Alphamin Resources : Management Discussion and Analysis Quarterly Highlights (Expressed In US Dollars) for the three and six months ended June 30, 2023

MANAGEMENT'S DISCUSSION AND ANALYSIS -

QUARTERLY HIGHLIGHTS

(EXPRESSED IN US DOLLARS)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023

C2-202, Level 2, Office Block C, La Croisette, Grand Baie 30517, Mauritius

Phone: +230 269 4166

www.alphaminresources.com

MANAGEMENT'S DISCUSSION AND ANALYSIS - QUARTERLY HIGHLIGHTS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023

INTRODUCTION

This Management's discussion and analysis - quarterly highlights ("Quarterly Highlights") of the financial position and results of operations of Alphamin Resources Corp. ("Alphamin," or "the Company") should be read in conjunction with the unaudited condensed consolidated interim financial statements of the Company and the notes thereto as at and for the three months ended June 30, 2023 and the audited annual consolidated financial statements of the Company as at and for the year ended December 31, 2022. In this discussion and analysis, unless the context otherwise dictates, a reference to the Company refers to Alphamin Resources Corp. and its subsidiaries. Additional information about Alphamin Resources Corp. is available on SEDAR at www.sedar.com. This Quarterly Highlights is dated August 17, 2023, and information contained herein is presented as of that date, unless otherwise indicated.

This discussion and analysis contains forward-looking statements. Please refer to the cautionary language under "Forward-Looking Statements" within this report.

OVERVIEW AND OUTLOOK

FINANCIAL AND OPERATIONAL HIGHLIGHTS

• Interim dividend for FY2023 of CAD$0.03 per share declared
• Tin production of 3,151 tonnes for the quarter, in line with the previous period
• Q2 2023 EBITDA2,3 of US$35.4m at a tin price of US$25,587/t
• Mine expansion project planned to increase annual tin production by 60% progressing well

Operational and Financial Summary for the Quarter ended June 30, 20231

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1Production and financial information is disclosed on a 100% basis. Alphamin indirectly owns 84.14% of its operating subsidiary to which the information relates. Totals may not add due to rounding effects. 2This is not a standardized financial measure and may not be comparable to similar financial measures of other issuers.See "Use of Non-IFRS Financial Measures" below for the composition and calculation of this financial measure.

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MANAGEMENT'S DISCUSSION AND ANALYSIS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023

DESCRIPTION OF THE BUSINESS

Alphamin's primary business is the production and sale of high-grade tin concentrate from the Bisie Tin Mine in the Democratic Republic of the Congo ("DRC"). The Company commenced commercial production on September 1, 2019. The Bisie Tin Mine occurs within Permis de Exploitation (Mining Permit) PE13155, along with 3 research permits granted to Alphamin's DRC-registered subsidiary, Alphamin Bisie Mining SA ("ABM"). ABM is an 84.14% indirect controlled subsidiary of Alphamin, with the remaining 15.86% owned by the DRC government (5%) and the Industrial Development Corporation of South Africa Ltd ("IDC") (10.86%). All tenements are located within the Walikale District, North Kivu Province of the east-central DRC and lie within one of the world's principal gold and tin metallogenic provinces. The shares of Alphamin are listed on the TSX Venture Exchange ("TSX.V" - symbol AFM) in Canada, and the Johannesburg Stock Exchange AltX (symbol APH) in South Africa. For further information on the Company, readers are referred to the Company's website (www.alphaminresources.com) and to Canadian regulatory filings on SEDAR at www.sedar.com.

KEY OPERATING MILESTONES

Operational and Financial Performance - Q2 2023

Alphamin achieved high tin production of 3,151 tonnes for the quarter ended June 2023. Year-to-date tin production of 6,338 tonnes exceeds the run-rate to achieve market guidance of 12,000 tonnes for the year ending December 2023. The run-of-mine and crushed ore stockpiles ahead of the processing plant were at record levels at quarter-end, being 27,439 tonnes at an average tin grade of 6.74% (Q1: 15,011 tonnes at 5.98%).

Sales volumes of 3,068 tonnes of tin, at an average tin price of US$25,587/t were, as a result of a timing difference, less than production, which impacted the quarter's EBITDA. AISC per tonne of tin sold was US$13,987, in line with the previous quarter albeit sales volumes were 3% lower. EBITDA for the quarter ended June 2023 was US$35.4 million, US$6 million below the previous quarter's EBITDA of US$41.4 million due to the lower tin price and delayed sales which should clear during the next quarter.

Mpama South development project

A total of 1,460m of underground development at Mpama South has been completed to date, of which 603m was achieved in Q2 2023 (Q1: 418m). Development accelerated during Q2 2023 as additional underground equipment arrived on site. During July 2023, the underground development connecting Mpama North and Mpama South has reached the intersection point where the new Mpama South adit from surface will connect. The Mpama South adit has intersected a 6m wide area of extremely poor ground conditions which is delaying advancement. The adit is now expected to connect with the Mpama South underground workings during November 2023, in time for the tramming of ore to the new processing facility. The year-to-date development metres are in line with the Company's updated two- year underground mine plan to achieve the targeted tin production expansion from FY2024. This plan requires an additional ~2,000m of underground development at Mpama South during the six months ending December 2023, which should be achievable as additional development ends become available from Q3 2023.

The new processing facility is progressing well. Following completion of all procurement, design and engineering, fabrication, earthworks and substantially all civils, the focus has moved to plant erection and tracking of steel and equipment in transit. During the quarter, the fine tin plant structure, primary crusher structure and concentrate drying and storage building have been erected. The gravity plant is at first floor level and the secondary crushers are on the third floor level. The commissioning of the new processing plant is targeted to commence in December 2023 whereafter first ore is expected to be processed from late January 2024.

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MANAGEMENT'S DISCUSSION AND ANALYSIS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023

The Alphamin project team, together with the existing site team, remains focussed on operational readiness preparation. This primarily involves recruitment and training of personnel, expansion of the laboratory and accommodation facilities and infrastructure, and increasing the supply chain to meet the additional production.

The Mpama South project is expected to increase annual tin production from ~12,500 tonnes to ~20,000 tonnes.

Exploration activities

Significant success had been achieved from the various resource extension drilling campaigns at Mpama North and Mpama South during 2021 and 2022. Updated resource statements for Mpama North and Mpama South were published during July 2022 and February 2023, respectively. The Company is actively exploring for more tin deposits on its license areas.

The Company resolved to reduce exploration activities during 2023 with a view to preserving capital for priority application towards the development of the Mpama South project. The focus for 2023 is a regional greenfields campaign. Execution of the extensive prospecting coverage gathered momentum with the completion of the first pass stream sediment sampling, grab sampling and geological mapping for the first time across the entirety of Alphamin's mining license and two prospecting licences. Additionally, follow up ionic soil sampling and bulk sampling (20kg samples) were completed over the most anomalous areas off the back of the first phase results. Certain areas warranted follow-up exploration efforts based on these results and the next phase of exploration is using more intensive methods like trenching and pitting over the identified anomalies. The trenching and pitting will in turn assist in directing future drilling efforts.

Increased exploration activity and expenditure is planned for 2024, post the successful completion of the Mpama South expansion project.

Funding structure and capital allocation

Alphamin's vision is to become one of the world's largest sustainable tin producers. From a capital allocation perspective, the Board considers the combination of investment in growth, ongoing exploration, and a high dividend yield a robust value proposition. From a FY2023 capital allocation perspective, the funding of the Mpama South expansion project, DRC income tax payments and shareholder distributions remain the priority.

During the quarter ended June 2023, the Company's DRC operating subsidiary paid US$56 million in final FY2022 corporate taxes and US$11 million as the first of four instalments towards provisional FY2023 taxes. At the current tin price, the Company does not expect a significant final FY2023 tax payment to be required, which would ordinarily be due in early 2024. A US$40 million short-term facility was secured with the Company's banking institution in the DRC as bridging finance towards the unusually high tax payments in 2023 (of which US$26 million of the facility was utilised in Q2 2023).

By quarter-end, the Company had spent US$75 million cash on the Mpama South project of which US$30 million was in Q2 2023. The project is forecast to substantially complete within the budget of US$116 million.

The Alphamin consolidated Net Cash position decreased by US$75 million during Q2 2023 mainly related to an aggregate of US$97 million allocated to the Mpama South development and DRC taxes. Cash on hand amounted to US$51.4 million as at 30 June 2023.

The Company negotiated a draft restated credit agreement to raise an additional US$10m in senior debt finance. The additional funding is subject to signature of the restated credit agreement and meeting its drawdown conditions, which is expected soon. In terms of the draft restated credit agreement, the current senior debt balance of US$5m together with the new potential funding will be repayable over two years from January 2024. Under the draft revised terms there is no requirement for political risk insurance or a debt service reserve account and there are no restrictions on dividends, provided

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MANAGEMENT'S DISCUSSION AND ANALYSIS

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2023

covenants have not been breached. The draft terms are otherwise substantially the same as the existing facility. The Company will publish a news release on signature of the restated credit agreement.

CURRENT COMPANY OBJECTIVES

The current Company objectives are to:

1. Continue mining safely with due regard to the health of our employees and the impact on the environment.
2. Consistently produce and sell 12,500 tonnes per year contained tin from the Mpama North mine.
3. Develop the Mpama South deposit and plant infrastructure for commissioning from December 2023 and thereby increase targeted annual contained tin production from the current 12,500 tonnes per year to ~20,000 tonnes per year.
4. Add significantly to the current life of mine through drilling campaigns at Mpama South and Mpama North. Exploration around the Bisie area in search of a third tin deposit.
5. Maintain a balanced distribution of value amongst key stakeholders, notably provincial and national government through legislated taxes, our local communities from our committed social spend of 4% of on-mine operating expenditure, shareholders and debt providers.

SELECTED CONSOLIDATED FINANCIAL INFORMATION

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