Osisko Gold Royalties : Management’s Discussion and Analysis – Q2 2022

Management's Discussion and Analysis

For the three and six months ended June 30, 2022

The following management discussion and analysis ("MD&A") of the consolidated operations and financial position of Osisko Gold Royalties Ltd ("Osisko" or the "Company") and its subsidiaries for the three and six months ended June 30, 2022 should be read in conjunction with the Company's unaudited condensed interim consolidated financial statements and related notes for the three and six months ended June 30, 2022. The unaudited condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"). Management is responsible for the preparation of the consolidated financial statements and other financial information relating to the Company included in this report. The Board of Directors is responsible for ensuring that management fulfills its responsibilities for financial reporting. In furtherance of the foregoing, the Board of Directors has appointed an Audit and Risk Committee composed of independent directors. The Audit and Risk Committee meets with management and the auditors in order to discuss results of operations and the financial condition of the Company prior to making recommendations and submitting the consolidated financial statements to the Board of Directors for its consideration and approval for issuance to shareholders. The information included in this MD&A is as of August 9, 2022, the date when the Board of Directors has approved the Company's unaudited condensed interim consolidated financial statements for the three and six months ended June 30, 2022 following the recommendation of the Audit and Risk Committee. All monetary amounts included in this report are expressed in Canadian dollars, the Company's reporting and functional currency, unless otherwise noted. Assets and liabilities of the subsidiaries that have a functional currency other than the Canadian dollar are translated into Canadian dollars at the exchange rate in effect on the consolidated balance sheet date and revenues and expenses are translated at the average exchange rate over the reporting period. This MD&A contains forward-looking statements and should be read in conjunction with the risk factors described in the "Forward- Looking Statements" section.

Table of Contents
Description of the Business	2
Business Model and Strategy	2
Uncertainty due to COVID-19	2
International Situation	2
Highlights - Second Quarter of 2022	3
Highlights - Subsequent to June 30, 2022	3
Summary table - Financial highlights	4
Portfolio of Royalty, Stream and Other Interests	5
Equity Investments	18
Sustainability Activities	21
Mining Exploration and Evaluation / Development Activities	21
Dividend Reinvestment Plan	25
Normal Course Issuer Bid	25
Gold Market and Currency	25
Selected Financial Information	26
Overview of Financial Results	27
Liquidity and Capital Resources	34
Cash Flows	35
2022 Guidance and 5-Year Outlook	37
Quarterly Information	38
Segment Disclosure	39
Related Party Transactions	43
Contractual Obligations and Commitments	44
Off-balance Sheet Items	46
Outstanding Share Data	46
Subsequent Events to June 30, 2022	46
Risks and Uncertainties	46
Disclosure Controls and Procedures and Internal Control over Financial Reporting	46
Basis of Presentation of Consolidated Financial Statements	47
Critical Accounting Estimates and Judgements	48
Financial Instruments	48
Technical Information	48
Non-IFRS Financial Performance Measures	48
Forward-looking Statements	50
Cautionary Note to U.S. Investors Regarding the Use of Mineral Reserve and Mineral Resource Estimates	51
Corporate Information	52

Osisko Gold Royalties Ltd	Management's Discussion and Analysis
2022 - Second Quarter Report

Description of the Business

Osisko Gold Royalties Ltd is engaged in the business of acquiring and managing precious metals and other high-quality royalties, streams and similar interests in Canada and worldwide, except for Osisko Development Corp. and its subsidiaries ("Osisko Development"), which are engaged in the exploration, evaluation and development of mining projects. Osisko is a public company traded on the Toronto Stock Exchange ("TSX") and the New York Stock Exchange ("NYSE") constituted under the Business Corporations Act (Québec) and is domiciled in the Province of Québec, Canada. The address of its registered office is 1100, avenue des Canadiens-de-Montréal, Suite 300, Montréal, Québec. The Company owns a portfolio of royalties, streams, offtakes, options on royalty/stream financings and exclusive rights to participate in future royalty/stream financings on various projects. The Company's cornerstone asset is a 5% net smelter return ("NSR") royalty on the Canadian Malartic mine, located in Canada.

As at June 30, 2022 (and as of the date of this MD&A), Osisko held an interest of 44.1% in Osisko Development Corp., a mining exploration, evaluation and development company launched in the fourth quarter of 2020 through a reverse take- over transaction where Osisko transferred its mining assets and activities to Osisko Development. Considering the interest held and other facts and circumstances, the results, assets, liabilities, results of operations and cash flows of the Company consolidate the activities of Osisko Development and its subsidiaries. Osisko Development's main asset is the Cariboo gold project in British Columbia, Canada.

In this MD&A, reference to Osisko Gold Royalties is to Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development Corp. and its subsidiaries (royalties and streams segment1). Reference to Osisko Development is to Osisko Development Corp. and its subsidiaries (mining exploration and development segment2).

Business Model and Strategy

Osisko's main focus is on high quality, long-life precious metals assets located in favourable jurisdictions and operated by established mining companies, as these assets provide the best risk/return profile. The Company also evaluates and invests in opportunities in other commodities and jurisdictions. Given that a core aspect of the Company's business is the ability to compete for investment opportunities, Osisko plans to maintain a strong balance sheet and ability to deploy capital.

Uncertainty due to COVID-19

The COVID-19 pandemic has had a significant impact on the global economy and commodity and financial markets. The impact of the pandemic to date has included volatility in financial markets, a slowdown in economic activity, supply chain and labour issues, and volatility in commodity prices (including gold and silver). Furthermore, as efforts have been undertaken to slow the spread of the COVID-19 pandemic, the operation and development of mining projects have been impacted. Many mining projects, including a number of the properties in which Osisko holds a royalty, stream or other interest have been impacted by the pandemic resulting in the temporary suspension of operations, and other mitigation measures that impacted production. If the operation or development of one or more of the properties in which Osisko holds a royalty, stream or other interest and from which it receives or expects to receive significant revenue is suspended as a result of the continuing COVID-19 pandemic or future pandemics or other public health emergencies, it may have a material adverse impact on Osisko's profitability, results of operations, financial condition and the trading price of Osisko's securities. The extent of the impact of the COVID-19 pandemic on the operational and financial performance will depend on future developments, including a widely available vaccine, the duration and severity of the pandemic and related restrictions, all of which continue to be uncertain and cannot be predicted.

International Situation

International conflicts, geopolitical tensions and significant inflationary environments have historically led to, and may in the future lead to, uncertainty or volatility in global commodity markets, financial markets and supply chains. Russia's invasion of Ukraine has led to sanctions being levied against Russia by the international community and may result in additional sanctions or other international action, any of which may have a destabilizing effect on commodity prices, supply chains and global economies more broadly, and may generate more inflationary pressures. Volatility in commodity prices, supply chain disruptions and continued inflationary pressures may adversely affect the Company's business, financial condition and results of operations, directly or indirectly. The extent and duration of the current Russia-Ukraine conflict and related international action cannot be accurately predicted at this time and the effects of such conflict may magnify the impact of the other risks identified in this MD&A or in the Annual Information Form, including those relating to commodity price volatility, global financial conditions and inflationary pressures.

1. The royalties and streams segment refers to the royalty, stream and other interests segment, which corresponds to the activities of Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development.
2. The mining exploration and development segment refers to the exploration, evaluation and development of mining projects segment, which corresponds to the activities of Osisko Development Corp. and its subsidiaries.

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Osisko Gold Royalties Ltd	Management's Discussion and Analysis
2022 - Second Quarter Report

Highlights - Second Quarter of 2022

• 22,243 gold equivalent ounces ("GEOs3") earned (compared to 20,178 GEOs in Q2 2021), including 2,934 GEOs earned from the Renard diamond stream4 that was reinitiated in the second quarter of 2022 (nil GEOs from the Renard diamond stream in Q2 2021);
• Consolidated revenues of $64.0 million ($57.9 million in Q2 2021);
• • Revenues from the royalties and streams segment of $51.5 million ($57.2 million in Q2 2021);
  • Revenues from the mining exploration and development segment of $12.4 million ($0.7 million in Q2 2021);
• Consolidated cash flows used by operating activities of $0.2 million ($30.9 million in Q2 2021);
• • Operating cash flows generated by the royalties and streams segment of $35.0 million ($37.3 million in Q2 2021);
  • Operating cash flows used by mining exploration and development segment of $35.2 million ($6.4 million in Q2 2021);
• Consolidated net earnings attributable to Osisko's shareholders of $17.2 million, $0.09 per basic share (consolidated net loss of $14.8 million, $0.09 per basic share in Q2 2021);
• Consolidated adjusted loss5 of $4.7 million, $0.03 per basic share (net earnings of $20.2 million, $0.12 per basic share in Q2 2021);
• • Adjusted earnings5 from the royalties and streams segment of $25.7 million, $0.14 per basic share ($23.9 million, $0.14 per basic share in Q2 2021);
  • Adjusted loss5 from the mining exploration and development segment of $30.4 million, $0.16 per basic share ($3.7 million, $0.02 per basic share in Q2 2021);
• Publication of the inaugural Asset Handbook and the second edition of the environmental, social and governance ("ESG") report, Growing Responsibly;
• Repayment in full of the outstanding revolving credit facility for $113.1 million;
• Osisko Development completed the acquisition of Tintic Consolidated Metals LLC ("Tintic"), and related financings, which resulted in the Company's equity ownership in Osisko Development reducing from 70.1% to 44.1%;
• Osisko Bermuda Limited ("Osisko Bermuda") entered into a binding agreement with Tintic with respect to the previously announced metals stream (the "Tintic Stream") on the Trixie test mine (the "Trixie Mine"), as well as mineral claims covering more than 17,000 acres in Central Utah's historic Tintic Mining District (the "Tintic Property"), for US$20.0 million in exchange for 2.5% of all metals produced and a transfer price of 25% of the spot prices; and
• Quarterly dividend of $0.055 per common share paid on July 15, 2022 to shareholders of record as of the close of business on June 30, 2022.

Highlights - Subsequent to June 30, 2022

• In July 2022, the Company purchased for cancellation a total of 659,520 common shares for $8.3 million (average acquisition price per share of $12.65) under its 2022 normal course issuer bid program; and
• Declaration of a quarterly dividend of $0.055 per common share payable on October 14, 2022 to shareholders of record as of the close of business on September 30, 2022.

1. GEOs are calculated on a quarterly basis and include royalties, streams and offtakes. Silver earned from royalty and stream agreements was converted to gold equivalent ounces by multiplying the silver ounces by the average silver price for the period and dividing by the average gold price for the period. Diamonds, other metals and cash royalties were converted into gold equivalent ounces by dividing the associated revenue by the average gold price for the period. Offtake agreements were converted using the financial settlement equivalent divided by the average gold price for the period. For average metal prices used, refer to the Portfolio of Royalty, Stream and Other Interests section of this MD&A.
2. Osisko had committed to reinvest its net proceeds from the Renard diamond stream through a bridge loan with the operator until April 30, 2022. Repayments under the stream was reinitiated on May 1, 2022.
3. "Adjusted earnings (loss)" and "Adjusted earnings (loss) per basic share" are non-IFRS financial performance measures which have no standard definition under IFRS. Refer to the non-IFRS measures provided under the Non-IFRSFinancial Performance Measures section of this MD&A.

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Osisko Gold Royalties Ltd	Management's Discussion and Analysis
2022 - Second Quarter Report

Summary table - Financial highlights

(in thousands of dollars, except per share amounts)

For the three and six months ended June 30,

Cash (June 30, 2022 and Dec. 31, 2021)

Three months ended June 30,

Revenues

Cash margin (iii) Gross profit Operating expenses

(G&A, bus. dev and exploration) Mining operating expenses

Net earnings (loss)

Net earnings (loss) attributable to Osisko's shareholders

Net earnings (loss) per share attributable to Osisko's shareholders

Adjusted net earnings (loss) (iv)

Adjusted net earnings (loss) per basic share (iv)

Cash flows from operating activities Before working capital items Working capital items

After working capital items Cash flows from investing activities Cash flows from financing activities

Six months ended June 30,

Revenues

Cash margin (iii) Gross profit Operating expenses

(G&A, bus. dev and exploration) Mining operating expenses

Net earnings (loss)

Net earnings (loss) attributable to Osisko's shareholders

Net earnings (loss) per share attributable to Osisko's shareholders

Adjusted net earnings (loss) (iv)

Adjusted net earnings (loss) per basic share (iv)

	Osisko Gold Royalties (i)	Osisko Development (ii)		Consolidated (v)
	2022		2021	2022	2021		2022		2021
	$		$	$	$		$		$
	312,981		82,291	136,302	33,407		449,283		115,698
	51,545		57,246	12,862	775		63,959		57,941
	47,789		47,150	n/a	n/a		47,789		47,150
	35,938		35,713	653	-		36,591		35,713
	(6,200)		(6,483)	(10,079)	(4,649)		(16,279)		(11,132)
	-		-	(20,602)	-		(20,602)		-
	18,059		16,341	(1,487)	(41,404)		16,572		(25,063)
	18,059		16,341	(899)	(31,100)		17,160		(14,759)
	0.10		0.10	(0.01)	(0.19)		0.09		(0.09)
	25,716		23,877	(30,375)	(3,727)		(4,659)		20,150
	0.14		0.14	(0.16)	(0.02)		(0.03)		0.12
	40,870		39,026	(24,913)	(3,708)		15,957		35,318
	(5,905)		(1,685)	(10,276)	(2,716)		(16,181)		(4,401)
	34,965		37,341	(35,189)	(6,424)		(224)		30,917
	2,573		(42,377)	(97,759)	(47,464)		(95,186)		(89,841)
	(125,705)		(3,542)	210,225	(1,718)		84,520		(5,260)
	102,234		124,169	22,029	775		123,357		124,864
	95,297		93,676	n/a	n/a		95,297		93,676
	72,148		70,312	653	-		72,801		70,312
	(12,457)		(12,511)	(18,007)	(9,851)		(30,464)		(22,362)
	-		-	(35,848)	-		-		-
	34,863		29,805	(23,820)	(45,105)		11,043		(15,300)
	34,863		29,805	(17,377)	(33,970)		17,486		(4,165)
	0.20		0.18	(0.10)	(0.20)		0.10		(0.02)
	50,559		47,316	(50,982)	(9,238)		(423)		38,078
	0.29		0.28	(0.29)	(0.06)		(0.00)		0.23

Cash flows from operating activities Before working capital items Working capital items

After working capital items Cash flows from investing activities Cash flows from financing activities

80,762	78,565	(42,182)	(1,285)	38,580	71,570
(5,290)	(4,487)	(9,904)	(14,842)	(15,194)	(19,329)
75,472	74,078	(52,086)	(16,127)	23,386	52,241
(13,013)	(56,158)	(94,445)	(69,172)	(107,458)	(119,620)
159,823	(11,053)	247,362	33,895	407,185	22,842

1. Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development Corp. and its subsidiaries. Represents the royalty, stream and other interests segment.
2. Osisko Development Corp. and its subsidiaries. Represents the exploration, evaluation and development of mining projects segment.
3. Cash margin is a non-IFRS financial performance measure for the royalties and streams segment which has no standard definition under IFRS. It is calculated by deducting the cost of sales (excluding depletion) from the revenues. Please refer to the Non-IFRSFinancial Performance Measures section of this MD&A.
4. Adjusted earnings (loss) and adjusted earnings (loss) per basic share are non-IFRS financial performance measures which have no standard definition under IFRS. Refer to the non-IFRS measures provided under the Non-IFRSFinancial Performance Measures section of this MD&A.
5. Consolidated results are net of the intersegment transactions. Refer to the Segment Disclosure section of this MD&A.

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Osisko Gold Royalties Ltd	Management's Discussion and Analysis
2022 - Second Quarter Report

Portfolio of Royalty, Stream and Other Interests

The following table details the GEOs earned by the Company's producing royalty, stream and other interests:

		Three months ended			Six months ended
		June 30,			June 30,
	2022	2021		2022	2021
Gold
Canadian Malartic royalty	8,721	9,433		16,833	18,241
Eagle Gold royalty	1,539	1,771		3,143	3,435
Éléonore royalty	1,170	1,612		2,190	3,170
Seabee royalty	1,087	1,076		1,895	1,666
Island Gold royalty	446	587		1,098	1,207
Pan royalty	410	431		778	816
Ermitaño (i)	347	-		869	-
Lamaque royalty	343	258		790	703
Matilda stream (ii)	196	185		313	399
Bald Mountain royalty	186	41		466	305
Others	455	161		924	480
	14,900	15,555		29,299	30,422
Silver
Mantos Blancos stream	2,334	2,297		4,108	4,757
Sasa stream	1,017	949		2,044	2,120
Gibraltar stream	601	608		1,092	1,232
Canadian Malartic royalty	69	103		163	216
Others	73	114		132	317
	4,094	4,071		7,539	8,642
Diamonds
Renard stream (iii)	2,934	1,957		5,959	3,716
Others	27	28		77	50
	2,961	1,985		6,036	3,766
Other metals
Kwale royalty	277	524		619	1,024
Others	11	-		26	-
	288	524		645	1,024
Total GEOs	22,243	22,135		43,519	43,854
Total GEOs, excluding GEOs earned
on the Renard stream until April 30, 2022 (iii)	22,243	20,178		40,494	40,138

1. Ermitaño began production at the end of 2021. The first quarter of 2022 includes the royalty related to the first ounces poured in 2021, but paid in 2022.
2. In July 2022, Wiluna Mining Corporation Limited announced the appointment of Voluntary Administrators in Australia. The official quote was suspended from trading and the first meeting of creditors was held in August.
3. Until April 30, 2022, GEOs from the Renard diamond stream were subtracted when presenting Osisko's total attributable GEOs because cash flows from the Renard diamond stream were reinvested through a bridge loan with the operator until that date.

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