MANAGEMENT'S DISCUSSION AND ANALYSIS FOR THE THREE MONTHS ENDED JANUARY 31, 2022
This Management Discussion and Analysis ("MD&A") provides a detailed analysis of the business of Leocor Gold Inc. ("Leocor" or the "Company") and compares its financial results for the three months ended January 31, 2022 with the financial results for the three months ended January 31, 2021. This MD&A should be read in conjunction with the Company's consolidated financial statements for the three months ended January 31, 2022 and 2021 as well as the audited financial statements for the years ended October 31, 2021 and 2020. The Company's reporting currency is the Canadian dollar and all amounts in this MD&A are expressed in Canadian dollars.
The Company's financial results are being reported in accordance with International Financial Reporting Standards ("IFRS") as issued by the IASB. Further details are included in Note 2 of the financial statements for the year ended October 31, 2021. This MD&A is dated March 25, 2022.
The following discussion contains forward-looking statements that involve numerous risks and uncertainties. Actual results of the Company could differ materially from those discussed in such forward- looking statements as a result of these risks and uncertainties, including those set forth in this prospectus under ''Forward-Looking Statements'' and under ''Risk Factors''.
Since March 2020, the COVID-19 pandemic has caused significant and negative impact to the global financial markets. The Company's exploration activities have not been significantly affected by the pandemic to date. If the Company becomes unable to conduct future exploration activities over the long-term in the future, this may result in a potential material impairment of exploration and evaluation assets. The Company continues to monitor and assess the impact of COVID-19 on its business activities. Currently the potential impact is uncertain, and it is difficult to reliably measure the extent of the effect of the COVID-19 pandemic on future financial results.
During the year ended October 31, 2019 the Company completed its Initial Public Offering ("Offering") pursuant to a prospectus dated May 24, 2019 in which it issued an aggregate of 3,400,000 common shares of the Company at a purchase price of $0.10 per common share. This generated aggregate gross proceeds of $340,000.
PI Financial Corp. acted as the Agent ("Agent") on a commercially reasonable efforts basis in respect of the Offering and received a cash commission, a corporate finance fee and 200,000 corporate finance warrants in consideration for its services. In addition, the Company issued 238,000 non-transferable agent's warrants to purchase common shares. Each warrant is exercisable for a period of two years from closing of the offering, at an exercise price of $0.10 per common share. Proceeds of the Offering will be applied to finance the Company's exploration work and for working capital purposes.
The Company received approval of its application to list its common shares on the Canadian Securities Exchange. Leocor's common shares were listed on the Exchange on June 18, 2019 and immediately halted pending closing of the Offering. The common shares commenced trading on the Exchange on June 21, 2019 under the trading symbol "LECR".
OVERALL PERFORMANCE AND HIGHLIGHTS
On February 1, 2021 Leocor announced that its common shares have commenced trading on the OTCQB marketplace under the symbol "LECRF". The Company's common shares will continue to trade on the Canadian Securities Exchange under the symbol "LECR". The Company expects that the listing on the OTCQB will provide greater visibility and convenience of trading for US investors, resulting in enhanced liquidity going forward.
In July 2020 the board of directors approved the appointment of Newman Wayne Reid to serve on the Board effective July 8, 2020. The new appointment follows the resignation of Charanjit Hayre, a Director of the Company since August 20, 2018.
Mr. Reid has over 40 years of experience in exploration and mining geology, spanning a variety of geological terrains, from Newfoundland to Northern B.C. and Alaska. He has held senior positions with various public companies and projects in the business of mining and exploration, including Noranda Inc., Hemlo Gold Mines, Echo Bay Mines Ltd. and St. Andrew Goldfields Ltd. Mr. Reid was part of the team involved in the discovery of the Brewery Creek Gold Deposit in Yukon Territory and the Boundary Massive Sulphide Deposit / Duck Pond Mine in Central Newfoundland. His experience includes gold, base metal and uranium/REE exploration in most geological environments in North America. He has over 20 years with the Noranda / Hemlo group in the capacity of District and Regional manager in a number of areas across Canada. He has over 10 years of experience in the Timmins camp with Echo Bay Mines, as Canadian Manager, and with St. Andrew Goldfields, as Exploration Manager.
In June 2020 the Company's Board of Directors approved the appointment of Alexander (Sandy) Stares to serve on the Board effective June 29, 2020. The new appointment follows the resignation of Christopher Cooper, a Director of the Company since August 20, 2018.
Mr. Stares has over 25 years experience in mineral exploration, spanning a variety of Canadian geological terranes, from Newfoundland to Yukon. He has also completed several tours prospecting in Indonesia and Mexico.
Prior to forming his own Contracting Company, Stares Prospecting Ltd., Mr. Stares worked with IndoMetals, Rubicon Minerals Corporation, Freewest Resources of Canada, New Millenium, Lac Des Isle Mines, and Noranda. He was instrumental in the discovery of the H-Pond Gold Prospect and the Lost Pond Uranium Prospect. He also discovered numerous major mineral occurrences in Canada and abroad which have been the subject of extensive exploration programs.
Mr. Stares has served as President and CEO of Metals Creek Resources Corp. (TSXV:MEK) since December of 2007 and is also currently a director of White Metal Resources Corp. (TSXV:WHM), a director of the Qalipu Development Corporation and an alternate Director of the Newfoundland and Labrador Prospectors Association.
In February of 2013, Mr. Stares was awarded the Queen Elizabeth II Diamond Jubilee Medal for his dedication to his Peers, Community, Canada and the Prospecting Community. He was also one of the recipients of the PDAC "Bill Dennis Prospector of the Year" Award in March of 2007.
Prior to his exploration career, Mr. Stares served in the Canadian Air Force for 15 years and was awarded the Deputy Commander in Chief of NORAD "Certificate of Achievement" Award for exceptional performance.
In June 2020 the Company announced it has retained Wilson Jacobs to oversee the Company's exploration activities in Atlantic Canada.
Mr. Jacobs is an Earth Science graduate of Memorial University of NL, Canada, where he obtained a B.Sc (Geology) degree in 1980 (Hons B.Sc in 1984) and a B.Ed degree, in 1994. He has worked as a contract mineral exploration geologist for over 35 years, conducting gold, uranium, copper-nickel, and VMS base metal programs on behalf of many junior exploration/mining companies and independent prospectors. He is experienced in the mapping and structural interpretation of diverse geological terranes, with extensive involvement in diamond drilling, core logging, trenching, rock and geochemical (soil, stream & lake sediment) sampling, map compilations, interpretation of geophysical surveys, and map & report preparations. Mr. Jacobs is also credited as co-discoverer of the currently producing Pine Cove gold deposit, Baie Verte Peninsula, NL.
"We're pleased to welcome Wilson to the Leocor team" says Alex Klenman, CEO of Leocor Ventures. "He knows the ground in Atlantic Canada and more specifically, the area in and around the Dorset Gold project. His insight, experience and success are all valuable additions to our exploration efforts.
Plans are underway to begin the next phase of exploration at Dorset so we're eager to begin unlocking the value we think this project holds," continued Mr. Klenman.
During the year ended October 31, 2021 the Company formally engaged JDS Energy & Mining Inc.
("JDS") to conduct a Preliminary Work Assessment on the Company's Dorset Gold, Copper Creek and Five Mile Brook Projects in the Baie Verte Mining District in Newfoundland, Canada.
The team at JDS will work alongside Leocor's field geologist, Wilson Jacobs, and the Company's senior management and board, in reviewing historical results, area history, geological and technical reports, and ongoing reconnaissance exploration programs, in an effort to prioritize targets for future drill programs at the Company's Newfoundland projects.
On July 28, 2020 the Company changed its name to Leocor Gold Inc. under the same trading symbol of "LECR".
In November Leocor common shares commenced trading on the Frankfurt Stock Exchange under the trading symbol "LGO". In January 2020 Leocor common shares commenced trading on the OTCQB marketplace under the symbol "LECRF". The Company's common shares will continue to trade on the Canadian Securities Exchange under the symbol "LECR". The Company expects that the listing on the OTCQB and Frankfurt Stock Exchange will provide greater visibility and convenience of trading for US and European investors, resulting in enhanced liquidity going forward.
WESTERN EXPLOIT DISTRICT (HODGES HILL PROJECT, LEAMINGTON PROJECT AND ROBERT'S ARM)
This is the largest property held be Leocor and was introduced to the company by the prolifically successful prospector Shawn Ryan who now acts as a technical advisor to the Company. Three contiguous projects represent a 144,000-hectare (355,832-acre) land package in the heart of Newfoundland. The Robert's Arm, Leamington and Hodge's Hill are prospective exploration lands covering numerous geologically favorable corridors conducive to gold mineralization across 5,760 mineral claims covered by 37 licenses. The claims are host to distinct magnetic high units (Gabbro's) in settings indicative of known regional gold occurrences. Named after Gabbro, a hamlet near Rosignano Marittimo in Tuscany, these rocks are associated with continental volcanism, a region-specific gold target indicator.
The company is currently undertaking a first pass soil sampling program over these projects comprising a total of 11500 planned soils at a total cost of $760,000, to be followed by a second phase including a further 8000 soils at a cost of $530,000. These programs will be accompanied by an Airborne Magnetic-VLF Survey covering 16000 line Km and an Airborne Lidar Survey covering 1500 Km2 at a cost of $320,000 and $84,000 respectively. Additionally, we have budgeted and are planning a DC Resistivity survey/IP High Resolution, GT Probe w Geo and XRF, survey and GT RAB survey for next year. Leocor plans on investing approximately $2,347,000 on drill target generation between now and the end of 2022.
HODGES HILL PROJECT
On March 23, 2021 the Company entered into an option agreement to acquire 100% interest in Hodge's Hill Project. To earn the interest the Company must pay a total cash of $502,000 and issue 3,000,000 shares (of which $102,000 paid and 500,000 shares issued as of October 31, 2021), and incur exploration expenditures of no less than $2,725,000. Upon earning a 100% interest in the property, the Company shall grant the optionor a Net Smelter Returns Royalty of 2.5%.
Hodge's Hill project consists of nine mineral licenses totaling 1562 claims and covers 39,050 hectares (390 square km) in the southwest corner of the Western Exploit District. The claims are host to distinct magnetic high units (Gabbros) in settings indicative of known regional gold occurrences. These rocks are associated with continental volcanism. Gabbros have long been recognized as being directly associated with gold mineralization in the Baie Verte area in occurrences such as Anaconda Mines Pine Cove deposit and more recently, the 2014 discovery by Anaconda of the Stog'er Tight and Argyle showings. The project covers major regional NE and NNW structures outlined by the regional NFLD airborne magnetic surveys. Anomalous government till sampling programs have identified gold and arsenic anomalies associated with these regional structures.
It has recently come to light that the Central Newfoundland Gold Belt is prospective for high-grade gold associated with strong northeast trending regional structures. High-grade gold at New Found Gold's Keats showing and Labrador Gold's Big Vein target were originally discovered with regional and targeted lake, till and soil geochemical programs. Both of these showings are associated with linear