Standard Uranium : Management Discussion and Analysis

STANDARD URANIUM LTD.

MANAGEMENT DISCUSSION & ANALYSIS

For the nine months ended January 31, 2022

April 1, 2022

This Management Discussion and Analysis ("MD&A") of Standard Uranium Ltd. ("Standard Uranium" or the "Company") has been prepared by management as of April 1, 2022.

This MD&A may contain "forward-looking statements" which reflect the Company's current expectations regarding the future results of operations, performance and achievements of the Company. The Company has tried, wherever possible, to identify these forward-looking statements by, among other things, using words such as "anticipate," "believe," "estimate," "expect" and similar expressions. The statements reflect the current beliefs of the management of the Company, and are based on currently available information. Accordingly, these statements are subject to known and unknown risks, uncertainties and other factors, which could cause the actual results, performance, or achievements of the Company to differ materially from those expressed in, or implied by, these statements.

Historical results of operations and trends that may be inferred from the following discussions and analysis may not necessarily indicate future results from operations.

Overall Performance

The Company was incorporated in the Province of British Columbia on November 20, 2017.

On April 7, 2018, the Company issued 22,200,000 common shares with respect to the acquisition of its subsidiary, which holds the Company's interest in the Davidson River Property.

On April 9, 2018, the Company closed a non-brokered private placement which consisted of the issuance of 5,200,000 flow-through units at a price of $0.05 per share for gross proceeds of $260,000. Each unit consists of one common share and one share purchase warrant exercisable for $0.05 for a period of 24 months from the issuance.

On November 28, 2018, the Company closed a non-brokered private placement which consisted of the issuance of 5,758,333 units at $0.15 per unit for gross proceeds of $863,750. Each unit consists of one common share and one share purchase warrant entitling the holder to purchase one common share for $0.25 for a period of four years from the issuance date.

On November 14, 2019, the Company issued 50,000 common shares in exchange for consulting services.

On May 5, 2020, the Company issued 470,000 units at $.15 per unit with each unit comprising of one common share and one share purchase warrant exercisable to purchase one additional common share of the Company at a price of $0.25 for a period of four years upon conversion of $70,500 of the subscriptions received as at April 30, 2020. In addition, the Company also issued 132,189 common shares upon the conversion of special warrants issued upon receipt of subscriptions totaling $19,828 as at April 30, 2020.

On May 5, 2020, the Company issued 4,966,670 units at $0.15 per unit upon conversion of subscriptions received as at April 30, 2020. Each unit is comprised of one common share and one share purchase warrant exercisable to purchase one additional common share of the Company at a price of $0.25 for a period of four years.

On May 5, 2020, the Company issued 1,000,000 common shares to the optionor for the Davidson River Property upon listing on the TSX-V.

On June 26, 2020, the Company completed a public offering of securities whereby the Company issued 9,613,500 units at $0.20 per unit and 11,715,000 flow-through units at $0.22 per flow through unit for gross proceeds of $4,500,000. Each unit is comprised of one common share and one-half of one share purchase warrant and each flow-through unit is comprised of one flow-through common share and one-half of one share purchase warrant. Each whole warrant exercisable to purchase one additional common share of the Company at a price of $0.30 for a period of three years, subject to acceleration provisions. In connection with the public offering, the Company paid cash fees of $197,479 and issued 931,750 broker warrants. Each broker warrant is exercisable into one additional common share of the Company at a price of $0.20 for a period of three years.

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STANDARD URANIUM LTD.

MANAGEMENT DISCUSSION & ANALYSIS

For the nine months ended January 31, 2022

On August 11, 2020, the Company issued 800,000 common shares to its chief executive officer as bonus compensation for ongoing services provided to the Company.

On October 21, 2020, the Company completed a public offering of securities whereby the Company issued 5,800,000 units at $0.20 per unit and 10,241,000 flow-through units at $0.22 per unit for gross proceeds of $3,413,020. Each unit is comprised of one common share and one-half of one share purchase warrant and each flow-through unit is comprised of one flow-through common share and one-half of one share purchase warrant. Each whole warrant exercisable to purchase one additional common share of the Company at a price of $0.30 for a period of three years, subject to acceleration provisions. In connection with the public offering, the Company paid cash fees of $259,259 and issued 962,460 broker warrants. Each broker warrant is exercisable into one additional common share of the Company at a price of $0.20 for a period of three years.

On August 10, 2021, the Company completed a private placement whereby the Company issued 8,296,833 units at $0.24 per unit and 11,353,812 flow-through units at $0.265 per unit for gross proceeds of $5,000,000. Each unit is comprised of one common share and one-half of one share purchase warrant and each flow-through unit is comprised of one flow-through common share and one-half of one share purchase warrant. Each whole warrant exercisable to purchase one additional common share of the Company at a price of $0.36 for a period of three years, subject to acceleration provisions. In connection with the private placement, the Company paid cash fees of $328,874 and issued 1,056,000 broker warrants. Each broker warrant is exercisable into one additional common share of the Company at a price of $0.24 for a period of three years.

The Company expects expenses and losses to fluctuate from period to period depending on the management's decisions to increase or decrease activities depending on significant factors including but not limited to the Company's cash position, exploration commitments, market sentiment and management assessment on the ability to raise additional funding. In addition, management will monitor expenses and activity to ensure that the Company's use of financial resources are best used to manage the day to day operations of the Company.

Davidson River Property

Standard Uranium Holdings (Saskatchewan) Ltd. ("Standard Uranium Holdings"), a wholly-owned subsidiary of the Corporation, entered into an option agreement in January 2017, which was subsequently amended in March 2018 and on May 1, 2019, to acquire an option to acquire 100% interest in the Property from the Optionors (the "Option Agreement"). Pursuant to the terms of the Option Agreement, Standard Uranium Holdings has the right to acquire an undivided 90% interest in the Property (including the rights to all metals and minerals on the Property but excluding limestone, dolomite, and building stone) provided that Standard Uranium Holdings pays an aggregate of $1,000,000 to the Optionors, as follows:

• (a) pays the sum of $100,000 to the Optionors on the date of the Option Agreement, which amount has been paid by Standard Uranium Holdings;

• (b) on the date of, and concurrently with, the completion of a Going Public Transaction, issue 1,000,000 common shares in the capital of a company that Standard Uranium Holdings has assigned its rights and obligations to for the Going Public Transaction;

• (c) Before May 11, 2020, pays the sum of $50,000 to the Optionors (paid);

• (d) Before May 4, 2021, pays the sum of $75,000 to the Optionors (paid);

• (e) Before May 4, 2022, pays the sum of $100,000 to the Optionors;

• (f) Before May 4, 2023, pays the sum of $125,000 to the Optionors;

• (g) Before May 4, 2024, pays the sum of $200,000 to the Optionors; and

• (h) Before May 4, 2025, pays the sum of $350,000 to the Optionors.

The Option Agreement further provides Standard Uranium Holdings the right to acquire the remaining 10% interest in the Property for the sum of $10,000,000 if exercised within one year of March 1, 2018, and increased thereafter by inflation, expiring February 28, 2028.

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STANDARD URANIUM LTD.

MANAGEMENT DISCUSSION & ANALYSIS

For the nine months ended January 31, 2022

The transfer of the Property to Standard Uranium Holdings under the Option Agreement is subject to the Optionors retaining a 2.5% gross overriding royalty with respect to all mineral production from the Property, subject to buyback rights of Standard Uranium Holdings.

Assuming completion of the exercise of the rights under the Option Agreement, Standard Uranium Holdings will hold a 100% interest in the Property, subject to the aforementioned royalty.

Standard Uranium Holdings is required to pay 100% of the expenditures related to the Property. If Standard Uranium Holdings exercises the right to acquire the 90% interest in the Property, Standard Uranium Holdings will continue to be required to pay 100% of the expenditures related to the Property until a positive preliminary economic assessment (within the meaning of NI 43-101) has been completed which confirms that a deposit on the Property contains at minimum 25 million pounds of uranium U308.

Sun Dog Property

The Company holds a 100%-interest in the Sun Dog property located along the northwestern edge of the Athabasca Basin.

Eastern Athabasca Basin Project:

The Company has staked 3 different projects in the Eastern Athabasca region and is targeting high-grade unconformity-related mineralization on the 100%-owned Atlantic, Canary, and Ascent projects.

Results of Operations

Three Months Ended January 31, 2022

For the three months ended January 31, 2022 and 2021, the Company reported net losses of $369,622 and $332,798 respectively. The net loss before income taxes is summarized below:

2022

2021

Consulting fees Filing fees

$

170,450 $ 142,450

26,496 9,243

General and administrative Insurance

116,601 73,290

8,877 2,043

Investor relations Professional fees Rent

47,471 15,304

21,288 103,300

19,621 5,661

Share-based compensation

21,482 10,022

Amortization of flow-through premium liability Net loss

(62,664)

(28,515)

$

369,622

$

332,798

The Company's net loss for the three months ended January 31, 2022 increased by $36,824 when compared to the three months ended January 31, 2021. The increase in net loss is largely due to an increase in general and administrative costs of $43,311, consulting fees of $28,000, investor relations of $32,167, rent of $13,960 and share-based compensation of $11,460, all driven by higher activity during the current three-month period.

The increase in loss was slightly offset by a decrease in professional fees of $82,012 and an increase to the amortization of flow-through premium liability of $34,149 driven by higher exploration activity in the quarter.

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STANDARD URANIUM LTD.

MANAGEMENT DISCUSSION & ANALYSIS

For the nine months ended January 31, 2022

Nine Months Ended January 31, 2022

For the nine months ended January 31, 2022 and 2021, the Company reported net losses of $973,203 and $2,275,841, respectively. The net loss before income taxes is summarized below:

2022

2021

Consulting fees Filing fees

$

363,408 $ 671,231

85,004 96,807

General and administrative Insurance

390,567 464,641

22,055 9,956

Investor relations Professional fees Rent

139,956 43,082

80,843 321,964

50,230 17,906

Share-based compensation

127,988 850,443

Amortization of flow-through premium liability Net loss

(286,848)

(200,189)

$

973,203

$

2,275,841

The Company's net loss for the nine months ended January 31, 2022 decreased by $1,302,638 when compared to the nine months ended January 31, 2021.

Consulting fees decreased by $307,823 as the Company recorded a one-time charge of $94,000 for a cash bonus to the Chief Executive Officer in the prior year. Additionally, the nine months ended January 31, 2021, was the Company's first fiscal year as a reporting issuer thus resulting in higher consulting expenses in relation to the listing. Consulting fees have since stabilized thus the lower expense in the current quarter.

General and administrative, Professional fees, and Filing fees decreased by $74,074, $241,121, and $11,803, respectively, largely driven by increased fees incurred in the prior year related to the public listing and the prospectus offerings.

Investor relations costs increased by $96,874 related to increased investor relations activity in the current year associated to being a public company.

Insurance and Rent saw nominal fluctuations as compared to the prior quarter. The nature of these expenses is such that variations are not expected quarter over quarter.

Share-based compensation decreased by $722,455 as the Company had a significant option grant in the prior year which all vested immediately, as well as a one-time share-based bonus with a fair value of $276,000 recorded to share-based compensation. The options granted in the current quarter had three-year vesting terms, reducing the expense in the quarter.

The amortization of the flow-through share premium increased in the current quarter as the Company's exploration activity was more significant as compared to the prior quarter.

Summary of Quarterly Results

The results of the last eight quarters are summarized in the table below:

Q3	Q2	Q1	Q4	Q3	Q2	Q1	Q4
2022	2022	2022	2021	2021	2021	2021	2020
Net income (loss) for the period(1) $(369,622)	$(307,771)	$(295,810)	$(132,011)	$(332,798)	$(196,744)	$(1,466,962)	$ (184,957)
Income (loss) per share $ (0.00)	$ (0.00)	$ (0.00)	$ (0.00)	$	(0.00)	$	(0.01)	$ (0.03)	$ (0.01)
(1) - Restated to reflect change in accounting policy.

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STANDARD URANIUM LTD.

MANAGEMENT DISCUSSION & ANALYSIS

For the nine months ended January 31, 2022

In Q1, 2021, the Company issued stock options resulting in stock-based compensation expense of $564,421 in the period. The Company also issued a one-time bonus with a total fair value of $370,000 to its Chief Executive Officer. These items drive the larger loss in Q1, 2021.

In Q4, 2021 the Company determined to capitalize previously expensed share issuance costs, resulting in a lower loss for the period.

Liquidity and Capital Resources

The Company reported a working capital of $2,775,587 at January 31, 2022 compared to a working capital of $1,663,542 as at April 30, 2021. As at January 31, 2022, the Company had net cash on hand of $2,715,148 (April 30, 2021 - $1,510,211).

Current liabilities as at January 31, 2022 consist of accounts payable of $137,637 (April 30, 2021 - $211,010) and the flow-through share premium liability of $85,029 (April 30, 2021 - $88,032).

Off-Balance Sheet Arrangements

The Company does not utilize off-balance sheet arrangements.

Transactions with Related Parties

Unless otherwise noted, related party transactions were incurred in the normal course of operations and are measured at the exchange amount, being the amount established and agreed upon by the related parties.

The Company's key management personnel consist of directors and executives of the Company. The Company's related parties include its management personnel and companies owned, directly or indirectly, by key management and the transactions are as follows:

Name	Nature of Transactions
Jon Bey (Steel Rose Capital Ltd.)	Consulting services
Martin Bajic (1950 Consulting Services Ltd.)	Accounting services

Steel Rose Capital Ltd. is owned and operated by the Company's CEO, Jon Bey.

1950 Consulting Services Ltd. is owned and operated by the Company's CFO, Martin Bajic.

During the three and nine months ended January 31, 2022, the company paid $87,950 and $171,908, respectively, for consulting services and rent to Steel Rose Consulting (2021: $67,500 and $145,000).

During the three and nine months ended January 31, 2022, the company paid $15,000 and $45,000, respectively, for accounting services to 1950 Consulting Services Ltd. (2021: $15,000 and $69,500).

During the nine months ended January 31, 2021, the Company issued a one-time bonus to the Company's Chief Executive Officer. The bonus consisted of 800,000 common shares and a one-time cash payment of $94,000. The common shares were recorded at their fair market value of $276,000 in stock-based compensation.

During the three and nine months ended January 31, 2022, the Company incurred share-based compensation of $12,867 and $77,135, respectively, (January 31, 2021 - $8,018 and $512,456) for options granted to officers and directors of the Company.

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