(formerly FIRST MEXICAN GOLD CORP.)

MANAGEMENT DISCUSSION AND ANALYSIS

FORM 51-102F1

For the period ended June 30, 2022

INTRODUCTION

The following Management's Discussion and Analysis ("MD&A"), should be read in conjunction with the unaudited condensed interim consolidated financial statements of QcX Gold Corp. (formerly First Mexican Gold Corp). for the period ended June 30, 2022 and 2021 and related notes thereto, which have been prepared in accordance with International Financial Reporting Standards ("IFRS"). All amounts are stated in Canadian dollars unless otherwise indicated. All references to "common shares" refer to the common shares in our capital stock. This MD&A has been prepared as of August 10, 2022.

As used in this report, the terms "we", "us", "our", the "Company" and "QcX" mean QcX Gold Corp.

This MD&A contains forward-looking statements. These statements relate to future events or our future financial performance. Forward-looking information involves, but is not limited to, (i) success of exploration and permitting activities; (ii) currency fluctuations; (iii) the sufficiency of working capital; (iv) requirements for additional capital;

  1. and the statements about future production, future operating and capital costs. In some cases, you can identify forward-looking statements by terminology such as "intends", "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk and uncertainties" that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.

OVERVIEW

QcX Gold Corp. (formerly First Mexican Gold Corp.) (the "Company"), was incorporated under the Business Corporations Act (British Columbia) on August 9, 2007. The Company is engaged principally in the acquisition, exploration and development of mineral properties. The Company changed its name from First Mexican Gold Corp. to its current name, QcX Gold Corp. on July 8, 2020.

EXPLORATION AND EVALUATION ACTIVITIES

Golden Giant Project

The Golden Giant Project, comprised of the GGEast, GGWest and Kali East (total of 18,992 hectares) properties, is underlain by felsic and mafic volcanic Archean rocks of the Wabamisk and Komo Formations, which are favourable hosts to gold mineralization in the James Bay region. As at June 30, 2022, the Company incurred $1,190,000 of acquisition costs and $2,304,536 in exploration expenses.

During the year ended December 31, 2021, the Company continued its exploration activities across the Golden Giant property. The Company initiated its maiden diamond drill program on the Golden Giant West and East Blocks. The 3,000m drill program commenced May 26, 2021. Drilling and geological logging activities were efficient, attesting to the accessibility of the property.

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(formerly FIRST MEXICAN GOLD CORP.)

MANAGEMENT DISCUSSION AND ANALYSIS

FORM 51-102F1

For the period ended June 30, 2022

On July 20, 2021, the Company announced the completion of the inaugural diamond drill program on Golden Giant. 4 drill holes were completed on the GGWest block, while 13 were finished across the GGEast block for an overall total of 3,011m over 17 holes. The Company highlighted some promising mineralization encountered in drilling across the two blocks, with thick sequences of significant sulphide mineralization observed in two holes drilled into a BIF (Banded Iron Formation) drawing particular interest. On November 22, 2021, the Company announced the results of its inaugural drill program on Golden Giant. Although no high-grade intercepts were encountered, some promising intervals of 0.52 g/t Au over 5.5m and 0.4 g/t Au over 10.2m were discovered in the eastern portion of the GGEast block. These intercepts are surrounding the northern limb of a folded and deformed gabbro unit, while the southern limb is yet to be tested. The Company believes this area warrants follow-up exploration and that higher-grade intercepts may have been narrowly missed. There are further untested geophysical targets that lie along this gabbro unit that deserve further investigation to determine if there is an extension or continuation of mineralization.

The Company will continue to review the data obtained on Golden Giant and assess its options for the next steps of exploration on the property.

Fernet Property

The Fernet Project covers an area of 7,251 hectares, in the northern Abitibi region of Quebec and is contiguous with Wallbridge Mining Company Limited's Fenelon project. The Company incurred $283,000 of acquisition costs and $122,048 in exploration as at June 30, 2022. The Company completed a first pass reconnaissance program on the Fernet Project consisting of a crew of geologists and technicians who completed preliminary mapping and prospecting of the area. Due to swampy conditions, the Company determined that the best evaluation method would be to utilize geophysical exploration techniques to produce targets for diamond drilling in the winter months.

The Company initiated a high-resolution magnetic survey covering the Fernet West project in January 2021. An in-depth structural analysis was then completed by an outside consultant. On September 17, 2021, the Company released the results of this work, which detailed the identification of 18 structural gold targets across the Fernet West block.

Balance as at

Additions

Balance as at

December 31,

June 30,

2021

Golden Giant

Fernet

Kali

2022

Acquisition cost

$

1,453,000

$

-

$

20,000

$

-

$

1,473,000

Drilling

436,167

-

-

-

436,167

Accommodation

20,825

-

-

-

20,825

Transport and equipment

399,311

-

-

-

399,311

Field costs

125,956

6,760

-

-

132,716

Geology

293,211

149

1,427

-

294,787

Mobilization

13,000

-

-

-

13,000

Other

1,129,778

-

-

-

1,129,778

Total

$

3,871,248

$

6,909

$

21,427

$

-

$

3,899,584

2

(formerly FIRST MEXICAN GOLD CORP.)

MANAGEMENT DISCUSSION AND ANALYSIS

FORM 51-102F1

For the period ended June 30, 2022

TECHNICAL INFORMATION

Aaron Stone, P.Geo., is the "qualified person" within the meaning of National Instrument 43-101 - Standards of Disclosure for Mineral Projects, who has approved all scientific and technical information disclosed in this MD&A. Mr. Stone is Vice President Exploration of the Company.

RESULTS OF OPERATIONS

The Company's projects are at the exploration stage and have not generated any revenues.

At June 30, 2022, the Company had not yet achieved profitable operations and has accumulated losses of $15,535,409 since inception, including the net loss for the six months ended June 30, 2022 of $84,371.

The review of results of operation should be read in conjunction with the financial statements of the Company for the six months ended June 30, 2022 and 2021. Results of operations are summarized as follows:

Three Months Ended

Six Months Ended

June 30,

June 30,

2022

2021

2022

2021

Management and consulting fees

$

15,000

$

15,000

$

30,000

$

30,000

Professional fees

12,190

20,917

22,065

40,558

Office and administration

6,812

8,764

13,477

19,875

Regulatory and transfer agent fees

11,674

17,970

24,639

40,947

Gain on sale of flow-through rights

-

-

(5,810)

-

Net loss and comprehensive loss

$

45,676

$

62,651

$

84,371

$

131,380

Three months ended June 30, 2022 vs. June 30, 2021

For the three months ended June 30, 2022, management and consulting fees was $15,000 compared to $15,000 in the previous year.

Professional fees decreased to $12,190 in the three months ended June 30, 2022 compared to $20,917 in 2021.

Office and administration decreased to $6,812 during the three months ended June 30, 2022 from $8,764 for the three months ended June 30, 2021.

Regulatory and transfer agent fees decreased to $11,674 during the three months ended June 30, 2022 compared to $17,970 in 2021. The decrease is attributable to lower filing fees, decreased in volume of press releases and the transfer agent cost relating to share issuances.

3

(formerly FIRST MEXICAN GOLD CORP.)

MANAGEMENT DISCUSSION AND ANALYSIS

FORM 51-102F1

For the period ended June 30, 2022

Six months ended June 30, 2022 vs. June 30, 2021

For the six months ended June 30, 2022, management and consulting fees was $30,000 compared to $30,000 in the previous year.

Professional fees decreased to $22,065 in the six months ended June 30, 2022 compared to $40,558 in 2021.

Office and administration decreased to $13,477 during the six months ended June 30, 2022 from $19,875 for the six months ended June 30, 2021.

Regulatory and transfer agent fees decreased to $24,639 during the six months ended June 30, 2022 compared to $40,947 in 2021. The decrease is attributable to lower filing fees, decreased in volume of press releases and the transfer agent cost relating to share issuances.

The Company recognized $5,810 as gain on sale of flow-through shares during the six months ended June 30, 2022 (2021 - $nil).

SELECTED QUARTERLY INFORMATION

Quarter ended

Quarter ended

Quarter ended

Quarter ended

June 30, 2022

Mar 31, 2022

Dec 31, 2021

Sept 30, 2021

Total assets

4,129,061

4,185,682

4,235,091

4,079,415

Working capital

56,958

129,394

169,665

325,356

Comprehensive income (loss)

(45,676)

(38,695)

33,077

(58,972)

Basic and diluted loss per share

(0.00)

(0.00)

(0.00)

(0.00)

Quarter ended

Quarter ended

Quarter ended

Quarter ended

June 30, 2021

Mar 31, 2021

Dec 31, 2020

Sept 30, 2020

Total assets

4,559,205

3,644,065

3,760,290

3,242,840

Working capital (deficit)

70,175

1,126,479

1,608,671

982,032

Comprehensive income (loss)

(62,651)

(68,729)

83,420

(303,825)

Basic and diluted loss per share

(0.00)

(0.00)

(0.00)

(0.01)

LIQUIDITY AND CAPITAL RESOURCES

To date, the Company has not generated significant revenues from its operations and is considered to be in the exploration stage. The Company's long-term financial success is dependent on discovering properties that contain mineral reserves that are economically recoverable. All of the Company's resource property agreements are option agreements and the exercise thereof are at the discretion of the Company. To earn its interest in the properties, the Company must incur certain expenditures in accordance with the agreements. At present, the Company is dependent on equity or debt financing for additional funding if required. Should one of the Company's projects proceed to the mine development stage, it is expected that a combination of debt and equity financing would be available

4

(formerly FIRST MEXICAN GOLD CORP.)

MANAGEMENT DISCUSSION AND ANALYSIS

FORM 51-102F1

For the period ended June 30, 2022

As of June 30, 2022, the Company had cash balance of $8,701 (December 31, 2021 - $111,036) and a working capital balance of $56,958 (December 31, 2021 - $169,665) and may not be sufficient to finance budgeted exploration, general and administrative expenses, and acquisition commitments. The Company will require additional financing or outside participation to undertake further exploration and subsequent development of its exploration and evaluation assets.

On January 29, 2021, 350,000 common shares were issued on the exercise of warrants for gross proceeds of $26,250.

In May 2021, 263,661 common shares were issued on the exercise of warrants for gross proceeds of $26,146.

On September 3, 2021, the Company issued 150,000 common shares for Fernet East.

On September 17, the Company closed a non-brokered private placement offering of an aggregate of 3,733,333 flow-through units (a "FT Unit") of the Company at a price of $0.15 per FT Unit for gross proceeds of $560,000 (the "Offering").

Each FT Unit is comprised of one common share in the capital of the Company, issued on a "flow-through" basis (each, a "FT Share"), and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). The FT Shares will qualify as "flow-through shares" within the meaning of subsection 66(15) of the Income Tax Act (Canada). Each Warrant entitles the holder thereof to acquire one additional common share ("Common Share") of the Company, to be issued on a non-flow-through basis, at an exercise price of $0.20 until September 17, 2023.

The gross proceeds derived from the sale of the FT Units under Offering will be used for general exploration expenditures on the Company's mineral properties located in Quebec. In connection with the Offering the Company paid certain eligible persons: (i) a cash commission in the aggregate of $23,400 and (ii) an aggregate of 139,999 broker warrants (each a "Broker Warrant"). Each Broker Warrant entitles the holder thereof to acquire one Common Share at an exercise price of $0.20 until September 17, 2023.

The Broker Warrants were valued using the Black-Sholes method with fair values of at $16,839.

A portion of the net proceeds from the unit issuances above of $96,788 was deferred as a flow-through premium.

October 22, 2021, the Company issued 1,000,000 common shares through the exercise of stock options for gross proceeds of $150,000.

On November 4, 2021, the Company issued 24,000 common shares through the exercise of warrants for gross proceeds of $1,500.

OFF-BALANCE SHEET TRANSACTIONS

The Company has no off-balance sheet arrangements except for contractual obligation noted above.

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QcX Gold Corp. published this content on 17 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 August 2022 16:13:02 UTC.