2025 Audited Financial Statements - Dec 31, 2025 MDA

OTCPK: TINFF

For the year ended December 31, 2025

Table of Contents

1. CORPORATE INFORMATION 3

2. 2025 OVERVIEW 4

3. PROJECTS OVERVIEW 4

4. REVIEW OF FINANCIAL RESULTS 8

5. LIQUIDITY AND CAPITAL RESOURCES 10

6. ENVIRONMENTAL REHABILITATION LIABILITIES 11

7. RELATED PARTY TRANSACTIONS 11

8. OFF-BALANCE SHEET ARRANGEMENTS 12

9. PROPOSED TRANSACTIONS 12

10. MATERIAL ACCOUNTING POLICIES AND ESTIMATES 12

11. NEW ACCOUNTING STANDARDS ISSUED BUT NOT YET EFFECTIVE 13

12. FINANCIAL INSTRUMENTS 14

13. OUTSTANDING SHARE DATA 15

14. RISK FACTORS 16

15. QUALIFIED PERSONS 28

FORWARD LOOKING STATEMENTS 28

This Management's Discussion and Analysis ("MD&A") is intended to help the reader understand the significant factors that have affected Tincorp Metals Inc. (formerly Whitehorse Gold Corp.) and its subsidiaries' (collectively, "Tincorp" or the "Company") performance and such factors that may affect its future performance. This MD&A should be read in conjunction with the Company's audited consolidated financial statements ("financial statements") as at and for the year ended December 31, 2025 and the related notes contained therein. The Company reports its financial position, financial performance and cash flows in accordance with the IFRS® Accounting Standards as issued by the International Accounting Standards Board ("IASB"). The Company's material accounting policies are set out in Note 2 of the audited consolidated financial statements for the year ended December 31, 2025. Certain amounts shown in this MD&A may not add exactly to total amounts due to rounding differences.

1. ‌CORPORATE INFORMATION

   The Company, formerly Whitehorse Gold Corp, is a mineral exploration and development company focusing on tin projects in Bolivia.

   The Company was incorporated under the Business Corporations Act (British Columbia) on November 27, 2019 under the name of "Whitehorse Gold Corp". Effective February 22, 2023, the Company changed its name to Tincorp Metals Inc. The head office, registered address and records office of the Company are located at 1066 Hastings Street, Suite 1750, Vancouver, British Columbia, Canada, V6E 3X1.

   The Company's common shares (each, a "Share" or a "Common Share") are currently listed on the TSX Venture Exchange (the "TSXV") under the symbol "TIN" and on the OTCPK Market under the symbol "TINFF". Prior to February 27, 2023, the Company's Common Shares were listed under the symbol "WHG" on the TSXV and under "WHGDF" on the OTCQX Market.

   Going Concern

   The audited consolidated financial statements have been prepared on a going concern basis, which assumes that the Company will be able to continue its exploration activities and operation for the foreseeable future. In making this assessment, management has considered various factors, including the Company's exploration activities, available funding sources and exploration prospects.

   The exploration and evaluation of mineral resources inherently has significant risks, including but not limited to geological uncertainties, regulatory and social challenges, and fluctuations in commodity prices. As a result, there is no certainty that the Company is able to generate positive cash flows from its exploration activities in the near term.

   The Company has a history of negative cash flows from operating activities. The Company had net cash used in operating activities from continuing operations of $427,795 (year ended December 2024 - net cash used in operating activities of $662,798). As of December 31, 2025, the Company's accumulated deficit amounts to

   $26,430,149 and its current liabilities exceeds its current assets by $1,980,867. The Company's ability to continue operations in the normal course of business is dependent on several factors, including the exploration of its mineral property, as well as the ability to secure additional financing through the issuance of additional equity or debt.

   However, there can be no assurance that the Company will continue to be successful in obtaining the necessary funding on acceptable terms or that its exploration efforts will result in the discovery of economically viable mineral deposits. In the event that the Company is unable to secure additional financing or achieve its exploration

   objectives, it may be required to curtail or cease its exploration activities, which could have a material adverse effect on its financial position and results of operations.

   The above conditions, along with other factors, indicate the existence of material uncertainties that may cast significant doubt upon the Company's ability to continue as a going concern. These audited consolidated financial statements do not include any adjustments to the amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern, and any such adjustments may be material.

2. ‌2025 OVERVIEW

   • Raised $372,607 by issuance of 3,000,000 common shares through a private placement closed in September 2025;

   • Completed the sale of 100% interest in the Skukum Project for total consideration of $600,000;

   • Reached an agreement with the SF Vendors to extend SF property payment to December 2026; and

   • Recorded total net income of $2,787,863, or $0.04 per share, consisting of a net loss of $957,581, or $0.01 per share from continuing operations and net income of $3,745,444, or $0.05 per share for discontinued operations.

3. ‌PROJECTS OVERVIEW

The continuity schedule of mineral property interest is summarized as follows:

i) Skukum Project

Skukum Project covering an area of 170.3 square kilometers, is located approximately 55 km south of Whitehorse, Yukon Territory, Canada, and consists of 1,051 mining claims hosting three identified gold and gold-silver mineral deposits: Skukum Creek, Goddell and Mount Skukum.

The Company has not been able to meet the demands of the Yukon Government, including furnishing the security, and could face penalties, including loss of the Class 3 Licenses if unable to satisfy the Yukon Government's demands for securities related to the closure cost for the Skukum Project. As a result, the Company determined the Skukum Project was fully impaired, and a total of $26,941,419 impairment charges were recorded against the Skukum Project and recorded in the consolidated statement of loss for the year ended December 31, 2024.

On September 29, 2025, the Company completed the sale of its 100% interest in Skukum Project and passed the control of Whitehorse Gold (Yukon) Corp. ("Whitehorse Gold") to Blue Jay Gold Corp. ("Blue Jay"). Further details regarding the sale are provided in Note 6 to the consolidated financial statements.

The following are the financial results of Whitehorse Gold for the year ended December 31, 2025 and 2024:

Year ended December 31,

The consideration of the sale is $600,000, which was structured as follows:

1. A $25,000 cash deposit previously advanced by Blue Jay upon execution of the letter of intent has been credited towards the total purchase price.

2. Blue Jay issued 500,000 common shares of Blue Jay and 250,000 common share purchase warrants (each, a "Warrant"), having an aggregate value of $300,000. Each Warrant entitles the Company to acquire one additional common share at an exercise price of $0.90 per share for a period of two years from the date of issuance;

3. $275,000 payable in cash and/or shares at Blue Jay's election, is to be paid to the Company on the first anniversary of the closing date.

The net assets of Whitehorse Gold at the date of disposal were as follows: