AURORA SOLAR TECHNOLOGIES INC.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE NINE AND THREE MONTHS ENDED 31 DECEMBER 2022 AND 2021

Stated in Canadian Dollars

DATE: 28 FEBRUARY 2023

TABLE OF CONTENTS

To Our Shareholders

1

Forward-Looking Statements

1

General

2

Market Position and Development and Impact of the Covid-19 Pandemic

3

Highlights, Significant Events And Transactions During The Period

3

Significant Events and Transactions Subsequent to the Period End

5

Results of Operations

5

Selected Annual Information

6

Financial Data for Last Eight Quarters

7

Outstanding Shares

7

Liquidity and Financial Condition of the Company

7

Capital Management

8

Off-Balance Sheet Arrangements

8

Related Party Transactions

8

Financial Instruments and Risk Factors

8

Other Risk Factors and Uncertainties

11

Investor Relations Activities

11

Management

12

Approval

12

AURORA SOLAR TECHNOLOGIES INC.

Canadian Dollars

FOR THE NINE AND THREE MONTHS ENDED 31 DECEMBER 2022 AND 2021

MANAGEMENT DISCUSSION AND ANALYSIS

TO OUR SHAREHOLDERS

The following information should be read in conjunction with the unaudited Condensed Interim Consolidated Financial Statements of Aurora Solar Technologies Inc. ("the Company", or "Aurora") for the nine and three months ended 31 December 2022 and 2021, and the related notes attached thereto, which were prepared in accordance with International Financial Reporting Standards ("IFRS"). This discussion covers the nine and three months ended 31 December 2022 and 2021 and the subsequent period up to the date of the issuance of this MD&A. All amounts are expressed in Canadian dollars, unless otherwise indicated.

Additional information about the Company, including the audited annual Consolidated Financial Statements, and the notes thereto, for the years ended 31 March 2022 and 2021, prepared in accordance with IFRS, can be found on SEDAR at www.sedar.com.

Discussion of the Company, its operations and associated risks are further described in the Company's filings, available for viewing at www.sedar.com. A copy of this Management Discussion and Analysis ("MD&A") will be provided to any applicant upon request.

FORWARD-LOOKINGSTATEMENTS

Certain statements contained in this MD&A may be deemed to be "forward-looking statements". All statements in this discussion other than statements of historical facts, that address future events or developments that the Company expects, are forward-looking statements. Forward-looking statements reflect current expectations of management regarding future events and operating performance as of the date of the MD&A. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, investors are cautioned that such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Forward-looking statements relate to future events or future performance and reflect the Company's current estimates and expectations or beliefs regarding future events and include, without limitation, information or statements concerning the Company's expectations of financial resources availability to fund operations; general business and economic conditions; the Company's ability to successfully execute its plans and intentions; the Company's ability to obtain financing at reasonable terms though the sale of equity and/or debt commitments; dependence on a small number of key personnel; the Company's ability to attract and retain skilled staff; political instability; market competition; future supply, demand, inventory, production and price of products; the timing and amount of estimated future production; costs of production; government regulation operations, limitations of insurance coverage; the timing and possible outcome of pending litigation; delays in obtaining governmental approvals or financing or in the completion of development activities; the impact of Covid-19 on our workforce, suppliers and other essential resources and what effect those impacts, if they occur, would have on our business; and the ability of the Company to continue as a going concern. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance, or achievements of the Company and/or its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Although the Company has attempted to identify important factors that could cause actual actions, events, or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events, or results to differ from those anticipated, estimated or intended. There can be no assurance that forward- looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. This list is not exhaustive of the factors that may affect any of the Company's forward-looking statements. These and other factors should be considered carefully, and thus, readers should not

1 | P a g e

AURORA SOLAR TECHNOLOGIES INC.

Canadian Dollars

FOR THE NINE AND THREE MONTHS ENDED 31 DECEMBER 2022 AND 2021

MANAGEMENT DISCUSSION AND ANALYSIS

place undue reliance on the Company's forward-looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements whether as a result of new information or future events or otherwise, except as may be required by law. If the Company does update one or more forward-looking statements, no inference should be drawn that it will make additional updates with respect to those or other forward-looking statements. These forward-looking statements are made as of the date hereof.

GENERAL

The Company was incorporated under the laws of the Province of British Columbia, Canada on 26 October 2006 as Pulse Capital Corp, a capital pool company. On 7 November 2011, it acquired Aurora Control Technologies Inc. through a reverse takeover and initiated its current business operations. The Company, together with its subsidiaries, develops and markets measurement and quality control systems for laboratory characterization and manufacturing quality assurance in the solar wafer and cell manufacturing industries.

On August 25, 2022, Aurora acquired 100% of the outstanding share capital of BT Imaging Pty. Ltd. ("BTi"), a global leader in photoluminescence (PL) imaging tools and instruments for PV material inspection and quality control. BTi was incorporated in 2007 in the State of New South Wales, Australia as a private limited company to commercialize imaging technology originally developed at the University of New South Wales School of Photovoltaic and Renewable Energy Engineering. BTi develops and markets several material inspection and quality control tools. BTi's R series products are designed for laboratories and off-line production quality control and its W series products are used by silicon wafer and cell manufacturers for both in-line and off-line process control.

The vast majority of solar panels or modules seen on rooftops, streetlights and large-scale "solar energy farms" are made from purified silicon that is formed into ingots, sawn into silicon wafers and then treated to create solar cells. These solar cells are then wired together (typically in groups of 60 or 70 cells) and framed to form modules. Performance of finished modules is largely determined by the wafer material quality, the cell design and manufacturing quality control, and the module assembly quality control.

In solar cell research and design applications, conducted in academic, government and industrial laboratories throughout the world, BTi's R series products are used to inspect and characterize wafer materials, examine experimental and pilot production design results, and verify electrical performance for comparison to design objectives.

In silicon wafer production, BTi's R's series products are used to determine optimal wafer slicing locations in each ingot by sensing the extent and locations of impurities that can affect finished cell performance. BTi's W series products are also used later in wafer production or at the incoming stage of cell production for quality assurance and classification of the as-cut wafers.

During cell production, chemical and thermal processes transform the wafers from inert substrates to energy- generating cells. To achieve the high electrical efficiencies that are now common, strict control of variations in these processes is required during cell manufacturing. Aurora's non-contact, high throughput DMTM and TCMTM products use proprietary patented technology, based on the principles of infrared spectroscopy sensing to measure the properties of the afore-mentioned solar cell chemical layers as they are deposited and thermally annealed. BTi's R and W series products are used to verify the material effects of these processes on partially or wholly finished cells. The data provided from these measurement products provides the means to perform real time diagnostics, control, and equipment optimization quickly and effectively.

To bring these products together as a system, Aurora's InsightTM, is a new proprietary "data science" software platform that extends the combined company's product portfolio to provide plant-wide smart factory monitoring by translating measurements into actionable information to improve manufacturing performance. Insight analyses the large volume of data available from the sequence of finished solar cells in a production line and reveals the links between unwanted variations in their quality parameters and the controllable factors than can reduce such

2 | P a g e

AURORA SOLAR TECHNOLOGIES INC.

Canadian Dollars

FOR THE NINE AND THREE MONTHS ENDED 31 DECEMBER 2022 AND 2021

MANAGEMENT DISCUSSION AND ANALYSIS

variations. This allows advanced cell manufacturers to rapidly and precisely understand when and how to control their production for optimal yield and throughput.

The address of the Company's corporate and administrative office and principal place of business is #100 - 788 Harbourside Drive, North Vancouver, BC, V7P 3R7.

MARKET POSITION AND DEVELOPMENT, AND IMPACT OF THE COVID-19PANDEMIC

Aurora and BTi together focus on top-tier manufacturers of PV products who value the benefits of integrated measurement and process control systems and who have known capacity expansion plans. Currently the majority of the world's solar product manufacturing is conducted by Chinese companies in China and in other locations, primarily in the Southeast Asia region. In addition, new market opportunities are expected to emerge in Australia, North America, Asia Pacific and Europe. As such the combined business has sales and technical service facilities in China with sales, product development and technical support in Sydney, Australia and Vancouver, Canada.

On 11 March 2020, the coronavirus outbreak ("Covid-19") was declared a pandemic by the World Health Organization. Many of the global government measures to contain and prevent the further spread of the virus have had a dramatic impact on the global economy in the terms of supply chain constraints resulting in adapted procedures and proactive pricing policies relating to purchasing, productions, sales and deliveries. These measures have had a dramatic impact on the global economy in terms of supply chain constraints resulting in adopted procedures and proactive pricing policies relating to purchasing, production, sales, and deliveries.

In context of the Covid-19 pandemic, both BTi and Aurora continue to place a high priority on the health and safety of its employees and their families. The Company follows the orders and recommendations of relevant government health authorities in its operational jurisdictions and continues to evolve operational procedures as required.

The solar or photovoltaic ("PV") energy industry is relatively young, fast-growing, and evolving in importance within the energy sector. As the combined company integrates and develops it will be increasingly well placed to diversify its business through its market and product strategy, technology development and value enhancing transactions with an objective to grow beyond market opportunities in China. The volume and breadth of PV manufacturing have increased dramatically over recent years, right across the industry, and the pace of change is not slowing with new government initiatives recently announced in Australia, North America, and Europe. Wafer and cell forms and configurations have all changed, with continually increasing sizes and performance demands. This changing industry landscape and the pace of developments presents ongoing opportunities for high-end process control suppliers of measurement and automated diagnostic technologies. The Aurora and BTi businesses are well placed to take advantage of these market trends.

HIGHLIGHTS, SIGNIFICANT EVENTS AND TRANSACTIONS DURING THE PERIOD

The Business Acquisition report relating to the acquisition of BT Imaging PTY Ltd. was filed on Sedar on 8 November 2022. (www.sedar.com)

On November 2, 2022, the Company provided a corporate update regarding the integration of the BTi, Insight and transition plan with a focus on growth and diversification based on a leading systems approach to process control for the solar cell manufacturing derived from the synergies and complimentary products of the combined business.

On 4 October 2022, the Company announced that Gordon Deans retired as the President and CEO of the Company; Mr. Deans will remain a member of the Board of Directors of the Company. Concurrently, the Board of Directors appointed Kevin Dodds to succeed Mr. Deans as President and CEO of the Company effective 1 October 2022.

3 | P a g e

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Aurora Solar Technologies Inc. published this content on 01 March 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 01 March 2023 22:19:16 UTC.