MANAGEMENT DISCUSSION & ANALYSIS

For the period ended July 31, 2023

Directors and Officers as at September 12, 2023:

Directors:

Pierre Alarie

Gary Arca

Robert Eadie

Jordan Estra

Salvador Garcia

Tanya Lutzke

Federico Villaseñor

Officers:

Executive Chairman and Chief Executive Officer- Robert Eadie

President - Pierre Alarie

Chief Operating Officer - Salvador Garcia

Chief Financial Officer - Gary Arca

Corporate Secretary - Cory Kent

Contact Name:

Gary Arca

Contact e-mail address:

garca@starcore.com

TSX Symbol:

SAM

Suite 750 - 580 Hornby Street, Box 113, Vancouver, British Columbia, Canada V6C 3B6

Telephone: (604) 602-4935 Fax: (604) 602-4936e-mail. info@starcore.com website: www.starcore.com

Starcore International Mines Ltd.

MD&A

July 31, 2023

Page 2

Form 51-102-F1

STARCORE INTERNATIONAL MINES LTD.

MANAGEMENT DISCUSSION & ANALYSIS

For the period ended July 31, 2023

1. Date of This Report

This MD&A is prepared as of September 12, 2023.

This Management Discussion and Analysis ("MD&A") should be read in conjunction with the unaudited consolidated financial statements of Starcore International Mines Ltd. ("Starcore", or the "Company") for the period ended July 31, 2023.

Monetary amounts throughout this MD&A are shown in thousands of Canadian dollars, unless otherwise stated.

This MD&A includes certain statements that may be deemed "forward-looking statements". Such statements and information include without limitation: statements regarding timing and amounts of capital expenditures and other assumptions; estimates of future reserves, resources, mineral production and sales; estimates of mine life; estimates of future mining costs, cash costs, mine site costs; estimates of future capital expenditures and other cash needs, and expectations as to the funding thereof; statements and information as to the projected development of certain ore deposits, including estimates of exploration, development and production and other capital costs, and estimates of the timing of such exploration, development and production or decisions with respect to such exploration, development and production; estimates of reserves and resources, and statements and information regarding anticipated future exploration; the anticipated timing of events with respect to the Company's minesite and; statements and information regarding the sufficiency of the Company's cash resources. Such statements and information reflect the Company's views as at the date of this document and are subject to certain risks, uncertainties and assumptions, and undue reliance should not be placed on such statements and information. Many factors, known and unknown could cause the actual results to be materially different from those expressed or implied by such forward looking statements and information. Such risks include, but are not limited to: the volatility of prices of gold and other metals; uncertainty of mineral reserves, mineral resources, mineral grades and mineral recovery estimates; uncertainty of future production, capital expenditures, and other costs; currency fluctuations; financing of additional capital requirements; cost of exploration and development programs; mining risks, risks associated with foreign operations; risks related to title issues; governmental and environmental regulation; and the volatility of the Company's stock price. Investors are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward-looking statements.

Starcore International Mines Ltd.

MD&A

July 31, 2023

Page 3

2. Overall PerformanceDescription of Business

Starcore is engaged in exploring, extracting and processing gold and silver through its wholly-owned subsidiary, Compañia

Minera Peña de Bernal, S.A. de C.V. ("Bernal"), which owns the San Martin mine in Queretaro, Mexico. The Company is a public reporting issuer on the Toronto Stock Exchange ("TSX"). The Company is also engaged in acquiring mining related operating assets and exploration assets in North America directly and through corporate acquisitions. The Company has interests in properties which are exclusively located in Mexico and Canada.

Financial Highlights for the three month period ended July 31, 2023:

  • Cash and short-term investments on hand is $5.7 million at July 31, 2023 compared to $6.4 million at April 30, 2023;
  • Gold and silver sales of $6.23 million for the period ended July 31, 2023 compared to $6.75 million for the period ended July 31, 2022;
  • Loss from mining operations of $0.75 million for the period ended July 31, 2023 compared to earnings of $1.0 million for the period ended July 31, 2022;
  • Loss of $1.7 million for the period ended July 31, 2023 compared to loss of $0.7 million for period ended July 31, 2022;
  • Equivalent gold production of 1,918 ounces in the period ended July 31, 2023 compared to production of 2,925 ounces in the period ended July 31, 2022;
  • Mine operating cash cost is US$2,158/EqOz for the period ended July 31, 2023 compared to cost of US$1,272/EqOz for the period ended July 31, 2022;
  • All-insustaining costs of US$2,234/EqOz for the period ended July 31, 2023, compared to costs of US$1,398/EqOz for the period ended July 31, 2022;
  • EBITDA(1) of ($811) for the period ended July 31, 2023, compared to $599 for the period ended July 31, 2022.

Reconciliation of Net Income to EBITDA(1)

For the period ended July 31,

2023

2022

Net income (loss)

$

(1,708)

$

(657)

Unrealized (gain) loss on investment

213

103

Income tax expense (recovery)

(91)

166

Depreciation and depletion

775

987

EBITDA

$

(811)

$

599

EBITDA MARGIN(2)

(13.0%)

8.9%

  1. EBITDA ("Earnings before Interest, Taxes, Depreciation and Amortization") is a non-GAAP financial performance measure with no standard definition under IFRS. It is therefore possible that this measure could not be comparable with a similar measure of another Corporation. The Corporation uses this non-GAAP measure which can also be helpful to investors as it provides a result which can be compared with the Corporation market share price.
  2. EBITDA MARGIN is a measurement of a company's operating profitability calculated as EBITDA divided by total revenue. EBITDA MARGIN is a non-GAAP financial performance measure with no standard definition under IFRS. It is therefore possible that this measure could not be comparable with a similar measure of another Corporation. The Corporation uses this non-GAAP measure which can also be helpful to investors as it provides a result which can be compared with the Corporation market share price.

Recent Events

Starcore Embarks on Geopolitical Diversification with Côte d'Ivoire Acquisition

The Company announced that it has entered into a Share Exchange Agreement with EU Gold Mining Inc. ("EU Gold"), a private company holding mineral property interests in Côte d'Ivoire, whereby Starcore will acquire all of the issued and outstanding shares of EU Gold in exchange for Starcore shares.

Starcore International Mines Ltd.

MD&A

July 31, 2023

Page 4

The Share Exchange

Starcore will be issuing 7,883,333 shares to acquire the EU Gold shares. This will represent approximately 12.4% of the post-acquisition issued and outstanding shares of Starcore. Included in the shares issued to EU Gold shareholders will be 3,000,000 shares of Starcore issued to current management and directors of Starcore who hold an interest in EU Gold. (See "Other" below.)

The calculation of shares to be issued was based on two-thirds of one Starcore share for each one EU share, with a VWAP for Starcore at $0.15 applied to EU Gold shares. As at the date of the Share Exchange Agreement, EU Gold had approximately $630,000 of working capital to be used for its first-year exploration program.

Why EU Gold

The acquisition of EU Gold is Starcore's gateway into a project more commonly known as the Kimoukro Gold Project located in the West African country of Côte d'Ivoire (the "Kimoukro Project"). By acquiring EU Gold, Starcore assumes all of the rights and obligations contained in a Mineral Property Option Agreement that EU Gold entered into with K Mining SARL ("K Mining"), an Ivorian gold exploration company in Abidjan, Côte d'Ivoire. K Mining owns four gold exploration permit applications covering 830 km2, which includes the Kimoukro Project which covers 14.48 km2.

With the Share Exchange, EU Gold will become a wholly-owned subsidiary of Starcore, giving Starcore the sole and exclusive right and option (the "Option") to acquire from K Mining all of its right, title and interest in and to the Kimoukro Project. The Option calls for the following consideration: (i) payment to K Mining of an aggregate of $400,000; (ii) issue to K Mining of 8,666,667 shares of Starcore; and (iii) incur an aggregate of US$3,750,000 of expenditures on the Kimoukro Project (collectively the "Option Price"), in accordance with the following schedule:

  1. pay $400,000 to the K Mining as to:
    1. $100,000 on or before 12 months from February 17, 2023 (the "Effective Date");
    2. an additional $150,000 on or before 24 months following the Effective Date; and
    3. an additional $150,000 on or before 36 months following the Effective Date;
  1. issue 8,666,667 shares of Starcore to be held in escrow and released as to:
    1. one-thirdwithin 12 months following the Effective Date;
    2. one-thirdwithin 24 months following the Effective Date; and
    3. the balance of one-third within 36 months following the Effective Date; and
  1. incur at least US$3,750,000 of expenditures on the Kimoukro Project as to:
    1. at least US$750,000 on or before 12 months following the Effective Date;
    2. an additional US$1,500,000 on or before 24 months following the Effective Date; and
    3. an additional US$1,500,000 on or before 36 months following the Effective Date;

The Kimoukro Project is burdened with a 2% Net Smelter Royalty, which Starcore has the right to purchase on the basis of $1 million for each 1% of royalty.

The Kimoukro Gold Project Ivory Coast

The Kimoukro gold project (the "Property") is located in the Lac region of central Ivory Coast, some 40 km south of the capital, Yamoussoukro. The property is easily accessible by the A4 paved road, which crosses the property passing from the Kimoukro village; a mid-tension power grid runs parallel to the road. The area is flat. The vegetation is savannah and little forest; cocoa plantations and small-scale agriculture support the local economy. Artisanal mining is widespread in the area and covers over 1 sq km within the property.

The geological context is of a Paleoproterozoic greenstone belt, part of the Birimian orogeny of West Africa. The Fetekro- Oumé greenstone belt stretches NNE-SSW for over 170 km, and hosts several gold deposits and prospects, with the northeastern portion of the belt is actively explored (i.e., the Toumodi prospect, 15 km west of the property; the B; a new mine will be in production in 2024 (Lafigué mine of Endeavour Mining, with 2.5 MOz Au reserves).

Starcore International Mines Ltd.

MD&A

July 31, 2023

Page 5

The gold mineralisation in the Fetekro-Oumé greenstone belt includes examples of shear- hosted lode gold, sheeted veins, intrusion-related veins; supergene mineralisation in regolite and soil is also significant. The Property is actually largely unexplored and untested. Highlights from the available information are:

  • The local geology is similar to other mineralised sites nearby. The major contacts between greenstone and gneiss, on the west side, along with the presence of syn- post-deformation intrusive bodies and spatially related brittle-ductile structures, are highly perspective for the mineralisation.
  • A 0.5 Km2 wide gold anomaly zone in soil exceeding 50 ppb Au, is confirmed in the central part of the Property; the anomaly is part of a broader zone stretching more than 6 Km from the Kokumbo area, and it is open to north and west. Consolidated artisanal mining activity (soil panning) confirms widespread supergene mineralisation.
  • Several mineralised veins are being worked by artisanal miners; the mineralised veins are white or smoky, made up by quartz-albite-carbonate; tiny sulphides and free gold have been observed. The veins are present mostly over the granite- granodiorite body in the central part of the Property, however, they cut the other volcano sedimentary units as well. The mylonite zone deforms some early veins and show disseminated sulphides and gold values.

Geology

General Setting: The Property area is mainly covered by soil (laterite, saprolite) up to some 10 m thick; locally, a thin alluvial cap is present. The local geology of the Kimoukro Property is therefore sketched on the base of the few outcrops and mining tailings, and accounting for the available geophysical data. Direct information derives almost exclusively from two of the former licenses that were further merged in K Mining SARL.

The local geology is characterised by a sequence of lower greenschist facies rocks of the Paleoproterozoic volcanic arc of the Toumodi volcanic group, including, from the bottom: basalts (massif and pillowed), fine-grained mafic sandstones and siltstones, and interbedded felsic tuffs and mafic sandstone. The sequence is intruded by granitoids, including a siliceous, brecciated granite, a two-micas granodiorite, and some dykes. The southern contact of the granodiorite with the schistose metasedimentary rocks, in the central part of the Property, is marked by a ductile to brittle mylonite zone, which roughly trends WNW. The greenstone belt is surrounded by TTG granites: a granite-gneiss suite representing continental crust, which is found in-between the Birimian greenstone belts.

Lithology description

Granitoids referrable to the diorite-tonalite-granodiorite-granites suites (Gn) are present in the north-western and southern part of the Property. These rocks represent the older intrusive suite (pre-orogenic? >2.1Ga), part of the granite-gneiss domains in between the greenstone belts of Ivory Coast.

The other rocks in the Kimoukro Property are part of the Tumodi Volcano-sedimentary sequence and are affected by lower greenschist phase metamorphism. The lithologic units recognized so far are:

Basalts(b): massive, very fine-grained, black to dark grey/greenish mafic rocks, referrable to the basal tholeiitic sequence. The unit crops out in the Bandama river, and trend NNE- SSW. These rocks are intruded by aplitic/granitic dykes, and are cut by quartz veinlets N-S oriented.

Finely-beddedsandstones(FBS): outcrops of this unit are found in few artisanal pits and pebbles from several shafts; accordingly, this unit dominates the central area of the Property. It occurs as fine-grained, greyish to dark green/grey in colour, and has mafic (andesitic?) composition; the stratigraphic layering is well recognizable. A volcanoclastic origin is inferred by petrography study. The bedding strikes between N160 and N15, steeply dipping, and is partially transposed by the concordant S1 foliation. Crenulation cleavage (S2) is observed in outcrop and thin section. Joints and quartz-carbonate veinlets postdate the S2.

Thick bedded andesitic sandstone(TBS): this unit is found in the eastern part of the Property, according to the rejects found at few artisanal mineworks. No direct information is available.

Granitoids(G): This group of rocks intruded the volcanoclastic sequence and thus are interpreted as part of the syn-post orogenic intrusive suites. The description in hand samples and petrography descriptions report weakly deformed, bleached granitoids, with albitic and sericitic (to white mica) static replacement over feldspars; the interpreted protoliths are biotite granodiorites to granites. The alteration overprint postdates the deformation.

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Starcore International Mines Ltd. published this content on 14 September 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 14 September 2023 23:24:07 UTC.