Probe Metals : Q3 MD&A 2021

PROBE METALS INC.

INTERIM MANAGEMENT'S DISCUSSION AND ANALYSIS -

QUARTERLY HIGHLIGHTS

THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2021

(EXPRESSED IN CANADIAN DOLLARS)

Probe Metals Inc.

Management's Discussion & Analysis - Quarterly Highlights

Three and Nine Months Ended September 30, 2021

Dated: November 29, 2021

The following interim Management's Discussion and Analysis ("Interim MD&A") of Probe Metals Inc. (the "Company" or "Probe") for the three and nine months ended September 30, 2021 has been prepared to provide material updates to the business operations, liquidity and capital resources of the Company since its last annual management discussion & analysis, being the Management's Discussion & Analysis ("Annual MD&A") for the year ended December 31, 2020. This Interim MD&A does not provide a general update to the Annual MD&A, or reflect any non-material events since the date of the Annual MD&A.

This Interim MD&A has been prepared in compliance with section 2.2.1 of Form 51-102F1, in accordance with National Instrument 51-102 - Continuous Disclosure Obligations. This discussion should be read in conjunction with the Annual MD&A, audited annual financial statements of the Company for the year ended December 31, 2020 and year ended December 31, 2019, together with the notes thereto, and unaudited condensed interim financial statements of the Company for the three and nine months ended September 30, 2021, together with the notes thereto. Results are reported in Canadian dollars, unless otherwise noted. The Company's unaudited condensed interim financial statements and the financial information contained in this Interim MD&A are prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board and interpretations of the IFRS Interpretations Committee. The unaudited condensed interim financial statements have been prepared in accordance with International Standard 34, Interim Financial Reporting. Accordingly, information contained herein is presented as of November 29, 2021, unless otherwise indicated.

For the purposes of preparing this Interim MD&A, management, in conjunction with the Board of Directors (the "Board"), considers the materiality of information. Information is considered material if: (i) such information results in, or would reasonably be expected to result in, a significant change in the market price or value of the Company common shares; (ii) there is a substantial likelihood that a reasonable investor would consider it important in making an investment decision; or (iii) it would significantly alter the total mix of information available to investors. Management, in conjunction with the Board, evaluates materiality with reference to all relevant circumstances, including potential market sensitivity.

Further information about the Company and its operations is available on the Company's website at www.probemetals.comor on SEDAR at www.sedar.com.

This Interim MD&A contains forward-looking information as further described in the "Cautionary Note Regarding Forward-Looking Statements" at the end of this Interim MD&A. Please also make reference to those risk factors identified or otherwise indirectly referenced in the "Risks and Uncertainties" section below.

Description of Business and Nature of Operations

Probe is a Canadian junior precious metal exploration company engaged in the business of acquiring, exploring and evaluating mineral properties, and developing these properties further or disposing of them when evaluation is complete, if warranted. The Company is a reporting issuer in the provinces of Ontario, Alberta, British Columbia, and Quebec, and its common shares are listed for trading on the TSX Venture Exchange ("TSXV") under the symbol "PRB".

Probe owns a 100% undivided interest in three exploration-stage properties in the James Bay Lowlands area of northern Ontario, Canada: the Black Creek Property, the Tamarack-McFauld's Lake Property, and the Victory Property. On June 10, 2016, the Company acquired an additional portfolio of projects in Quebec

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Probe Metals Inc.

Management's Discussion & Analysis - Quarterly Highlights

Three and Nine Months Ended September 30, 2021

Dated: November 29, 2021

and Ontario through the acquisition of Adventure Gold Inc. ("Adventure"). The acquired portfolio currently consists of fifteen (15) properties 100%-owned by Probe, the Pascalis, Senore, Beaufor North, Lapaska, Bonnefond North and Megiscane-Tavenier properties, collectively forming the Val-d'Or East Project, Detour East and North properties, forming part of the Detour Project, the Casagosic, Sinclair-Bruneau and Florence, comprising the Casa-Cameron Project and the Granada Extension Project, and three (3) Option and/or Joint Venture ("JV") properties, the Meunier-144 JV (50/50 JV with Pan American Silver, formerly with Tahoe Resources), the Dubuisson JV with Agnico Eagle Mines Limited ("Agnico") (46.3% Probe/53.7% Agnico) and the Detour Quebec JV with SOQUEM Inc. ("SOQUEM") (25% SOQUEM / Probe 75%). On November 28, 2016, Probe entered into an option agreement with Alexandria Minerals Corporation, whereby Probe may earn up to a 70% interest in the Cadillac Break East Property in Val-d'Or, Quebec (Alexandria Minerals, which includes the option agreement, was acquired by O3 Mining Inc. on August 1, 2019). On January 17, 2017, Probe signed an option agreement with Richmont Mines Inc. (now with Monarch Gold Corporation), whereby Probe may earn a 60% interest in the Monique Property, as part of the land consolidation program for its Val-d'Or East project. On April 10, 2017, the Company entered into an option agreement with Legion Metals on its Millen Mountain gold project in the Middle Mosquodoboit area of Nova Scotia. Under the terms of the agreement, Probe can earn up to 75% of the property by incurring work expenditures. On June 29, 2017 Probe announced the acquisition of the Aurbel East property from QMX Gold Corporation ("QMX"), which is contiguous to the Company's Senore property within the Val-d'Or East project. On October 19, 2017 Probe acquired a 100%-interest in the Courvan property from Monarch Gold Corporation, which hosts the past-producing Bussiere Mine and is contiguous to the claims hosting the Company's New Beliveau deposit. On March 24, 2020, Probe completed the acquisition of a 100% interest in the Monique Property from Monarch Gold Corporation. On May 14, 2020, the Company announced the acquisition of SOQUEM's 25% interest in the Company's Detour Quebec JV. On July 9, 2020, Probe optioned the La Peltrie property from Midland Exploration Inc. ("Midland"). The terms of the option include cash/share payments and work commitments to acquire a 65% interest in 435 claims contiguous to the western end of the Company's Detour Quebec project. On July 30, 2020, the Company announced a separate joint venture agreement with Midland on land at the eastern end of the Detour Quebec project. The companies each own a 50% interest in contiguous claims contributed by Probe (65 claims) and Midland (161) centered on Probe's Nantel-Fenelon property. On May 26, 2021, the Company received confirmation that it had vested its 60% interest in the Cadillac Break East property and formed a 60/40 joint-venture with O3 Mining Inc.

The Company also considers additional acquisitions of mineral property interests, or corporations holding mineral property interests, with the objectives of: (i) creating additional value for shareholders through the acquisition of additional mineral exploration properties; and (ii) helping to minimize exploration risk by attempting to diversify the Company's property portfolio. Although the Company believes that the current exploration prospects for its exploration projects are positive, mineral exploration in general is both uncertain and subject to fluctuating commodity prices resulting from changing trends in supply and demand.

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Probe Metals Inc.

Management's Discussion & Analysis - Quarterly Highlights

Three and Nine Months Ended September 30, 2021

Dated: November 29, 2021

Financial and Operating Highlights

Corporate

On February 24, 2021, the Company granted options to acquire a total of 1,475,000 common shares of the Company to officers, directors, key employees and consultants at the exercise price of $1.42 per share for a period of five years, subject to vesting requirements.

On February 24, 2021, the Company granted 920,000 Restricted Share Units ("RSUs") to officers, directors, key employees and consultants of the Company under the terms of the Company RSU Plan. Each RSU entitles the holder to acquire one common share of the Company by delivering an exercise notice in accordance with the RSU Plan. The RSUs grant follows the guideline of the RSU Plan.

On June 7, 2021, the Company appointed Aleksandra (Sasha) Bukacheva to its Board. The Company granted 30,000 RSUs and 200,000 options to Aleksandra (Sasha) Bukacheva to acquire a total of 200,000 common shares of the Company at the exercise price of $1.72 per share for a period of five years, subject to vesting requirements.

On June 22, 2021, 860,000 RSUs vested. 310,500 of these RSUs converted to common shares with a value of $378,810, 364,500 RSUs were settled in cash for withholding taxes with a value of $579,555 and 185,000 RSUs settled in cash with a value of $294,150.

On July 23, 2021, the Company announced that it completed the second payment due in consideration a binding option agreement with Midland Exploration Inc. ("Midland"), whereby Probe may earn up to a 65% interest in the La Peltrie gold property. Pursuant to the agreement, the Company issued 32,544 common shares to Midland for the second payment for a total value of $55,000 based on a 5-day weighted average price of $1.69 per share on the TSXV. The common shares issued to Midland are subject to a statutory four month and a day hold period.

On July 26, 2021, the Company received the $862,322 income tax receivable.

On September 1, 2021, 50,000 stock options with an exercise price of $1.50 expired unexercised.

On September 9, 2021, 100,000 stock options with an exercise price of $1.76 expired unexercised.

On September 14, 2021, the Company appointed Ann Lamontagne as the director of infrastructure, environment and sustainability. The Company granted 75,000 options to Ann Lamontagne to acquire a total of 75,000 common shares of the Company at the exercise price of $1.96 per share for a period of five years, subject to vesting requirements.

During the nine months ended September 30, 2021, 26,000 warrants with an exercise price of $1.30 and expiry date of December 10, 2021 were exercised for gross proceeds of $33,800.

During the nine months ended September 30, 2021, 2,670,000 stock options with an exercise price of $1.50 and expiry date of September 1, 2021 were exercised for gross proceeds of $4,005,000.

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Probe Metals Inc.

Management's Discussion & Analysis - Quarterly Highlights

Three and Nine Months Ended September 30, 2021

Dated: November 29, 2021

Exploration and development updates

On January 5, 2021, Probe announced further drill results from its Monique property. Results from 12 holes demonstrated expansion of the I Zone, returning up to 7.3 g/t Au over 10.4 metres, 2.9 g/t Au over 17.9 metres, 2.4 g/t Au over 10 metres 1.5 g/t Au over 12.8 metres and 1.8 g/t over 11.9 metres, while expansion drilling at the M Zone returned 2.6 g/t Au over 5 metres and 2.3 g/t over 8 metres.

On February 1, 2021, the Company released additional drill results for its Courvan property. Results from the last 20 holes, including two extension holes, of the 2020 exploration and expansion drill program continued to show new high-grade gold discoveries along the Courvan Gold Trend near surface and at depth. Results from this drilling returned some of the best intervals to-date from the Courvan property, including 14.8 g/t Au over 7.5 metres in hole CO-146 and 7.5 g/t Au over 13 metres in hole CO-171.

On February 23, 2021, the Company announced positive results from geotechnical studies at the Val-d'Or East Project. The work included characterizing joint-scale structural trends, and rock mass quality, as well as bench design, and high wall stability assessments. The main objective of the program was to define catch bench capacities, and inter-ramp angles, to support ongoing mine design and economic evaluations. The positive results have identified opportunities to further increase slope angles for a number of the planned pits of the Val-d'Or East project.

On March 9, 2021, the Company announced further drill results from its Pascalis property. Results from 71 drill holes were successful in confirming continuity of gold zones and expanding near-surface gold mineralisation at both the New Beliveau and North deposits. Highlights from the drilling include: 11 g/t Au over 7.2 metres; 56.1 g/t Au over 1.1 metres; 8.2 g/t Au over 3 metres and 7.8 g/t Au over 3 metres.

On March 30, 2021, the Company provided an update on its Detour Quebec project. Regional geochemical and geophysical programs were successful in identifying more than 50 priority gold targets across the 90- kilometre strike length of the property. Ground geophysical follow-up programs had commenced in preparation for a summer drill program, which will form part of a 20,000 metre drill program to be completed on the Detour project over the next 12-18 months.

On April 20, 2021, the Company announced metallurgical results for its Val-d'Or East Project in Quebec. Results were very positive and showed excellent recoveries of 95% for most of the deposits, with gravity recoveries of between 50% and 72%. In addition, all deposits show similar metallurgical characteristics and can, therefore, be treated in a single processing facility. The mineralization appears to contain significant coarse gold and shows negligible amounts of deleterious elements, such as arsenic or antimony.

On May 4, 2021, the Company released results for the first four holes from its Monique 2021 drilling program. Results from shallow (<300-metre depth) drilling showed significant thicknesses of gold mineralization along the M and B Zones. Expansion drilling along the M Zone returned intersections of up to 5.3 g/t Au over 18.7 metres (downhole thickness); while infill drilling in the B Zone returned intervals of up to 4.8 g/t Au over 19.1 metres (downhole thickness).

On June 1, 2021, the Company announced its third updated resource estimate for the Val-d'Or East project in Quebec. The resource was increased by 16% to 1,773,500 ounces of gold in the Measured & Indicated - 5 -