North Peak Resources : MD&A for the Three and Nine months ended September 30, 2022

North Peak Resources Ltd. Management's Discussion and Analysis

For the Three and Nine Months Ended September 30, 2022

Expressed in Canadian Dollars

Dated: November 29, 2022

____________________________________________________________________________________

The following management's discussion and analysis ("MD&A") of the financial condition and results of operations of North Peak Resources Ltd. ("North Peak", or the "Company") constitutes management's review of the factors that affected the Company's financial and operating performance for the three and nine month periods ended September 30, 2022. This MD&A has been prepared in compliance with the requirements of National Instrument 51-102 - Continuous Disclosure Obligations. This discussion should be read in conjunction with the audited annual consolidated financial statements of the Company for the year ended December 31, 2021, as well as the unaudited condensed interim consolidated financial statements for the three and nine month periods ended September 30, 2022, together with the notes thereto. Results are reported in Canadian dollars, unless otherwise noted. Information contained herein is presented as at November 29, 2022 unless otherwise indicated.

Description of Business

The Company is incorporated and organized under the laws of Alberta, Canada and is a Canadian based gold and silver exploration and development company that is is listed on the TSX Venture Exchange (the "Exchange") under the symbol "NPR".

The Company seeks to acquire historic mine assets in North America with above average grade and potential to develop at a lower-than-average industry cost.

The Company currently holds an option to acquire 100% interest in the Kenogami Lake Project, which is located 15 kilometres southwest of Kirkland Lake, Ontario consisting of twenty-seven (27) mineral claims totaling approximately 500.3 hectares (the "Kenogami Property"). The Company can give no assurances at this time that the Kenogami Property will fulfil the Company's business development goals described above.

The Company continues to assess the Kenogami Property to determine the most effective and efficient path towards completing the remaining $150,000 work commitment.

The Company previously had an option agreement to acquire the Black Horse property in Nevada, but agreed in September 2022, to amend the original agreement such that control of the Black Horse property reverted back to Minex LLC.

Highlights

During the nine months ended September 30, 2022, the Company strengthened its board and received the first assay results from the drilling program on the Black Horse property, following which the option agreement was amended.

In Q1 2022, the Company completed a non-brokered private placement (the "Private Placement") for gross proceeds of $5.75 million, pursuant to which it issued 2,499,996 equity units of the Company ("Units") at a price of $2.30 per Unit. Each Unit was comprised of one (1) common share of the Company ("Common Share") and one half of one (1/2) Common Share purchase warrant. Each whole warrant entitles the holder to acquire one Common Share for a period of 12 months from the date of issue at a price of $3.50 per Common Share. The net proceeds from this Private Placement are to be used towards exploration drilling programs, continued development of the Company's business and for general and administrative expenses.

In May 2022, Leni Keough was appointed to the Board of the Directors of the Company. Ms. Keough brings over 35 years' experience in the mining industry, focused on mineral exploration, and combined with expertise in project management, public company management, finance and capital markets,

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North Peak Resources Ltd. Management's Discussion and Analysis

For the Three and Nine Months Ended September 30, 2022

Expressed in Canadian Dollars

Dated: November 29, 2022

____________________________________________________________________________________

communications, and business development. In addition, Chelsea Hayes, was appointed an officer of the Company, taking on the role of Director of Business Development.

Early in 2022, the Company began operations in Nevada and commenced its initial drilling and sampling programs on the Black Horse property. Following drilling permits being secured in January 2022, core and RC drilling programs commenced in Q1 2022. A total of 5,170 feet was drilled prior to the end of June 2022, of which eight (8) were core holes totaling 2,230 feet and 10 RC holes totaling 2,940 feet. The Company worked with three different drilling companies during the six months and all of them experienced various operational challenges including staffing and accessibility issues, recovery rates and mechanical issues, resulting in costs above those projected.

In July 2022, the Company received the first assay results from its initial drilling program, indicating gold mineralization, but that did not confirm historic Black Horse property drilling results either in grade or mineralized intercept. As a result, the Company began a gold grade determination review. Accordingly, the Company assessed the carrying value of this project in the context of the outcomes it received from its completed drilling programs to date, resulting in an impairment charge of $nil and $2,148,890 being recognized on the statements of loss and comprehensive loss for the three and nine months ended September 30, 2022, respectively (three and nine months ended September 30, 2021 - $nil).

Effective August 31, 2022, the Company entered into an agreement with Minex LLC to amend the option agreement for the Company to acquire the Black Horse property, such that control of the property reverted back to Minex and US$500,000 and 1,250,000 Common Shares from the initial option payment is to be returned to the Company. Accordingly, the Company has forgone all option rights over this property. As at September 30, 2022, the Company had received cash US$500,000 ($656,950). Receipt of the 1,250,000 Common Shares (ascribed a fair value of $587,500) is included in accounts receivable as at September 30, 2022. A loss in relation to this disposition of exploration and evaluation assets of $193,050 has been recognized on the Company's unaudited condensed interim consolidated statement of loss and comprehensive loss in connection with this transaction for the three and nine months ended September 30, 2022 (three and nine months ended September 30, 2021 - $nil).

As at September 30, 2022, the Company reported a cash position of $8,431,315 and remains well capitalized, reporting working capital of $9,130,167 (December 31, 2021 - $5,182,580).

Outlook

The winding up of operations at the Black Horse property will be completed, subject to weather conditions, this year and at minimal additional cost to the Company.

The Company continues to:

1. Assess the Kenogami Property to determine the most effective and efficient path towards completing the remaining $150,000 work commitment.
2. Evaluate mining properties that have a higher than average grade profile and may have the potential to fulfil its key criteria of targeting historic mining assets, with strategic exploration potential, at an appropriate acquisition price.

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North Peak Resources Ltd. Management's Discussion and Analysis

For the Three and Nine Months Ended September 30, 2022

Expressed in Canadian Dollars

Dated: November 29, 2022

____________________________________________________________________________________

Events Occurring After the Reporting Period

Jerod Eastman has stepped down as COO of the Company, moving to a part time consultancy basis effective October 31, 2022, where he will continue to work with the Company to seek and analyze prospective properties.

Summary of Quarterly Results

	Revenue	Net (Loss) Income
	($)	Total assets
For the Period Ended			Basic and
	Total	diluted	($)
		($)	earnings per
			share
			($)
2022 - September 30	Nil	(857,100)	(0.04)	9,418,872
2022 - June 30	Nil	(3,133,761)	(0.13)	10,174,696
2022 - March 31	Nil	(1,633,259)	(0.07)	13,265,448
2021 - December 31	Nil	(765,727)	(0.04)	8,982,068
2021 - September 30	Nil	(348,612)	(0.02)	6,983,024
2021 - June 30	Nil	(265,532)	(0.01)	7,294,293
2021 - March 31	Nil	(187,604)	(0.01)	7,521,168
2020 - December 31	Nil	(468,082)	(0.03)	7,065,059

Three Months Ended September 30, 2022 vs Three Months Ended September 30, 2021

The Company reported a net loss of $857,100 for the three months ended September 30, 2022, compared with a loss for the three months ended September 30, 2021 of $348,612.

The reported loss consists primarily of the following:

• During the three months ended September 30, 2022, the Company incurred $324,153 in exploration expenses compared with $78,621 during the three months ended September 30, 2021. The comparative period primarily consisted of drilling costs on the Kenogami Property, while the current period saw the conclusion of the drilling program on the Black Horse property. See note 11 in the Company's condensed interim consolidated financial statements for the period ended September 30, 2022 for a detailed breakdown of the Company's period over period exploration expenses.
• Contractor fees of $7,330 for the three months ended September 30, 2022, compared to $5,272 during the comparative three months ended September 30, 2021. During the current and comparative periods, the Company's contractor fees consisted primarily of outsourced geological and support staff.
• Travel expenses decreased to $11,321 during the three months ended September 30, 2022, down

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North Peak Resources Ltd. Management's Discussion and Analysis

For the Three and Nine Months Ended September 30, 2022

Expressed in Canadian Dollars

Dated: November 29, 2022

____________________________________________________________________________________

from $15,107 during the three months ended September 30, 2021. Travel expenses consisted of marketing and executive travel, which decreased as activity on the Black Horse operations declined.

• Professional fees were $82,535 during the three months ended September 30, 2022, increasing from $27,983 for the comparative three months ended September 30, 2021, with legal fees pertaining to general corporate matters driving the variance.
• Stock-basedcompensation increased to $86,551 for the three months ended September 30, 2022, from $40,417 in the comparative period in 2021, with the variance driven by residual vesting of stock options issued in current and prior periods.
• Office and general expenses increased to $198,076 for the three months ended September 30, 2022, from $189,634 for the three months ended September 30, 2021. Significant variances are as follows:

1. Fees paid to directors increased to $85,007, for the three months ended September 30, 2022 from $77,785, primarily due to the effect of foreign exchange as director and consulting fees

paid to directors are remitted in US dollars and UK pounds.

1. Directors health insurance for the three months ended September 30, 2022 increased to $13,522 from $10,998 for the comparative three months ended September 30, 2021 primarily

due to minor foreign exchange variances and timing of ancillary charges.

1. Directors' and officers' liability insurance increased marginally to $16,170 from $15,984 in the comparative period. The increase is market driven.

1. Office supplies increased to $5,283 during the current period from $nil in the comparative period, as the Company continued supporting operations in Nevada for the Black Horse property, resulting in additional administrative costs being borne for consumable supplies.

These costs are expected to decline in the near to mid-term as operations on the Black- Horse property are terminated.

• 1. Phones, internet and computer support were substantially static during the three months ended September 30, 2022.
• Interest income $45,915 was earned on the Company's cash balances during the three months ended September 30, 2022 compared with $8,698 in the comparative period. Strengthening interest rates and variances in cash balances drive the variance.
• Effective August 31, 2022, the Company entered into an agreement with Minex LLC to amend the option agreement for the Company to acquire the Black Horse property, such that control of the property reverted back to Minex and US$500,000 and 1,250,000 Common Shares from the initial option payment is to be returned to the Company. Accordingly, the Company has forgone all option rights over this property. As at September 30, 2022, the Company had received cash US$500,000 ($656,950). Receipt of the 1,250,000 Common Shares (ascribed a fair value of $587,500) is included in accounts receivable as at September 30, 2022. A loss in relation to this disposition of exploration and evaluation assets of $193,050 has been recognized on the Company's unaudited condensed interim consolidated statement of loss and comprehensive loss in connection with this transaction for the three and nine months ended September 30, 2022 (three and nine months ended September 30, 2021 - $nil).

Nine Months Ended September 30, 2022 vs Nine Months Ended September 30, 2021

The Company reported a net loss of $5,624,120 for the nine months ended September 30, 2022, compared with a loss for the nine months ended September 30, 2021 of $801,748. The variance of $4,822,372 is driven primarily by a $2,148,890 impairment charge on the Company's former interest in the Black Horse property, and exploration expenses of $1,948,517 representing costs associated with the drilling programs

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North Peak Resources Ltd. Management's Discussion and Analysis

For the Three and Nine Months Ended September 30, 2022

Expressed in Canadian Dollars

Dated: November 29, 2022

____________________________________________________________________________________

at the Black Horse property.

The reported loss consists primarily of the following:

• During the nine months ended September 30, 2022, the Company incurred drilling and exploration expenses of $1,918,517 at the Black Horse property contrasted with $190,439 for the nine months ended September 30, 2021. The comparative period primarily consisted of drilling costs on the Kenogami Property and $74,464 in costs to investigate prospective projects, while the current period saw the completion of the drilling program on the Black Horse property. See note 11 in the Company's September 30, 2022 condensed interim consolidated financial statements for a detailed breakdown of the Company's period over period exploration expenses.
• Contractor fees of $19,408 for the nine months ended September 30, 2022, compared to $15,163 during the comparative nine months ended September 30, 2021. During the current and comparative periods, the Company's contractor fees consisted of outsourced geological and support staff.
• Travel expenses increased to $133,628 during the nine months ended September 30, 2022, from $19,215 during the nine months ended September 30, 2021. Travel expenses consisted of marketing and executive travel, which declined during the COVID19 global pandemic, recovering as travel restrictions eased. With the Company's drilling and sampling programs commencing at the Black Horse Property, management oversight drove increased travel to operational and administrative sites.
• Professional fees were $193,464 during the nine months ended September 30, 2022, increasing from $102,458 for the comparative nine months ended September 30, 2021, with higher costs associated with the incorporation of the Company's new Nevada subsidiary in February 2022, as well as general corporate matters.
• Stock-basedcompensation increased to $533,159 for the nine months ended September 30, 2022, from $127,980 in the comparative period in 2021, with the variance driven by residual vesting of stock options issued in current and prior periods.
• Office and general expenses increased to $556,550 for the nine months ended September 30, 2022, from $520,022 for the nine months ended September 30, 2021. Significant variances are as follows:
  o Fees paid to directors increased to $258,333, for the nine months ended September 30, 2022 from $244,644, primarily due to the effect of foreign exchange as director and consulting fees paid to directors are remitted in US dollars and UK pounds.
  o Directors health insurance for the nine months ended September 30, 2022 increased marginally to $34,411 from $32,159 for the comparative nine months ended September 30, 2021 primarily due to foreign exchange variances.
  o Directors' and officers' liability insurance increased marginally to $49,185 from $47,952 in the comparative period. The increase is market driven.
  o During the nine months ended September 30, 2022, the Company incurred a foreign exchange loss of $5,518 over a $4,532 loss for the comparative nine months ended September 30, 2021, driven by a volatility in realized foreign exchange as the Company engages US vendors for its Black Horse Property as well as settling the fees of two directors with one in UK pounds and the other in US dollars.
  o Office supplies increased to $26,285 during the current period from $934 in the comparative period, as the Company continued supporting operations in Nevada for the Black Horse property, resulting in additional administrative costs being borne for consumable supplies. These costs are expected to decline in the near to mid-term as operations on the Black Horse property are terminated.

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