Forward-Looking Statements

This quarterly report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "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 Factors", 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. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

Our unaudited financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States generally accepted accounting principles. The following discussion should be read in conjunction with our financial statements and the related notes that appear elsewhere in this quarterly report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed below and elsewhere in this quarterly report, particularly in the section entitled "Risk Factors".

In this quarterly report, unless otherwise specified, all dollar amounts are expressed in United States dollars. All references to "CDN$" refer to Canadian dollars and all references to "common shares" refer to the common shares in our capital stock.

As used in this quarterly report, the terms "we", "us", "our", the "Company" and "Wolverine" mean Wolverine Technologies Corp., unless otherwise indicated.

Corporate History

Our company was incorporated in the State of Nevada on February 23, 2006 and is quoted on the OTC Pink under the symbol WOLV.

Since we began operations in 2006, the Company has been focused primarily on the exploration for and development of base and precious metal properties located in North America. The Company has two mineral properties located in Labrador, Canada, the Frog Property and the Cache River Property.

On February 28, 2022, the Company entered into an agreement ("Agreement") with 86835 Newfoundland & Labrador Corp. ("86835"), a non-arm's length party, to acquire a 40% interest in the Frog Property (the "Property") located in Labrador, Canada. Under the terms of the Agreement the Company issued 28,500,000 common shares at a deemed price of $0.04 per share for a purchase price of $1,140,000. The deemed issue price of the acquisition was determined based on an equivalent price per share for a concurrent financing. For accounting purposes, the acquisition had a fair value $2,850,000 and a fair value of $0.10 per share based upon the closing market price of Wolverine on February 28, 2022.

On August 9, 2022, Wolverine entered into an Amended Purchase Agreement with 86835 Newfoundland & Labrador Corp. ("86835") relating to the acquisition of a 40% interest in the Frog Property located in Labrador, Canada. Under the terms of the Amended Purchase Agreement the number of shares issued pursuant to the acquisition was reduced from 28,500,000 common shares to 27,500,000 common shares and the number of claims was reduced from 315 claims to 262 claims

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The Property consists of 262 claims comprising an area of 6,550 hectares (16185 acres). The Property is remote, centered on latitude 56.02° N and longitude 62.24° W within NTS map areas 13M16 and 14D01. It is located approximately 70 kilometres west-northwest of Natuashish and 65kilometres southwest of Nain, Labrador, situated 30 kilometres south of the Voysey's Bay nickel, copper, and cobalt deposit operated by Voysey's Bay Nickel Company Ltd., a subsidiary of Vale S.A.

The Company also holds a 90% interest in the Cache River Property located in Labrador, Canada consisting of a total of 53 mineral claims and an area of 1325 hectares (3,274 acres). The Company is not currently conducting any exploration on the Cache River Property.

We have not yet determined whether the Frog Property or the Cache River Property contain mineral reserves that are economically recoverable.

Our Current Business

We are an exploration stage mining company engaged in the identification, acquisition, and exploration of metals and minerals with a focus on base and precious metals. Our current operational focus is to raise sufficient funds to continue exploration activities on our properties in Labrador, Canada, known as the Frog Property and the Cache River Property. We intend to conduct further exploration activities on the properties in 2023. We expect to review other potential exploration projects from time to time as they are presented to us.

Cash Requirements

There is limited historical financial information about us upon which to base an evaluation of our performance. We are in the development stage and have not generated any revenues from activities. We cannot guarantee we will be successful in our business activities. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, and possible cost overruns due to price and cost increases in services.

Over the next twelve months we intend to use any funds that we may have available to fund our Plan of Operation. Not accounting for our working capital deficit of $100,687 as of November 30, 2022, we require additional funds of approximately $114,000 (CDN$152,000) at a minimum to proceed with our plan of operation over the next twelve months. As we do not have the funds necessary to cover our projected operating expenses for the next twelve-month period, we will be required to raise additional funds through the issuance of equity securities, through loans or through debt financing. There can be no assurance that we will be successful in raising the required capital or that actual cash requirements will not exceed our estimates. We intend to fulfill any additional cash requirement through the sale of our equity securities.

Our auditors have issued a going concern opinion for our year ended May 31, 2022. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any revenues and no revenues are anticipated. As at November 30, 2022, we had cash of $2,369 and had a working capital deficiency in the amount of $100,687. As November 30, 2022, we do not have sufficient working capital to enable us to carry out our stated plan of operation for the next twelve months.

Plan of Operation

The Plan of Operation for the next 12 months is to raise $114,000 (CDN$152,000) for the next phase of exploration program on the Frog Property.

It is recommended that airborne magnetics and radiometrics surveys be completed over the Property. Rare earth mineralization is generally associated with uranium mineralization and radiometrics should define promising areas for follow-up examination.


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The area of the strong magnetic anomaly is completely covered in glacial tills and no outcrop is evident. Prospecting should be completed expanding the 2021 range of coverage focusing on the north and south limits of the large magnetic anomaly at the cliff edges where the steep valley ridges demonstrate spalling of rocks into scree piles. Additional prospecting should be completed following the airborne geophysical surveys as well, focusing on both radiometric and magnetic anomalies.

It is estimated that the next phase of exploration would cost $114,000 (Cdn$152,000), as itemized in Table 4.



Program              Description                      Cost
Airborne Geophysics  Property wide          $   56,250 (Cdn$75,000 )
Prospecting          7 people x 14 days     $   18,375 (Cdn$24,500 )
Mob/demob            Helicopter/Float Plane $   18,750 (Cdn$25,000 )
Analytical           100 samples            $     3,750 (Cdn$5,000 )
Camp                                        $     6,750 (Cdn$9,000 )
Contingencies        ~ 10%                  $   10,125 (Cdn$13,500 )
Total                                       $ 114,000 (Cdn$152,000 )

Table 4: Recommended Budget - Frog Property

As at November 30, 2022, we have cash of $2,369 and we will need to raise additional financing to fund our plan of operation over the next 12 months.

The continuation of our business is dependent upon obtaining further financing and achieving a profitable level of operations. The issuance of additional equity securities by us could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.

There are no assurances that we will be able to obtain further funds required for our continued operations. As noted herein, we are pursuing various financing alternatives to meet our immediate and long-term financial requirements. There can be no assurance that additional financing will be available to us when needed or, if available, that it can be obtained on commercially reasonable terms. If we are not able to obtain the additional financing on a timely basis, we will be unable to conduct our operations as planned, and we will not be able to meet our other obligations as they become due. In such event, we will be forced to scale down or perhaps even cease our operations.

Purchase of Significant Equipment

We do not intend to purchase any significant equipment over the twelve months ending November 30, 2023.

Corporate Offices

We do not own any real property. Our principal business offices are located at #55-11020 Williams Road, Richmond British Columbia, Canada, V7A 1X8 at a cost of CDN $1,000 per month on a month-to-month basis.

Employees

Currently we do not have any employees. The Company utilizes consultants for the management, regulatory, administration, investor relations and geological functions of the Company. We do not expect any material changes in the number of employees over the next 12-month period. We will continue to retain consultants as required.

Critical Accounting Policies

Our financial statements and accompanying notes are prepared in accordance with generally accepted accounting principles used in the United States. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financial statements. For information regarding our Critical Accounting Policies, see the "Application of Critical Accounting Policies" section in our Form 10-K.


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Results of Operations

Three Months Ended November 30, 2022 and November 30, 2021

The following summary of our results of operations should be read in conjunction with our financial statements for the quarter ended November 30, 2022, which are included herein.

Three-month summary ending November 30, 2022 and November 30, 2021



                                   Three Months Ended

                         November 30, 2022     November 30, 2021
Revenue                $               Nil   $               Nil
Operating Expenses     $           (89,351 ) $           (91,458 )
Other income (Expense) $             3,755   $             2,835
Net Income (Loss)      $           (85,596 ) $           (88,623 )


Expenses

Our operating expenses for the three-month periods ended November 30, 2022 and November 30, 2021 are outlined in the table below:



                                               Three Months Ended

                                     November 30, 2022     November 30, 2021
General and administrative         $            70,871   $            84,124
Mineral property exploration costs $            18,480   $             7,334

General and administrative expenses decreased by $13,253 from $84,124 during the three months ended November 30, 2021 to $70,871 during the three months ended November 30, 2022. This decrease was primarily a result of a decrease in transfer agent and filing fees of $5,928, a decrease in professional fees of $4,121, and a decrease in consulting fees of $3,627, and offset by an increase in other miscellaneous expense of $423.

Mineral property and exploration costs increased by $11,146 from $7,334 during the three months ended November 30, 2021 to $18,480 during the three months ended November 30, 2022. Mineral property exploration costs increased during the quarter since the Company has refocused its efforts back to the exploration of mineral resources in Labrador, Canada.

Six Months Ended November 30, 2022 and November 30, 2021

The following summary of our results of operations should be read in conjunction with our financial statements for the quarter ended November 30, 2022, which are included herein.


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Six-month summary ending November 30, 2022 and November 30, 2021



                                    Six Months Ended

                         November 30, 2022     November 30, 2021
Revenue                $               Nil   $               Nil
Operating Expenses     $          (135,223 ) $          (155,329 )
Other income (Expense) $             7,132   $            11,711
Net Income (Loss)      $          (128,091 ) $          (143,618 )


Expenses

Our operating expenses for the six-month periods ended November 30, 2022 and November 30, 2021 are outlined in the table below:



                                                Six Months Ended

                                     November 30, 2022     November 30, 2021
General and administrative         $           116,743   $           147,995
Mineral property exploration costs $            18,480   $             7,334

General and administrative expenses decreased by $31,252 from $147,995 during the six months ended November 30, 2021 to $116,743 during the six months ended November 30, 2022. This decrease was primarily a result of a decrease in transfer agent and filing fees of $14,242, a decrease in professional fees of $13,027, and a decrease in consulting fees of $4,421, and offset by an increase in other miscellaneous expense of $438.

Revenue

We have not earned any revenues since our inception, and we do not anticipate earning revenues in the upcoming quarter.

Liquidity and Financial Condition



Working Capital

                             As At          As At
                          November 30,     May 31,
                              2022          2022
Current assets          $        6,165   $   9,349
Current liabilities           (106,852 )   (81,517 )
Working Capital Deficit $     (100,687 ) $ (72,168 )


Cash Flows

                                                  Six Months Ended

                                            November 30,     November 30,
                                                2022             2021

Net Cash Used in Operating Activities $ (103,497 ) $ (118,732 ) Net Cash Provided by Financing Activities 99,572 114,077 Net change in cash during period $ (3,925 ) $ (4,655 )

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Operating Activities

Net cash used in operating activities during the six months ended November 30, 2022, was $103,497 compared to $118,732 during the six months ended November 30, 2021. The decrease in cash used in operating activities was primarily a result of a decrease in net loss to $128,091 for the six months ended November 30, 2022 compared to $143,618 for the six months ended November 30, 2021.

Financing Activities

During the six months ended November 30, 2022, we received proceeds of $99,572 from financing activities, which included proceeds of common stock issued and subscribed of $99,572. In the comparable period, we received $114,077 from financing activities.

Contractual Obligations

As a "smaller reporting company", we are not required to provide tabular disclosure obligations.

Off-Balance Sheet Arrangements

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to stockholders.

Recent Accounting Standards

The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

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