Altius Minerals Corporation

Management's Discussion and Analysis of Financial Conditions and Results of Operations

Three and six months ended June 30, 2023

This Management's Discussion and Analysis ("MD&A") should be read in conjunction with the Corporation's consolidated financial statements for the three and six months ended June 30,2023 and related notes.This MD&A has been prepared as of August 8,2023.

Management's discussion and analysis of financial condition and results of operations contains forward-looking statements. By their nature, these statements involve risks and uncertainties, many of which are beyond the Corporation's control, which could cause actual results to differ materially from those expressed in such forward-looking statements.Readers are cautioned not to place undue reliance on these statements. The Corporation disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Additional information regarding the Corporation, including the Corporation's continuous disclosure materials, is available on the Corporation's website at www.altiusminerals.comor through the SEDAR+ website at www.sedarplus.ca.

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Description of Business

The Corporation manages its business under three operating segments, consisting of (i) the acquisition and management of producing and development stage royalty and streaming interests ("Mineral Royalties"), (ii) the acquisition and early stage exploration of mineral resource properties with a goal of vending the properties to third parties in exchange for early stage royalties and minority equity or project interests ("Project Generation") and (iii) its majority interest holding in publicly traded Altius Renewable Royalties Corp. (TSX: ARR) ("ARR"), which is focused on the acquisition and management of renewable energy investments and royalties ("Renewable Royalties").

The Corporation's diversified mineral royalties and streams generate revenue from 12 operating mines located in Canada (10) and Brazil

  1. that produce copper, nickel, cobalt, lithium, potash, iron ore and thermal (electrical) coal. See Appendix 1: Summary of Producing Royalties and Streaming Interests. It also holds royalty interests in 2 construction stage lithium mines. The Corporation further holds a diversified portfolio of pre-production stage royalties and junior equity positions mainly originated through mineral exploration initiatives within its Project Generation business division.

The Corporation holds a 58% interest in ARR which, through a jointly controlled entity, Great Bay Renewables LLC ("GBR"), holds a portfolio of royalties related to renewable energy generation projects located primarily in the United States that includes 10 operating assets, one under construction and multiple royalties or royalty rights to additional development stage projects. Certain funds managed by affiliates of Apollo Global Management, Inc. (the "Apollo Funds") are the other party to the joint venture.

Additional information on these royalty interests is available in Appendix 2: Summary of Exploration and Pre-Production Stage

Royalties and Appendix 3: Summary of Operational, Construction and Development Renewable Energy Royalties of this MD&A.

Strategy

The Corporation's broader strategy is to grow a diversified portfolio of long-life royalties related to assets and commodities that support established, sustainability linked, macro-scale structural trends that include as our pillars: the growth of agricultural yield requirements; electrification metals demand growth; the transition from fossil fuel to renewable based electrical generation; and the evolution of steel-making towards lower emission based processes.

The Corporation particularly seeks royalty interests in projects with long resource lives in order to maximize the potential for future option value realization. Extensive resource lives are considered by the Corporation as excellent predictors of project life extensions and production rate expansions. Such occurrences typically require capital investments by the operators, but as a royalty holder Altius pays no share of the costs incurred to gain these potential incremental benefits. In addition, long life assets provide exposure to multiple commodity cycles and to general and industry-specific inflationary impacts on production and development costs over time, to which the Corporation is not exposed, which naturally result in higher nominal commodity prices. The long average resource lives that remain for most of our royalty portfolio is a key strategic differentiator for Altius within the broader natural resource royalty sector that it believes will lead to higher, embedded, long-term investment returns and asset value growth.

Altius also grows its portfolio of Mineral Royalties by originating and adding value to mineral projects through scientific research, exploration and environmental/social licensing initiatives and then retaining royalties upon their sale or transfer to

Management Discussion and Analysis

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mining/development companies. This is the core function of our Project Generation business, which has a strong track record of internally creating pipeline royalties as well as earning substantial profits from the eventual monetization of corporate equity interests that are often received in addition to the long-term retained royalty interests. The Corporation believes that the royalties it creates internally can provide higher long-term investment rates of return and complement those gained through acquisition related activity. This represents another unique strategic differentiator for Altius.

Whether considering its organic Project Generation business or M&A based mineral royalty acquisitions, Altius exercises counter- cyclical discipline. Commodity markets are notoriously cyclical and volatile and individual asset valuations can change dramatically in accordance with short-term commodity price and sentiment fluctuations. Our mining royalty and mineral property acquisitions have been most active during periods of low cyclical valuations, while operator funded organic growth investments and equity gains/liquidity events typically become more pronounced during periods of better cyclical valuation and sentiment.

Altius has also expanded its focus into royalty financing of the renewable energy sector with its founding 58% ownership interest in ARR, which provides direct exposure to the global transition towards cleaner energy sources. Through investments in US-based utility- scale wind and solar project developers and operators ARR is building a diversified portfolio of renewable energy royalty interests that currently represent a combined potential nameplate capacity in excess of 15,000 Megawatts (see Appendix 3 of this MD&A) of power generation.

Outlook

General

Most of the commodity prices that are relevant to Altius remain below the levels that are required to incentivize investment in production growth. This is somewhat at odds with current and looming supply shortages and market tightness that many industry commentators are noting, particularly in potash where total unconstrained global demand will likely not be met this year, and in copper where inventories are near all-time lows and several large-scale mines are approaching end of mine-life. We believe that any continuing capital investment hesitancy will be a further bullish driver of medium to longer term large-scale supply deficits, and potentially much higher prices, in coming periods for several of our key commodities.

Also, as a royalty business Altius's exposures are predominantly revenue based and therefore benefit from inflationary environments as its royalties bear no offsetting component of increasing industry-wide operating or capital cost burdens, which ultimately lead to higher product prices and gross revenues.

We continue to favor an approach of realizing upon organic growth from our highly expandable portfolio of long-life royalty holdings (near term catalysts described further below) over M&A based growth; however the Corporation maintains preparedness and liquidity to act upon attractive external opportunities that may present themselves - particularly during pronounced periods of weak sentiment and hesitancy among competing capital sources.

Potash market constrained by eastern European supply challenges - longer term volume growth signaled for Altius royalty portfolio mines

Our Canadian based potash mine operators continue to advance capital investments to increase production capacity to address expected future global supply deficits In the second quarter however Nutrien, citing current weak market conditions and related capital

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allocation prioritization, announced the idling of expenditure plans to increase its potash volumes from approximately 15 million tonnes to 18 million tonnes annually by 2026 - while reiterating its longer term expectation of a need for increased production in order to meet demand growth. Mosaic announced that an independent audit of the K3 mine and K2 mill expansion was recently completed, which verified a total nameplate capacity of 7.8 million tons at Esterhazy; for reference annual operating capacity was 6 million tons in 2022. In addition further debottlenecking is expected to add an additional 400,000 tons of production capacity.

Saúva maiden resource estimate adds life extension and/or production rate increase potential to Chapada stream

Lundin Mining Corp ("Lundin") continues to expand its new Saúva copper-gold deposit discovery, located 15 kilometers north of the Chapada Mine on lands encompassed by our copper stream interest. Lundin has reported that "Saúva's maiden indicated mineral resource is estimated to be 179.0 Mt at 0.32% copper and 0.20 g/t gold, containing 578 kt (1.3 Blb) of copper and 1.1 Moz of gold". Lundin also noted that the deposit remains open in all directions and that the maiden resource estimate represents "the first iteration of increasing mineral estimates to come". An ongoing 2023 exploration program is expected to include 55,000 metres of drilling.

Lundin highlighted continuing strong resource growth potential for Saúva while commenting that the discovery is being evaluated within the context of broader expansion studies for Chapada.

Silicon area continues to emerge as a new world-class gold district discovery in Nevada

AngloGold Ashanti Limited ("AGA") continues to advance the discovery of a potential major new gold district, centered around its Silicon Project near Beatty, Nevada. On February 22, 2023 AGA reported an increased and higher-confidence mineral resource estimate for the Silicon deposit of 4.22 million ounces ("Moz") of gold (3.4 Moz as Indicated and 0.8 Moz as Inferred) and further mineral resource estimates totaling 4.18 Moz from 3 nearby deposits within the district (North Bullfrog - 1.19 Moz measured and indicated and 0.36 Moz inferred; Motherlode - 1.55 Moz indicated and 0.17 Moz inferred; and Sterling - 0.91 Moz inferred). On August 4, 2023 AGA announced a conceptual exploration target for the Merlin Deposit of 6-8 Moz of gold, based upon 261 completed drill holes totalling 122,800 metres, while noting that mineralization remains open in several directions. It also noted that the adjacent Silicon and Merlin deposits are now being combined and rebranded as the Expanded Silicon Project, for which a Conceptual Study ("CS") is anticipated to be completed during the second half of the current year - this CS is expected to capture synergies from the increased economy of scale and integrated infrastructure, with potential for large scale mining.

The Corporation has delivered requests to AGA under the terms of its royalty agreement for the registration of our royalty interest in relation to certain mineral lands that have been acquired by AGA that surround the previously royalty registered central lands that host the majority of the Expanded Silicon Project. These include additional contiguous or adjacent lands staked directly by AGA and those acquired by it through third party acquisitions (e.g. Corvus Gold and Coeur Mining lands). AGA has responded that it does not agree that these additional surrounding lands are subject to the royalty and the parties have recently commenced arbitration proceedings to resolve the matter in accordance with the dispute resolution mechanism provided for in the underlying royalty agreement. The Arbitration proceedings are ongoing with an expected hearing date in April 2024.

The Corporation also continues to consider value creation alternatives for its 1.5% NSR royalty including potential combinations of a full or partial sale or a swap type transaction for non-precious metal royalty assets as the potential of the district and the value of the royalty becomes more fully apparent and as resolution regarding the full potential extent of the royalty is achieved.

Management Discussion and Analysis

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Altius Minerals Corporation published this content on 08 August 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 08 August 2023 22:24:58 UTC.