VR Resources : Q3 mda 2022.pdf

VR RESOURCES LTD.

MANAGEMENT DISCUSSION AND ANALYSIS

FOR THE PERIOD ENDED DECEMBER 31, 2021

REPORT DATE:

FEBRUARY 18, 2022

This Management Discussion and Analysis (the "MDA") provides relevant information on the operations of VR Resources Ltd. (the "Company") to the Report Date and the financial condition of the Company for the three and nine month periods ended December 31, 2021.

This document contains forward looking statements. Please see section "Forward-LookingStatements".

This MDA should be read in conjunction with the Company's previous MDA and consolidated financial statements and notes thereto for the year ended March 31, 2021 and dated July 9, 2021.

The Company is in the business of mineral exploration. Activities include the evaluation, acquisition and exploration of mineral exploration properties, for the purpose of discovering an economic mineral deposit. The current focus is greenfield exploration on large footprint copper and/or gold systems in North America, and more specifically in Nevada, USA, and Ontario, Canada. The realization of amounts shown for exploration and evaluation assets is dependent upon the discovery of economically recoverable reserves and future profitable production or proceeds from the disposition of these assets. The carrying values of exploration and evaluation assets do not necessarily reflect their present or future values.

All monetary amounts in this MDA and in the interim consolidated financial statements are expressed in Canadian dollars, unless otherwise stated. Financial results are being reported in accordance with International Financial Reporting Standards ("IFRS").

The Company's certifying officers, based on their knowledge, having exercised reasonable diligence, are also responsible to ensure that these filings do not contain any untrue statement of material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which is it was made, with respect to the period covered by these filings, and these consolidated financial statements together with other financial information included in these filings. The Board of Directors approves the consolidated financial statements and MDA and ensures that management has discharged its financial responsibilities.

The Company is registered in the province of British Columbia. The Companies principal head office in downtown Vancouver is Suite 1500 - 409 Granville Street Vancouver, BC, V6C 1T2. The Company's Corporate registered address and records office is located at Suite 2300 - 550 Burrard Street, Vancouver, BC, V6C 2B5.

OVERALL PERFORMANCE

SUMMARY

• $2.4m in working capital and 83.7 m shares issued and outstanding to end the quarter and enter January, 2022.
• Executed the second reconnaissance drill program on the IOCG hydrothermal breccia target at the Hecla- Kilmer carbonatite complex in northern Ontario. Five holes were completed for a total of 2,604 m. Hole 5 produced a 299 m intersection of REE + Nb (rare earth elements + niobium) to confirm the critical metal signature of the hydrothermal system intersected at surface in Hole 4 in the maiden drill program in 2020. Follow-up drilling on this mineralization is planned for April, 2022, and will include first-pass drilling of the as yet untested magnetic anomalies along the southern margin of the complex.
• Closed a private placement of $1m in December, via the issuance of 2,631,579 flow-through shares. Funding is secure for the drill program planned at Hecla-Kilmer in April, 2022.
• Received the Plan of Operation permit for first-pass drilling of the epithermal gold-silver target at the Amsel

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property in Nevada, part of the Company's district scale Big Ten Project. Drill program announced in NR- 01-22 on February 15, 2022.

The Company continued its normal course of business in mineral exploration in Q3 Fiscal 2022 (October - December, 2021), within the framework of modified field programs and office staffing in response to the COVID-19 pandemic and the directive towards ensuring the health and safety of staff and project personnel.

The Company remains committed to its early-stage mineral exploration strategy in copper, precious metals (gold and silver) and rare earth elements, and its business model for value creation via blue sky discovery at the drill bit. The Company continues to actively explore its wholly owned mineral properties, and to evaluate new mineral exploration opportunities on an ongoing basis, whether by internal generative work and direct staking, joint venture or direct acquisition of a property from a third party, or by a corporate transaction such as a merger.

As of the date of this report the Company has 83,651,942 shares issued, with 7,485,000 Stock Options and 3,522,049 warrants outstanding for a fully diluted share capital of 94,658,991.

Working capital of approximately $2.3m at the time of writing of this report is sufficient for execution of the Company's mineral exploration plans through calendar year 2022, namely the drill programs planned for the Amsel and Hecla-Kilmer properties, and for its general corporate and administrative costs ("G&A") through 2022.

The basic functioning of the Company's legal, audit and corporate compliance work is unchanged from the previous reporting period. The Company employs a tight administrative cost structure, with a focus on translating funds raised directly to mineral exploration work. The Company maintains its day-to-day work out of an exploration office located in Vancouver, British Columbia.

Development of the Company's capital markets program is ongoing, including but not limited to:

• The Company continues to work with Peak Marketing Corporation for communication outreach. A one-year agreement executed in 2018 was amended and extended on an ongoing basis on a reduced monthly retainer in order to continue the work on dissemination of market-related information to interested shareholders, and to ensure that links to social media hubs are current.
• A one-year Agreement signed in 2018 with Proactive Investors has been renewed through December 31st, 2022, in order to continue the production of timely video interviews to provide updates on the Companies various exploration and corporate activities, and to promote VR within Proactive's own website platform.
• The Company completed its engagement with O&M Partners, LLC, based in New York, USA. The six- month strategy used video interviews and live, Q&A webinars to both introduce the Company to potential new investors in the network familiar to O&M, and to provide in-depth information and corporate access to our existing shareholders.
• The Company is actively covered by four investor Newsletter writers in the mineral resources sector, and by Intrynsyc Capital Corp. and Agentis Capital Corp.

The Company continues to work with Renmark Communications on an ongoing basis to maintain its website. The Company's website at http://www.vrr.cais fully functioning and continuously updated.

There was active exploration in Q2 at the Company's Hecla-Kilmer IOCG breccia target and property in northern Ontario, as summarized in the next section. In brief, five holes were completed in November 2021, for a total of 2,604

1. Hole 5 produced a 299 m intersection of REE + Nb (rare earth elements + niobium) to confirm the critical metal signature and potential of the hydrothermal system intersected at surface in Hole 4 during the maiden drill program in 2020. Follow-up drilling on this mineralization is planned for April 2022, and will include first-pass drilling of the as yet untested magnetic anomalies along the southern margin of the complex

The Company received its drill permit for its Amsel gold-silver property in Nevada in Q3. The property is on land administered by the United States Forest Service (USFS). A Decision Letter dated November 4th, 2021, was followed by the final, approved and signed Plan of Operations dated November 18th. In follow-up to the Decision, the

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Company posted an environmental bond in the amount of USD $44,400, a standard procedure for such a permit in the United States. At the time of writing of this report, the Company has begun field preparations for the first of a planned, two-phasefirst-pass drill program at Amsel, as announced in NR-01-22 on February 15, 2022. A short winter drill program is planned for the second half of February, with the second phase of drilling planned for July.

The global pandemic of the COVID-19 virus presents a real and ongoing health threat across Canada and around the world. North American governments have imposed numerous and various restrictions at the provincial, state and national level to protect citizens. The Company responded, in order to protect the health and safety of its employees. All corporate travel and active field work stopped in early March 2020. Since that time, most office work for both corporate administration and geological work has been conducted from home, augmented by part-timein-person work at the Head Office in Vancouver by the CEO and Corporate Compliance Officer. Overall, the pandemic did not adversely impact the Company's day to day functioning, nor its overall strategy for calendar year 2021, with measures in place to minimize the risks of the ongoing pandemic for our surface exploration programs.

EXPLORATION PROJECTS

Summary

The Company has five mineral properties in Nevada, USA, as shown in Figure 1 below, and two properties in northern Ontario, shown in Figure 3.

Mineral properties located in Nevada are held by the Company's wholly owned subsidiary, Renntiger Resources USA Ltd., registered in Nevada. The Company does not operate a US-based mineral exploration office. Mineral exploration in Nevada is overseen by the Company's Exploration Manager, with mineral exploration service companies and consultants based in Nevada and elsewhere utilized to conduct the Company's exploration activities.

For the purposes of this quarterly report, a brief summary is provided on the following pages for the Amsel silver - copper project in Nevada, and the Hecla-Kilmercopper-gold-REE property in Ontario.

Amsel gold-silver property, Nevada

The Amsel property is located within the Walker Lane gold-silver epithermal mineral belt located in western and central Nevada (Figure 2). The belt has a 140-year history of active mine production that continues to this day.

The reader is referred to the Company's website at www.vrr.cafor an up-to-date description of the geology and mineral potential of the Amsel property on the Big Ten project page, including a summary of exploration surveys completed by VR since 2016, and illustrated with up-to-date maps, figures, cross-sections and rock photos. Importantly, a Six Minute CEO video interview regarding Amsel is available on the website Home Page, and a more fulsome, Live Q&A webinar video is posted on the landing page for the Big Ten project.

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Figure 1. Location of the Company's mineral exploration properties in Nevada, USA.

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Figure 2. Location of VR's Big Ten and Reveille gold and silver projects in the Walker Lane mineral belt in west- central, Nevada. Shown are select gold and silver epithermal deposits and Tertiary felsic volcanic centers (calderas).

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