, Northern Vancouver Island (NTS 092L/12W, 102I/8, 9); Scale 1:50 000. BC Geological Survey, Geoscience Map. 2006-3.

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28 Date, Signature and Certificate of Author

I, Warren Robb, P.Geo., a consulting geologist, residing at 21968 127 Ave, Maple Ridge, B.C. V2X 4P5 do hereby certify that: I am the Qualified Person for:

Xplore Resources Corp.

4400 181 Street Toronto, Ontario V6C 2T6

I earned a Bachelor of Science Degree majoring in geology from The University of British Columbia, graduating in May 1987.

I am registered with the Association of Professional Engineers and Geoscientists in the Province of British Columbia as a Professional Geoscientist.

I have practiced my profession continuously for 34 years since graduation.

I have read the definition of "qualified person" set out in National Instrument 43-101 ("NI 43-101") and certify that by reason of my education, affiliation with a professional association (as defined in NI 43-101) and past relevant work experience, I fulfill the requirements to be a "qualified person" for the purposes of NI 43-101. My relevant experience for the purpose of this Technical Report is:

34 years of exploration experience in Canada, U.S.A., South America, Africa, China
Involved in regional programs on the Nechako Plateau, Senior geologist oversaw Resource Estimate on Chu Molybdenum deposit 2009
Chief geologist overseeing primary Resource Estimate Yaramoko gold deposit, Burkina Faso

I am responsible for the preparation of the technical report titled "43-101 Technical Report on The Valk Property" and dated March 6, 2021 relating to the Valk property. I last visited the Valk Property on March 5, 2021 for one day.

I have had no prior involvement with the Valk property that is the subject of the Technical Report.

As of March 6, to the best of my knowledge, information and belief, the Technical Report contains all scientific and technical information that is required to be disclosed to make the Technical Report not misleading.

I am independent of the issuer Xplore Resources Corp. and Longford Exploration Services Ltd. and Longford Capital Corp. after applying all the tests in

section 1.5 of NI 43-101.

I have read NI 43-101 and Form 43-101F, and the Technical Report has been prepared in compliance with that instrument and form.

I make this report effective as of the 6th day of March 2021.

"Signed and Sealed"

Warren Robb P. Geo

_________________________

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