Management's Discussion and Analysis

For the Three and Six Months Ended June 30, 2023

TABLE OF CONTENTS

OVERVIEW OF MARATHON ………………………………………………………………………………………………………………………….

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CURRENT DEVELOPMENTS …………………………………………………………………………………………………………………………..

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SUMMARY OF FINANCIAL RESULTS ……………………………………………………………………………………………………………….

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VALENTINE GOLD PROJECT DEVELOPMENT ………………………………………………………………………………………………….

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EXPLORATION ACTIVITIES ……………………………………………………………………………………………………………………………..

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CORPORATE SOCIAL RESPONSIBILITY …………………………………………………………………………………………………………….

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OUTLOOK FOR 2023 ……………………………………………………………………………………………………………………………………..

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LIQUIDITY AND FINANCIAL CONDITION ………………………………………………………………………………………………………..

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TABLE OF CONTRACTUAL OBLIGATIONS ……………………………………………………………………………………………………….. 14

RELATED PARTY TRANSACTIONS ……………………………………………………………………………………………………………………

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OPTIONS AND EQUITY LINKED COMPENSATION PLANS ………………………………………………………………………………..

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FINANCIAL INSTRUMENTS ……………………………………………………………………………………………………………………………

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OFF-BALANCE SHEET ARRANGEMENTS ………………………………………………………………………………………………………..

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OUTSTANDING SHARE DATA …………………………………………………………………………………………………………………………

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CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS ………………………………………………………

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CHANGES IN ACCOUNTING POLICIES ……………………………………………………………………………………………………………

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SUMMARIZED QUARTERLY FINANCIAL RESULTS …………………………………………………………………………………………..

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DISCLOSURES ABOUT RISKS ………………………………………………………………………………………………………………………….

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CONTROLS AND PROCEDURES ………………………………………………………………………………………………………………………

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ADDITIONAL INFORMATION ………………………………………………………………………………………………………………………….

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") provides information that management believes is relevant to an assessment and understanding of the consolidated financial condition and results of operations of Marathon Gold Corporation and its subsidiaries ("Marathon" or the "Company" or "we" or "our"). This MD&A should be read in conjunction with the Company's condensed interim consolidated financial statements and related notes for the three and six months ended June 30, 2023 and 2022, which are prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board("IASB") including International Accounting Standard ("IAS") 34 - Interim Financial Reporting. This MD&A includes information available to, and is dated, August 9, 2023. Unless noted otherwise, all currency amounts are stated in thousands of Canadian dollars.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

Certain information contained in this MD&A constitutes forward-looking information within the meaning of Canadian securities laws ("forward-lookingstatements"). All statements in this MD&A, other than statements of historical fact, which address events, results, outcomes, or developments that Marathon expects to occur are forward-looking statements. Forward-looking statements include statements that are predictive in nature, depend upon or refer to future events or conditions, or include words such as "expects", "anticipates", "plans", "believes", "estimates", "considers", "intends", "targets", or negative versions thereof and other similar expressions, or future or conditional verbs such as "may", "will", "should", "would" and "could". We provide forward-looking statements for the purpose of conveying information about our current expectations and plans relating to the future, and readers are cautioned that such statements may not be appropriate for other purposes. More particularly and without restriction, this MD&A contains forward-looking statements and information about Marathon's economic analyses for the Valentine Gold Project, capital and operating costs, processing and recovery estimates and strategies, future exploration and mine plans, objectives and expectations and corporate planning of Marathon, future feasibility studies and environmental impact statements and the timetable for completion and content thereof and statements as to management's expectations with respect to, among other things, the matters and activities contemplated in this MD&A.

Forward-looking statements involve known and unknown risks, uncertainties, and assumptions and accordingly, actual results and future events could differ materially from those expressed or implied in such statements. You are hence cautioned not to place undue reliance on forward-looking statements. A mineral resource that is classified as "inferred" or "indicated" has a great amount of uncertainty as to its existence and economic and legal feasibility. It cannot be assumed that any or part of an "indicated mineral resource" or "inferred mineral resource" will ever be upgraded to a higher category of mineral resource. Investors are cautioned not to assume that all or any part of mineral deposits in these categories will ever be converted into proven and probable mineral reserves.

By its nature, this information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections, or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. Factors that could cause future results or events to differ materially from current expectations expressed or implied by the forward-looking statements include availability of financing to fund Marathon's exploration and development activities, the ability of the current exploration program to identify and expand mineral resources or mineral reserves, operational risks in exploration and development for gold, delays or changes in plans with respect to exploration or development projects or capital expenditures, uncertainty as to the calculation of mineral resources or mineral reserves, changes in commodity and power prices, changes in interest and currency exchange rates, the ability to attract and retain qualified personnel, inaccurate geological and metallurgical assumptions (including with respect to the size, grade and recoverability of mineral resources), changes in development or mining plans due to changes in logistical, technical or other factors, title defects, government approvals and permits, cost escalation, changes in general economic conditions or conditions in the financial markets, environmental regulation, operating hazards and risks, delays, taxation rules, competition, public health crises such as the COVID-19 pandemic and other uninsurable risks, liquidity risk, share price volatility, dilution and future sales of common shares,

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aboriginal claims and consultation, cybersecurity threats, climate change, delays and other risks described in Marathon's documents filed with Canadian securities regulatory authorities.

You can find further information with respect to these and other risks in Marathon's Annual Information Form for the year ended December 31, 2022 (the "AIF") and other filings made with Canadian securities regulatory authorities available at www.sedar.com. Other than as specifically required by law, Marathon undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made, or to reflect the occurrence of unanticipated events, whether as a result of new information, future events or results otherwise.

QUALIFIED PERSONS AND CAUTIONARY NOTE REGARDING MINERAL RESOURCES

Scientific and technical information contained in this MD&A was reviewed and approved by Mr. Tim Williams, FAusIMM, Chief Operating Officer for Marathon, Mr. Paolo Toscano, P.Eng.(Ont.), Vice President, Projects, Engineering and Construction for Marathon, Mr. James Powell, P.Eng. (NL), Vice President, Regulatory and Government Affairs for Marathon and Mr. David Ross, P.Geo (NL), Vice President, Geology & Exploration for Marathon. Mr. David Ross, P.Geo (NL), Vice President, Geology & Exploration for Marathon, is responsible for the design and operation of exploration programs at the Valentine Gold Project. Exploration data quality assurance and control for Marathon is under the supervision of Ms. Jessica Borysenko, P.Geo. (NL), Manager, GIS for Marathon. Each of Mr. Williams, Mr. Toscano, Mr. Powell, Mr. Ross, and Ms. Borysenko is a "qualified person" in accordance with National Instrument 43-101 - Standards of Disclosure for Mineral Projects ("NI 43-101") and have approved the technical content of this MD&A. The updated Valentine Gold Project Mineral Resource Estimate announced on July 6, 2022 (the "2022 MRE") was prepared by John T. Boyd Company and Roy Eccles, P.Geol. of APEX Geoscience Ltd who is the "qualified person" who has reviewed and taken responsibility for the 2022 MRE. Mr. Eccles is considered to be "independent" of Marathon and the Valentine Gold Project for purposes of NI 43-101.

Marathon's mineral resources and mineral reserves have been calculated in accordance with the standards of the Canadian Institute of Mining, Metallurgy and Petroleum ("CIM") and in accordance with the requirements of NI 43-

101. Mineral resources which are not mineral reserves do not have demonstrated economic viability. Mineral resources are reported inclusive of mineral reserves. Information on data verification performed on, and other scientific and technical information relating to, the Valentine Gold Project are contained in the AIF and the current technical report for the Valentine Gold Project prepared in accordance with NI 43-101 titled "Valentine Gold Project, NI 43-101 Technical Report and Feasibility Study", with an effective date of November 30, 2022 (the "2022 Valentine Technical Report") available at www.sedar.com. The principal authors of the 2022 Valentine Technical Report were James Powell, P. Eng. of Marathon Gold Corporation, Roy Eccles, P. Geo. of Apex Geoscience Ltd., Sheldon Smith, P.Geo. of Stantec Consulting Ltd., Marc Schulte, P. Eng. of Moose Mountain Technical Services, W. Peter H. Merry, P. Eng. of Golder Associates Ltd., Shawn Russell, P.Eng. of GEMTEC Consulting Engineers and Scientists Ltd., Carolyn Anstey-Moore, P.Geo. of GEMTEC Consulting Engineers and Scientists Ltd., Behzad Haghighi, P.Eng. of Vieng Consulting, John R. Goode, P.Eng. of J.R Goode & Associates, Ignacy Antoni Lipiec, P.Eng. of SNC-Lavalin, Serfio Hernandez, P.Eng. of Progesys Inc., and Tommaso Roberto Raponi, P.Eng. of Ausenco Engineering Canada Inc., each of whom, except for Mr. Powell, is considered to be "independent" of the Company for the purposes of NI 43-101.

CAUTIONARY NOTE TO U.S. INVESTORS

This MD&A has been prepared in accordance with the requirements of the securities laws in effect in Canada, which differ materially from the requirements of United States securities laws applicable to U.S. companies. For U.S reporting purposes, the United States Securities and Exchange Commission (the "SEC") has adopted amendments to its disclosure rules in Regulation S-K (Subpart 1300) (the "SEC Modernization Rules") to modernize the mineral property disclosure requirements for issuers, referred to as "mining registrants," whose securities are registered with the SEC. These amendments became effective in February 2019 with compliance required for the first fiscal year beginning on or after January 1, 2021. While not applicable to Marathon, the SEC Modernization Rules replace the historical property disclosure requirements for mining registrants that were included in SEC Industry Guide 7. Information concerning our mineral properties has been prepared in accordance with the requirements of Canadian securities laws, which differ in material respects from the requirements of the SEC set forth in Industry Guide 7. In

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accordance with NI 43-101, the terms "mineral reserve", "proven mineral reserve", "probable mineral reserve", "mineral resource", "measured mineral resource", "indicated mineral resource" and "inferred mineral resource" are defined in accordance with CIM standards. While the terms "mineral resource", "measured mineral resource", "indicated mineral resource" and "inferred mineral resource" are recognized and required by NI 43-101, and now recognized under the SEC Modernization Rules, SEC Industry Guide 7 does not recognize them. You are cautioned that, except for that portion of mineral resources classified as mineral reserves, mineral resources do not have demonstrated economic viability. Inferred mineral resources have a high degree of uncertainty as to their existence and as to whether they can be economically or legally mined. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. Therefore, you are cautioned not to assume that all or any part of an inferred mineral resource exists, that it can be economically or legally mined, or that it will ever be upgraded to a higher category. Likewise, you are cautioned not to assume that all or any part of measured mineral resources or indicated mineral resources will ever be upgraded into mineral reserves.

OVERVIEW OF MARATHON

Marathon is focused on the acquisition, exploration and development of precious metals properties located in North America. The Company is currently advancing its 100% owned Valentine Gold Project (the "Project") in central Newfoundland with the objective of moving the Project through construction and into operations.

In addition, Marathon holds a 100% interest in the Bonanza Mine, a historic former mine located in Baker County in northeastern Oregon; a 100% interest in the Gold Reef property, an exploration property consisting of approximately 12 hectares of claims located near Stewart, BC; and a 2% net smelter returns royalty on precious metal sales by the Golden Chest mine in Idaho.

CURRENT DEVELOPMENTS

Royalty Acquisition by Franco-Nevada

On June 8, 2023, the Company completed the sale of an additional 1.5% net smelter returns royalty ("NSR") on the Project to Franco-Nevada Corporation ("Franco-Nevada") for US$45 million, resulting in Franco-Nevada holding an aggregate 3.0% NSR on the Project.

Prior to this sale, on February 22, 2023, the Company exercised its right to repurchase 0.5% of the 2.0% NSR on the Project from Franco Nevada for US$7 million, thereby reducing the NSR on the Project from 2.0% to 1.5%.

Miawpukek First Nation Socio-Economic Agreement

On May 10, 2023, the Company announced that it had concluded a Socio-Economic Agreement ("SEA") with the Miawpukek First Nation ("Miawpukek") concerning the development of the Project. The SEA respects Miawpukek's historic and cultural connections to the lands and waters while establishing a framework for a long-term positive working relationship between Marathon and Miawpukek. The SEA will cover the life of the Valentine Gold Project. The Agreement addresses matters such as access to employment and contracting opportunities by Miawpukek members and businesses, education and training, environmental stewardship and monitoring, cultural investment, and ongoing engagement.

Amended and Restated US$225M Credit Facility

On January 24, 2023, the Company amended and restated its Facility (the "Credit Facility") with Sprott Resource Corporation ("Sprott"), primarily increasing the Credit Facility from US$185 million to US$225 million, which was fully funded to a debt proceeds account ("DPA") at that time. In February 2023, the Company received its first release of US$50 million from the DPA. In March 2023, the Company converted 75% of the funds in the DPA to Canadian dollars, to match our relative currency exposure.

Key terms of the Credit Facility were as follows:

  • Senior secured term loan facility of US$225 million maturing on December 31, 2027 (the "Maturity Date"), with a 6-month extension option available at Marathon's discretion.

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Disclaimer

Marathon Gold Corporation published this content on 10 August 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 August 2023 07:59:07 UTC.