Rogue Resources : Annual MD&A April 2021

Rogue Resources Inc.

Form 51-102F1

Management's Discussion and Analysis

For the year ended April 30, 2021

This Management's Discussion and Analysis ("MD&A") has been prepared by management as of August 26, 2021 and should be read in conjunction with the audited financial statements of Rogue Resources Inc. ("Rogue" or the "Company"), For the year ended April 30, 2021, prepared in accordance with International Financial Reporting Standards ("IFRS"). All dollar figures are expressed in Canadian dollars unless otherwise indicated. Further information on the Company can be found on SEDAR at www.sedar.comand the Company's website www.rogueresources.ca.

Cautionary Statement on Forward Looking Statements

This MD&A includes some statements that may be considered "forward-looking statements". All statements in this discussion that address the Company's expectations about future exploration and development are forward-looking statements. Although the Company believes the expectations presented in such forward- looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploration successes, permitting successes, availability of capital and financing, and general economic, market, and business conditions. Readers are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. The forward looking statements herein are made as of the date of this MD&A only; Rogue does not assume any obligation to update or revise them to reflect new information, estimates or opinions, future events or results or otherwise, except as required by applicable law.

Comment Regarding the COVID-19 Pandemic

Rogue Resources Inc. ("Rogue" or the "Company") has been and will be impacted by the COVID-19 Pandemic ("the Pandemic"). The Company has been focused on the health and safety of our employees and has been practicing social distancing throughout the company. Management has been working remotely since February and our Operations teams at Rogue Stone have rigorous procedures to ensure they are following public health recommendations (the "Pandemic Protocol"). As part of the Pandemic Protocol, the Operations team members arrive in their personal vehicles, operate individual pieces of equipment, spend break time outside or back in their personal vehicles and use mobile phones to communicate with each other, with Management, and to coordinate delivery trucks that arrive to be loaded. The Pandemic Protocol has been discussed in detail with the Company's Board of Directors, which has been receiving regular updates regarding the course of business. In March-April of this year the Company chose to close for roughly five weeks and temporarily suspended operations at both the Bobcaygeon and Orillia quarries (the "Temporary Closure") in order to properly assess the risks to employees, contractors and the public, determine the impact on sales orders and to develop the Pandemic Protocol. This was a voluntary closure because the limestone quarries like ours were designated "essential" by the government of the Province of Ontario. The future course of the Pandemic remains unclear and there is a possibility that future outbreaks or sustained flareups may force government to take different action than taken in the spring of 2020.

Similarly, the Company exports a large portion of its sales across the Canada-US border and the land border did not close to commercial traffic because of the Pandemic but, if this was to change, it would have a material impact on the Company's trajectory.

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Rogue Resources Inc.

Management's Discussion and Analysis

Year Ended April 30, 2021

Corporate Summary and Overall Performance

Rogue Resources Inc. is a mining company focused on generating positive cash flow from assets. Not tied to any commodity, it looks at rock value and quality deposits that can withstand all stages of the commodity price cycle. The Company includes Rogue Stone-selling quarried limestone for landscape applications from two operating quarries in Ontario; Rogue Quartz- focused on advancing its silica/quartz business with the Snow White Project in Ontario and the Silicon Ridge Project in Québec; and Rogue Timmins with the nickel resource at Langmuir and the gold potential at Radio Hill. Rogue is always searching for projects or mines that meet its criteria of "Grade, Stage and Jurisdiction."

Rogue Stone currently comprises two subsidiaries that own two quarries referred to as the Bobcaygeon and Orillia quarries. Production from the combined quarries satisfied the criteria for commercial production with an effective date of September 1, 2020.

Property acquisition, exploration and advancement was funded in the past through the issuance of shares to investors; last quarter the Company financed the acquisition of its first limestone quarry with a combined financing which included equity and project debt. Revenue from the limestone quarry business, which began in the 2020 fiscal year, is the Company's first revenue from mineral producing operations.

The Company is a reporting issuer in British Columbia and trades on the TSX Venture Exchange under the symbol "RRS." The final section of this MD&A provides a detailed history for all properties.

Highlights for the period May 1, 2020 to April 30, 2021 are as follows:

Rogue Stone- Ontario Limestone Quarries

• Johnston Farm Quarry (referred to as "Bobcaygeon") and the Speiran Quarry (referred to as "Orillia") had total sales in June-July-August, 2020 were >6,600 tons allowing Rogue Stone to reach Commercial Production with an effective data of September 1, 2020.
• Johnston Farm Quarry (referred to as "Bobcaygeon") and the Speiran Quarry (referred to as "Orillia") combined to sell 17,900 tons of limestone in the period from September 1, 2020 to April 30, 2021. These sales had a total product value of $1,350,000, averaging $75/ton.

Rogue Quartz

• Snow White - marketing discussions continued with potential customers of the quartz, including in both the Commodity (silicon metal producers) and Specialty (fillers, countertops, etc.) customer segments.
• Silicon Ridge - the Company received a formal refusal from Québec's Ministère des Forêts, de la Faune et des Parcs ("MFFP") regarding the permit application for the Company's Silicon Ridge Project ("Project"), located approximately 42 kilometres ("km") north of Baie-Saint-Paul, Québec, and 4 km northeast of Sitec's operating silica mine. After six years of investment, based on the continued perceived support and explicit signoffs along the way, the Company will now pivot to seek fair compensation of its investment, the project value, and other damages. Depending on the outcome of the Company's efforts, the value Rogue expects to realize from its investment in Silicon Ridge may be impacted.

Rogue Timmins

• Projects remain in good standing and do not require additional expenditures for the foreseeable future.
• Langmuir - represents an excellent exploration target for additional nickel sulphide mineralization beyond the existing 14.8 million pounds of nickel in 43-101 Indicated Resource. Mineral rights sold to EV Nickel Inc. ("EVNi") in March 2021 (see page 6).
• Radio Hill - includes prime 1,800 hectares of prospective land for gold mineralization now almost completely surrounded by a consolidated property package, owned by GFG Resources (GFG on the TSXV), which appears to contain the western extension of the Porcupine Destor Fault Zone. In mid-July GFG confirmed a new high-grade gold target with up to 11 grams of gold per tonne from surface sampling and in early April, GFG announced 71.27 grams of gold per tonne over 8.5m

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Rogue Resources Inc.

Management's Discussion and Analysis

Year Ended April 30, 2021

within approximately 4km to the Northeast of Radio Hill, On November 12, 2020, GFG announced the discovery of additional high grade gold mineralization up to 65.90 grams of gold per tonne in grab samples of a quartz vein located approximately 10km to the northwest of the Radio Hill Property.

Financing

• On May 27, 2020, the Company closed the first tranche of its private placement, receiving aggregate gross proceeds of $161,940. $130,440 was received from the sale of Non-Flow-Through Units (the "Unit Offering") at a price of $0.06 per unit ("Unit") from the issuance of 2,173,999 Units. Each Unit consists of one common share ("Common Share") and one Common Share purchase warrant (each, a "Warrant") entitling the holder thereof to purchase one Common Share at an exercise price of $0.08 for a period of 36 months from the closing date. $31,500 was also received from the sale of Flow-Through Units (the "FT Unit Offering") at a price of $0.07 per unit ("FT Unit") from the issuance of 450,000 FT Units. Each FT Unit consists of one flow-through Common Share and one Common Share purchase warrant (each, a "Warrant") entitling the holder thereof to purchase one Common Share at an exercise price of $0.08 for 36 months from the closing date. In connection with closing, the Company paid finders' fees of $2,310.

• On August 10, 2020, the Company closed the second and final tranche of the private placement, receiving aggregate gross proceeds of $348,060. $301,060 was received from the sale of Non- Flow-Through Units (the "Unit Offering") at a price of $0.06 per Unit from the issuance of 5,017,667 Units. Each Unit consists of one Common Share and one Warrant entitling the holder thereof to purchase one Common Share at an exercise price of $0.08 for a period of 36 months from the closing date. $47,000 was also received from the sale of FT Unit Offering at a price of $0.07 per FT Unit from the issuance of 671,429 FT Units. Each FT Unit consists of one flow-through Common Share and one Warrant entitling the holder thereof to purchase one Common Share at an exercise price of $0.08 for 36 months from the closing date.
• In connection with closing of the Second Tranche of the financing, the Company paid finders' fees of $13,020 and will also issue 212,333 non-transferable warrants ("Finder's Warrants") to certain arm's length finders. Each Finder's Warrant entitles the holder to acquire one additional Common Share at a price of $0.08 for 36 months from the closing date.
• On August 10, 2020, the Company issued 200,000 shares related to the acquisition of the Snow White project. The fair market value at the time of issuance was $0.08 per share.
• On December 31, 2020, the Company issued 200,000 shares related to the acquisition of the Snow White project. The fair market value at the time of issuance was $0.09 per share.

Selected Annual Information

The following table sets forth information of the Company at April 30th for each of the last three fiscal years prepared in accordance with IFRS. The selected financial information should be read in conjunction with the Audited Financial Statements of the Company.

	2021	2020		2019
Other expense/(income)	$ (1,839,104)	$	Nil	$	(1,159)
Net income/ (loss)	1,111,866	(735,445)		(483,043)
Earnings/ (loss) per share	0.03		(0.04)		(0.03)
Total assets	17,108,314	14,678,062	10,756,589
Long term debt	1,508,319	3,823,693		Nil
Dividends	Nil		Nil		Nil

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Rogue Resources Inc.

Management's Discussion and Analysis

Year Ended April 30, 2021

Results of Operations

Year ended April 30, 2021

For the year ended April 30, 2021 ("fiscal 2021"), the Company incurred a net comprehensive income of $1,113,726 compared to a net comprehensive loss of $737,992 during the year ended April 30, 2020 ("fiscal

2020"). The significant increases in revenue and expenses between the periods is a result of the following:

• an increase of sales of $1,354,792 and cost of goods by $712,904 (fiscal 2020 - both $nil)
• an increase in depreciation and depletion expenses to $269,404 (fiscal 2020 - $3,396) due to the acquisition of eleven right-of-use assets and two pieces of equipment and depleting producing assets;
• an increase in interest and accretion expenses to $495,827 (fiscal 2020 - $89,911) due to the new loan payable;
• an increase in financing fees to $37,875 (fiscal 2020 - $6,133) due to the loan payable;
• an increase in stock based compensation to $103,281 (fiscal 2020 - $32,441) from stock options issued during the period;
• an increase gain on property sold to $1,956,718 (fiscal 2020 - $nil) from the sale of the Langmuir property.
• a loss from investment in associates of $117,614 (fiscal 2020 - $nil) relating to the investment in EV Nickel Inc.

Summary of Quarterly Results

The following table sets forth selected quarterly financial information for each of the last nine (9) quarters.

	Other Income	Net Income	Net Income (Loss)
Quarter Ending	(Expense) ($)	(Loss) ($)	per Share ($)
April 30, 2021	$ 1,839,104	$ 1,374,339	0.03
January 31, 2021	-	(5,101)	0.00
October 31, 2020	-	(132,945)	(0.01)
Jul 31, 2020	-	(124,427)	(0.01)
April 30, 2020	-	(205,381)	(0.02)
January 31, 2020	-	(340,348)	(0.02)
October 31, 2019	-	(106,760)	(0.01)
July 31, 2019	-	(82,956)	(0.00)
April 30, 2019	-	(101,094)	0.00

Note: There were no discontinued operations or extraordinary items on the Company's financial statements during the above-mentioned periods.

The Company follows the guideline that Commercial Production begins once the project produces a designated percentage of planned output. Using industry norms, Rogue has determined that the "percentage" be >60% for three consecutive months. In the case of our limestone business, Rogue Stone's "planned output" is the combined licensed rate of 40,000 tonnes per year, or 3,333 tonnes per month. 60% of that value is 2,000 tonnes, or 2,200 tons. The Company considers that Rogue Stone reached "Commercial Production" on the first day of the calendar month immediately following three calendar months during which the business produced more than 60% of one-twelfth of the yearly licensed production rate, or >6,600 tons.

The Company reached commercial production with an effective date of September 1, 2020. Total sales for June-July-August were 6,987 tons (>6,600 tons) allowing Rogue Stone to reach Commercial Production.

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Rogue Resources Inc.

Management's Discussion and Analysis

Year Ended April 30, 2021

Rogue Stone Operations

As of April 30, 2021, Bobcaygeon had completed 18 months of operations and sales but remained in a pre- Commercial Production state until the end of August 2020 (mid Q2-2021). Orillia completed 14 months of operations and sales but also remained in a pre-Commercial Production state until the end of August 2020 (mid Q2-2021). During the quarter ended April 30, 2021:

• Sold 5,398 tons of limestone, for Sales of $429,141
• Cost of goods were $276,689 for the quarter.

	Q4-2021	Q3-2021	Q2-2021 (2 months)
Tons Sold	5,398	6,914	5,571
Revenue	$433,693	$485,355	$435,744
Revenue / ton	$80	$70	$78
Cost of Goods Sold	$259,443	$255,136	$229,453
COGS / ton	$48	$37	$41

Adjusted EBITDA- consolidated

Adjusted earnings before interest, tax and depreciation ("Adjusted EBITDA") were $35,169 for Q4-2021, compared to $110,301 in Q3-2021. (See Non-IFRSPerformance Measures below for an explanation of Adjusted EBITDA).

Liquidity and Capital Resources

The Company is in the business of acquiring, exploring, advancing and operating mineral properties. The Company has not yet determined whether the properties contain ore reserves that are economically recoverable. The recoverability of the amounts shown for exploration and evaluation assets are dependent upon the existence of economically recoverable reserves, securing and maintaining title and beneficial interest in the properties, the ability of the Company to obtain necessary financing to complete the development of those reserves, and upon future profitable production or proceeds from the disposition of the exploration and evaluation assets.

The Company had a working capital deficit of $2,596,891 as at April 30, 2021, compared to a working capital deficit of $948,131 as at April 30, 2020. As at April 30, 2021, the Company's cash on hand was $128,401 (April 30, 2020 - $42,094). The Company has insufficient working capital to cover its current liabilities.

The Company has financed its operations primarily by the issuance of share capital but plans to transition to funding the continued operations of the Company through proceeds from the producing quarries.

Commitments

Since March 2020, the Company entered into eleven Fleet Leases for the two quarries. The Fleet Leases end starting from July 2023 to April 2025. The commitments for these leases are $1,256,000.

Off-Balance Sheet Arrangements

The Company has not entered into any off-balance sheet arrangements.

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