Silver Spruce Resources : Management Discussion and Analysis for the period ended April 30, 2022

SILVER SPRUCE RESOURCES INC.

Management Discussion and Analysis

For the three and six months Ended April 30, 2022

This discussion and analysis (MD&A) of the financial position and results of operations of Silver Spruce Resources Inc. (the Company) is prepared and has been approved by the Board of Directors as at June 29, 2022. and is a review of the financial condition as at April 30, 2022, and results of operations for the quarter ended April 30, 2022. This MD&A should be read in conjunction with the Company's consolidated financial statements and notes for the year ended October 31, 2021.

Certain statements in this report may constitute forward-looking statements that are subject to risks and uncertainties. Several important factors could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. Consequently, readers should not place any undue reliance on such forward-looking statements. In addition, these forward-looking statements relate to the date on which they were made.

In particular, forward looking comments regarding both the Company's plans and operations included in the "Company Overview" with respect to management's planned exploration and other activities, and in "Liquidity", and "Commitments" regarding management's estimated ability to fund its projected costs of exploration work and general corporate costs of operations, and its ability to raise additional funding through placement of the Company's common shares, are plans and estimates of management only and actual results and outcomes could be materially different.

The statements reflect the current beliefs of the management of the Company and are based on currently available information. Accordingly, these statements are subject to known and unknown risks, uncertainties and other factors, which could cause the actual results, performance, or achievements of the Company to differ materially from those expressed in, or implied by, these statements. These uncertainties are factors that include but are not limited to risks related to international operations; risks related to general economic conditions and credit availability; public health crises such as the COVID-19 pandemic and other uninsurable risks; actual results of current exploration activities, unanticipated reclamation expenses; fluctuations in prices of base and precious metals; fluctuations in foreign currency exchange rates, increases in market prices of mining consumables; accidents, labour disputes, title disputes, claims and limitations on insurance coverage and other risks of the mining industry; delays in obtaining governmental approvals or financing or in the completion of development or construction activities, changes in national and local government regulation of mining operations, tax rules and regulations, and political and economic developments in countries in which the Company operates, as well as other factors

Additional information regarding the Company, including copies of the Company's continuous disclosure materials is available on the Company's website at www.silverspruceresources.comor through the SEDAR website at www.sedar.com.

Company Overview

Silver Spruce Resources Inc. (the "Company") is a junior exploration company headquartered in Bedford, Nova Scotia. The Company is focused on exploration for precious metals. The Company's common shares are listed for trading on the TSX Venture Exchange under the symbol "SSE", the OTCQB under the symbol "SSEBF and the Frankfurt Stock Exchange under the symbol "S6Q".

The Company is focusing its business activities on exploring and advancing properties to maximize benefit to shareholders.

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• In 2015, the Company acquired a 100% interest in Pino de Plata, a 397-hectare property in the southwest corner of the state of Chihuahua, Mexico.
• In November 2019, the Company entered into a purchase agreement to acquire 100% interest in Melchett Lake Project, a precious and base metal project in Thunder Bay mining district, Northern Ontario, Canada.
• In June 2020, the Company signed a binding option agreement to acquire 50% interest in the El Mezquite Gold project, a drill-ready metal project 10 km northwest of the town of Tepoca, and 170 km southeast of the capital of Hermosillo, eastern Sonora, Mexico.
• In November 2020, the Company signed a definitive agreement with Colibri Resource Corp. to acquire 50% interest in the Jackie Gold Project in Sonora, Mexico.
• In April 2021, the Company signed a definitive agreement to acquire 50% interest in the Diamante 1 and 2 concessions in Sonora, Mexico.
• In September 2021, the Company entered into a purchase agreement to acquire 100% interest in the Mystery, Marilyn and Till Properties located in Newfoundland and Labrador, Canada comprising 360 claims and totaling 8,750 hectares.
• In April 2022, after completing the earn-in agreement, the Company signed a joint venture agreement with Colibri Resource Corp. to advance the Jackie Gold Project in Sonora, Mexico.

As of April 30, 2022, cash reserves, totaled $470,636. The Company continues to pursue its strategy to acquire and explore high potential mineral properties.

The Company's future performance is largely tied to the outcome of future exploration and its financial markets. The recoverability of minerals from the Company's properties is dependent upon, among other things, the discovery of economically recoverable reserves, the ability of the Company to obtain necessary financing to continue to explore and develop its properties and upon future profitable production. In March 2020, the World Health Organization declared coronavirus COVID-19 a global pandemic. This contagious disease outbreak, which has continued to spread, and any related adverse public health development, has adversely affected workforces, economies, and financial markets globally, potentially leading to an economic downturn. So far, the pandemic's effect on the Company has been minimal. We have raised over $3,800,000 with three private placements since the onset of COVID-19 and increased our exploration activities. However, the economic uncertainty could have a negative effect on the Company's ability to raise funds in the future, which could adversely affect future exploration.

Selected Quarterly Information

The table below outlines selected financial information related to the Company's most recent eight quarters, accompanied by the applicable comparative period information.

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Results of operations can vary significantly by quarter as a result of a number of factors. The Company's level of activity and expenditures during a specific quarter are influenced by the level of working capital and the availability of external financing,

For the three months ended April 30, 2022, the Company had a net loss of $243,242 (April 30, 2021 - $510,383) and a loss per share of $0.00 (April 30, 2021 - $0.00).

The decrease of $267,141 in the net loss during the current quarter as compared to the same period last year is due mainly to the decrease in exploration activities. As indicated in the Projects below, there was not a lot of work done on the projects during the current quarter. As a result, exploration and evaluation expenditures decreased by $180,704, from $254,319 in 2021 to $73,615 for the current quarter. Consulting fees decreased to $61,875 for the quarter ended April 30, 2022 from $93,360 for the same quarter of 2021. This decrease of $31,485 is due to less exploration activity in the current quarter and additional fees in 2021 related to the OTCQB listing application. Stock based compensation also went down by $38,559 in the current quarter compared to the same quarter of last year.

Expenditures on Mineral Properties

During the quarter ended April 30, 2022, and the quarters ended January 31, 2022, October 31, 2021 and July 31,

2021 and the comparative periods, the Company incurred the following expenditures on exploration:

PROJECTS - METALS

Scientific and technical information regarding the projects or mineral exploration properties presented in this section of the MD&A has been prepared, reviewed and/or approved by James Gregory Davison, MSc, PGeo (EGBC) Vice-President Exploration and Director, a qualified person who by reason of education, affiliation with a recognized professional association as defined in National Instrument 43-101 (NI 43-101) and specifically Engineers and Geologists British Columbia, and past relevant work experience, fulfills the requirement of a Qualified Person (QP) as defined in NI 43-101.

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El Mezquite, Mexico

In June 2020, the Company signed a binding option agreement to acquire 50% interest in the El Mezquite Gold project, a drill-ready precious metal project 10 km northwest of the town of Tepoca, and 170 km southeast of the Capital city of Hermosillo, eastern Sonora, Mexico.

As consideration, the Company has paid US$82,500 before September 1, 2020, US$27,500 before September 30, 2021 and will defer payment of US$100,000 by July 1, 2022 as per an amendment to the Agreement with the Vendor and will also reimburse Colibri Resources Corp, $500,000 for 50% of its debenture due in October 2023.

Minimum work expenditure total US$600,000 over the four-year term of the agreement by September 1, 2024, with no specific annual requirement. During the period of the option, the Company will be responsible for 100% payment of the surface rights agreements when exploration is active, 50% of the property taxes and 50% of the interest due at 2.5% annually on the debenture.

The Company has incurred incremental work expenditures during the option period to date and is up to date with the cash amounts, property taxes and debenture interest payable to the vendors. As noted, there are no annual expenditure requirements.

El Mezquite is very well situated in terms of logistics for exploration and is located only twelve kilometres northwest of the Nicho deposit currently under mine development by Minera Alamos. The 180-hectare Property is easily accessible from Mexican Highway #16 via a southerly-trending unpaved road which traverses through the centre of the known gold mineralization. High voltage power lines are positioned along Highway #16.

The El Mezquite Project is located within the west-central portion of the Sierra Madre Occidental Volcanic Complex within the prominent northwest-trending "Sonora Gold Belt" of northern Mexico and parallel to the well- known, precious metals-richMojave-Sonora Megashear.

The mineralization in the region commonly consists of disseminated gold hosted in strongly argillized and moderately silicified andesite rocks, typical to the Sierra Madre geological model of the principal deposits. Four main zones of alteration on the Property have been identified. The principal El Mezquite target area is defined as an alteration zone that extends for about 2 km in a north/south direction and is about 1 km wide. There are at least four of these colorful, hydrothermally altered, contact zones within the El Mezquite prospect area. The yellow, orange and reddish colors of the highly altered area are caused by hydrothermal solutions oxidizing sulphides. The sulphides are related to gold and silver values and geochemical anomalies which are mostly associated with these zones of alteration. The major trends of the alteration zone are generally north-south; however, the major trend of mineralization within the Property is NE-SW.

The gold and silver mineralization appears to be related to the silicified feldspar porphyry, which outcrops along the southern bank in the bottom of the largest arroyo. Rhyolite breccias and multiphase breccia veins are also noted.

Assay results from 362 rock chip samples indicate that 22 of the samples report values of gold >0.5 g/t, averaging

1. g/t Au and 54.4 g/t Ag. These samples are distributed along an area that extends for 600 meters in a north- south direction and 300 meters E-W. The highest values of gold and silver reported are 3.41 g/t Au and 198 g/t Ag. The surface sampling campaign in 2019 confirmed the anomalous values, with precious metal values ranging up to

1. g/t Au and 155 g/t Ag. The 2021 exploration mapping reported on additional Au and multi-element analyses with elevated gold to 1.65 g/t Au and silver values to 387 g/t Ag.

The Company's first-ever drilling program at El Mezquite was completed in July 2021 with samples being submitted to ALS Global in Hermosillo. The Phase 1 RC program comprised 20 holes with a combined depth of 2,485 metres and utilized eight drill pad locations focused around a 400m x 600m area with elevated surface precious metal values as noted above. The drilling reported encouraging precious metal assays in nineteen of the first twenty holes drilled at El Mezquite with gold values to 1.435 g/t Au.

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As noted previously, the drilling data are consistent with our exploration expectations for a low-grade, heap- leachable target with mineralization in the range of 0.1 g/t Au to 1.0 g/t Au. Of importance to the geochemical interpretation, the pathfinder elements (Hg, Cu, Pb, Zn, Sb and As) with low grade Au often displayed well-defined metal haloes adjacent to notable Au values. These zones, which occurred in fourteen (14) drill holes, ranged from ten (10) to forty-three (43) metres, with seven intervals over 20 metres in apparent thickness downhole, within and peripheral to the multiple gold and silver-bearing intervals and potentially are indicative of a significant structurally- influenced, precious metal mineralizing system with vein, stockwork and disseminated sulphides and/or secondary oxides.

All of the metal values disclosed herein for the El Mezquite project by past operators and the Company are reported from grab and channel samples which may not be representative of the metal grades, or the metal grade distribution, and those from previous exploration efforts must be considered as historical in nature. The Company has reviewed the historical certificates, where available, and has initiated data verification sampling on the known areas of mineralization to confirm the presence and tenor of metal values. The Company believes that the analytical protocols and data will withstand scrutiny for inclusion. Sample grades reported by element in the technical documentation and analytical certificates range from detection limit (based on the specific instrumentation and by element) to anomalous values which represent and include select samples and are reported as 'up to' the maximum values and/or ranges presented.

GIS compilation of the project data received through January 2022 remains in progress into the next quarter. Interpretation of the May 2021 LiDAR mapping was contracted to and completed by GeoCloud in Australia.

An environmental report was prepared and submitted for SEMARNAT permits required to undertake additional Phase 2 drilling. Phase 2 exploration plans were submitted for a 1,500-2,500-metre reverse circulation drill program to test existing and newly defined targets over precious metal anomalies with coincident structural, geochemical and geophysical features. Six drill pads remain available from the fourteen originally permitted in 2021 and twenty- four new pads were proposed for holes on the northern, northwestern and southeastern sections of Mezquite.

The permit from SEMARNATwas received in February 2022. Planning for a 2022 drilling program is underway.

Melchett Lake, Ontario

In September 2019, the Company signed a binding letter of intent with three parties to acquire 100% of the Melchett Lake zinc-gold-silver volcanogenic massive sulphide (VMS) project, an advanced precious and base metal project in the Thunder Bay mining district, Northern Ontario, Canada.

After completing due diligence, the Company entered into a purchase agreement on November 20, 2019 to acquire 100% of the property. As consideration, the Company will pay the vendors $150,000 in cash and 5,000,000 common shares of the Company, spread over three years. As of April 30, 2022, the Company has paid $100,000 to the vendors and has issued 500,000 common shares valued at $0.04 per shares, 1,000,000 common shares valued at $0.06 per shares and 1,500,000 common shares valued at $0.05 per share to the vendors.

Given the logistical constraints due to the COVID-19 pandemic, the purchase agreement was amended on November 20, 2020 to modify the exploration expenditures for the first two years of the agreement as follows. Minimum work expenditures total $1,000,000, with $50,000 during the first year, $250,000 in the second year and $700,000 prior to the third anniversary. The vendors will retain a 2% net smelter return royalty, of which 1% can be purchased by the Company for $1,000,000 and the remaining 1% at market price.

Silver Spruce has increased the size of the property from the original size in the definitive agreement, comprising 2,124 hectares, to the current 5,002 hectares by adding through map staking of single cell 18-hectare mineral claims. The property now consists of 247 single cell mineral claims and two multi-cell mineral claims. The additional claims are subject to the Area of Interest terms in the definitive agreement.

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