Rogue Resources : Q3 MD&A January 2023

Rogue Resources Inc.

Form 51-102F1

Management's Discussion and Analysis

For the three and nine months ended January 31, 2023

This Management's Discussion and Analysis ("MD&A") has been prepared by management as of March 30, 2023 and should be read in conjunction with the unaudited condensed interim consolidated financial statements of Rogue Resources Inc. ("Rogue" or the "Company"), for the three and nine months ended January 31, 2023, prepared in accordance with International Financial Reporting Standards ("IFRS") and in accordance with International Standard 34 Interim Financial Reporting. 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 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 implementing procedures to ensure they are following public health recommendations (the "Pandemic Protocol"). 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. 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.

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. In addition, although Pandemic Protocol has been followed, waves of exposures and some infections have progressed through the Operations team and the Pandemic has had a material impact on the Operations team's productivity.

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Rogue Resources Inc.

Management's Discussion and Analysis

Nine months ended January 31, 2023

Corporate Summary and Overall Performance

Rogue Resources Inc. is a mining company focused on generating positive cash flow from its 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 three operating quarries in Ontario; and Rogue Quartz - focused on advancing its quartz business with the Snow White Project in Ontario.

Rogue Stone currently comprises two subsidiaries that own two quarries referred to as the "Bobcaygeon" and "Orillia" quarries. The Company has also produced from a third Ontario quarry, referred to as "Shadow Lake".

Property acquisition, exploration and advancement was funded in the past through the issuance of shares to investors. 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 of its current properties.

Highlights for the period from May 1, 2022 to January 31, 2023 are as follows:

Rogue Stone- Ontario Limestone Quarries

• Bobcaygeon, Orillia and Shadow Lake combined to sell 12,275 tons of limestone in the period from May 1, 2022 to January 31, 2023. These sales had a total product value of $1,248,630, averaging $102/ton. In the same period of the prior year, Rogue Stone sold 16,256 tons of limestone, valued at $1,345,786 or $83/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.

Financing

• In March 2020, the Company closed on a $1,800,000 Debt Facility with the Credit Group. The Debt Facility is secured against all of the Company's assets and has interest-only payments until the principal is due in full at maturity, carrying an interest rate equal to the higher of prime plus 8.05% or 12%. The Debt Facility was extended with the Credit Group, in December, 2021, in May 2022, and again in December 2022 for six months. There were no penalties or further fees related to the extensions.

Highlights for the year ended April 30, 2022 are as follows:

On July 9, 2021, the Company sold a group of recently staked claims in Mann township, northeast of Timmins, Ontario, for cash consideration of $50,000, 50,000 shares of Canadian Nickel Company (TSX-V: CNC) and 500,000 shares of Noble Mineral Exploration Inc (TSX-V: NOB) (the "Mann Transaction"). The shares had a fair value at the time of receipt of $172,500 and $60,000, respectively and have been designated as financial assets measured at FVOCI. As part of the transaction, the Company maintains a 2% NSR on the properties. In August 2021, the Canadian Nickel Company shares were disposed of for proceeds of $169,879. In November 2021, the Noble Mineral Exploration Inc. shares were disposed of for proceeds of $55,175.

On January 24, 2022, the Company signed an agreement to sell a group of recently staked claims in Newmarket township, northeast of Timmins, Ontario (the "Newmarket Transaction"). The claims related to the Newmarket Transaction were sold for cash consideration of $50,000 and 92,000 shares of Canadian Nickel Company. The cash has been received and the Company expects receipt of the shares in March

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Rogue Resources Inc. Management's Discussion and Analysis Nine months ended January 31, 2023

2022 upon TSX approval of the agreement. The shares will be designated as financial assets measured at FVOCI. As part of the transaction, the Company maintains a 2% NSR on the properties.

At January 31, 2022, the Company wrote down the Silicon Ridge property's exploration costs to $nil. An impairment of $5,659,993 was recorded during the period related to the property. As noted above, despite writing off the project from an accounting perspective, the Company continues to seek fair compensation from the Province of Québec and this accounting treatment will not impact that objective.

On February 16, 2022, the Company issued 177,778 common shares for a value of $16,000 in relation to the annual payments on the Snow White property.

On April 7, 2022, the Company sold its 100% interest in and all commercial products from its non-core Radio Hill property to Canadian Nickel Company. Consideration consisted of cash payments of $75,000 (received) and the issuance of 50,000 Canada Nickel Company shares. The agreement is further subject to a Net Smelter Returns royalty to be granted to the Company. The Purchaser shall execute and deliver and enter into a royalty agreement granting the Seller a half percent (0.5%) Net Smelter Returns royalty on Iron produced from the Property in accordance with the Net Smelter Returns Royalty Agreement. A loss of $3,936,686 was recorded during the year ended April 30, 2022.

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.

	2022	2021	2020
Other income/(expense)	$ (9,451,792)	$ 1,839,104	$ Nil
Net income/ (loss)	(9,788,780)	1,111,866	(735,445)
Earnings/ (loss) per share	(0.28)	0.03	(0.04)
Total assets	7,723,432	17,108,314	14,678,062
Long term debt	1,290,924	1,508,319	2,618,834
Dividends	Nil	Nil	Nil

Results of Operations

Nine months ended January 31, 2023

For the nine months ended January 31, 2023 ("fiscal 2023"), the Company incurred a net comprehensive loss of $(427,796) compared to $(5,624,553) for the nine months ended January 31, 2022 ("fiscal 2022"). The significant changes in revenue and expenses between the periods is a result of the following:

• A decrease in sales to $1,245,345 (nine months ended January 31, 2022- $1,345,606);
• An increase of cost of goods to $912,498 (nine months ended January 31, 2022- $841,113); and,
• A loss from investment in associates of $(347,504) (loss in the nine months ended January 31, 2022- $(69,0632)).
• A write off of Exploration and Evaluation Assets of $nil (nine months ended January 31, 2022- $(5,659,993);

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Rogue Resources Inc.

Management's Discussion and Analysis

Nine months ended January 31, 2023

Summary of Quarterly Results

The following table sets forth selected quarterly financial information for each of the last eight (8) quarters.

Period		Other Income
Quarter Ending	(Expense) ($)
Q3 - 2023	January 31, 2023	3,353
Q2 - 2023	October 31, 2022	(69,629)
Q1 - 2023	July 31, 2022	(47,796)
Q4 - 2022	April 30, 2022	(3,937,284)
Q3 - 2022	January 31, 2022	(5,597,587)
Q2 - 2022	October 31, 2021	(109,343)
Q1 - 2022	July 31, 2021	254,828
Q4 - 2021	April 30, 2021	1,839,103

Net Income

(Loss) ($)

(185,848) (152,778)

(82,572) (4,172,049) (5,728,255)

(170,864) 282,388 1,336,048

Net Income

(Loss)

per Share ($)

(0.01) (0.00) (0.00) (0.11) (0.16) 0.00 0.00 0.05

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

Selected Quarterly Financial Data - Rogue Stone Operations

The following table sets forth selected results of operations for the Company's eight most recently completed quarters, compiled from the Company's quarterly and annual financial statements.

During the quarter ended January 31, 2023, Rogue Stone:

• Sold 2,222 tons of limestone, for revenue of $246,977.
• Cost of goods sold excluding depreciation and depletion expense were $160,583 for the period.

	Q3-2023	Q2-2023	Q1-2023	Q4-2022
Tons Sold	2,222	5,131	4,922	3,507
Revenue	$246,977	$484,784	$513,584	$318,551
Revenue / ton	$111	$94	$104	$91
COGS (excludes		$263,566	$342,415	$198,643
depreciation &	$160,583
depletion)
COGS / ton	$72	$51	$70	$57
	Q3-2022	Q2-2022	Q1-2022	Q4-2021
Tons Sold	4,278	5,431	6,547	5,398
Revenue	$331,548	$441,537	$573,421	$433,693
Revenue / ton	$78	$81	$88	$80
COGS (excludes	$202,236	$216,335	$251,957	$250,805
depreciation &
depletion)
COGS / ton	$47	$40	$38	$46

The quarter ended January 31, 2023 was another very challenging quarter for Rogue Stone operations; unit costs and tons sold were down compared to the same period in the prior year. Despite last year's strong trajectory for Rogue Stone, this quarter the business was again challenged by poor equipment performance in addition to high costs from equipment breakdowns, and maintenance. This quarter the bulk

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Rogue Resources Inc. Management's Discussion and Analysis Nine months ended January 31, 2023

business continued to see a shift in the product distribution of the material recovered from the ground, shifting from the higher-value Step to more of the lower-value Armour. Increased revenues were observed related to the increase in the incorporation of guillotined material within the sales as reflected in the higher revenue per ton value.

Rogue Stone also continued to feel the impact of macro inflation, with higher fuel and relative labour costs. The Company believes that inflation has a compounding impact on labour productivity, with the team easily distracted by increasing cost pressure in all parts of their lives. Rogue Stone has doubled-down on safety and focus, hoping to improve productivity; the Company believes changes made to key personnel should support this re-focus.

As with the prior quarters, despite successfully passing along some of the cost increases with higher product pricing, not all of the burden was transferred to customers. The Company also continues to feel pressure from buyer behaviour based on very material increases for on-road trucking costs, to get the product from Rogue's quarries to their stone-yards or job sites.

Rogue Stone sells the vast majority of its stone "at the quarry" and buyers coordinate their own trucking but lately, with the massive inflation related to moving product by road, the buyers have begun to scale back demand because of the increased costs. Though anecdotal, it seems that stone-yards and their customers are finding more local alternatives (cheaper interlock brick for example) and/or natural stone options closer to where they are located. It is a worrying trend and the Company hopes fuel prices return to historical levels and/or the on-road trucking market can provide some relief to its clients and Rogue Stone's customers.

Adjusted EBITDA- consolidated

Adjusted earnings before interest, tax and depreciation ("Adjusted EBITDA") were $(46,850) for the quarter ended January 31, 2023, compared to $(6,152) for the quarter ended January 31, 2022. (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 its 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 $3,755,511 as at January 31, 2023 compared to a working capital deficit of $3,196,620 as at April 30, 2022. As at January 31, 2023, the Company's cash on hand was $11,808 (April 30, 2022 - $30,123). The Company has insufficient working capital to cover its current liabilities. The Company has $4,005,470 of current liabilities including $454,235 from invoices more than 24 months old as at the date of this MDA. According to Ontario law "a proceeding shall not be commenced in respect of a claim after the second anniversary of the day on which the claim was discovered" (Limitations Act, 2002, S.O. 2002, c. 24, Sched. B, section 4). The Company plans to treat these liabilities as "Old Debts."

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 and Contingencies

The Company holds ten pieces of machinery and equipment with a book value of $735,000 under lease agreements. In the nine months ended January 31, 2023, the Company disposed of two of these leases. In the prior fiscal year, the Company traded in one of these for a replacement and sold another piece of equipment. The interest rates range from 4.0% to 18.8% per annum. Monthly lease payments for all leases

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