Special Note Regarding Forward-Looking Statements

"Our" mineral projects refers to our interests in such projects which may be a direct ownership interest in mineral titles (including through subsidiary entities), a right to acquire mineral titles through an earn-in or option agreement, or, in the case of our investments

in publicly listed companies in Canada, through our ownership of the equity of those companies, that have an interest in such mineral projects.

Impact of the COVID-19 Pandemic

We account for our business in three business segments - (i) critical metals; (ii) data processing services and (iii) energy storage systems.

Significant Components of Results of Operations

Revenue, Cost of Sales and Gross Profit

Three Months Ended June 30, 2022 Compared to Three Months Ended June 30, 2021

the Santa Cruz Project where $14.8 million of exploration expenditure was

? incurred in the quarter. Activities at Santa Cruz are focused on a 85,000-meter

2022, seven drills rigs were operating on site to in-fill and expand the Santa

Cruz deposit, with 36,637 meters completed by the end of June 2022. In addition,

we recently completed a 26.5-km2 (6,500-acre), 3D induced polarization ("IP")

and resistivity geophysical survey using our proprietary high-power Typhoon™

transmitter system. The data is currently being processed by CGI and we expect

the San Matias Project where $3.4 million of expenditure was incurred in the

quarter. Activities at San Matias included commencing a Feasibility Study at

? the Alacran deposit which will focus on updating the mine plan and mineral

resource estimate at the Alacran deposit. A 25,000-meter initial phase drill

program has commenced in support of the Feasibility Study; and

the Pinaya Project where $1.5 million of exploration expenditure was incurred

? in the quarter and which was focused on an IP resistivity survey at the project

which commenced in March 2022 and was completed in June 2022. First results of

the IP survey are expected in September 2022;

? a $0.5 million increase in accounting and audit fees largely related to the

preparation of financial statements and other requirements for the IPO;

? a $0.4 million increase at VRB primarily due to an increase in professional

fees in relation to certain technical studies that it was conducting; and

$0.3 million in expenditures related to entering into an agreement for aviation

? services with a related company during 2022 (three months ended June 30, 2021:

Revenue for the three months ended June 30, 2022 was $0.2 million, a decrease of $1.3 million from $1.5 million for the three months ended June 30, 2021.

payment of $250,000 under this agreement due in 2023. We cannot provide any assurance that we will enter into any additional contracts with this customer in the future.

Six Months Ended June 30, 2022 Compared to Six Months Ended June 30, 2021

the Santa Cruz Project where $24.6 million of exploration expenditure was

incurred in the six months ended June 30, 2022. Activities at Santa Cruz are

? focused on a 85,000-meter program of resource in-fill, geotechnical,

hydrological and metallurgical drilling, in addition to a property-wide

Typhoon™ 3D IP survey;

the San Matias Project where $5.8 million of exploration expenditure was

incurred in the six months ended June 30, 2022, focused on an exploration

? drilling program than began in November 2021 and was completed in March 2022,

as well as commencing a Feasibility Study on the Alacran deposit in May 2022;

the Pinaya Project where $2.2 million of exploration expenditure was incurred

in the six months ended June 30, 2022. Activities included a 3,046-meter drill

? program that began in November 2021 and that was completed in January 2022 as

well as expenditures related to the IP survey which began in March 2022 and

that was completed on June 30, 2022.

General and administrative expenses of $9.9 million for the six months ended June 30, 2022 increased by $3.7 million from $6.2 million in the six months ended June 30, 2021. Several items contributed to the increase, including:

? a $1.3 million increase in accounting and audit fees largely related to the

preparation of financial statements and other requirements for the IPO;

? a $1.1 million increase at VRB primarily due to an increase in professional

fees in relation to certain technical studies that it was conducting;

a $0.4 million increase at Kaizen primarily due to higher share based payments

? as a result of an option grant in February 2022 and higher professional fees

related to the legal proceedings with AM Gold Inc.; and

? $0.5 million in expenditures related to entering into an agreement for aviation

services with a related company during 2022 (six months ended June 2021: $nil).

Revenue for the six months ended June 30, 2022 was $7.0 million, an increase of $3.9 million from $3.1 million for the six months ended June 30, 2021.

Liquidity, Capital Resources and Capital Requirements

We have recurring net losses and negative operating cash flows and we expect that we will continue to operate at a loss for the foreseeable future.

We have funded our operations primarily through the sale of our equity and convertible securities.

On April 5, 2022, we raised funds by selling Series 2 Convertible Notes for gross proceeds of $86.2 million. These funds were raised to finance our activities through the completion of our IPO.

On June 30, 2022, we closed our IPO of 14,388,000 shares of our common stock at a price of $11.75 per share. The gross proceeds from the offering were approximately $169.1 million, before deducting underwriting discounts and commissions and estimated offering expenses payable by us.

Cash Balances as of June 30, 2022

There were no cash transfers to or from our PRC subsidiaries in the form of intercompany loans during the three and six month periods ended June 30, 2022 and 2021.

Our investing activities generally relate to acquisitions of mineral property interests and purchases of shares in companies that we may partner with. To date, because our mining projects are in the exploration stage, we have not incurred material capital expenditures.

As of June 30, 2022, we had the following material contractual obligations in addition to our mineral project payments described above.

(a) Long-term obligations include the $24.0 million convertible bond issued by

(b) Includes all other long-term financial liabilities reflected on our balance

sheet that are contractually fixed as to timing and amount.

Recoverable value of exploration mineral interests

There were no significant updates to previously reported accounting standards. See Note 2 of the condensed interim consolidated and combined carve-out financial statements included in this Quarterly Report

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