Aldebaran Resources : Management's Discussion and Analysis

Aldebaran Resources Inc.

(the "Company")

Management's Discussion and Analysis

For the nine months ended March 31, 2022

ALDEBARAN RESOURCES INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS

General

The following Management Discussion and Analysis ("MD&A") of Aldebaran Resources Inc. (the "Company" or "Aldebaran") has been prepared by management, in accordance with the requirements of National Instrument 51-102 ("NI 51-102") as of May 30, 2022 and should be read in conjunction with the unaudited interim condensed consolidated financial statements for the nine months ended March 31, 2022, the audited consolidated financial statements for the year ended June 30, 2021 and the related notes contained therein which have been prepared under International Financial Reporting Standards ("IFRS"). The information contained herein is not a substitute for detailed investigation or analysis on any particular issue. The information provided in this document is not intended to be a comprehensive review of all matters and developments concerning the Company. The Company is presently a "Venture Issuer" as defined in NI 51-102. Additional information relevant to the Company's activities can be found on SEDAR at www.sedar.comand the Company's website at www.aldebaranresources.com.

All financial information in this MD&A has been prepared in accordance with IAS 34, Interim Financial Reporting ("IAS 34"), and all dollar amounts are quoted in Canadian dollars, the reporting currency of the Company, unless specifically noted.

Management of Aldebaran is responsible for the preparation and integrity of the financial statements, including the maintenance of appropriate information systems, procedures and internal controls and to ensure that information used internally or disclosed externally, including the financial statements and MD&A, is complete and reliable. The Company's Board of Directors follows recommended corporate governance guidelines for public companies to ensure transparency and accountability to shareholders. The board's audit committee meets with management quarterly to review the financial statements including the MD&A and to discuss other financial, operating and internal control matters.

Description of Business and Overview

The Company's business activity is the acquisition, exploration and evaluation of mineral properties. Aldebaran was incorporated in 2018 by Regulus Resources Inc. ("Regulus") under the Business Corporations Act (Alberta) to participate in an arrangement with Regulus whereby Regulus agreed to spin out its Argentina mining properties to Aldebaran (the "Plan of Arrangement"). The Company holds an option to earn up to an 80% interest in the Altar copper-gold porphyry project in San Juan Province, Argentina (the "Altar project") as well as a 100% interest in the Rio Grande project (the Rio Grande project") and several other earlier stage projects, all located in Argentina. The Altar project is a very large, moderate-grade resource that currently has over 11.4 billion lbs of contained copper and 3.4 million ounces of gold on a measured and indicated basis, plus an additional 1.8 billion lbs copper and 0.4 million ounces gold on an inferred basis (NI 43-101 resource estimate prepared by Independent Mining Consultants, Inc. ("IMC") of Tucson, Arizona effective March 22, 2021). The Company is led by John E. Black, Dr. Kevin B. Heather and Mark Wayne, who also serve as management of Regulus. The team has a proven track record with Antares Minerals, which they sold to First Quantum Minerals (TSX.FM, UK FQM) in 2010 for approximately C$650 million after drilling out the Haquira Cu-Mo-Audeposit in Peru.

Significant Events from July 1, 2021 to the Date of this Report

• On July 13, 2021, the Company reported assays from the remaining two holes drilled at the Altar project for the 2020-2021 drilling campaign. The highlights are listed below under Exploration Work Completed at Altar During the 2020-2021Campaign.
• On Sepember 30, 2021, the Company announced the commencement of 2021-2022 exploration activities at the Altar project and provided an update on plans for the upcoming field season. See below under Ongoing Exploration Work Programs at Altar During the 2021-2022Field Campaign.
• On November 4, 2021, the Company announced that drilling had commenced at the Altar project. See below under Ongoing Exploration Work Programs at Altar During the 2021-2022Field Campaign.
• On February 16, 2022, the Company announced results from the first hole of the 2021-2022 drill program, QDM-21-43, which was collared in the QDM/Radio area of the Altar project. See below under Ongoing Exploration Work Programs at Altar During the 2021-2022Field Campaign.
• On February 24, 2022, the Company announced the discovery of a new high-grade gold zone in hole QDM-22-45 and reported partial assays. Hole QDM-22-45 is targeting the North extension of the Radio Porphyry copper-gold target and was drilled beneath the current resource for the QDM Gold deposit. See below under Ongoing Exploration Work Programs at Altar During the 2021-2022Field Campaign.
• During the period ended March 31, 2022, the Company issued 128,260 shares pursuant to the exercise of warrants at exercise price of $0.70 for gross proceeds of $90,784.
• On May 11, 2022, the Company announced results from holes QDM-21-044,QDM-22-045 and QDM-22-046 which were designed to test the extents of copper-gold mineralization at the Radio Porphyry target. See below under Ongoing Exploration Work Programs at Altar During the 2021-2022Field Campaign.

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ALDEBARAN RESOURCES INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS

• On May 11, 2022, the Company announced that its largest shareholder, Route One Investment Company LLC, and senior management, were electing an early exercise of 3,587,999 previously issued common share purchase warrants with an expiry date of September 15, 2022 and a strike price of $0.70 for total proceeds of $2,511,599.
• On May 27, 2022, the Company announced it had optioned one of two claims comprising its 100% owned El Camino property, located in Salta, Argentina, to a third party (the "Optionee"). The Optionee has the right to earn a 100% undivided interest by making aggregate cash payments totaling US$1,200,000 over a 2 year period, US$75,000 of which was paid upon signing, and granting the Company a 1% NSR over all precious and base metals mined on the optioned claim, with the exception of lithium. If the Optionee includes the optioned El Camino claim in a feasibility study (either by itself or incorporating nearby claims) resulting in a construction decision, the Optionee will make an additional US$1,000,000 payment to the Company (see Company news release dated May 27, 2022).

Exploration and Evaluation Assets Review

This review has been prepared by John Black, CEO and director of the Company. The scientific and technical data contained in the section have been reviewed and approved by Dr. Kevin B. Heather, BSc (Hons), MSc, PhD, FAusIMM, Chief Geological Officer of the Company, who serves as a qualified person (QP) under the definitions of National Instrument 43-101.

Upon completion of the Plan of Arrangement, Aldebaran beneficially acquired all of Regulus' interests in its Argentina mining properties including the Rio Grande project and certain other earlier stage mineral exploration projects. Aldebaran also entered into a joint venture agreement to earn up to an 80% interest in the Altar project (the "Altar JV Agreement"). The Altar project consists of nine mining concessions and nine servidumbres (mining rights of way, occupation and camp encumbrances) (the "Altar Concessions"). It also includes an option on five adjacent Rio Cenicero concessions (the "Rio Cenicero Concessions").

Altar Project

As part of the Plan of Arrangement, Aldebaran entered into the Altar JV Agreement with Stillwater Canada LLC, an indirect subsidiary of Sibanye Stillwater Limited ("Sibanye-Stillwater"), which provides Aldebaran the right to earn up an initial 60%, and a subsequent additional 20%, interest in the Altar project. The consideration to acquire an initial 60% interest comprised:

• an upfront cash payment of US$15 million to Stillwater Canada LLC, which was paid upon closing of the Plan of Arrangement;
• the issuance of 19.9% of Aldebaran's common shares to Stillwater Canada LLC, which were issued upon closing of the Plan of Arrangement; and
• Aldebaran's commitment to fund the next US$30 million of expenditures on the Altar project over five (5) years, inclusive of 2018 drilling that was conducted between February and May of 2018, with a minimum expenditure of US$3 million each year.

If the Company fails to complete the initial US$30 million of expenditures pursuant to the Altar JV Agreement as described above, the Company will forfeit its right to earn any interest in the Altar project. The Company has spent approximately US$17,250,000 on the Altar project to June 30, 2021 and is on track to fulfill the earn-in expenditure requirements within the allowable time constraints provided for in the Altar JV Agreement. Aldebaran also has the right to earn an additional 20% interest in the Altar project by spending an additional US$25 million over a three-year period following Aldebaran's acquisition of the initial 60% interest.

The Altar project is located in San Juan Province, Argentina approximately 10 km from the Chile-Argentina border and approximately 180 km west of the city of San Juan. Altar hosts a cluster of several large porphyry copper-gold deposits, with mineralization currently defined in four distinct zones - Altar East, Altar Central, Altar North and the recently discovered QDM-Radio Porphyry zone, about 3 km to the west of Altar Central. Mineralization at all of these porphyry deposits is associated with Miocene intrusive centers emplaced into Miocene volcanic host rocks. Altar is noteworthy for having relatively higher gold grades associated with the copper mineralization compared to nearby porphyry systems, which are dominantly copper or copper-molybdenum.

The Altar project was first explored and drilled by CRA/Rio Tinto (7 holes - 2,841 m) in 1995-2004. Peregrine Metals, a Canadian exploration company, subsequently optioned the property from Rio Tinto in 2005. Peregrine expanded the property and completed 56,761 m of drilling in 146 drill holes from 2005-2011 to define an initial mineral resource estimate at Altar Central and Altar East. In October 2011, Stillwater Mining Company ("Stillwater") acquired Peregrine Metals for approximately US$490 MM and in the subsequent period of 2012-2013 completed an additional 38,380 m of drilling in 80 holes to further define estimated mineral resources at Altar Central and Altar East. In 2016, Stillwater spent an additional US$4MM on 4,893m of drilling in 8 holes which led to the discovery of the QDM epithermal Au-RadioCu-Au porphyry systems. During 2017, an additional US$1.7 MM was spent on 5,630 m of drilling (7 holes) focusing on the QDM-Radio porphyry area. Also in 2017, Sibanye Gold Limited acquired Stillwater to form Sibanye-Stillwater. In 2018, Sibanye-Stillwater completed an additional 4,923 m of deeper drilling (3 drill holes + 1 extension) in a cost sharing agreement with Regulus on behalf of Aldebaran.

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ALDEBARAN RESOURCES INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS

The Altar project is the subject of an updated National Instrument 43-101Mineral Resource Estimate, titled "Technical Report, Estimated Mineral Resources, Altar Project, San Juan Province, Argentina", dated effective March 22, 2021 (the "Altar Resource Estimate"), which was prepared by Independent Mining Consultants Inc, (IMC). The Altar Resource Estimate, which contains detailed disclosure on the Altar project, has been filed on SEDAR under the Aldebaran SEDAR profile at www.sedar.com.The Altar Resource Estimate is the first estimate completed by Aldebaran (prior estimates were completed by previous operators) and incorporates the Company's newly created geological and structural model. The cut-off grades are presented in terms of Net Smelter Return (NSR) which reflects the combined benefit of producing copper, gold, and silver. The qualified person for the estimation of the mineral resource was John Marek of IMC. Estimated mineral resources may be significantly affected by factors such as changes in metal prices, production costs and detailed testing and design of process and concentrate handling facilities, and such changes could be materially adverse. The Measured, Indicated, and Inferred Mineral resources reported are contained within a floating cone pit shell to demonstrate "reasonable prospects for eventual economic extraction" to meet the definition of Mineral Resources in NI 43-101.

Currently, the Altar Resource Estimate is defined by three distinct deposits: Altar Central, Altar East and QDM Gold. For the purposes of resource modeling, Altar Central and Altar East are constrained using a single open pit and therefore are reported together. Altar Central and Altar East are separated into supergene copper (secondary sulphide) and hypogene copper-gold (primary sulphide) mineralization. The QDM Gold deposit is categorized as a separate resource as it is located approximately 3 km west from Altar Central and is primarily a gold-silver deposit.

Altar Resource Estimate Highlights

Altar Central & Altar East:

• Measured & Indicated resource of 1,198.2 million tonnes grading 0.43% copper, 0.09 g/t gold and 1.00 g/t silver.
• Inferred resource of 189.2 million tonnes grading 0.42% copper, 0.06 g/t gold and 0.80 g/t silver.
• Resource was estimated utilizing a higher cut-off grade (0.30% CuEq) than in the previously reported 2018 estimate with a resulting 41% decrease in tonnage and a 29% increase in copper grade for Measured & Indicated resources and a 66% decrease in tonnage and a 48% increase in copper grade for Inferred resources.
• Sizeable supergene resource in Altar Central and Altar East, providing a potential pathway for a smaller, lower capital option for the project.
• Decrease in arsenic grades when compared to the 2018 mineral resource estimate:

1. 39% arsenic reduction in Measured & Indicated resources o 67% arsenic reduction in Inferred resources

• 1. Separation of supergene copper (secondary sulphide) and hypogene copper-gold (primary sulphide) mineralization within Altar Central and Altar East shows that a high percentage of arsenic is located within the supergene portion of the deposit, which can potentially be processed utilizing SX/EW technology where arsenic is not recovered.
• Significant potential to expand the higher-grade,copper-gold hypogene zones within both the Altar East and Altar Central deposits, which could provide further grade improvements in the future.
• Amenable to open pit mining.

QDM Gold

• Measured & Indicated resource of 20 million tonnes grading 0.78 g/t gold, 3.62 g/t silver and 0.06% copper.
• Inferred resource of 1.2 million tonnes grading 0.58 g/t gold, 5.34 g/t silver and 0.03% copper.
• Stand-alonedeposit not associated with other reported resources.
• Approximately 90% sulphide mineralization and 10% oxide mineralization.
• Potential to expand QDM Gold resource through additional drilling.
• Amenable to open pit mining.

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ALDEBARAN RESOURCES INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS

The open pit constrained Mineral Resources are summarized below in Table 1 and Table 2.

Table 1. Altar Central & East - Open Pit Mineral Resource (0.3 % CuEq cut-off)

				Average Grade		Contained Metal
		Tonnes	Cu	Au	Ag	As	Cu	Au	Ag
Material Type	Category	(Mt)	(%)	(g/t)	(g/t)	(ppm)	(M lbs)	(M Oz)	(M Oz)
	Measured	217.2	0.48	0.08	1.21	314	2,289	0.5	8.5
Supergene	Indicated	68.0	0.45	0.08	0.96	156	673	0.2	2.1
Total M&I	285.2	0.47	0.08	1.15	276	2,962	0.7	10.5
	Inferred	14.6	0.45	0.08	0.74	113	143	0.0	0.3
	Measured	404.9	0.42	0.11	0.95	114	3,785	1.5	12.4
Hypogene	Indicated	508.1	0.41	0.08	0.96	113	4,615	1.3	15.7
Total M&I	913.0	0.42	0.09	0.96	113	8,400	2.7	28.0
	Inferred	174.7	0.42	0.06	0.80	70	1,606	0.4	4.5
	Measured	622.1	0.44	0.10	1.04	184	6,074	2.0	20.8
Total	Indicated	576.1	0.42	0.08	0.96	118	5,288	1.4	17.8
Total M&I	1,198.2	0.43	0.09	1.00	152	11,362	3.4	38.6
	Inferred	189.2	0.42	0.06	0.80	73	1,749	0.4	4.8

See Notes at end of this section for details.

Table 2. QDM Gold - Open Pit Mineral Resource (0.33 - 0.7 g/t AuEq cut-off)

			Average Grade			Contained Metal
Category	Tonnes (Mt)	Au	Ag	Cu	As	Au		Ag		Cu
(g/t)	(g/t)	(%)	(ppm)	(M Oz)		(M Oz)		(M lbs)
Measured	15.8	0.81	3.59	0.06	168	0.41		1.83		21.0
Indicated	4.2	0.68	3.74	0.06	164	0.09		0.50		5.0
Total M&I	20.0	0.78	3.62	0.06	167	0.50		2.33		26.0
Inferred	1.2	0.58	5.34	0.03	153	0.02		0.21		1.0

See Notes at end of this section for details.

Data Verification and QA/QC

The data described above is supported by using industry standard QA/QC procedures consisting of the insertion of certified standards and blanks into the sample stream and utilizing certified independent analytical laboratories for all assays. Historical QA/QC data and methodology on the project were reviewed and are summarized in the Altar Resource Estimate.

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