Graphite One : Management's Discussion and Analysis – December 31, 2021

GRAPHITE ONE INC.

Management's Discussion and Analysis

September 30, 2021

GRAPHITE ONE INC.

Management's Discussion and Analysis

For the Three-andNine-Month Periods ended September 30, 2021 and 2020

The following Management's Discussion and Analysis ("MD&A"), prepared as of November 1, 2021, should be read together with the condensed consolidated interim financial statements of Graphite One Inc. ("Graphite One" or the "Company") for the three and nine-month periods ended September 30, 2021 and September 30, 2020, and related notes thereto, which are prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board ("IFRS") as applicable to interim financial reporting. The reader should be aware that historical results are not necessarily indicative of future performance.

All monetary amounts are in United States dollars unless otherwise noted.

Forward Looking Statements

Forward-looking statements look into the future and provide an opinion as to the effect of certain events and trends on the business. Certain statements contained in this MD&A constitute forward-looking statements. The use of any words such as "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are based on current expectations and various estimates, factors and assumptions and involve known and unknown risks, uncertainties and other factors. Examples of where the company uses forward looking statements include when discussing exploration plans, operational plans and future expenditure expectations.

It is important to note that:

• Unless otherwise indicated, forward-looking statements in this MD&A describe the Company's expectations as of November 1, 2021.
• Readers are cautioned not to place undue reliance on these statements as the Company's actual results, performance or achievements may differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements if known or unknown risks, uncertainties or other factors affect the Company's business, or if the Company's estimates or assumptions prove inaccurate. Therefore, the Company cannot provide any assurance that forward- looking statements will materialize.
• The Company assumes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or any other reason except as required by law.

The mineral resource estimates reported in this MD&A were prepared in accordance with Canadian National Instrument 43-101 Standards of Disclosure for Mineral Projects ("NI 43-101"), as required by Canadian securities regulatory authorities. For United States reporting purposes, the United States Securities and Exchange Commission ("SEC") applies different standards in the classification of mineralization. In particular, while the terms "measured," "indicated" and "inferred" mineral resources are required pursuant to NI 43-101, the SEC does not recognize such terms. Canadian standards differ significantly from the requirements of the SEC. Investors are cautioned not to assume that any part or all of the mineral deposits in these categories constitute or will ever be converted into reserves. In addition, "inferred" mineral resources have a great amount of uncertainty as to their existence and great uncertainty as to their economic and legal feasibility. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. Under Canadian securities laws, issuers must not make any disclosure of results of an economic analysis that includes inferred mineral

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GRAPHITE ONE INC.

Management's Discussion and Analysis

For the Three-andNine-Month Periods ended September 30, 2021 and 2020

resources, except in rare cases. Inferred mineral resources may be included in the results of a preliminary economic assessment.

For a description of material factors that could cause the Company's actual results to differ materially from the forward-looking statements in this MD&A, please see "Mining Risks" and "Business Risks".

Nature of Operations

Graphite One was incorporated in Alberta and commenced operations on March 16, 2006 under the name Cedar Mountain Exploration Inc. and on October 29, 2007 began trading on the TSX-Venture Exchange under the symbol CED. On March 23, 2012, the Company changed its name to Graphite One Resources Inc. and adopted the symbol GPH on the TSX-Venture Exchange effective March 27, 2012. On June 11, 2012 the Company began trading in the over-the-counter market in the United States on the OTCQX under the symbol GPHOF. The Company was continued into British Columbia on September 12, 2014. Due to changes in the listing requirements of the OTCQX, the Company began trading on the OTCQB on April 1, 2017. In May 2021, the Company's application to move back to the OTCQX was accepted by the OTC. On February 27, 2019 the Company changed its name to Graphite One Inc. Graphite One is the parent company of the consolidated group.

Graphite One is evaluating its graphite materials supply chain project with the objective of becoming an American producer of advanced graphite products that is integrated with a domestic graphite resource. Proposed is a vertically integrated enterprise to mine, process and manufacture high grade Coated Spherical Graphite ("CSG"), primarily for the lithium-ion electric vehicle battery and energy storage systems markets, with significant additional production of a range of value-added graphite products. Graphite mineralization mined from the Company's Graphite Creek Property (the "Property") would be processed into concentrate at the Property situated on the Seward Peninsula about 60 kilometers north of Nome, Alaska. CSG and other value-added graphite products would be manufactured from this concentrate at the Company's proposed graphite product manufacturing facility, the location of which is being studied (collectively, the "Project").

The recoverability of the invested amounts shown for the exploration and evaluation property is dependent upon the existence of economically recoverable reserves, maintaining title and beneficial interest in the Property, obtaining the necessary financing and approvals to complete development and, ultimately, either generating sufficient profits from future production or sufficient proceeds from the disposition of the exploration and evaluation property.

In July 2017, the Company released the results of its Preliminary Economic Assessment ("PEA"). The PEA positively assessed the potential economic viability of the Project and recommended the Company proceed with the Project's Preliminary Feasibility Study ("PFS") (See the "Preliminary Economic Assessment" section herein for details). The Company began the PFS in 2019 and work continues with final results expected in Q4 2021. A production decision on the Project would be made once a positive feasibility study is completed.

Exploration and Evaluation Property

Graphite Creek Property Summary

The Property is located on the Seward Peninsula of Alaska about 60 kilometers ("km") north of the deep seaport at Nome and is situated about 20 km from a seasonal road and 4 km from tidewater.

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GRAPHITE ONE INC.

Management's Discussion and Analysis

For the Three-andNine-Month Periods ended September 30, 2021 and 2020

The Property consists of 176 mining claims covering 9,583 hectares (23,680 acres). These claims include 135 State of Alaska full quarter section MTRSC mining claims ("State Claims") and 41 state selected full quarter section MTRSC mining claims ("SS Claims"), all owned or controlled by Graphite One (Alaska) Inc. Included in the 135 State Claims are 13 state claims owned by Kougarok, LLC and leased to, and controlled by, Graphite One (Alaska) Inc.

The Company maintains its 135 State Claims by either annually performing the required assessment work on the State Claims or making cash payments to the State in-lieu of the actual performance of work. Also required is the timely recording of Affidavits of Annual Labor attesting to either the performance of the required assessment work or the payment of cash in-lieu of that work. Annual rental payments to the State for the State Claims are also required by State law.

1. Claims are located on lands owned by the United States that have been selected by, but not yet conveyed to, the State of Alaska. No annual labor or rental obligations apply to SS Claims. Upon conveyance to the State, SS Claims are converted to State claims and annual labor and annual rental obligations then apply.

Graphite Creek Lease Agreement and Net Smelter Royalty Agreements

Effective January 1, 2014, the Company commenced a long-term lease agreement ("Lease") with Kougarok LLC ("Kougarok") with an initial term of twenty years, and with provisions to extend the lease for two successive twenty-year periods and ultimately for as long as production continues from the property. An advance royalty in the amount of $30,000 was paid upon execution of the Lease, with annual payments of $30,000 paid each year until January 2020. The advance royalty increased to $40,000 January 1, 2020, and $50,000 January 1, 2021. Each January 1st thereafter, it increases by $10,000 until production commences. All required payments under the Lease have been made to date. The production royalties are based on annual production and calculated once production begins as follows: 5% from lands in 4 former federal claims originally located in 1943; 2.5% from lands within 20 former federal claims; 5% from lands within state claims staked by the Company within the area of interest; and 2.5% from state claims acquired by the Company within the area of interest. All advance royalties paid may be recouped from production royalties. The Company has the option to reduce the production royalties by up to 2% by paying $2 million for each 1% reduction of the production royalties. In March 2018 and under the terms of the Lease, Kougarok completed the conversion of its 24 Federal unpatented lode mining claims to State of Alaska mining claims with the Alaska Department of Natural Resources. The Company in turn transferred to Kougarok ownership of thirteen of its Alaska state mining claims that overlapped with the lands of 4 of the former federal claims and simultaneously leased them back from Kougarok. This conversion puts the State of Alaska in the lead regulatory role which is anticipated to simplify the permitting process for the project.

On January 24, 2012, the Company purchased from a private individual (the "Seller") 28 of the State Claims for CA$20,000 and a 2% production royalty on future production from those claims. The Company had the right to purchase the production royalty for CA$1 million until January 24, 2015 (the "Royalty Purchase Option"). The Company and the Seller entered into extension agreements effective January 24, 2015 and again on January 24, 2017, whereby the Royalty Purchase Option may be exercised at any time on or before January 24, 2021. In October 2020, the Company exercised the Royalty Purchase Option and acquired the 2% production royalty. In settlement of this purchase, the Company issued 2,500,000 Common Shares and 2,500,000 Warrants (the "Warrants"). On March 15, 2021, the Company exercised

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GRAPHITE ONE INC.

Management's Discussion and Analysis

For the Three-andNine-Month Periods ended September 30, 2021 and 2020

its right under the terms of the Warrants and accelerated their expiry date, if not exercised, to April 29, 2021. On April 22, 2021, the Warrants were exercised.

During June 2015, the Company purchased from another private individual a second set of 28 State Claims (covering the same lands as the 28 State Claims acquired in January 2012) for $50,000, the issuance of 3 million common shares of the Company at a fair value of CA$270,000 and a royalty interest equal to 1% of the Net Smelter Returns received by the Company on production from the claims. The Company has the right to purchase the royalty for $500,000 at any time within 36 months following the start of mine production.

2021 Field Program and Pre-Feasibility Study

In 2019, the Project's PFS commenced. This primarily began with a late fall drilling program comprised of 3 geotechnical core holes to collect data for mine design and engineering purposes. The PFS work to be done included geotechnical analysis for tailings management and process plant sites, access route analysis, continuation of environmental baseline surveys, design of primary and secondary treatment facilities, financial modeling and preparation of metallurgical samples for testing. Meetings with the local communities were held in 2019 to provide project updates and to learn about any concerns.

The PFS work continued in 2020 with plans to complete the resource update, open pit mine engineering and design, facilities layout and design, metallurgical testing, financial modeling, product development and final report writing. Due to the late season start to the 2019 drilling program, the completion and compilation of all drill results and geotechnical data analysis were not completed until the first quarter of 2020. This information is required for mine engineering and design. By the second quarter of 2020, work on the PFS was significantly curtailed because of impacts of COVID-19 followed by the need to efficiently utilize available funds.

With additional funding completed in February 2021, work on the PFS resumed in March 2021. Metallurgical test work was completed. Design of the mine, mine facilities and infrastructure, primary processing and infrastructure, and secondary (product) processing and infrastructure is ongoing and in the final review stage. The PFS report is progressing with release of final results expected to be in Q4 2021. Project updates to local communities and interaction with our Subsistence Advisory Council are ongoing.

The 2021 summer field program was carried out to collect information for the planned Feasibility Study ("FS"). The Field Program included infill and step out core drilling in the resource area and additional core and sonic drilling for geotechnical data collection in the proposed mill site and dry tailings/waste rock storage areas. Other work included access route engineering, surface water and groundwater hydrology studies, wetlands mapping and aquatic life surveys. A total of 2,052 meters were drilled during the 2021 program including 1,695 meters of HQ core drilling and 357 meters of sonic drilling. Results from 8-hole core holes completed in the resource area are expected to be released in Q1 2022 when data analysis is completed. Additional core drilling was completed to collect detailed geotechnical information for open pit and mill site engineering, and for groundwater investigations. The 5 sonic holes completed in the dry tailings/waste rock storage area will provide detailed geotechnical information to advance the engineering of these facilities. The drill program will generate additional information to update the resource model and provide technical data for the FS expected to be initiated in 2022. The field program began in June and was substantially completed in mid-October.

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