Minto Metals Corp.

MANAGEMENT’S DISCUSSION AND ANALYSIS

For the three months ended March 31, 2022 and 2021

MANAGEMENT’S DISCUSSION AND ANALYSIS

The following Management’s Discussion and Analysis (“MD&A”) provides a review of the activities, results of operations, and financial condition of Minto Metals Corp. (the “Company” or “Minto”), for the three month period ended March 31, 2022. This MD&A should be read in conjunction with the Company’s unaudited condensed interim financial statements for the three-month period ended March 31, 2022, and related notes thereto, which have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). All figures in this MD&A are presented in thousands of Canadian Dollars except for share, per share and per pound unless otherwise specified. References to “US$” are to United States Dollars. This MD&A has been prepared as of May 25, 2022.

Additional information about the Company, including its annual information form, can be found on www.sedar.com and Minto’s website at www.mintomine.com.

This MD&A contains forward-looking statements that involve various risks, uncertainties and assumptions. See the “Cautionary Note Regarding Forward-Looking Statements” section below. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements, as a result of a number of factors, including those set out in “Cautionary Note Regarding Forward Looking Statements” sections of this MD&A for the three-month period ended March 31, 2022.

The use of the “Company” or “Minto” herein, refers to Minto Metals Corp. or Minto Metals Corp. and/or one or more or all its subsidiaries, as it may apply.

All figures are presented in thousands of Canadian Dollars unless otherwise specified.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This MD&A contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements"), within the meaning of applicable Canadian securities laws and "forwardlooking information" within the meaning of applicable U.S. securities laws, which we refer to collectively as "forward-looking statements". Forward-looking statements are statements and information regarding possible events, conditions, or results of operations that are based upon assumptions about future conditions and courses of action. All statements and information other than statements of historical fact may be forward-looking statements. In some cases, forward-looking statements can be identified by the use of words such as "seek", "expect", "anticipate", "budget", "plan", "estimate", "continue", "forecast", "intend", "believe", "predict", "potential", "target", "may", "could", "would", "might", "will" and similar words or phrases (including negative variations) suggesting future outcomes or statements regarding an outlook. Forward-looking statements or assumptions in this MD&A include, but are not limited to: statements regarding future business plans and operations, statements of production volume, cash costs, cash on hand and future cash flows expected to fund future obligations, capital expenditures, exploration expenditures, permitting timelines, mill production, investment in people, worldwide demand for copper, equipment and labour availability, executing on a “Fill the Mill” strategy and allocation of capital resources in 2022, as well as other assumptions set forth in the technical report prepared for the Minto Mine Property (as hereinafter defined) entitled “NI 43-101 Preliminary Economic Assessment, Technical Report, Minto Yukon, Canada” bearing an effective date of March 31, 2021 and filed on the Company’s profile on SEDAR on June 17, 2021 (the “Minto Property Technical Report”).

Such forward looking statements are based on a number of material factors and assumptions, including, but not limited to: the accuracy of mineral reserves and mineral resources, grade, mine life, cash cost, net

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present value, internal rate of return and production and processing estimates, and other assumptions, projections and estimates made, such as the successful completion of development and exploration projects, planned expansions or other projects within the timelines anticipated and at anticipated production levels; that mineral resources can be developed as planned; interest and exchange rates; that required financing and permits will be obtained; general economic conditions; that labour disputes or disruptions, flooding, ground instability, geotechnical failure, fire, failure of plant, equipment or processes to operate are as anticipated and other risks of the mining industry will not be encountered; that contracted parties provide goods or services in a timely manner; that there is no material adverse change in the price of copper, gold or other metals; competitive conditions in the mining industry; title to mineral properties; costs; taxes; the retention of the Company's key personnel; and changes in laws, risks related to the direct and indirect impact of COVID-19 including rules and regulations applicable to Minto.

Forward-looking statements involve known and unknown risks, uncertainties, and other factors which may cause actual results, performance, or achievements to differ materially from those anticipated in such forward-looking statements. The Company believes the expectations reflected in such forwardlooking statements are reasonable, but no assurance can be given that these expectations will prove to be correct and you are cautioned not to place undue reliance on forward-looking statements contained herein. Some of the risks and other factors which could cause actual results to differ materially from those expressed in the forward-looking statements contained in this MD&A, include, but are not limited to: mineral reserve and mineral resource estimates may change and may prove to be inaccurate; life of mine estimates are based on a number of factors and assumptions and may prove to be incorrect; Minto has a limited operating history and is subject to risks associated with establishing new mining operations; sustained increases in costs, or decreases in the availability, of commodities consumed or otherwise used by the Company may adversely affect the Company; actual production, costs, returns and other economic and financial performance may vary from the Company's estimates in response to a variety of factors, many of which are not within the Company's control; adverse geotechnical and geological conditions (including geotechnical failures) may result in operating delays and lower throughput or recovery, closures or damage to mine infrastructure; the ability of the Company to treat the number of tonnes planned, recover valuable materials, remove deleterious materials and process ore, concentrate and tailings as planned is dependent on a number of factors and assumptions which may not be present or occur as expected; the Company's operations may encounter delays in or losses of production due to equipment delays or the availability of equipment; the Company's operations are subject to continuously evolving legislation, compliance with which may be difficult, uneconomic or require significant expenditures; the Company may be unsuccessful in attracting and retaining key personnel; labour disruptions could adversely affect the Company's operations; risks related to the Company's use of contractors; the hazards and risks normally encountered in the exploration, development and production of copper, gold and silver; the Company's operations are subject to environmental hazards and compliance with applicable environmental laws and regulations; the Company's operations and workforce are exposed to health and safety risks; unexpected costs and delays related to, or the failure of the Company to obtain, necessary permits could impede the Company's operations; the Company's title to exploration, development and mining interests can be uncertain and may be contested; the Company's properties may be subject to claims by various community stakeholders; risks related to limited access to infrastructure and water; the Company's exploration programs may not successfully expand its current mineral reserves or replace them with new reserves; the Company's common shares (the “Common Shares”) may experience price and trading volume volatility; the Company's revenues are dependent on the market prices for copper, which have experienced significant recent fluctuations; the Company may not be able to secure additional financing when needed or on acceptable terms; Company shareholders may be subject to future dilution; risks related to changes in interest rates and foreign currency exchange rates; changes to taxation laws applicable to the Company may affect the Company's profitability; the risks related to the Company's internal controls over financial reporting and compliance with applicable accounting regulations and securities laws; the carrying value of the Company's assets may change and these assets may be subject

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to impairment charges; the Company may be liable for uninsured or partially insured losses; the Company may be subject to litigation; the Company may be unsuccessful in identifying targets for acquisition or completing suitable corporate transactions, and any such transactions may not be beneficial to the Company or its shareholders; the Company must compete with other mining companies and individuals for mining interests; risks related to information systems security threats; and the risks set out elsewhere herein and in the Company’s other public disclosure documents filed on SEDAR, including in its Annual Information Form for the year ended December 31, 2021 and its audited annual financial statements and related MD&A for the year ended December 31, 2021.

Although the Company has attempted to identify important factors that could cause actual results or events to differ materially from those described in the forward-looking statements, including those risk factors, you are cautioned that this list is not exhaustive and there may be other factors that the Company has not identified. These forward-looking statements are made as of the date of this MD&A, and the Company disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise unless as required by applicable securities laws.

TABLE OF CONTENTS

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BUSINESS OVERVIEW

Minto Metals Corp. is a publicly-traded Canadian company incorporated in British Columbia, Canada. Minto’s shares are listed on the TSX Venture Exchange (TSX-V) under the symbol “MNTO”. The Company has two wholly owned subsidiaries, 536445 Yukon Inc. and 536545 Yukon Inc. that hold mineral claims. The Company’s head office is located at Suite 800, 5940 Macleod Trail SW, Calgary, Alberta

Minto owns and operates the producing Minto mine located in the Minto Copper Belt of the Yukon, Canada (“Minto Mine Property”). The Minto Mine Property first began open pit mining and milling operations in 2007 with underground mining commencing in 2014. Capstone Mining Corp. (the previous owner of the Minto Mine Property) (“Capstone”) put the Minto Mine Property into care & maintenance in 2018 and the mine operations were shut down. In mid-2019 Minto (formerly Minto Explorations Ltd., “Minto Explorations”) purchased the Minto Mine Property and restarted the mine. The current Minto Mine Property includes underground mining operations, a processing plant that produces a high-grade copper, gold and silver concentrate, and all supporting infrastructure associated with operating a remote mine located in Yukon. The Minto Mine Property is located on the Selkirk First Nation's Territory, sitting about 20 km WNW of Minto Landing on the west side of the Yukon River. Minto Landing is located on the east side of the Yukon River approximately 250 road-km north of the City of Whitehorse, the capital city of the Yukon.

On November 23, 2021, the Company completed a reverse takeover transaction (the “RTO Transaction”) pursuant to an amalgamation agreement (the “Amalgamation Agreement”) dated June 15, 2021, as amended on November 5, 2021, between Minto Explorations and 1246778 BC Ltd. (“778 BC”). Pursuant to the Amalgamation Agreement, Minto Explorations Ltd. and 778 BC amalgamated and continued under the Business Corporations Act (British Columbia) as the Company, and each shareholder of Minto Explorations and shareholder of 778 BC received one (1) Common Share of the Company in exchange for each share of Minto Explorations and 778 BC, respectively.

In connection with the RTO Transaction and pursuant to an agreement between Minto Explorations and 778 BC, 778 BC closed the first tranche of a brokered “best efforts” private placement offering and nonbrokered private placement offering of the financing completed in connection with the RTO Transaction (the “RTO Financing”) on September 21, 2021, pursuant to which 778 BC issued an aggregate of 5,857,938 778 subscription receipts of 788 BC (each, a “788 BC Subscription Receipt”) at an issued price of $2.60 per 778 BC Subscription Receipt for aggregate gross proceeds of $15,230,638.80. On October 22, 2021, 778 BC closed a second tranche of the RTO Financing, pursuant to which 778 BC issued an aggregate of 444,798 778 BC Subscription Receipts at an issued price of $2.60 per 778 BC Subscription Receipt for aggregate gross proceeds of $1,156,474.80. Pursuant to the subscription receipt agreement entered into among Minto Explorations, 788 BC, Stifel Nicolaus Canada Inc., Raymond James Ltd. and TSX Trust Company in respect of the 788 BC Subscription Receipts, each 778 BC Subscription Receipt was automatically exchanged for one (1) common share of 788 BC (each, a “788 BC Common Share”) upon satisfaction of the escrow release conditions and immediately prior to completion of the RTO Transaction.

Immediately prior to completion of the RTO Transaction: (i) 778 BC completed a non-brokered private placement offering of 3,173,067 778 BC Common Shares at a price of $2.60 per 778 BC Common Share for aggregate gross proceeds of $8,249,997.60; and (ii) Minto Explorations completed a brokered “best efforts” private placement offering and non-brokered private placement offering of 2,459,906 common shares of Minto Explorations, issued as “flow-through shares” (as defined in subsection 66(15) of the Income Tax Act (Canada) (each, a “Minto Flow-Through Share”) at a price of $2.60 per Minto Flow-Through Share, pursuant to the terms and conditions of the agency agreement entered into among Minto Explorations, 778 BC and the agents in connection with the RTO Financing (the “Agency Agreement”).

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Each Minto Flow-Through Share was automatically exchanged for one (1) Common Share on the completion of the RTO Transaction.

Upon completion of the RTO Financing and pursuant to the terms of the Agency Agreement, the Company received aggregate gross proceeds of $31,033,230.80, and in consideration for their services in connection with the brokered portion of the RTO Financing, the agents in the RTO Financing received a fee in the amount of $1,674,087. The net proceeds of the RTO Financing are being used to fund operational improvements at the Minto Mine Property, near-mine exploration activities and for general corporate purposes including working capital.

In connection with the RTO Transaction, escrow agreements between Minto and Pembridge Resources plc (“Pembridge”), Copper Holdings LLC (“Copper Holdings”), Cedro Holdings I, LLC (“Cedro Holdings”) and certain directors and insiders of the Company were entered into whereby the Common Shares held in escrow will be released as follows:

• a) 10% of the Common Shares were released on the date of the Final Exchange Bulletin which was November 25, 2021;

• b) 20% of the shares will be released 6 months from the Final Exchange Bulletin date (May 25, 2022);

• c) 30% of the shares will be released 12 months from the Final Exchange Bulletin date (November 25, 2022); and

• d) 40% of the shares will be released 18 months from the Final Exchange Bulletin date (May 25, 2023).

Approximately 68.8 % of the Common Shares of Minto were held in escrow as at March 31, 2022.

In addition to the escrowed shares, certain shareholders entered into a 180-day lock-up agreement, pursuant to which their Common Shares are locked up for 180 days following the RTO Transaction completion date of November 23, 2021. As at March 31, 2022, 79.4% of the issued and outstanding Common Shares are subject to this lock-up agreement.

On November 29, 2021, Minto shares started trading on the TSXV under the symbol “MNTO”.

2022 FIRST QUARTER HIGHLIGHTS

Minto finished the quarter with its highest quarterly copper sales volumes and revenue since the purchase of the mine in mid-2019:

• Copper sales increased 70.7% to 9.1 million pounds compared to 5.33 million pounds in Quarter 1 2021.

• Revenue grew 109.2% to $53.3 million, a $27.8 million increase from $25.5 million in Quarter 1 2021.

• Improved operating results

• Mill Feed for the quarter was 237,239 dry metric tonnes (dmt), a 11.7% increase from 212,329 dmt in Quarter 4 2020.

• Operating cash costs per pound sold¹ averaged USD $2.44/lb, a 31.3% decrease from USD $3.55/lb in Quarter 1 2021.

• All-In Sustaining Costs (“AISC”) per pound sold¹ averaged USD $3.44/lb, a 15.8% decrease from USD $4.09/lb in Quarter 1 2021.

• Adjusted EBITDA totaled $19.2 million, a $20.1 million increase from ($0.9) million in Quarter 1 2021.

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FINANCIAL OVERVIEW

(1) Non-GAAP measure. Refer to the “Alternative Performance Measures” section near the end of this MD&A.

(2) EBITDA is Earnings Before Interest, Taxes, Depreciation and Amortization.

Minto continued to ramp up its ore production and this combined with higher copper prices, higher copper grades and recoveries in the mill contributed to the significantly improved quarterly results.

Revenue for the first quarter of 2022 of $53.3 million was $27.8 million higher than in the same quarter last year which was mainly driven by copper sales volumes of 9.1 million pounds in the first quarter of 2022 which were 70.7% higher than the same period in 2021. In addition, average realized copper prices of $4.43 prices were $0.70/lb higher than in the same period in 2021. This resulted in $53.3 million of revenue and adjusted EBITDA of $19.5 million which were both significantly higher than in 2021.

Production costs were higher than 2022 mainly due to higher production levels. Total ore mined was 34.4% higher than the same period in 2021 and the mill feed was 11.7% higher than in 2021. The Company also spent $1.8 million on exploration activities in Q1 2022, the first significant amount spent since 2012. Royalty expenses were higher, consistent with the higher revenue and depreciation expenses were higher as the Company continued to add equipment and completed development drilling throughout 2021 and into 2022.

Finance costs were 1.0 million higher than the same quarter of 2021 due to the higher Sumitomo Canada Ltd. (“Sumitomo”) loan and lease balances from the same period in 2021. The Company also pays interest on the 90% pre-delivery payment advances on its invoices to Sumitomo and the higher accounts receivable balances at Q1 2022 attracted a higher amount of interest.

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Average realized copper prices of US $4.43/lb for the first quarter of 2022 were higher than the same period in 2021 as the worldwide demand for copper increased over the last year. The Company expects this trend to continue in the long-term as worldwide demand for copper remains strong due to increase in the implementation of green projects such as solar and wind power generation and electric vehicles.

Cash costs and all-In sustaining costs for the quarter were lower than the same quarter in 2021 mainly due to the higher copper sales volumes.

(1) Non-GAAP measure. Refer to the “Liquidity” section for a reconciliation of this measure.

Total assets as at March 31, 2022 have increased over 2021 mainly due to a higher receivables balance (from higher revenue) and capital asset additions. Total debt has decreased mainly due to the payments on the Sumitomo and Pembridge loans.

SELECTED QUARTERLY FINANCIAL INFORMATION

Changes in revenue over the quarters are reflective of the ramp-up of operations and increases in copper prices over the last two years. The net loss in the third quarter of 2021 was mainly due to mark-to-market losses and higher production costs from lower equipment and labour availabilities. Net losses in 2020 were mainly due to costs incurred during the ramp-up of production. Cash flow used in operating activities in the fourth quarter of 2021 and in 2020 was a result of higher receivables balances from higher revenue.

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CASH FLOW REVIEW

Net operating cash flow before non-cash working capital changes of $17.8 million for the quarter as compared to an outflow of $0.4 million in the same period in 2021 is mainly reflective of the higher revenues in the quarter partially offset by higher production costs. The increase in revenue resulted in a slightly higher receivables balance at the end of the period which increased overall working capital usage.

Capital expenditures for the quarter were higher than the same period in 2021 as the Company invested in new mobile equipment, water treatment facilities and tailing ponds and camp facilities. Minto also made the first of its $1.0 million quarterly loan repayments relating to the Due to Pembridge loan.

OPERATIONS REVIEW

(1) Non-GAAP measure. Refer to the “Alternative Performance Measures” section near the end of this MD&A.

Mined ore of 238,979 tonnes in Q1 of 2022 was 34.4% higher than the same quarter in 2021. This was reflective of better equipment and manpower availability and contributed to higher mill feed in 2022. Mill

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feed for the first quarter of 2022 was 11.7% higher than in the same quarter in 2021. This increase along with higher copper grades and increased mill recoveries resulted in copper production volumes that were 70.7% higher than the same period in 2021. In mid-2021, the Company implemented a plan to increase its recoveries through the mill and it has steadily increased the copper recoveries from 92.7% in the fourth quarter of 2020 to 94.7% in Q1 2022. Copper grades increased significantly for the quarter as compared to the same quarter of 2021.

Cash costs of USD $2.44/lb for the quarter were lower than the same period in 2021 mainly due the higher production in the quarter.

Minto conducted 11,953 metres of drilling in 25 holes in the first quarter of 2022 on the Minto Mine Property targeting extensions at depth or along strike of current or historically producing orebodies; particularly Minto North and Minto East. To date, Minto has received results from 8 holes. Highlights from the first quarter 2022 drilling include:

Hole 21EXP016

• Minto East 2 Extension: 1.34% Copper (Cu) over 25.97 metres including 2.72% Cu over 9.32 metres;

Hole 21EXP019

• Minto North: 3.83% Cu over 2.05 metres and 0.79% Cu over 15.10 metres including 2.71% over 3.58 metres;

Hole 21SDME-005

• Minto East 2 Inferred: 1.42% Cu over 15.99 metres;

The current phase of drilling is focusing on the southern portions of the Mine lease on numerous untested geophysical targets. Quantec Geoscience has been retained to conduct Borehole Pulse Time-domain EM surveys and a surface magnetotellurics survey starting in mid-summer. Satellite-based spectral imaging, utilizing the Worldview-3 Spectral Mapping satellite, over the Company's Yukon properties, is scheduled to commence in late May. Goldspot Discoveries Corp. has commenced work on compiling and reprocessing the company's geoscientific database.

2022 STRATEGY AND OUTLOOK

Minto’s highly experienced Senior Leadership Team along with a Diverse and Supportive Board of Directors are a focused and motivated team, set to deliver against the exciting opportunity in the Minto Copper Belt situated on Selkirk First Nation Territory.

Minto Metals has a tremendous opportunity to leverage these three value-add initiatives to increase market value:

1. Increased Annual Copper Production in conjunction with Improved Operational Costs

2. High Impact Drilling to Increase Mine Life Beyond 2028

3. Leverage Current USD $350 million infrastructure to support Organic Growth.

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To deliver against the three initiatives, the Company’s three main strategic pillars are:

1. Investment in People

2. Operational Expansion 3. Exploration

Investment in People

On January 1, 2022, Minto Metals announced the transition from contractor mining to Mintomanaged mining. Since the inception of the mine, the mining operation has relied on contractors to deliver the ore to surface. Investing in our People is fundamental to developing our high performance culture of safe production, environmental stewardship and effective cost control. Our new employees are motivated to deliver on our 2022 targets after finishing 2021 with strong operational results in the fourth quarter. People are at the core of our operation, and we trust one another to do their best and we look forward to celebrating more successes as a team in 2022.

This success of this transition to Minto managed mining is reflected in the record operating results for the quarter.

Operational Expansion

Minto is committed to a high-performance cost control strategy to deliver sustainable results while creating value for our stakeholders. Minto continues to implement a strategy of Fix, Fill and Optimize to improve both the Mill and Mining operations and is targeting a ramp up of ore production throughout the year. Production for 2022 is expected to be slightly higher than 2021 as the Company expects to the have the same or slightly higher equipment and labour availability it saw in the fourth quarter of 2021. Executing on the Company’s “Fill the Mill” strategy is now expected to occur in late 2023.

Capital investment is required for the development of our assets and we are working closely with our partners at the Selkirk First Nation and the Yukon Government to facilitate the required permits to support our efforts. Our goal is to deliver a high-quality product while protecting the Selkirk First Nation’s land that we operate on.

Mined ore production for the first quarter of 2022 was 34.4% higher than the first quarter of 2021 and the Company still expects that full-year production will be higher than 2021.

Exploration

On February 23, 2022, Minto announced receipt of a 10-year Class 4 Quartz Mining Land Use Permit from the Yukon Government for exploration activities on its claims and provided an overview of its 2022 Exploration Program. Minto owns mineral claims on more than 26,000 ha of land which delivers the potential for new mineral resources with an effective exploration program. In 2021, Minto conducted a 13,220 meter drill program investigating potential new orebodies near to known mining areas. Minto plans to invest $9 million in 2022 with the potential of expanding if additional funding is warranted with the goal to increase the mine life and maintain it above 10 years.

Minto’s long-term Exploration strategy mandates minimal disturbance which can be achieved through the utilization of modern state-of-the-art techniques in targeting and data acquisition. The 2022 drill program has been designed to create resource additions in the near term and on an ongoing basis moving forward. drill a large inventory of untested, high-priority exploration targets that remain from previous operators. Exploration drilling had been dormant on the Property since 2012. These untested, high

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potential targets include possible extensions to the Minto North, Area 2, and Ridgetop orebodies as well as zones at a depth between the Minto Main Pit and Minto North Pit.

All the current and historical orebodies were discovered via drill-testing chargeability targets generated from a Titan-24 DC-IP survey circa 2009-2010. Minto will focus the 2022 drill plan on the remaining targets from that survey and will further supplement the target database and drill test new targets generated by the magnetotellurics survey in 2022. This survey should identify additional targets below the penetrative depth of the Titan-24 survey.

Minto is fully committed to conducting exploration activities in a socially and environmentally responsible manner.

Minto has conducted 11,953 metres of drilling in 25 holes so far in 2022 on the Minto Mine Property.

Outlook

The following table summarises the production, cost, and capital expenditure outlook for 2022. The Outlook for 2022 remains unchanged from previous guidance.

(1) 100% amounts. Under the agreement with Wheaton Precious Metals, the Company receives 65% of the value of the gold shipments up to 11,000 ounces. Silver receipts are the lesser of the prevailing market price and US $4.35/oz.

(2) Non-GAAP measure. Refer to the “Alternative Performance Measures” section near the end of this MD&A.

The Yukon received between 150% and 400% of the normal annual snowfall during this past winter which generated a significant volume of water across the territory as it melted. The Company made the decision to temporarily suspend its milling operations until spring freshet was over, ensuring all water arriving on the mine site was properly managed within our water management system and that the environment was protected. The Company took full advantage of this temporary mill shutdown to complete future planned maintenance work in the mill thereby avoiding another shutdown in the coming months.

Spring freshet has ended and the Company has restarted its milling operations. The Mill is expected to run steadily for the balance of 2022.

Underground mining operations continued uninterrupted during this temporary mill shutdown with ore being stockpiled ahead of the milling facility restart. The Mill is permitted to process an average of 4,200 tonnes/day of ore and underground production is currently averaging around 3,000 tonnes/day. With the milling facility restart, the stockpiled ore will be processed at a higher rate which means that there will be no metal production impact on the original guidance for 2022.

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LIQUIDITY

The Company’s working capital deficiency of $13.7 million as at March 31, 2022 was $2.4 million lower than at December 31, 2021. Short-term assets were $10.4 million higher than December 31, 2021 as higher revenues increased accounts receivable and inventory was built up in anticipation of the ice bridge closing in April. The note payable to Pembridge is now classified as current as payment is due no later than January 15, 2023.

On May 16, 2022, the Company signed a four year offtake extension with Sumitomo for 200,000 dry metric tonnes of copper concentrate. In conjunction with the offtake agreement, Sumitomo agreed to extend its debt facility to USD $17.5 million which is repayable of the four year term or the remaining agreement term at the end of the draw. Loan repayment amounts are based upon the amount of concentrate produced divided by the remaining amount of concentrate to deliver under the offtake agreement. Interest on the loan is calculated at LIBOR Screen Rate +5.0% and drawdowns are in multiples of USD $1.0 million or more.

There are no covenants on the loan, however, if Minto has drawn down USD $12.5 million and is requesting an advance, the following must have occurred:

1. January 1, 2024

2. Average concentrate production for the three calendar month period before such advance shall exceed 3,500 DMT’s per calendar month; and

3. Minto shall have provided the latest mine plan and financial plan for the period of the remaining minimum quantity and such plan shall not in the Lender’s opinion acting reasonably, include any fatal flaws and/or significant changes that may impact the production schedule

The loan balance outstanding at March 16, 2022 was transferred to the new facility.

On January 4, 2022, the Company received a request from the Yukon Government to increase the surety bond from $72.1 million to $104.3 million. Subsequently, on April 1, 2022, the Company received a letter from the Yukon Government indicating that the Quartz Mining Licence had been amended to reflect the requirement to pay the determined security amount. The amount was staged to reflect that Minto would not be conducting certain mining activities before the next scheduled review in August 2022. Additionally, Minto was provided a list of conditions to enable continued operations until the security is furnished.

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These conditions require Minto to reduce environmental risks and closure liabilities. Minto has a plan that is being implemented to reduce these risks. The plan has been successful in managing water through the higher risk period of freshet.

Furthermore, the Yukon Government is to provide a framework for how to apply for reviewing the security amount with a view to reducing the amount of security required to be furnished and maintained. A significant portion of the difference between the $72.1 million and the $104.3 million is related to contingency costs that are being addressed through a series of actions leading to a new reclamation and closure plan being submitted to the Yukon Government in August of 2022.

Total debt as at March 31, 2022 of $40.6 million was $2.2 million lower than the total debt at December 31, 2021 mainly due to Sumitomo loan and Due to Pembridge payments. Refer to Notes 9 and 10 of the Company’s condensed interim unaudited consolidated financial statements for the periods ended March 31, 2022 and 2021 for more information on the Company’s debt.

USE OF PROCEEDS FROM RTO FINANCING

(in thousands of CDN dollars)

Minto used $12.8 million (US $10.0 million) of the proceeds to pay the amount due to Pembridge relating to the note payable. $6.4 million of the net proceeds will be used for exploration activities in 2022 to fulfill the Company’s obligations relating to the Flow-Through Shares. In the fist quarter of 2022, the Company spent $1.8 million of the $6.4 million allocated to exploration activities.

The following table from Minto’s TSX-V Form 2B – Listing Application dated November 12, 2021 outlines the estimated net proceeds of the RTO Financing and the use of proceeds along with cash from operations for 18 months following the Financing:

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COMMITMENTS AND CONTRACTUAL OBLIGATIONS

As a result of the Company’s renunciation of qualifying exploration expenses at December 31, 2021 relating to the Flow-Through Shares, the Company is committed to spending $6.4 million of qualified exploration expenditures (as defined by the Canada Revenue Agency) in 2022. The Company spent $1.8 million in qualifying exploration expenses in the first quarter of 2022 and expects to spend the remaining amount in 2022.

Except as described above, the Company does not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on the Company’s financial performance.

CAPITAL RESOURCES

The Company had $11.9 million of cash on hand as at March 31, 2022 and is expecting to fund future obligations with its cash on hand and future cash flows generated from the mine. The Company continually reviews its short and long-term plans and takes steps to reduce operating costs and maximize cash flow from operations at current operating levels.

To facilitate the management of its capital requirements, the Company prepares annual operating budgets which are approved by the board of directors. Minto continuously monitors its cash flows and prepares regular forecasts based on changes in operations and/or economic conditions to facilitate the management of its capital requirements. In 2022, Minto intends to allocate its capital resources to debt repayment, tailings management, ramping up production to 3,250 tonnes of ore mined per day and exploration programs.

Minto has $10.0 million deposited in an account at a major United States bank relating to its $72.1 million surety bond. In addition, the Company has a $2.8 million deposit with Yukon Energy relating to the

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decommissioning of the electrical facilities at the mine. Both deposits are classified as long-term deposits on the Company’s balance sheet.

FINANCIAL INSTRUMENTS

The Company’s financial instruments consist of cash, accounts receivable, a long-term deposit, accounts payable and accrued liabilities, the amounts due to Sumitomo and to Pembridge, and long-term debt.

Minto’s trade accounts receivable are fully attributable to Sumitomo and Wheaton pursuant to their respective offtake and streaming agreements. Both entities are well-capitalized, with credit risk considered to be minimal. The Company manages this risk by requiring provisional payments of the value of the concentrate shipped.

The Company is exposed to commodity price risk as its revenues are derived from the sale of metals, the prices for which have been historically volatile. The Company sometimes manages this risk by locking in copper prices to mitigate price risk when management believes it a prudent decision. To mitigate some of this risk, the Company has fixed the price on 11,739 tonnes of copper at $9,784.01 per tonne as at March 31, 2022.

The credit risk on cash is limited because the funds are held with banks with high credit ratings as assigned by international credit rating agencies.

The Company is exposed to foreign exchange risk as the Company’s operating costs will be primarily in Canadian dollars, while revenues are received in United States dollars (“USD”). Hence, any fluctuation of the USD in relation to these currencies may affect the profitability of the Company and the value of the Company’s assets and liabilities. As such, the company may use foreign currency exchange forward contracts to manage risks of changes in foreign exchange rates.

The Company's outstanding foreign exchange forwards as of March 31, 2022, were:

RELATED PARTY TRANSACTIONS

During the three months ended March 31, 2022, the Company undertook the following related party transactions:

• Interest of $0.1 million for the three months ended March 31, 2022 (2021 - $0.1 million) was recorded to Pembridge, a shareholder of the Company. The outstanding interest balance payable to Pembridge at March 31, 2022 was included in the balance due to Pembridge of $4.3 million at March 31, 2022 (December 31, 2021 - $5.2 million);

• Management fees of $nil for the three months ended March 31, 2022 (2021 – $nil) were recorded to Gati Al-Jebouri and Guy Le Bel, common directors of the Company and Pembridge. As at March 31, 2022, $0.5 million (December 31, 2021 - $0.8 million) of fees were outstanding;

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• Management fees of $nil for the three months ended March 31, 2022 (2021 - $nil), were recorded to Copper Holdings, a shareholder of the Company. At March 31, 2022, the outstanding balance payable to Copper Holdings was $0.6 million (December 31, 2021 - $1.0 million);

• Management fees of $nil for the three months ended March 31, 2022 (2021 - $nil), were recorded to Cedro Holdings, a shareholder of the Company. At March 31, 2022, the outstanding balance payable to Cedro Holdings was $0.3 million (December 31, 2021 - $0.5 million);

• On March 31, 2021, pursuant to the shareholders’ agreement of Minto Explorations dated June 2020, the Company paid the first US $5.0 million (CAD $6.3 million) payment of the purchase price for the Company to Capstone on behalf of Pembridge in the form of a return of their capital. On November 18, 2021 Minto Explorations issued a US $15.0 million Note Payable in favour of Pembridge for the remaining amount of the purchase price payable by Pembridge to Capstone Mining Corp. This was also treated as return on Pembridge’s capital; and

• Interest of $0.1 million for the three months ended March 31, 2022 relating to long-term loans (2021 - $0.1million), respectively, were recorded to each of Copper Holdings, and Cedro Holdings, shareholders of the Company.

These related party transactions are in the normal course of operations and are measured at the amount of consideration established and agreed to by the related parties.

PROPOSED TRANSACTIONS

No transactions, dispositions or mergers are under consideration by the Company as of the date of this MD&A.

OUTSTANDING SHARE DATA

As of the date of this MD&A (May 25, 2022), 72,917,202 Common Shares, and 3,355,575 options, 706,067 DSUs, and 239,538 RSUs under the Company’s long term incentive plan, are issued and outstanding.

CRITICAL ACCOUNTING JUDGEMENTS AND ESTIMATES

The preparation of financial statements in accordance with IFRS requires management to make certain judgments and estimates that affect the reported amounts of assets, liabilities, revenues, and expenses. These estimates are reviewed by management on a regular basis. Changes in these judgements and estimates due to the emergence of new information and changes in circumstances may result in actual results or changes to estimates that could have a material impact on the Company’s financial results and financial condition. The Company’s use of estimates and judgements in preparing the interim consolidated financial statements is disclosed in Note 4 in the Company’s interim unaudited condensed consolidated financial statements for the period ended March 31, 2022. There have been no material changes to the Company’s critical accounting judgements and estimates during the three months ended March 31, 2022.

CHANGE IN ACCOUNTING POLICIES

IAS 37, Provisions, Contingent Liabilities and Contingent Assets (effective January 1, 2022)

Clarifies that the ‘costs of fulfilling a contract’ when assessing whether a contract is onerous comprise both the incremental costs and an allocation of other costs that relate directly to fulfilling contracts. The amendments apply to contracts existing at the date when the amendments are first applied. The Company has assessed this amendment and has determined that there are no provisions in its material contracts that would classify them as onerous.

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No other changes in accounting policies occurred during the three months ended March 31, 2022.

CONTROL ENVIRONMENT

Internal controls over financial reporting are procedures designed to provide reasonable assurance that transactions are properly authorized, assets are safeguarded against unauthorized or improper use, and transactions are properly recorded and reported. A control system, no matter how well designed and operated, can provide only reasonable, and not absolute, assurance with respect to the reliability of financial reporting and financial statement preparation. The Company has a very limited history of operations and has not made any assessment as to the effectiveness of its internal controls. Though the Company intends to put into place a system of internal controls appropriate for its size, and reflective of its level of operations, there are limited internal controls currently in place.

In contrast to the certificate required for non-venture issuers under National Instrument 52-109 – Certification of Disclosure in Issuers' Annual and Interim Filings (“NI 52-109”), the Company's certifying officers, as a venture issuer, are not required to make representations relating to the establishment and maintenance of disclosure controls and procedures ("DC&P") and internal control over financial reporting ("ICFR"), as defined in NI 52-109. In particular, the certifying officers of the Company will not be required to make any representations that they have:

• (a) designed, or caused to be designed, DC&P to provide reasonable assurance that information required to be disclosed by the Company in its annual filings, interim filings, or other reports filed or submitted under securities legislation is recorded, processed, summarized, and reported within the time periods specified in securities legislation; and

• (b) designed, or caused to be designed, ICFR to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS.

Readers should be aware that inherent limitations on the ability to certify officers of a venture issuer to design and implement on a cost-effective basis DC&P and ICFR may result in additional risks to the quality, reliability, transparency, and timeliness of interim and annual filings and other reports provided under securities legislation.

ALTERNATIVE PERFORMANCE MEASURES

The Company discloses several financial and performance measures in this MD&A that do not have any standardized meaning prescribed under GAAP. These financial and performance measures include “EBITDA, “Adjusted EBITDA”, “Cash costs”, “All-in sustaining costs”, “Sustaining capital”, and “Growth capital”, which should not be considered as alternatives to, or more meaningful than individual measures as determined in accordance with GAAP. Management believes that these measures provide an indication of the results generated by the Company’s principal business activities and provide useful supplemental information for analysis of the Company’s operating performance and liquidity. The Company’s method of calculating these measures may differ from other companies, and accordingly, these measures may not be comparable to similar measures used by other companies.

EBITDA and Adjusted EBIDTA

EBITDA is calculated as net income (loss) and comprehensive income (loss) before depletion and amortization, finance costs and income tax expense (recovery). Adjusted EBITDA is calculated as EBITDA adjusted for certain non-cash and non-recurring items.

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EBTIDA and Adjusted EBITDA is used by management to assess performance, establish objectives, and make operating and capital decisions. In addition, EBTIDA and Adjusted EBITDA is a measure widely used by securities analysts, investors, lending institutions, and others to evaluate the financial performance of companies in the mining industry. EBTIDA and Adjusted EBITDA is presented as a relevant measure in the MD&A to assist readers in assessing the performance of the Company. Readers should be cautioned that EBTIDA and Adjusted EBITDA should not be construed as an alternative to net income (loss), as determined in accordance with GAAP as an indicator of the Company’s performance and may not be comparable to companies with similar calculations.

The following table reconciles the nearest GAAP measure, net income (loss) and comprehensive income (loss), to EBTIDA and Adjusted EBITDA:

Cash Costs and All-In Sustaining Costs

Cash costs are a non-GAAP measure. Cash costs are calculated as the total of production costs and refining and treatment costs less corporate costs and net by-product revenue which is a component of revenue as presented in the notes to the Financial Statements.

Cash costs are used by management to assess the direct operating costs incurred to generate revenue during the period. Cash costs are presented as a relevant measure in the MD&A to assist readers in assessing the liquidity and cost-management performance of the Company. Readers should be cautioned that cash costs should not be construed as an alternative to individual expenses as determined in accordance with IFRS and presented in the Financial Statements as an indicator of the Company’s performance or liquidity and may not be comparable to companies with similar calculations.

All-in sustaining costs is a non-GAAP measure. All-in sustaining costs are calculated as the total of cash costs, sustaining capital expenditures, lease payments, royalties, and corporate and other costs.

All-in sustaining costs are used by management to assess the direct operating costs and capital expenditures required to be incurred to generate revenue and maintain mine operations during the period. All-in sustaining costs are presented as a relevant measure in the MD&A to assist readers in assessing the expenditures required to generate revenue and maintain the Company’s operations. Readers should be cautioned that all-in sustaining costs should not be construed as an alternative to individual expenses or cash used in investing activities, as determined in accordance with IFRS and

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presented in the Financial Statements as an indicator of the Company’s performance or liquidity and may not be comparable to companies with similar calculations.

Sustaining Capital and Growth Capital

The Company identifies two components comprising total additions to mineral properties, plant, and equipment: sustaining capital and growth capital. Sustaining capital expenditures are non-discretionary expenditures required to maintain the Company’s base operating levels and capacity. Growth capital expenditures are expenditures made as part of the Company’s growth and development plans in order to expand, expedite or enhance the earning potential of its assets. Management uses sustaining and growth capital to assess the extent of discretionary and non-discretionary capital spending during the period.

The following table identifies the components of additions to mineral properties, plant, and equipment:

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RISK FACTORS

The Company’s success depends on a number of factors, most of which are beyond the control of the Company. Typical risk factors include price fluctuations for copper and gold, adverse weather, regulatory changes, land claims, permitting, access to capital, indigenous relations and other operating uncertainties in the mining business. In addition to these factors, the Company is exposed to non-mining related risk factors such as COVID-19 and the current international global conflict. These risks are managed to the extent possible by Minto’s experienced leadership team, consultants and advisors by adjusting annual plans, and by cost control initiatives and maintaining adequate liquidity for the Company’s operations.

For full details on the risks affecting the Company, please refer to the Company’s Annual Information Form for the year ended December 31, 2021 and its MD&A for the year ended December 31, 2021. These documents are available for viewing on the Company’s website at www.mintometals.com or on the Company’s profile on the SEDAR website at www.sedar.com.

NATIONAL INSTRUMENTS 43-101 COMPLIANCE

All scientific and technical information contained in this MD&A has been reviewed, verified and approved by David Benson, P.Geo, Vice President of Exploration for the Company. Mr. Benson is a Qualified Person within the meaning of National Instrument 43-101 – Standards of Disclosure for Mineral Projects .

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