Osisko Gold Royalties : Management’s Discussion and Analysis – Q3 2022

Management's Discussion and Analysis

For the three and nine months ended September 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 nine months ended September 30, 2022 should be read in conjunction with the Company's unaudited condensed interim consolidated financial statements and related notes for the three and nine months ended September 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 November 9, 2022, the date when the Board of Directors has approved the Company's unaudited condensed interim consolidated financial statements for the three and nine months ended September 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	3
Highlights - Third Quarter of 2022	3
Highlights - Subsequent to September 30, 2022	3
Portfolio of Royalty, Stream and Other Interests	4
Equity Investments	16
Sustainability Activities	19
Dividends	19
Normal Course Issuer Bid	20
Gold Market and Currency	20
Selected Financial Information	21
Overview of Financial Results	22
Liquidity and Capital Resources	27
Cash Flows	28
2022 Guidance and 5-Year Outlook	30
Quarterly Information	31
Segment Disclosure	32
Related Party Transactions	33
Contractual Obligations and Commitments	34
Off-balance Sheet Items	36
Outstanding Share Data	36
Subsequent Event to September 30, 2022	36
Risks and Uncertainties	36
Disclosure Controls and Procedures and Internal Control over Financial Reporting	36
Basis of Presentation of Consolidated Financial Statements	37
Deconsolidation of Osisko Development and Discontinued Operations	38
Critical Accounting Estimates and Judgements	40
Financial Instruments	40
Technical Information	41
Non-IFRS Financial Performance Measures	41
Forward-looking Statements	42
Cautionary Note to U.S. Investors Regarding the Use of Mineral Reserve and Mineral Resource Estimates	43
Corporate Information	44

Osisko Gold Royalties Ltd	Management's Discussion and Analysis
2022 - Third 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. 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 September 30, 2022 (and as of the date of this MD&A), Osisko held an interest of 44.1% in Osisko Development Corp. ("Osisko Development"), 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.

On September 30, 2022, following certain changes made to Osisko's nomination and participation rights towards Osisko Development, and based on other facts and circumstances, Osisko ceased to consolidate Osisko Development as management determined that Osisko was no longer in a position of control over Osisko Development. Immediately after, management determined that Osisko was able to exert significant influence on Osisko Development and accounted for its investment as an associate under the equity method. Accordingly, Osisko deconsolidated Osisko Development on September 30, 2022, and started accounting for its investment in Osisko Development using the equity method. Please refer to the Deconsolidation of Osisko Development and Discontinued

Operations section of this MD&A for more details.

In this MD&A, reference to Osisko is to Osisko Gold Royalties Ltd and its subsidiaries, excluding Osisko Development and its subsidiaries. Reference to Osisko Development is to Osisko Development Corp. and its subsidiaries.

Business Model and Strategy

Osisko's main focus is on making investments in 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 speed and extent of the spread of COVID-19 and its variants, and the duration and intensity of resulting business disruption and related financial and social impact, remain uncertain. While there has been a significant reduction in public health measures in 2022, the extent and manner in which COVID-19, and future measures taken by governments, or others to attempt to reduce the spread of COVID-19 and its variants, may affect the Company and cannot be predicted with certainty

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

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 actions, 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, increased interest rates 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.

Highlights - Third Quarter of 2022

• Deconsolidation of Osisko Development as of September 30, 2022 and presentation of its results as discontinued operations on the statements of loss and the statements of cash flows;
• 23,850 gold equivalent ounces ("GEOs1") earned (compared to 20,032 GEOs in Q3 2021)2;
• Revenues of $53.7 million ($50.0 million in Q3 2021);
• Cash flows generated by operating activities from continuing operations of $51.1 million ($44.1 million in Q3 2021);
• Net earnings from continuing operations of $28.0 million, $0.15 per basic share ($25.6 million, $0.15 per basic share in Q3 2021);
• Adjusted earnings3 of $25.8 million, $0.14 per basic share ($23.3 million, $0.14 per basic share in Q3 2021);
• As at September 30, 2022, the Company has a cash balance of $300.5 million, convertible debentures maturing on December 31, 2022 with a nominal value of 300.0 million and a $550.0 million undrawn revolving credit facility;
• Increase of the accordion feature of the revolving credit facility from $100.0 million to $200.0 million and extension of the maturity date to September 29, 2026;
• Acquisition of a 1.0% net smelter return ("NSR") royalty covering the currently known mineralization and prospective exploration areas that constitute the Marimaca copper project located in Antofagasta, Chile, for US$15.5 million ($20.3 million);
• Osisko Bermuda Limited ("Osisko Bermuda") closed the previously announced metals stream (the "Tintic Stream") on the Trixie mine in Utah, United States of America, owned and operated by Osisko Development, 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 ($27.1 million) in exchange for 2.5% of all metals produced (until 27,150 ounces of refined gold have been delivered, and thereafter 2.0%) and a transfer price of 25% of the spot prices;
• Appointment of Mr. Rob Krcmarov to the Board of Directors. Mr. Krcmarov is a renowned international mining executive with over 32 years of experience in the natural resources sector. Mr. Krcmarov recently retired as Executive Vice
  President of Exploration and Growth for Barrick Gold Corporation ("Barrick"). During his tenure at Barrick, he progressed through several senior positions from 1988 to 2021, and built an exceptional skillset in global exploration spanning across five continents and more than 20 countries; and
• Quarterly dividend of $0.055 per common share paid on October 14, 2022 to shareholders of record as of the close of business on September 30, 2022.

Highlights - Subsequent to September 30, 2022

• On November 7, 2022, Osisko announced that it has entered into a binding agreement with SolGold plc ("SolGold") with respect to a US$50 million royalty financing to support the advancement of SolGold's Cascabel copper-gold property in northeastern Ecuador. As part of the transaction, Osisko will acquire a 0.6% NSR royalty covering the entire Cascabel property; and
• Declaration of a quarterly dividend of $0.055 per common share payable on January 16, 2023 to shareholders of record as of the close of business on December 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 were reinitiated on May 1, 2022.
3. "Adjusted earnings" and "Adjusted earnings 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 - Third 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			Nine months ended
		September 30,			September 30,
	2022	2021		2022	2021
Gold
Canadian Malartic royalty	7,479	8,520		24,312	26,761
Eagle Gold royalty	2,399	2,639		5,542	6,074
Éléonore royalty	1,011	1,042		3,201	4,212
Seabee royalty	1,472	1,015		3,367	2,681
Island Gold royalty	718	511		1,816	1,718
Pan royalty	473	477		1,251	1,293
Ermitaño (i)	563	-		1,432	-
Lamaque royalty	470	276		1,260	979
Matilda stream (ii)	70	182		383	581
Bald Mountain royalty	124	118		590	423
Others	676	298		1,600	778
	15,455	15,078		44,754	45,500
Silver
Mantos Blancos stream	3,406	2,305		7,514	7,062
Sasa stream	887	1,278		2,931	3,398
Gibraltar stream	437	616		1,529	1,848
Canadian Malartic royalty	64	94		227	310
Others	57	112		189	429
	4,851	4,405		12,390	13,047
Diamonds
Renard stream (iii)	3,272	2,452		9,231	6,168
Others	32	31		109	81
	3,304	2,483		9,340	6,249
Other metals
Kwale royalty and others	240	518		885	1,542
Total GEOs	23,850	22,484		67,369	66,338
Total GEOs, excluding GEOs earned
on the Renard stream until April 30, 2022 (iii)	23,850	20,032		64,344	60,170

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. Deliveries under the streams agreement were suspended by the Voluntary Administrators in July 2022.
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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Osisko Gold Royalties Ltd

Management's Discussion and Analysis

2022 - Third Quarter Report

GEOs by Product

Q3 2022

Q3 2021

YTD 2022

YTD 2021

14% 1%

11% 2%

14% 1%

9%

2%

20%

20%

18%

20%

65%

67%

67%

69%

Gold

Silver

Gold

Silver

Gold

Silver

Gold

Silver

Diamonds

Other

Diamonds

Other

Diamonds

Other

Diamonds

Other

Average Metal Prices and Exchange Rate

		Three months ended			Nine months ended
		September 30,			September 30,
	2022	2021	2022	2021
Gold(i)	$1,729	$1,790		$1,824	$1,800
Silver(ii)	$19	$24		$22	$26
Exchange rate (US$/Can$)(iii)	1.3056	1.2600		1.2829	1.2514

1. The London Bullion Market Association's pm price in U.S. dollars.
2. The London Bullion Market Association's price in U.S. dollars.
3. Bank of Canada daily rate.

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