6-K

NEW PACIFIC METALS CORP (NEWP)

6-K 2022-08-26 For: 2022-06-30
View Original
Added on April 09, 2026

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF

**THE SECURITIES EXCHANGE ACT OF 1934**

For the month of: August, 2022

Commission File No. 0001-40381

NEW PACIFIC METALS CORP. (Translation of registrant's name into English)

Suite 1750 - 1066 W. Hastings Street

Vancouver BC, Canada V6E 3X1

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F

Form 20-F [   ]  Form 40-F  [X]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) [   ]

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is "submitting" the Form 6-K in paper as permitted by Regulation S-T "Rule" 101(b)(7)  [   ]

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: August 25, 2022 NEW PACIFIC METALS CORP.
/s/ Jalen Yuan
Jalen Yuan
Chief Financial Officer

EXHIBIT INDEX

EXHIBITS 99.4, 99.5, 99.6 and 99.7 I INCLUDED WITH THIS REPORT ARE HEREBY INCORPORATED BY REFERENCE AS EXHIBITS TO THE REGISTRANT’S REGISTRATION STATEMENT ON FORM F-10 (FILE NO. 333-257344), AS AMENDED AND SUPPLEMENTED, AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

EXHIBIT DESCRIPTION OF EXHIBIT
99.1 News Release - (August 25, 2022) New Pacific Reports Financial Results for the Three Months and Year Ended June 30, 2022
99.2 Form 52-109F1 Certificate of Annual Filings - full certificate - CFO
99.3 Form 52-109F1 Certificate of Annual Filings - full certificate - CEO
99.4 New Pacific Metals Corp. Financial Statements for the year ended June 30, 2022
99.5 New Pacific Metals Corp. MD&A for the year ended June 30, 2022
99.6 Consent of Alex Zhang, P. Geo.
99.7 Consent of Deloitte LLP

Exhibit 99.1

Exhibit 99.1

NEWS RELEASE

NEW PACIFIC REPORTS FINANCIAL RESULTS FOR THE THREE MONTHS AND YEAR ENDED JUNE 30, 2022

VANCOUVER, BRITISH COLUMBIA – AUGUST 25, 2022: New Pacific Metals Corp. (“New Pacific” or the “Company”) reports its financial results for the three months and year ended June 30, 2022. All figures are expressed in US dollars unless otherwise stated.

FISCAL 2022 HIGHLIGHTS

  • Commenced the 2022 drill program at the Silver Sand Project which includes resource infill drilling to improve the confidence in the continuity of mineralization and step-out drilling to test the extension of the major mineralized zones up and down dip as well as on strike. To date, a total of 21,309 metres (“m”) in 94 drill holes have been completed, of which assay results for 35 drill holes have been received;
  • Completed the 2021 drill program of 13,313.7 m in 55 drill holes and received assay results for all drill holes at the Silver Sand Project;
  • Commenced the 2022 drill program at the Carangas Silver-Gold Project, a total of 21,980 m in 43 drill holes have been completed so far, of which assay results for 12 drill holes have been received. The assay results continue to show near surface silver horizons stacking over a broad bulk of gold mineralization below;
  • Completed the 2021 initial discovery drill program at the Carangas Silver-Gold Project for a total of 13,209 m in 35 drill holes and received assay results for all drill holes. All assay results intersected silver-rich polymetallic mineralization near surface, with some deep holes intersecting a wide zone of gold mineralization below;
  • Commenced a 6,000 m initial discovery drill program at the Silverstrike Project and a 2,000 m initial discovery drill program at the Jisas prospect, a satellite concession located in the north block of the Silver Sand Project;
  • Continue to advance the preliminary economic assessment (“PEA”) study for the Silver Sand Project, including a mineral resource estimate (“MRE”). The PEA is expected to be completed by the end of 2022; and
  • Maintained working capital of $29.3 million, sufficient to advance the existing exploration projects and other regional exploration initiatives.

FINANCIAL RESULTS

Net loss attributable to equity holders of the Company for the year ended June 30, 2022 was $6.42 million or $0.04 per share (year ended June 30, 2021 – net loss of $6.57 million or $0.04 per share). The Company’s financial results were mainly impacted by the following: (i) operating expenses of $6.78 million compared to $5.95 million in the prior year; (ii) income from investments of $0.22 million compared to $0.40 million in the prior year; and (iii) foreign exchange gain of $0.19 million compared to loss of $1.02 million in the prior year.

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For the three months ended June 30, 2022, net loss attributable to equity holders of the Company was $2.34 million or 0.01 per share (three months ended June 30, 2021 - net loss of $1.97 million or 0.01 per share).

Operating expenses for the three months and year ended June 30, 2022 were $2.29 million and $6.78 million, respectively (three months and year ended June 30, 2021 - $1.57 million and $5.95 million, respectively).

Income from investments for the three months and year ended June 30, 2022 was $0.01 million and $0.22 million, respectively (three months and year ended June 30, 2021 – loss of $0.21 million and income of $0.40 million, respectively).

Foreign exchange gain for the year ended June 30, 2022 was $0.19 million (year ended June 30, 2021 – loss of $1.02 million). The Company holds a portion of cash and short-term investments in USD to support its operations in Bolivia. Revaluation of these USD-denominated financial assets to their Canadian dollar (“CAD”) functional currency equivalents resulted in unrealized foreign exchange gain or loss for the relevant reporting periods. For the year ended June 30, 2022, the USD appreciated by 4.0% against the CAD (from 1.2394 to 1.2886) while in the prior year the USD depreciated by 9.1% against the CAD (from 1.3628 to 1.2394).

For the three months ended June 30, 2022, foreign exchange gain was $0.02 million (three months ended June 30, 2021 – loss of $0.20 million).

Working Capital: As of June 30, 2022, the Company had working capital of $29.3 million.

PROJECT OVERVIEW

SILVER SAND PROJECT

In 2021, the Company completed a drill program of 13,313.7 m in 55 holes. The 2021 drill program comprised structure orientation drilling, step-out and infill drilling as well as exploration drilling. Assay results of all drill holes have been received. Detailed structural logging and assay of the oriented drill cores confirmed previous understanding of the orientation of mineralized structures and resource model which are dominantly striking in the direction of north and northwest and dipping in direction of west at high angles which are also evidenced at surface outcrops and historical underground workings. Step-out drilling was carried out mainly outside of the major mineralized trends with results indicating the existence of multiple smaller satellite mineralized zones between the major mineralized trends. For details of the 2021 drill program, please refer to the Company’s news release dated April 6, 2022.

In the first half of 2022, the Company commenced a resource infill drilling and step-out drilling program. The resource infill drilling aims to improve the confidence in the continuity of mineralization in the core area of the project and upgrade resource categories, while the step-out drilling is designed to test the extension of the mineralized zones up and down dip as well as on strike. The results of the infill and step-out drilling will be included in the MRE and will be incorporated into the PEA expected to be completed by the end of 2022. To date**,** a total of 21,309 m in 94 drill holes have been completed, of which assay results for 35 drill holes have been received. For details of the 2022 drill program, please refer to the Company’s news releases dated May 31, 2022 and April 6, 2022.

For the three months and year ended June 30, 2022, total expenditures of $3.20 million and $7.64 million, respectively (three months and year ended June 30, 2021 - $1.13 million and $3.36 million, respectively) were capitalized under the project.

CARANGAS PROJECT

In 2021, the Company completed an initial discovery drill program of 13,209 m in 35 drill holes. Assay results of all drill holes have been received. Results from the 2021 discovery drill program confirmed the broad silver-rich

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polymetallic mineralization near surface and intersected a wide zone of gold mineralization below it. For details of the 2021 discovery drill program, please refer to the Company’s news releases dated May 17, 2022, February 23, 2022, and February 10, 2022.

Following the success of the 2021 discovery drill program, the Company has commenced a 2022 resource definition drill program with a planned meterage of up to 40,000 m if ongoing drill results continue to be encouraging. To date, a total of 21,980 m in 43 drill holes have been completed, of which assay results of 12 drill holes have been received. The assay results continue to show near surface silver horizons stacking over a broad bulk gold mineralization below. Currently, there are five drill rigs deployed at the project, of which the three larger drill rigs with a capacity of 1,000 m depth are focusing on both near surface silver and at depth gold zones, while the other two smaller drill rigs are focusing on near surface silver zone. For details of the 2022 drill program, please refer to the Company’s news release dated July 13, 2022 and August 8, 2022.

For the three months and year ended June 30, 2022, total expenditures of $2.10 million and $5.22 million, respectively (three months and year ended June 30, 2021 - $nil and $0.25 million, respectively) were capitalized under the project.

SILVERSTRIKE PROJECT

On June 14, 2022, the Company announced to commence a 6,000 m initial discovery drill program at the Silverstrike Project. The program will focus on testing a broad gold zone identified by the Company and by historical drilling.

For the three months and year ended June 30, 2022, total expenditures of $0.10 million and $0.14 million, respectively (three months and year ended June 30, 2021 - $0.02 million and $1.29 million, respectively) were capitalized under the project.

RZY PROJECT

The RZY Project, located in Qinghai, China was an early stage silver-lead-zinc exploration project. The RZY Project was located approximately 237 km from the city of Yushu Tibetan Autonomous Prefecture. In 2016, the Qinghai Government issued a moratorium which suspended exploration for 26 mining projects in the region, including the RZY Project, and classified the region as a National Nature Reserve Area.

During Fiscal 2020, the Company’s subsidiary, Qinghai Found Mining Co., Ltd. (“Qinghai Found”), reached a compensation agreement with the Qinghai Government for the RZY Project. Pursuant to the agreement, Qinghai Found will surrender its title to the RZY Project to the Qinghai Government for one-time cash compensation of $2.99 million (RMB ¥20 million) (the “RZY compensation transaction”).

On June 25, 2022, the Qinghai Government completed its approval process of the RZY compensation transaction. As a result, the Company disposed its RZY Project for cash consideration of $2.99 million (RMB ¥20 million), which is included in the receivables balance as of June 30, 2022. For the year ended June 30, 2022, a loss of $0.09 million (year ended June 30, 2021 - $nil) was recognized upon disposal of the RZY Project. Subsequent to June 30, 2022, the Company received the cash compensation in full.

MANAGEMENT DISCUSSION AND ANALYSIS

This news release should be read in conjunction with the Company’s Management Discussion and Analysis (“MD&A”) and the audited consolidated financial statements and notes thereto for the corresponding period, which have been filed with the Canadian Securities Administrators and are available under the Company’s profile on SEDAR at www.sedar.com and on the Company’s website at www.newpacificmetals.com.

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QUALIFIED PERSON

The scientific and technical information contained in this news release has been reviewed and approved by Alex Zhang, P. Geo., Vice President of Exploration, who is a Qualified Person for the purposes of National Instrument 43-101 – Standards of Disclosure for Mineral Resources (“NI 43-101”). The Qualified Person has verified the information disclosed herein and is not aware of any significant risks and uncertainties that could be expected to affect the reliability or confidence in the information discussed herein.

ABOUT NEW PACIFIC

New Pacific is a Canadian exploration and development company with precious metal projects in Bolivia. The Company’s flagship Project, the Silver Sand Silver Project, is waiting for a new Mineral Resource Estimate Update and a PEA by the end of 2022. Recently discovered Carangas Silver-Gold Project is undergoing a 40,000 m drill program. The third project, the Silverstrike Silver-Gold Project, commenced a 6,000 m initial test drilling program in June 2022.

For further information, please contact:

New Pacific Metals Corp. Investor Relations Phone: (604) 633-1368 U.S. & Canada toll-free: 1 (877) 631-0593 E-mail: invest@newpacificmetals.com www.newpacificmetals.com

To receive company news by e-mail, please register using New Pacific’s website at www.newpacificmetals.com.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION

Certain of the statements and information in this news release constitute “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 and “forward-looking information” within the meaning of applicable Canadian provincial securities laws. Any statements or information that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects”, “is expected”, “anticipates”, “believes”, “plans”, “projects”, “estimates”, “assumes”, “intends”, “strategies”, “targets”, “goals”, “forecasts”, “objectives”, “budgets”, “schedules”, “potential” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements or information. Such statements include, but are not limited to: statements regarding anticipated exploration, drilling, development, construction, and other activities or achievements of the Company; timing of receipt of permits and regulatory approvals; timing and content of the PEA, and estimates of the Company’s revenues and capital expenditures.

Forward-looking statements or information are subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual events or results to differ from those reflected in the forward-looking statements or information, including, without limitation, risks relating to: global economic and social impact of COVID-19; fluctuating equity prices, bond prices, commodity prices; calculation of resources, reserves and mineralization, general economic conditions, foreign exchange risks, interest rate risk, foreign investment risk; loss of key personnel; conflicts of interest; dependence on management, uncertainties relating to the availability and costs of financing needed in the future, environmental risks, operations and political conditions, the regulatory environment in Bolivia and Canada, risks associated with community relations and corporate social responsibility, and other factors described under the heading “Risk Factors” in the Company’s Annual Information Form for the year ended June 30, 2021 and its other public filings.

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This list is not exhaustive of the factors that may affect any of the Company’s forward-looking statements or information.

The forward-looking statements are necessarily based on a number of estimates, assumptions, beliefs, expectations and opinions of management as of the date of this news release that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties and contingencies. These estimates, assumptions, beliefs, expectations and options include, but are not limited to, those related to the Company’s ability to carry on current and future operations, including: the duration and effects of COVID-19 on our operations and workforce; development and exploration activities; the timing, extent, duration and economic viability of such operations; the accuracy and reliability of estimates, projections, forecasts, studies and assessments; the Company’s ability to meet or achieve estimates, projections and forecasts; the stabilization of the political climate in Bolivia; the Company’s ability to obtain and maintain social license at its mineral properties; the availability and cost of inputs; the price and market for outputs; foreign exchange rates; taxation levels; the timely receipt of necessary approvals or permits, including the ratification and approval of the Mining Production Contract with COMIBOL by the Plurinational Legislative Assembly of Bolivia; the ability of the Company’s Bolivian partner to convert the exploration licenses at the Carangas Project to AMC; the ability to meet current and future obligations; the ability to obtain timely financing on reasonable terms when required; the current and future social, economic and political conditions; and other assumptions and factors generally associated with the mining industry.

Although the forward-looking statements contained in this news release are based upon what management believes are reasonable assumptions, there can be no assurance that actual results will be consistent with these forward-looking statements. All forward-looking statements in this news release are qualified by these cautionary statements. Accordingly, readers should not place undue reliance on such statements. Other than specifically required by applicable laws, the Company is under no obligation and expressly disclaims any such obligation to update or alter the forward-looking statements whether as a result of new information, future events or otherwise except as may be required by law. These forward-looking statements are made as of the date of this news release.

CAUTIONARY NOTE TO US INVESTORS

This news release has been prepared in accordance with the requirements of the securities laws in effect in Canada which differ from the requirements of United States securities laws. All mining terms used herein but not otherwise defined have the meanings set forth in NI 43-101. Unless otherwise indicated, the technical and scientific disclosure herein has been prepared in accordance with NI 43-101, which differs significantly from the requirements adopted by the U.S. Securities and Exchange Commission.

Accordingly, information contained in this news release containing descriptions of the Company's mineral deposits may not be comparable to similar information made public by U.S. companies subject to the reporting and disclosure requirements of United States federal securities laws and the rules and regulations thereunder.

Additional information relating to the Company, including the Company’s Annual Information form, can be obtained under the Company’s profile on SEDAR at www.sedar.com, on EDGAR at www.sec.gov , and on the Company’s website at www.newpacificmetals.com.

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 Exhibit 99.2

Exhibit 99.2

Form 52-109F1

Certification of Annual FilingsFull Certificate

I, Jalen Yuan, Chief Financial Officer of NewPacific Metals Corp. certify the following:

1. Review: I have reviewed the AIF, if any, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of New Pacific Metals Corp. (the “issuer”) for the financial year ended June 30, 2022.
2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the<br>annual filings do not contain any untrue statement of a 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 it was made, for the period covered by the annual filings.
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3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the annual financial statements together with the other financial information included in the annual filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the annual filings.
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4. Responsibility: The issuer’s other certifying officer(s) and I are responsible for<br>establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those<br>terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the<br>issuer.
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5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the financial year end
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(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance<br>that
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(i) material information relating to the issuer is made known to us by others, particularly during the period<br>in which the interim filings are being prepared; and
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(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports<br>filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified<br>in securities legislation; and
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(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding<br>the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s<br>GAAP.
5.1 Control framework: The control framework the issuer’s other certifying officer(s)<br>and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework issued by the Committee<br>of Sponsoring Organizations of the Treadway Commission (COSO).
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5.2 ICFR – material weakness relating to design: N/A
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5.3 Limitation on scope of design: N/A
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6. Evaluation The issuer’s other certifying officer(s) and I have
(a) evaluated, or caused to be evaluated under our supervision, the effectiveness of the issuer’s DC&P at the financial year end and the issuer has disclosed in its annual MD&A our conclusions about the effectiveness of DC&P at the financial year end based on that evaluation; and
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(b) evaluated, or caused to be evaluated under our supervision, the effectiveness of the<br>issuer’s ICFR at the financial year end and the issuer has disclosed in its annual MD&A
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(i) our conclusions about the effectiveness of ICFR at the financial year end based on that evaluation; and
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(ii) N/A.
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7. Reporting changes in ICFR: The issuer has disclosed in its annual MD&A any change in the issuer’s ICFR that occurred during the period beginning on April 1, 2022 and ended on June 30, 2022 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

8. Reporting to the issuer’s auditors and board of directors or audit committee: The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of ICFR, to the issuer’s auditors, and the board of directors or the audit committee of the board of directors any fraud that involves management or other employees who have a significant role in the issuer’s ICFR.

Date: August 25, 2022

“Jalen Yuan”
Jalen Yuan
Chief Financial Officer
 Exhibit 99.3

Exhibit 99.3

Form 52-109F1

Certification of Annual FilingsFull Certificate

I, **Rui Feng, Chief Executive Officer of New Pacific Metals Corp.**certify the following:

1. Review: I have reviewed the AIF, if any, annual financial statements and annual MD&A, including, for greater certainty, all documents and information that are incorporated by reference in the AIF (together, the “annual filings”) of New Pacific Metals Corp. (the “issuer”) for the financial year ended June 30, 2022.
2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the<br>annual filings do not contain any untrue statement of a 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 it was made, for the period covered by the annual filings.
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3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the annual financial statements together with the other financial information included in the annual filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the annual filings.
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4. Responsibility: The issuer’s other certifying officer(s) and I are responsible for<br>establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those<br>terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the<br>issuer.
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5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the financial year end
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(a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance<br>that
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(i) material information relating to the issuer is made known to us by others, particularly during the period<br>in which the interim filings are being prepared; and
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(ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports<br>filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified<br>in securities legislation; and
--- ---

(b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.
5.1 Control framework: The control framework the issuer’s other certifying officer(s)<br>and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework issued by the Committee<br>of Sponsoring Organizations of the Treadway Commission (COSO).
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5.2 ICFR – material weakness relating to design: N/A
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5.3 Limitation on scope of design: N/A
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6. Evaluation The issuer’s other certifying officer(s) and I have
(a) evaluated, or caused to be evaluated under our supervision, the effectiveness of the issuer’s DC&P at the financial year end and the issuer has disclosed in its annual MD&A our conclusions about the effectiveness of DC&P at the financial year end based on that evaluation; and
--- ---
(b) evaluated, or caused to be evaluated under our supervision, the effectiveness of the<br>issuer’s ICFR at the financial year end and the issuer has disclosed in its annual MD&A
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(i) our conclusions about the effectiveness of ICFR at the financial year end based on that evaluation; and
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(ii) N/A.
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7. Reporting changes in ICFR: The issuer has disclosed in its annual MD&A any change in the issuer’s ICFR that occurred during the period beginning on April 1, 2022 and ended on June 30, 2022 that has materially affected, or is reasonably likely to materially affect, the issuer's ICFR.

8. Reporting to the issuer’s auditors and board of directors or audit committee: The issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of ICFR, to the issuer’s auditors, and the board of directors or the audit committee of the board of directors any fraud that involves management or other employees who have a significant role in the issuer’s ICFR.

Date: August 25, 2022

“Rui Feng”
Rui Feng
Chief Executive Officer
 Exhibit 99.4

Exhibit 99.4

CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2022 and 2021

(Expressed in US Dollars)

Reportof Independent Registered Public Accounting Firm

To the Shareholders and the Board of Directors of

New Pacific Metals Corp.

Opinionon the Financial Statements

We have audited the accompanying consolidated statements of financial position of New Pacific Metals Corp. and subsidiaries (the “Company”) as of June 30, 2022 and 2021, the related consolidated statements of (loss) income, comprehensive (loss) income, changes in equity, and cash flows, for each of the two years in the period ended June 30, 2022, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of June 30, 2022 and 2021, and its financial performance and its cash flows for each of the two years in the period ended June 30, 2022, in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board.

Basisfor Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ Deloitte LLP

Chartered Professional Accountants

Vancouver, Canada

August 24, 2022

We have served as the Company’s auditor since 2004.

New Pacific Metals Corp. Consolidated Statements of Financial Position
(Expressed in US dollars)
Notes June 30, 2022 June 30, 2021
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ASSETS
Current Assets
Cash $ 29,322,504 $ 46,441,482
Short-term investments 4 192,398 143,914
Receivables 9 3,193,926 343,608
Deposits and prepayments 479,266 523,141
33,188,094 47,452,145
Non-current Assets
Other tax receivable 5 3,631,796 2,216,392
Equity investments 6 496,741 496,526
Plant and equipment 8 1,462,848 1,118,639
Mineral property interests 9 85,298,776 75,535,422
TOTAL ASSETS $ 124,078,255 $ 126,819,124
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable and accrued liabilities 10 $ 3,492,269 $ 1,044,189
Due to a related party 11 377,031 50,378
3,869,300 1,094,567
Total Liabilities 3,869,300 1,094,567
Equity
Share capital 12 153,707,576 149,629,543
Share-based payment reserve 15,395,486 16,564,197
Accumulated other comprehensive income 11,704,949 13,641,379
Deficit (60,527,857 ) (54,106,972 )
Total equity attributable to the equity holders of the Company 120,280,154 125,728,147
Non-controlling interests 13 (71,199 ) (3,590 )
Total Equity 120,208,955 125,724,557
TOTAL LIABILITIES AND EQUITY $ 124,078,255 $ 126,819,124

Approved on behalf of the Board:

(Signed) David KongDirector

(Signed) Rui FengDirector

See accompanying notes to the consolidated financial statements

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New Pacific Metals Corp. Consolidated Statements of (Loss) Income
(Expressed in US dollars)
Years Ended June 30,
--- --- --- --- --- --- --- --- ---
Notes 2022 2021
Operating expense
Project evaluation and corporate development $ (582,253 ) $ (822,864 )
Depreciation (174,007 ) (44,000 )
Filing and listing (296,370 ) (393,814 )
Investor relations (698,146 ) (337,714 )
Professional fees (540,371 ) (498,207 )
Salaries and benefits (1,828,059 ) (1,688,687 )
Office and administration (1,716,546 ) (678,529 )
Share-based compensation 12(b) (941,647 ) (1,482,170 )
(6,777,399 ) (5,945,985 )
Other income (expense)
Income from investments 7 $ 220,112 $ 395,543
Loss on disposal of plant and equipment 8 (14,804 ) (1,944 )
Loss on disposal of mineral property interest 9 (85,052 ) -
Foreign exchange gain (loss) 185,475 (1,021,628 )
Other expense - (360 )
305,731 (628,389 )
Net loss $ (6,471,668 ) $ (6,574,374 )
Attributable to:
Equity holders of the Company $ (6,420,885 ) $ (6,566,440 )
Non-controlling interests 13 (50,783 ) (7,934 )
Net loss $ (6,471,668 ) $ (6,574,374 )
Loss per share attributable to the equity holders of the Company
Loss per share - basic and diluted $ (0.04 ) $ (0.04 )
Weighted average number of common shares - basic and diluted 155,626,128 153,294,454

See accompanying notes to the consolidated financial statements

Page | 2

New Pacific Metals Corp. Consolidated Statements of Comprehensive (Loss) Income
(Expressed in US dollars)
Years Ended June 30,
--- --- --- --- --- --- --- ---
2022 2021
Net loss $ (6,471,668 ) $ (6,574,374 )
Other comprehensive (loss) income, net of taxes:
Items that may subsequently be reclassified to net income or loss:
Currency translation adjustment, net of tax of nil (1,953,256 ) 6,017,205
Other comprehensive (loss) income, net of taxes $ (1,953,256 ) $ 6,017,205
Attributable to:
Equity holders of the Company $ (1,936,430 ) $ 5,971,491
Non-controlling interests 13 (16,826 ) 45,714
Other comprehensive (loss) income, net of taxes $ (1,953,256 ) $ 6,017,205
Total comprehensive loss, net of taxes $ (8,424,924 ) $ (557,169 )
Attributable to:
Equity holders of the Company $ (8,357,315 ) $ (594,949 )
Non-controlling interests (67,609 ) 37,780
Total comprehensive loss, net of taxes $ (8,424,924 ) $ (557,169 )

All values are in US Dollars.

See accompanying notes to the consolidated financial statements

Page | 3

**New Pacific Metals Corp.**Consolidated Statements of Cash Flows
(Expressed in US dollars)
Years Ended June 30,
--- --- --- --- --- --- --- ---
Notes 2022 2021
Operating activities
Net loss $ (6,471,668 ) $ (6,574,374 )
Add (deduct) items not affecting cash:
Income from investments 7 (220,112 ) (395,543 )
Depreciation 174,007 44,000
Loss on disposal of mineral property interest 9 85,052 -
Loss on disposal of plant and equipment 8 14,804 1,944
Share-based compensation 12(b) 961,484 1,596,526
Unrealized foreign exchange (gain) loss (185,475 ) 1,021,628
Changes in non-cash operating working capital 18 925,800 (558,356 )
Dividends and interests received 152,111 261,223
Net cash used in operating activities (4,563,997 ) (4,602,952 )
Investing activities
Mineral property interest
Capital expenditures (11,095,064 ) (4,314,465 )
Plant and equipment
Additions (538,548 ) (113,166 )
Proceeds on disposals 8 1,808 1,418
Short-term investments
Proceeds on disposals 4 - 15,596,974
Equity investments
Proceeds on disposals 6 - 4,345,636
Consideration received for transfer of TLG 3 - 2,201,350
Changes in other tax receivable (1,415,404 ) (115,960 )
Net cash (used in) provided by investing activities (13,047,208 ) 17,601,787
Financing activities
Proceeds from issuance of common shares 1,782,895 1,076,157
Net cash provided by financing activities 1,782,895 1,076,157
Effect of exchange rate changes on cash (1,290,668 ) 2,542,344
(Decrease) increase in cash (17,118,978 ) 16,617,336
Cash, beginning of the year 46,441,482 29,824,146
Cash, end of the year $ 29,322,504 $ 46,441,482
Supplementary cash flow information 18

See accompanying notes to the consolidated financial statements

Page | 4

New Pacific Metals Corp. Consolidated Statements of Changes in Equity
(Expressed in US dollars)
Share<br> capital Total<br> equity
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Share- Accumulated attributable
Number<br> of based other to<br> the equity Non-
common payment comprehensive holders<br> of controlling
Notes shares<br> issued Amount reserve income Deficit the<br> Company interests Total<br> equity
Balance, July 1, 2020 152,298,778 $ 145,904,310 $ 16,813,907 $ 7,669,888 $ (40,633,984 ) $ 129,754,121 $ (41,370 ) $ 129,712,751
Options<br> exercised 1,396,935 1,623,221 (547,064 ) - - 1,076,157 - 1,076,157
Restricted<br> share units vested 464,550 1,751,533 (1,751,533 ) - - - - -
Share-based<br> compensation - - 2,399,366 - - 2,399,366 - 2,399,366
Common<br> shares issued to acquire mineral property interest 291,000 350,479 (350,479 ) - - - - -
Spin-out<br> distribution 3 - - - - (6,906,548 ) (6,906,548 ) - (6,906,548 )
Net<br> loss - - - - (6,566,440 ) (6,566,400 ) (7,934 ) (6,574,374 )
Currency<br> translation adjustment - - - 5,971,491 - 5,971,491 45,714 6,017,205
Balance, June 30, 2021 **** 154,451,263 $ 149,629,543 $ 16,564,197 **** $ 13,641,379 **** $ (54,106,972 ) $ 125,728,147 **** $ (3,590 ) $ 125,724,557 ****
Options<br> exercised 12(b) 1,838,331 2,677,895 (895,000 ) - - 1,782,895 - 1,782,895
Restricted<br> share units vested 12(b) 342,233 1,400,138 (1,400,138 ) - - - - -
Share-based<br> compensation 12(b) - - 1,126,427 - - 1,126,427 - 1,126,427
Net<br> loss - - - - (6,420,885 ) (6,420,885 ) (50,783 ) (6,471,668 )
Currency<br> translation adjustment - - - (1,936,430 ) - (1.936.430 ) (16,826 ) (1,953,256 )
Balance, June 30, 2022 **** 156,631,827 $ 153,707,576 $ 15,395,486 **** $ 11,704,949 **** $ (60,527,857 ) $ 120,280,154 **** $ (71,199 ) $ 120,208,955 ****

See accompanying notes to the consolidated financial statements

Page | 5

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

1. CORPORATE INFORMATION

New Pacific Metals Corp. along with its subsidiaries (collectively, the “Company” or “New Pacific”) is a Canadian mining issuer engaged in exploring and developing mineral properties in Bolivia. The Company is in the stage of exploring and advancing the development of its mineral properties and has not yet determined if they contain economically recoverable Mineral Reserves. The underlying value and the recoverability of the amounts shown for mineral properties are entirely dependent upon the existence of recoverable Mineral Reserves, the ability of the Company to obtain the necessary financing to complete the exploration and development of the mineral properties, and future profitable production or proceeds from the disposition of the mineral property interests.

The Company is publicly listed on the Toronto Stock Exchange (“TSX”) under the symbol “NUAG” and on the NYSE American stock exchange (“NYSE-A”) under the symbol “NEWP”. The head office, registered address and records office of the Company are located at 1066 Hastings Street, Suite 1750, Vancouver, British Columbia, Canada, V6E 3X1.

2. SIGNIFICANT ACCOUNTING POLICIES

(a) Statement of Compliance

These consolidated financial statements have been prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (“IFRS”). The policies applied in these consolidated financial statements are based on IFRS in effect as of June 30, 2022.

These consolidated financial statements have been prepared on a going concern basis.

The consolidated financial statements of the Company as at and for the year ended June 30, 2022 were authorized for issue in accordance with a resolution of the Board of Directors (the “Board”) dated on August 24, 2022.

(b)Basis of Consolidation

These consolidated financial statements include the accounts of the Company and its wholly or partially owned subsidiaries.

Subsidiaries are consolidated from the date on which the Company obtains control up to the date of the disposition of control. Control is achieved when the Company has power over the subsidiary, is exposed or has rights to variable returns from its involvement with the subsidiary; and has the ability to use its power to affect its returns. For non-wholly-owned subsidiaries over which the Company has control, the net assets attributable to outside equity shareholders are presented as “non-controlling interests” in the equity section of the consolidated statements of financial position. Net income or loss for the period that is attributable to the non-controlling interests is calculated based on the ownership of the non-controlling interest shareholders in the subsidiary.

Balances, transactions, income and expenses between the Company and its subsidiaries are eliminated on consolidation.

Page | 6

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

Details of the Company’s significant subsidiaries which are consolidated are as follows:

Proportion of ownership interest held
Country of June 30, June 30, Mineral
Name of subsidiaries Principal activity incorporation 2022 2021 properties
New Pacific Offshore Inc. Holding company BVI (i) 100% 100%
SKN Nickel & Platinum Ltd. Holding company BVI 100% 100%
Glory Metals Investment Corp. Limited Holding company Hong Kong 100% 100%
New Pacific Investment Corp. Limited Holding company Hong Kong 100% 100%
New Pacific Andes Corp. Limited Holding company Hong Kong 100% 100%
Fortress Mining Inc. Holding company BVI 100% 100%
Minera Alcira S.A. Mining company Bolivia 100% 100% Silver Sand
NPM Minerales S.A. Mining company Bolivia 100% 100%
Colquehuasi S.R.L. Mining company Bolivia 100% 100% Silverstrike
Minera Hastings S.R.L. Mining company Bolivia 100% 100% Carangas
Qinghai Found Mining Co., Ltd. Mining company China 82% 82% RZY
(i) British Virgin Islands (“BVI”)

(c) Foreign Currency Translation

The functional currency for each subsidiary of the Company is the currency of the primary economic environment in which the entity operates. The functional currency of the head office, Canadian subsidiaries and all intermediate holding companies is the Canadian dollar (“CAD”). The functional currency of all Bolivian subsidiaries is the US dollar (“USD”). The functional currency of the Chinese subsidiary is the Chinese Renminbi (“RMB”).

Foreign currency monetary assets and liabilities are translated into the functional currency using exchange rates prevailing at the balance sheet date. Foreign currency non-monetary assets are translated using exchange rates prevailing at the transaction date. Foreign exchange gains and losses are included in the determination of net income.

The consolidated financial statements are presented in USD. The financial position and results of the Company’s entities are translated from functional currencies to USD as follows:

- assets<br>and liabilities are translated using exchange rates prevailing at the reporting date;
- income<br>and expenses are translated using average exchange rates prevailing during the period; and
--- ---
- all<br>resulting exchange gains or losses are included in other comprehensive income or loss.
--- ---

The Company treats inter-company loan balances, which are not intended to be repaid in the foreseeable future, as part of its net investment. When a foreign entity is sold, the historical exchange differences plus the foreign exchange impact that arises on the transaction are recognized in the consolidated statement of (loss) income as part of the gain or loss on sale.

(d) Plant and Equipment

Plant and equipment are initially recorded at cost, including all directly attributable costs to bring the assets to the location and condition necessary for it to be capable of operating in the manner intended by management. Plant and equipment are subsequently measured at cost less accumulated depreciation and applicable impairment losses. Depreciation is computed using the straight-line method based on the nature and estimated useful lives as follows:

Land Not<br> depreciated
Buildings 20<br> Years
Machinery 5<br> Years

Page | 7

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)
Motor<br>vehicles 5<br>Years
--- ---
Office<br>equipment and furniture 5<br>Years
Computer<br>software 5<br> Years

Subsequent costs that meet the asset recognition criteria are capitalized while costs incurred that do not extend the economic useful life of an asset are considered repair and maintenance, which are accounted for as an expense recognized during the period. The Company conducts an annual assessment of the residual balances, useful lives, and depreciation methods being used for plant and equipment and any changes are applied prospectively.

Assets under construction are capitalized as construction-in-progress. The cost of construction-in-progress comprises its purchase price and any costs directly attributable to bringing it into working condition for its intended use. Construction-in-progress assets are not depreciated until they are completed and available for use.

(e) Mineral Property Interests

The cost of acquiring mineral rights and properties either as an individual asset purchase or as part of a business combination is capitalized and represents the property’s fair value at the date of acquisition. Fair value is determined by estimating the value of the property’s reserves, resources and exploration potential.

Exploration and evaluation costs, incurred associated with specific mineral rights and properties prior to demonstrable technical feasibility and commercial viability of extracting a mineral resource, are capitalized.

The Company determines that a property is in the development stage when it has completed a positive economic analysis of the mineral deposit. Costs incurred in the development stage prior to commercial production are capitalized and included in the carrying amount of the related property in the period incurred. Proceeds from sales during this period, if any, are offset against costs capitalized.

(f) Impairment of Long-lived Assets

Long-lived assets, including mineral property interests, plant and equipment are reviewed and tested for impairment when indicators of impairment are considered to exist. Impairment assessments are conducted at the level of cash-generating units (“CGU”) or at the individual asset level, whichever is the lowest level for which identifiable cash inflows are largely independent of the cash flows of other assets. An impairment loss is recognized for any excess of carrying amount of a CGU over its recoverable amount, which is the greater of its fair value less costs to sell and value in use. For mineral properties, the recoverable amount is estimated as the discounted future net cash inflows expected to be derived from expected future production, metal prices, and net proceeds from the disposition of assets on retirement, less operating and capital costs. Impairment losses are recognized in the period they are incurred.

For exploration and evaluation assets, indication of impairment includes but is not limited to expiration of the right to explore, substantive expenditures in the specific area are neither budgeted nor planned, and exploration for and evaluation of mineral resources in the specific area have not led to the discovery of commercially viable quantities of mineral resources.

Impairment losses are reversed if there is evidence the loss no longer exists or has decreased. This reversal is recognized in net income in the period the reversal occurs limited by the carrying value that would have been determined, net of any depreciation, had no impairment charge been recognized in prior years.

Page | 8

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

(g) Share-based Payments

The Company grants share-based awards, including restricted share units (“RSUs”) and stock options to directors, officers, employees, and consultants.

For share-based awards, the fair value is charged to the consolidated statements of income and credited to equity, on a straight-line basis over the vesting period, after adjusting for the estimated number of awards that are expected to vest. The fair value of share units is determined based on quoted market price of the Company’s common shares at the date of grant. The fair value of the stock options granted to employees, officers, and directors is determined at the date of grant using the Black-Scholes option pricing model with market related input. The fair value of stock options granted to consultants is measured at the fair value of the services delivered unless that fair value cannot be estimated reliably, which then is determined using the Black-Scholes option pricing model. Stock options with graded vesting schedules are accounted for as separate grants with different vesting periods and fair values.

At each statement of financial position date prior to vesting, the cumulative expense representing the extent to which the vesting period has expired and management’s best estimate of the awards that are ultimately expected to vest is computed (after adjusting for non-market performance conditions). The movement in cumulative expense is recognized in the consolidated statements of income with a corresponding entry within equity. The amount recognized as expense is adjusted to reflect the number of awards for which the related service and non-market vesting conditions are expected to be met.

(h)Income Taxes

Current tax for each taxable entity is based on the local taxable income at the local substantively enacted statutory tax rate at the balance sheet date and includes adjustments to taxes payable or recoverable in respect to previous periods.

Current tax assets and current tax liabilities are only offset if a legally enforceable right exists to set off the amounts, and the Company intends to settle on a net basis, or to realize the asset and settle the liability simultaneously.

Deferred tax is recognized using the liability method on temporary differences at the reporting date between the tax bases of assets and liabilities, and their carrying amounts for financial reporting purposes. Deferred tax assets are recognized for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses, can be utilized, except:

- where<br>the deferred tax asset or liability relating to the deductible temporary difference arises from the initial recognition of an asset or<br>liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit<br>nor taxable profit or loss; and
- in<br>respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint ventures,<br>deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable<br>future and taxable profit will be available against which the temporary differences can be utilized.
--- ---

Page | 9

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are reassessed at the end of each reporting period and are recognized to the extent that it has become probable that future taxable profit will be available to allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realized or the liability is settled, based on tax rates and tax laws that have been substantively enacted by the end of the reporting period.

Deferred tax relating to items recognized outside profit or loss is recognized in other comprehensive income or directly in equity.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

(i) Earnings (loss) per Share

Earnings (loss) per share is computed by dividing net income (loss) attributable to equity holders of the Company by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the potential dilution that could occur if additional common shares are assumed to be issued under securities that entitle their holders to obtain common shares in the future. For RSUs, the full outstanding numbers as at the end of the period are included in the calculation of diluted earnings per share. For stock options, the number of additional shares for inclusion in diluted earnings per share calculations is determined when the exercise price is less than the average market price of the Company’s common shares; the stock options are assumed to be exercised and the proceeds are used to repurchase common shares at the average market price for the period. The incremental number of common shares issued under stock options and repurchased from proceeds is included in the calculation of diluted earnings per share. When loss per share is presented in the period, the Company’s calculation of diluted loss per share excludes any incremental shares from the assumed calculation of RSUs and stock options as they would be anti-dilutive.

(j) Financial Instruments

Initialrecognition:

On initial recognition, all financial assets and financial liabilities are recorded at fair value adjusted for directly attributable transaction costs except for financial assets and liabilities classified as fair value through profit or loss (“FVTPL”), in which case transaction costs are expensed as incurred.

Subsequentmeasurement of financial assets:

Subsequent measurement of financial assets depends on the classification of such assets.

I. Non-equity instruments:

IFRS 9 includes a single model that has only two classification categories for financial instruments other than equity instruments: amortized cost and fair value. To qualify for amortized cost accounting, the instrument must meet two criteria:

i. The objective of the business model is to hold the financial asset for the collection of the cash flows; and

ii. All contractual cash flows represent only principal and interest on that principal.

All other instruments are mandatorily measured at fair value.

Page | 10

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

II. Equity instruments:

At initial recognition, for equity instruments other than held for trading, the Company may make an irrevocable election to designate it as either FVTPL or fair value through other comprehensive income (“FVTOCI”).

Financial assets classified as amortized cost are measured using the effective interest method. Amortized cost is calculated by taking into account any discount or premiums on acquisition and fees that are an integral part of the effective interest method. Amortization from the effective interest method is included in finance income.

Financial assets classified as FVTPL are measured at fair value with changes in fair values recognized in profit or loss.

Impairmentof financial assets carried at amortized cost:

The Company assesses at the end of each reporting period whether there is objective evidence that financial assets or group of financial assets measured at amortized cost are impaired. Impairment losses and reversal of impairment losses, if any, are recognized in profit or loss in the period they are incurred.

Subsequentmeasurement of financial liabilities:

Financial liabilities classified as amortized cost are measured using the effective interest method. Amortized cost is calculated by taking into account any discount or premiums on acquisition and fees that are an integral part of the effective interest method. Amortization using the effective interest method is included in finance costs.

The Company classifies its financial instruments as follows:

- Financial assets classified as FVTPL: cash, short-term investments – bonds, and equity investments;

- Financial assets classified as amortized cost: receivables and short-term investments – guaranteed investment certificates; and

- Financial liabilities classified as amortized cost: trade and other payables, and due to related parties.

Bonds:

The Company acquired bonds issued by other companies from various industries through the open market. These bonds are held to receive coupon interest payments and to realize potential gains. The bonds may also be disposed on demand through the open market should the Company require funds for other operational or investment needs. Bonds are classified as FVTPL and are measured at fair value on initial recognition and subsequent measurement.

Equityinvestments:

Equity investments represent equity interests of other publicly-traded or privately-held companies that the Company has acquired through the open market or through private placements. These equity interests consist of common shares and warrants. Equity investments are classified as FVTPL and are measured at fair value on initial recognition and subsequent measurement. The fair value of warrants was determined using the Black-Scholes pricing model as at the acquisition date as well as at each period end.

Page | 11

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

Derecognition of financial assets and financial liabilities:

A financial asset is derecognized when:

- The rights to receive cash flows from the asset have expired;<br>or
- The Company has transferred its rights to receive cash flows<br>from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’<br>arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has<br>neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
--- ---

Gains and losses on derecognition of financial assets and liabilities classified as amortized cost are recognized in profit or loss when the instrument is derecognized or impaired, as well as through the amortization process.

A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability. In this case, a new liability is recognized, and the difference in the respective carrying amounts is recognized in the consolidated statement of income.

Offsetting of financial instruments:

Financial assets and liabilities are offset and the net amount is reported in the consolidated statement of financial position if and only if, there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the assets and settle liabilities simultaneously.

Fair value of financial instruments:

The fair value of financial instruments that are traded in active markets at each reporting date is determined by reference to quoted market prices, without deduction for transaction costs. For financial instruments that are not traded in active markets, the fair value is determined using appropriate valuation techniques, such as using a recent arm’s length market transaction between knowledgeable and willing parties, discounted cash flow analysis, reference to the current fair value of another instrument that is substantially the same, or other valuation models.

(k) Significant Judgments and Estimation Uncertainties

Many amounts included in the consolidated financial statements require management to make judgments and/or estimates. These judgments and estimates are continuously evaluated and are based on management’s experience and knowledge of relevant facts and circumstances. Actual results may differ from the amounts included in the consolidated statement of financial position.

Areas of significant judgment include:

- Capitalization of expenditures with respect to exploration,<br>evaluation and development costs to be included in mineral rights and properties.
- Determination of functional currency.
--- ---
- Recognition, measurement and impairment or impairment reversal<br>assessment for mineral rights and properties.
--- ---
- Accounting assessment and classification for equity investments<br>and short-term investments.
--- ---
- Determination of asset acquisition or business combination.
--- ---

Areas of significant estimates include:

- The estimated fair values of CGUs for impairment or impairment<br>reversal tests, including estimates of future costs to produce proven and probable reserves, future commodity prices, discount rates,<br>probabilities of expected cash flows from disposal and salvage value of plant and equipment.

Page | 12

**New Pacific Metals Corp.**Notes to the Consolidated FinancialStatements
(Expressed in US dollars)
- Valuation input and forfeiture rates used in calculation of<br>share-based compensation.
--- ---
- Valuation of securities that do not have a quoted market price.
--- ---

The Company estimates its ore reserves and mineral resources based on information compiled by qualified persons as defined in accordance with National Instrument 43-101.

3. WHITEHORSE GOLD CORP.SPIN-OUT TRANSACTION

During Fiscal 2020, the Company established Whitehorse Gold Corp. (“Whitehorse Gold”) to acquire the Tagish Lake Gold Project (“TLG Project”) located in Yukon Territory, Canada from the Company for consideration of $2,201,350 (CAD$3,000,000) via a promissory note plus 20,000,000 Whitehorse Gold common shares (“spin-out shares”) as a result of a strategic review on the TLG Project.

On November 18, 2020, the Company received the consideration of $2,201,350 and distributed all of the spin-out shares held by it to the Company’s shareholders on a pro rata basis by way of a plan of arrangement under the Business Corporations Act (British Columbia). The spin-out shares were valued at $6,906,548 upon distribution.

4. SHORT-TERM INVESTMENTS

Short-term investments consist of the following:

June 30, 2022 June 30, 2021
Bonds $ 192,398 $ 143,914

The Company acquired bonds issued by other corporations from various industries through the open market. These bonds were held to receive coupon interest payments and to realize potential gains. The bonds may also be disposed on demand through the open market should the Company require funds for operational or investment needs. The Company accounts for the bonds at fair value at each reporting date.

The continuity of short-term investments is summarized as follows:

Amount
Balance, July 1, 2020 $ 15,140,719
Interest earned 69,206
Interest received (70,964 )
Loss on fair value change (318,915 )
Disposition (15,596,974 )
Foreign currency translation impact 920,842
Balance, June 30, 2021 $ 143,914
Gain on fair value change 48,484
Balance, June 30, 2022 $ 192,398

5. OTHER TAX RECEIVABLE

Other tax receivable is composed of value-added tax (“VAT”) imposed by the Bolivian government. The Company had VAT outputs through its exploration costs and general expenses incurred in Bolivia. These VAT outputs are deductible against future VAT inputs that will be generated through sales.

Page | 13

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

6.  EQUITY INVESTMENTS

The equity investments are summarized as follows:

June 30, 2022 June 30, 2021
Common shares
Public companies $ 496,741 $ 461,635
Warrants
Public companies - 34,891
$ 496,741 $ 496,526

The fair values of the warrants were estimated using the Black Scholes options pricing model with the following assumptions:

June 30, 2022 June 30, 2021
Risk free interest rate - 0.97 %
Expected volatility - 114 %
Expected life of warrants in years - 0.19

The continuity of equity investments is summarized as follows:

Accumulated mark-to-
market gain included
Fair value in net income
Balance, July 1, 2020 $ 4,111,822 $ 3,515,548
Proceeds on disposal (4,345,636 ) -
Change in fair value 455,597 455,597
Foreign exchange impact 274,743 -
Balance, June 30, 2021 $ 496,526 $ 3,971,145
Change in fair value 19,517 19,517
Foreign exchange impact (19,302 ) -
Balance, June 30, 2022 $ 496,741 $ 3,990,662

7. INCOME FROM INVESTMENTS

Income from investments consist of:

Years Ended June 30,
2022 2021
Fair value change on equity investments $ 19,517 $ 455,597
Fair value change on bonds 48,484 (318,915 )
Dividend income - 110,293
Interest income 152,111 148,568
Income from investments $ 220,112 $ 395,543

Page | 14

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

8. PLANT AND EQUIPMENT

Land and Office equipment Computer
Cost building Machinery Motor vehicles and furniture software Total
Balance, July 1, 2020 $ 1,283,620 $ 1,059,037 $ 295,565 $ 228,374 $ 183,500 $ 3,050,096
Additions - 2,232 - 110,935 - 113,167
Disposals (653,620 ) (859,519 ) (54,146 ) (37,327 ) (31 ) (1,604,643 )
Foreign currency translation impact - 497 1,163 13,259 18,266 33,185
Balance, June 30, 2021 $ 630,000 $ 202,247 $ 242,582 $ 315,241 $ 201,735 $ 1,591,805
Additions - 135,450 349,929 53,171 - 538,550
Disposals - (5,768 ) (13,486 ) (21,292 ) (269 ) (40,815 )
Reclassifed among asset groups - 76,426 - (76,426 ) - -
Foreign currency translation impact - 3 7 (4,330 ) (7,692 ) (12,012 )
Balance, June 30, 2022 $ 630,000 $ 408,358 $ 579,032 $ 266,364 $ 193,774 $ 2,077,528
Accumulated depreciation and amortization
Balance, July 1, 2020 $ (653,620 ) $ (867,007 ) $ (145,814 ) $ (162,617 ) $ (94,004 ) $ (1,923,062 )
Depreciation - (24,538 ) (45,820 ) (38,080 ) (23,769 ) (132,207 )
Disposals 653,620 819,698 54,556 73,376 31 1,601,281
Foreign currency translation impact - (224 ) (506 ) (8,270 ) (10,178 ) (19,178 )
Balance, June 30, 2021 $ - $ (72,071 ) $ (137,584 ) $ (135,591 ) $ (127,920 ) $ (473,166 )
Depreciation - (44,169 ) (66,854 ) (38,907 ) (24,077 ) (174,007 )
Disposals - 2,602 5,869 15,502 230 24,203
Foreign currency translation impact - (2 ) (3 ) 2,996 5,299 8,290
Balance, June 30, 2022 $ - $ (113,640 ) $ (198,572 ) $ (156,000 ) $ (146,468 ) $ (614,680 )
Carrying amount
Balance, June 30, 2021 $ 630,000 $ 130,176 $ 104,998 $ 179,650 $ 73,815 $ 1,118,639
Balance, June 30, 2022 $ 630,000 $ 294,718 $ 380,460 $ 110,364 $ 47,306 $ 1,462,848

During the year ended June 30, 2022, certain plant and equipment were disposed for proceeds of $1,808 (year ended June 30, 2021, $1,418) and loss of $14,804 (year ended June 30, 2021, loss of $1,944).

9. MINERAL PROPERTY INTERESTS

(a) Silver Sand Project

On July 20, 2017, the Company acquired the Silver Sand Project. The Project is located in the Colavi District of the Potosí Department, in Southwestern Bolivia, 35 kilometres (“km”) northeast of Potosí City, the department capital. The project covers an area of approximately 5.42 km^2^ at an elevation of 4,072 metres (“m”) above sea level.

For the year ended June 30, 2022, total expenditures of $7,639,287 (year ended June 30, 2021 - $3,357,104) were capitalized under the project.

(b) Carangas Project

In April 2021, the Company signed an agreement with a private Bolivian company to acquire a 98% interest in the Carangas Project. The project is located approximately 180 km southwest of the city of Oruro and within 50 km from Bolivia’s border with Chile. The private Bolivian company is 100% owned by Bolivian nationals and holds title to the two exploration licenses that cover an area of 6.25 km^2^.

Page | 15

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

Under the agreement, the Company is required to cover 100% of the future expenditures on exploration, mining, development, and production activities for the project. The agreement has a term of 30 years and is renewable for an additional 15 years.

For the year ended June 30, 2022, total expenditures of $5,224,138 (year ended June 30, 2021- $250,427) were capitalized under the project.

(c) Silverstrike Project

In December 2019, the Company acquired a 98% interest in the Silverstrike Project from a private Bolivian corporation. The project covers an area of approximately 13 km^2^ and is located approximately 140 km southwest of the city of La Paz, Bolivia.

For the year ended June 30, 2022, total expenditures of $142,078 (year ended June 30, 2021 - $1,293,907) were capitalized under the project.

(d) RZY Project

The RZY Project, located in Qinghai, China is an early stage silver-lead-zinc exploration project. The RZY Project is located approximately 237 km from the city of Yushu Tibetan Autonomous Prefecture. In 2016, the Qinghai Government issued a moratorium which suspended exploration for 26 mining projects in the region, including the RZY Project, and classified the region as a National Nature Reserve Area.

During Fiscal 2020, the Company’s subsidiary, Qinghai Found Mining Co., Ltd. (“Qinghai Found”), reached a compensation agreement with the Qinghai Government for the RZY Project. Pursuant to the agreement, Qinghai Found will surrender its title to the RZY Project to the Qinghai Government for one-time cash compensation of $2.99 million (RMB ¥20 million) (the “RZY compensation transaction”).

On June 25, 2022, the Qinghai Government completed its approval process of the RZY compensation transaction. As a result, the Company disposed its RZY Project for cash consideration of $2,986,188 (RMB ¥20 million), which is included in the receivables balance as at June 30, 2022. For the year ended June 30, 2022, a loss of $85,052 (year ended June 30, 2021 - $nil) was recognized upon disposal of the RZY Project. Subsequent to June 30, 2022, the Company received the cash compensation in full.

Page | 16

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

The continuity schedule of mineral property acquisition costs and deferred exploration and development costs is summarized as follows:

Cost Silver Sand Silverstrike Carangas RZY Project Total
Balance, July 1, 2020 $ 65,300,994 $ 1,821,190 $ - $ 2,623,616 $ 69,745,800
Capitalized exploration expenditures
Reporting and assessment 482,355 4,119 - - 486,474
Drilling and assaying 78,201 169,102 21,952 - 269,255
Project management and support 2,505,338 996,005 178,753 - 3,680,096
Camp service 225,016 113,666 49,569 - 388,251
Camp construction 53,199 - - - 53,199
Permitting 12,995 11,015 153 - 24,163
Foreign currency impact 587,402 48,207 4,823 247,752 888,184
Balance, June 30, 2021 $ 69,245,500 $ 3,163,304 $ 255,250 $ 2,871,368 $ 75,535,422
Capitalized exploration expenditures
Reporting and assessment 353,109 40 - - 353,149
Drilling and assaying 4,990,082 1,625 3,752,094 - 8,743,801
Project management and support 1,917,060 45,773 1,020,422 - 2,983,255
Camp service 364,507 61,578 443,810 - 869,895
Geological surveys - 25,508 - - 25,508
Permit and license 14,529 7,554 7,812 - 29,895
Reclamation - - - - -
Disposition - - - (3,071,240 ) (3,071,240 )
Foreign currency impact (316,189 ) (36,150 ) (18,442 ) 199,872 (170,909 )
Balance, June 30, 2022 $ 76,568,598 $ 3,269,232 $ 5,460,946 $ - $ 85,298,776

10. TRADE AND OTHER PAYABLES

Trade and other payables consist of:

June 30, 2022 June 30, 2021
Trade payable $ 2,087,599 $ 626,683
Accrued liabilities 1,404,670 417,506
$ 3,492,269 $ 1,044,189

11. RELATED PARTY TRANSACTIONS

Related party transactions are made on terms agreed upon by the related parties. The balances with related parties are unsecured, non-interest bearing, and due on demand. Related party transactions not disclosed elsewhere in the consolidated financial statements are as follows:

Due to a related party June 30, 2022 June 30, 2021
Silvercorp Metals Inc. $ 377,031 $ 50,378

(a) Silvercorp Metals Inc. (“Silvercorp”) has two directors and one officer in common with the Company. Silvercorp and the Company share office space and Silvercorp provides various general and administrative services to the Company. The Company expects to continue making payments to Silvercorp in the normal course of business. Expenses in general and administrative services rendered and incurred by Silvercorp on behalf of the Company for the year ended June 30, 2022 were $726,387 (year ended June 30, 2021 - $616,030).

Page | 17

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

During the year ended June 30, 2022, the Company’s subsidiary Qinghai Found borrowed a loan of $283,688 (RMB ¥1.9 million) from one of Silvercorp’s subsidiary in China to help facilitating the closure of the RZY compensation transaction. Subsequent to June 30, 2022, the loan plus interest of $23,422 were repaid in full.

(b) Compensation of key management personnel

The remuneration of directors and other members of key management personnel for the years ended June 30, 2022 and 2021 are as follows:

Years ended June 30,
2022 2021
Director’s cash compensation $ 82,608 290,463
Director’s share-based compensation 338,702 604,970
Key management’s cash compensation 988,753 859,394
Key management’s share-based compensation 461,947 1,709,004
$ 1,872,010 $ 3,463,831

Other than as disclosed above, the Company does not have any ongoing contractual or other commitments resulting from transactions with related parties.

12. SHARE CAPITAL

(a) Share Capital - authorized share capital

The Company’s authorized share capital consists of an unlimited number of common shares without par value.

(b) Share-based compensation

The Company has a share-based compensation plan (the “Plan”) under which the Company may issue stock options and restricted share units (“RSUs”). The maximum number of common shares to be reserved for issuance on any share-based compensation under the Plan is a rolling 10% of the issued and outstanding common shares from time to time.

For the year ended June 30, 2022, a total of $941,647 (year ended June 30, 2021 - $1,482,170) was recorded as share-based compensation expense.

For the year ended June 30, 2022, a total of $19,837 (year ended June 30, 2021 - $114,356) was included in the project evaluation and corporate development expense.

For the year ended June 30, 2022, a total of $164,943 (year ended June 30, 2021 - $802,839) was capitalized under mineral property interests.

Page | 18

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

(i) Stock Options

The continuity schedule of stock options, as at June 30, 2022, is as follows:

Weighted average
Number of options exercise price (CAD)
Balance, July 1, 2020 4,662,767
Options exercised (1,396,935 )
Options cancelled/forfeited (150,000 )
Balance, June 30, 2021 3,115,832
Options Granted 2,702,000
Options exercised (1,838,331 )
Options cancelled/forfeited (317,334 )
Balance, June 30, 2022 3,662,167

All values are in US Dollars.

During the year ended June 30, 2022, a total of 2,702,000 options with a life of five years were granted to directors, officers, and employees at an exercise price of CAD$3.33 to CAD$4.00 per share subject to a vesting schedule over a three-year term with 1/6 of the options vesting every 6 months after the date of grant until fully vested.

No stock options were granted during the year ended June 30, 2021.

The fair value of the options granted during the year ended June 30, 2022 were calculated as of the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:

Year ended June 30,
2022
Risk free interest rate 2.33 %
Expected volatility 76.4 %
Expected life of options in years 2.75
Estimated forfeiture rate 14.11 %

The weighted average grant date fair value of options granted during the year ended June 30, 2022, was CAD$1.80. Volatility was determined based on the historical volatility of the Company’s shares over the estimated life of stock options.

The following table summarizes information about stock options outstanding as at June 30, 2022:

Number of options Weighted Number of options Weighted
Exercise outstanding as at average remaining exercisable as at average
prices (CAD$) 2022-06-30 contractual life (years) 2022-06-30 exercise price (CAD$)
$ 1.15 30,000 0.08 30,000 $1.15
1.57 200,000 0.44 200,000 $1.57
2.15 989,167 1.65 989,167 $2.15
3.33 863,000 4.60 - -
3.89 56,000 4.65 - -
4.00 1,524,000 4.93 - -
$1.15 - $4.00 3,662,167 3.18 1,219,167 $2.03

Page | 19

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

Subsequent to June 30, 2022, a total of 30,000 options with exercise prices of CAD$1.15 were exercised.

Subsequent to June 30, 2022, a total of 50,000 options with exercise price of CAD$3.33 were forfeited.

(ii) RSUs

The continuity schedule of RSUs, as at June 30, 2022, is as follows:

Weighted average
grant date closing
Number of shares price per share (CAD)
Balance, July 1, 2020 925,200
Granted 360,500
Forfeited (26,250 )
Distributed (464,550 )
Balance, June 30, 2021 794,900
Granted 1,299,000
Forfeited (274,451 )
Distributed (342,233 )
Balance, June 30, 2022 1,477,216

All values are in US Dollars.

Subsequent to June 30, 2022, a total of 53,266 RSUs were vested and distributed.

Subsequent to June 30, 2022, a total of 17,333 RUSs were forfeited.

During the year ended June 30, 2022, a total of 1,299,000 (year ended June 30, 2021 – 360,500) RSUs were granted to directors, officers, employees, and consultants of the Company at grant date closing price of CAD$3.33 to CAD$4.00 per share (year ended June 30, 2021 – CAD$6.46 per share) subject to a vesting schedule over a three-year term with 1/6 of the RSUs vesting every six months from the date of grant.

(c) Loss per share

For the years ended June 30,
2022 2021
Loss Shares Per-Share Income Shares Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
Net loss attributable to equity holders of the Company $ (6,420,885 ) $ (6,566,440 )
Basic loss per share (6,420,885 ) 155,626,128 $ (0.04 ) (6,566,440 ) 153,294,454 $ (0.04 )
Effect of dilutive securities:
Stock options and RSUs - -
Diluted loss per share $ (6,420,885 ) 155,626,128 $ (0.04 ) $ (6,566,440 ) 153,294,454 $ (0.04 )

Anti-dilutive options that are not included in the diluted loss per share calculation were nil for the year ended June 30, 2022 (year ended June 30, 2021 – nil).

Page | 20

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

13. NON-CONTROLLING INTEREST

Qinghai Found
Balance, July 1, 2020 $ (41,370 )
Share of net loss (7,934 )
Share of other comprehensive income 45,714
Balance, June 30, 2021 $ (3,590 )
Share of net loss (50,783 )
Share of other comprehensive loss (16,826 )
Balance, June 30, 2022 $ (71,199 )

As at June 30, 2022 and June 30, 2021, the non-controlling interest in the Company’s subsidiary Qinghai Found was 18%.

14. FINANCIAL INSTRUMENTS

The Company manages its exposure to financial risks, including liquidity risk, foreign exchange rate risk, interest rate risk, credit risk, and equity price risk in accordance with its risk management framework. The Board of Directors has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.

(a) Fair Value

The Company classifies its fair value measurements within a fair value hierarchy, which reflects the significance of inputs used in making the measurements as defined in IFRS 13 – Fair Value Measurement (“IFRS 13”).

Level 1 – Unadjusted quoted prices at the measurement date for identical assets or liabilities in active markets.

Level 2 – Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

Level 3 – Unobservable inputs which are supported by little or no market activity.

Page | 21

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

The following table sets forth the Company’s financial assets that are measured at fair value on a recurring basis by level within the fair value hierarchy as at June 30, 2022 and June 30, 2021 that are not otherwise disclosed. As required by IFRS 13, financial assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

Fair value as at June 30, 2022
Recurring measurements Level 1 Level 2 Level 3 Total
Financial Assets
Cash $ 29,322,504 $ - $ - $ 29,322,504
Short-term investments - bonds 192,398 - - 192,398
Common shares 496,741 - - 496,741
Fair value as at June 30, 2021
--- --- --- --- --- --- --- --- ---
Recurring measurements Level 1 Level 2 Level 3 Total
Financial Assets
Cash $ 46,441,482 $ - $ - $ 46,441,482
Short-term investments - bonds 143,914 - - 143,914
Common or preferred shares 461,635 - - 461,635
Warrants - 34,891 - 34,891

Fair value of other financial instruments excluded from the table above approximates their carrying amount as of June 30, 2022, and June 30, 2021, respectively.

There were no transfers into or out of Level 3 during the year ended June 30, 2022.

(b) Liquidity Risk

The Company has a history of losses and no operating revenues from its operations. Liquidity risk is the risk that the Company will not be able to meet its short term business requirements. As at June 30, 2022, the Company had a working capital position of $29,318,794 and sufficient cash resources to meet the Company’s short-term financial liabilities and its planned exploration expenditures on various projects in Bolivia for, but not limited to, the next 12 months.

In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following summarizes the remaining contractual maturities of the Company’s financial liabilities:

June 30, 2022 June 30, 2021
Due within a year Total Total
Accounts payable and accrued liabilities $ 3,492,269 $ 3,492,269 $ 1,044,189
Due to a related party 377,031 377,031 50,378
$ 3,869,300 $ 3,869,300 $ 1,094,567

(c) Foreign Exchange Risk

The Company is exposed to foreign exchange risk when it undertakes transactions and holds assets and liabilities denominated in foreign currencies other than its functional currencies. The functional currency of the head office, Canadian subsidiaries and all intermediate holding companies is CAD. The functional currency of all Bolivian subsidiaries is USD. The functional currency of the Chinese subsidiary is RMB. The

Page | 22

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

Company currently does not engage in foreign exchange currency hedging. The Company’s exposure to foreign exchange risk that could affect net income is summarized as follows:

Financial assets denominated in foreign currencies other than
relevant functional currency June 30, 2022 June 30, 2021
United States dollars $ 468,714 $ 11,079,194
Bolivianos 886,188 285,267
Total $ 1,354,902 $ 11,364,461
Financial liabilities denominated in foreign currencies other than
relevant functional currency
Bolivianos 1,619,261 333,405
Total $ 1,619,261 $ 333,405

As at June 30, 2022, with other variables unchanged, a 1% strengthening (weakening) of the USD against the CAD would have increased (decreased) net income by approximately $4,700.

As at June 30, 2022, with other variables unchanged, a 1% strengthening (weakening) of the Bolivianos against the USD would have increased (decreased) net income by approximately $7,300.

(d) Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company holds a portion of cash in bank accounts that earn variable interest rates. Due to the short-term nature of these financial instruments, fluctuations in market rates do not have significant impact on the fair values of the financial instruments as of June 30, 2022. The Company, from time to time, also owns guaranteed investment certificates (“GICs”) and bonds that earn interest payments at fixed rates to maturity. Fluctuation in market interest rates usually will have an impact on bond’s fair value. An increase in market interest rates will generally reduce bond’s fair value while a decrease in market interest rates will generally increase it. The Company monitors market interest rate fluctuations closely and adjusts the investment portfolio accordingly.

(e) Credit Risk

Credit risk is the risk of financial loss to the Company if the counterparty to a financial instrument fails to meet its contractual obligations. The Company’s exposure to credit risk is primarily associated with cash, bonds, and receivables. The carrying amount of financial assets included on the statement of financial position represents the maximum credit exposure.

The Company has deposits of cash that meet minimum requirements for quality and liquidity as stipulated by the Board. Management believes the risk of loss to be remote, as the majority of its cash are held with major financial institutions. Bonds by nature are exposed to more credit risk than cash. The Company manages its risk associated with bonds by only investing in large globally recognized corporations from diversified industries. As at June 30, 2022, the Company had a receivables balance of $3,193,926 (June 30, 2021 - $343,608). There were no material amounts in receivables which were past due on June 30, 2022 (June 30, 2021 - $nil).

Page | 23

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

(f) Equity Price Risk

The Company holds certain marketable securities that will fluctuate in value as a result of trading on global financial markets. Based upon the Company’s portfolio at June 30, 2022, a 10% increase (decrease) in the market price of the securities held, ignoring any foreign exchange effects would have resulted in an increase (decrease) to net income of approximately $50,000.

15. CAPITAL MANAGEMENT

The objectives of the capital management policy are to safeguard the Company’s ability to support exploration and operating requirements on an ongoing basis, continue the investment in high quality assets along with safeguarding the value of its mineral properties, and support any expansionary plans.

The capital of the Company consists of the items included in equity less cash and bonds. Risk and capital management are primarily the responsibility of the Company’s corporate finance function and is monitored by the Board. The Company manages the capital structure and makes adjustments depending on economic conditions. Significant risks are monitored and actions are taken, when necessary, according to the Company’s approved policies.

16. INCOME TAXES

The provision for income taxes differs from the amount computed by applying the cumulative Canadian federal and provincial income tax rates to the loss before income tax provision due to the following:

Years ended June 30,
2022 2021
Canadian statutory tax rate 27.00 % 27.00 %
Loss before income taxes $ (6,471,668 ) $ (6,574,374 )
Income tax recovery computed at Canadian statutory rates (1,747,348 ) (1,775,081 )
Foreign tax rates different from statutory rate 234,160 218,388
Permanent items and other 459,813 3,633,845
Change in unrecognized deferred tax assets 1,053,375 (2,078,112 )
Adjustments in respect of prior years - 960
$ - $ -

Deferred tax assets are recognized to the extent that the realization of the related tax benefit through future taxable profit is probable. The ability to realize the tax benefits is dependent upon numerous factors, including the future profitability of operations in the jurisdiction in which the tax benefit arise. Deductible temporary differences and unused tax losses for which no deferred tax assets have been recognized are attributable to the following:

June 30, 2022 June 30, 2021
Non-capital loss carry forward $ 13,633,304 $ 9,184,009
Capital loss carry forward 19,596,218 23,435,600
Plant and equipment 190,799 155,152
Mineral property interests - 3,519,176
Equity investments 408,622 572,253
Share issuance cost 1,041,630 1,624,469
$ 34,870,573 $ 38,490,659

Page | 24

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

As of June 30, 2022, the Company has the following net operating losses, expiring various years to 2042 and available to offset future taxable income in Canada, Bolivia and China, respectively:

Canada Bolivia China
2022 - 44,849 -
2023 - 22,571 -
2024 - 115,876 -
2026 - 763,735 -
2027 - 1,312,466 -
2032 - - 271,929
2041 6,939,727 - -
2042 4,162,151 - -
$ 11,101,878 $ 2,259,497 $ 271,929

As at June 30, 2022, the Company had capital loss carry forward of $19,596,218 that can be carried indefinitely in Canada (June 30, 2021 - $23,435,600).

17. SEGMENTED INFORMATION

As at and for the year ended June 30, 2022, the Company operates in three (as at and for the year ended June 30, 2021 – three) reportable operating segments, one being the corporate segment; the other two being the exploration and development segments focused on safeguarding the value of its mineral properties in Bolivia and China. These reportable segments are components of the Company where separate financial information is available that is evaluated regularly by the Company’s Chief Executive Officer, the chief operating decision maker (“CODM”).

(a) Segment information for assets and liabilities are as follows:

June 30, 2022
Corporate Exploration and Development Total
Canada and BVI Bolivia China
Cash $ 27,575,127 $ 1,701,935 $ 45,442 $ 29,322,504
Short-term investments 192,398 - - 192,398
Equity investments 496,741 - - 496,741
Plant and equipment 73,532 1,389,316 - 1,462,848
Mineral property interests - 85,298,776 - 85,298,776
Other assets 410,637 3,908,163 2,986,188 7,304,988
Total Assets $ 28,748,435 $ 92,298,190 $ 3,031,630 $ 124,078,255
Total Liabilities $ (762,968 ) $ (2,610,317 ) $ (496,015 ) $ (3,869,300 )
June 30, 2021
--- --- --- --- --- --- --- --- --- --- --- --- ---
Corporate Exploration and Development Total
Canada and BVI Bolivia China
Cash $ 46,259,720 $ 158,539 $ 23,223 $ 46,441,482
Short-term investments 143,914 - - 143,914
Equity investments 496,526 - - 496,526
Plant and equipment 115,340 988,503 14,796 1,118,639
Mineral property interests - 72,664,054 2,871,368 75,535,422
Other assets 461,135 2,427,576 194,430 3,083,141
Total Assets $ 47,476,635 $ 76,238,672 $ 3,103,817 $ 126,819,124
Total Liabilities $ (573,163 ) $ (333,405 ) $ (187,999 ) $ (1,094,567 )

Page | 25

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

(b) Segment information for operating results are as follows:

Year ended June 30, 2022
Corporate Exploration and Development Total
Canada and BVI Bolivia China
Project evaluation and corporate development $ (317,994 ) $ (264,259 ) $ - $ (582,253 )
Salaries and benefits (1,382,662 ) (429,169 ) (16,228 ) (1,828,059 )
Share-based compensation (941,647 ) - - (941,647 )
Other operating expenses (2,795,640 ) (619,033 ) (10,767 ) (3,425,440 )
Total operating expense (5,437,943 ) (1,312,461 ) (26,995 ) (6,777,399 )
Income from investments 219,900 - 212 220,112
Loss on disposal of plant and equipment - - (14,804 ) (14,804 )
Loss on disposal of mineral property interest **** - **** **** - **** **** (85,052 ) **** (85,052 )
Foreign exchange gain **** 186,053 **** - **** **** (578 ) **** 185,475
Net loss $ (5,031,990 ) $ (1,312,461 ) $ (127,217 ) $ (6,471,668 )
Attributed to:
Equity holders of the Company $ (5,031,990 ) $ (1,312,461 ) $ (76,434 ) $ (6,420,885 )
Non-controlling interests - - (50,783 ) (50,783 )
Net loss $ (5,031,990 ) $ (1,312,461 ) $ (127,217 ) $ (6,471,668 )
Year ended June 30, 2021
--- --- --- --- --- --- --- --- --- --- --- --- ---
Corporate Exploration and Development Total
Canada Bolivia China
Project evaluation and corporate development $ (295,315 ) $ (527,549 ) $ - $ (822,864 )
Salaries and benefits (1,465,709 ) (188,340 ) (34,638 ) (1,688,687 )
Share-based compensation (1,482,170 ) - - (1,482,170 )
Other operating expenses (1,897,162 ) (47,846 ) (7,256 ) (1,952,264 )
Total operating expense (5,140,356 ) (763,735 ) (41,894 ) (5,945,985 )
Income from investments 395,421 - 122 395,543
Loss on disposal of plant and equipment - - (1,944 ) (1,944 )
Foreign exchange loss (1,021,628 ) - - (1,021,628 )
Other expense - - (360 ) (360 )
Net loss $ (5,766,563 ) $ (763,735 ) $ (44,076 ) $ (6,574,374 )
Attributed to:
Equity holders of the Company $ (5,766,563 ) $ (763,735 ) $ (36,142 ) $ (6,566,440 )
Non-controlling interests - - (7,934 ) (7,934 )
Net loss $ (5,766,563 ) $ (763,735 ) $ (44,076 ) $ (6,574,374 )

Page | 26

New Pacific Metals Corp. Notes to the Consolidated Financial Statements
(Expressed in US dollars)

18. SUPPLEMENTARY CASH FLOW INFORMATION

Changes in non-cash operating working capital: Years Ended June 30,
2022 2021
Receivables $ 30,117 $ (22,615 )
Deposits and prepayments 27,796 (340,059 )
Accounts payable and accrued liabilities 551,707 (178,289 )
Due to a related party 316,180 (17,393 )
$ 925,800 $ (558,356 )
Non-cash capital transactions: Years Ended June 30,
--- --- --- --- ---
2022 2021
Capital expenditures of mineral property interest included in accounts payable and accrued liabilities $ 1,910,439 $ -

Page | 27

 Exhibit 99.5

Exhibit 99.5

MANAGEMENT’SDISCUSSION AND ANALYSIS

For the year ended June 30, 2022

(Expressed in US Dollars)

| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

Dateof Report: August 24, 2022

This MD&A for New Pacific Metals Corp.and its subsidiaries (collectively, “New Pacific” or the “Company”) should be read in conjunction with the Company’saudited consolidated financial statements for year ended June 30, 2022 and the related notes contained therein. The Company prepares itsfinancial position, financial performance, and cash flow in accordance with International Financial Reporting Standards (“IFRS”)as issued by the International Accounting Standards Board (“IASB”). The Company’s significant accounting policies areset out in Note 2 of the audited consolidated financial statements for the year ended June 30, 2022. All dollar amounts are expressedin United States dollars (“USD”) unless otherwise stated. Certain amounts shown in this MD&A may not add exactly to totalamounts due to rounding differences. This MD&A contains “forward-looking statements” that are subject to risk factorsset out in a cautionary note contained at the end of this MD&A. All information contained in this MD&A is current and has beenapproved by the Board of Directors of the Company (the “Board”) as of August 24, 2022.

BUSINESSOVERVIEW AND STRATEGY

The Company is a Canadian mining issuer engaged in exploring and developing mineral properties in Bolivia. The Company’s precious metal project include the flagship Silver Sand Project, the Carangas Project and the Silverstrike Project. With experienced management and sufficient technical and financial resources, management believes the Company is well positioned to create shareholder value through exploration and resource development.

The Company is publicly listed on the Toronto Stock Exchange (“TSX”) under the symbol “NUAG” and on the NYSE American stock exchange (“NYSE-A”) under the symbol “NEWP”. The head office, registered address and records office of the Company are located at 1066 West Hastings Street, Suite 1750, Vancouver, British Columbia, Canada, V6E 3X1.

FISCAL 2022 HIGHLIGHTS

§ Commenced the 2022 drill<br>program at the Silver Sand Project which includes resource infill drilling to improve the confidence in the continuity of mineralization<br>and step-out drilling to test the extension of the major mineralized zones up and down dip as well as on strike. To date, a total of 21,309<br>metres (“m”) in 94 drill holes have been completed, of which assay results for 35 drill holes have been received;
§ Completed the 2021 drill<br>program of 13,313.7 m in 55 drill holes and received assay results for all drill holes at the Silver Sand Project;
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§ Commenced the 2022 drill<br>program at the Carangas Silver-Gold Project, a total of 21,980 m in 43 drill holes have been completed so far, of which assay results<br>for 12 drill holes have been received. The assay results continue to show near surface silver horizons stacking over a broad bulk of gold<br>mineralization below;
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§ Completed the 2021 initial<br>discovery drill program at the Carangas Silver-Gold Project for a total of 13,209 m in 35 drill holes and received assay results for all<br>drill holes. All assay results intersected silver-rich polymetallic mineralization near surface, with some deep holes intersecting a wide<br>zone of gold mineralization below;
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| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)
§ Commenced a 6,000 m initial<br>discovery drill program at the Silverstrike Project and a 2,000 m initial discovery drill program at the Jisas prospect, a satellite concession<br>located in the north block of the Silver Sand Project;
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§ Continue to advance the<br>preliminary economic assessment (“PEA”) study for the Silver Sand Project, including a mineral resource estimate (“MRE”).<br>The PEA is expected to be completed by the end of 2022; and
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§ Maintained working capital<br>of $29.3 million, sufficient to advance the existing exploration projects and other regional exploration initiatives.
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PROJECTsovervieW

Bolivian Licence Tenure


A summary of Bolivian mining laws with respect to the Administrative Mining Contract (“AMC”) and exploration license is presented below.

Exploration and mining rights in Bolivia are granted by the Ministry of Mines and Metallurgy through the Autoridad Jurisdictional Administrativa Minera (“AJAM”). Under Bolivian mining laws, tenure is granted as either an AMC or an exploration license. Tenure held under the previous legislation was converted to Autorización Transitoria Especiales (“ATEs”) which are required to be consolidated into new 25-hectare sized cuadriculas (concessions) and converted to AMCs. AMCs created by conversion recognize existing rights of exploration and/or exploitation and development, including treatment, metal refining, and/or trading. AMCs have a fixed term of 30 years and can be extended for an additional 30 years if certain conditions are met. Each AMC requires ongoing work and the submission of plans to AJAM.

Exploration licenses allow exploration activities only and must be converted to AMCs to conduct exploitation and development activities. Exploration licenses are valid for a maximum of five years and provide the holder with the preferential right to request an AMC. In specific areas, mineral tenure is owned by the Bolivian state mining corporation, Corporación Minera de Bolivia (“COMIBOL”). In these areas, development and production agreements can be obtained by entering into a Mining Production Contract (“MPC”) with COMIBOL.

Silver Sand Project


The Silver Sand Project is located in the Colavi District of Potosí Department in southwestern Bolivia at an elevation of 4,072 m above sea level, 35 kilometres (“km”) northeast of Potosí City, the department capital.

The project is comprised of two claim blocks, the Silver Sand south and north blocks, which covers a total area of 5.42 km^2^. The Silver Sand south block, covering an area of 3.17 km^2^hosts the Silver Sand deposit. On August 12, 2021, the Company announced the receipt of an AMC for the Silver Sand south block from AJAM. The AMC establishes a clear title to the Company’s Silver Sand south block. The Silver Sand north block covers an area of 2.25 km^2^ and is comprised of three ATEs (Jisas, Jardan and El Bronce). The Company is in the process of converting these ATEs to an AMC.

| **Management’s Discussion and Analysis** | **Page 3** |

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| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

Since acquiring the project in 2017, the Company has carried out extensive exploration and resource definition drill programs. On April 14, 2020, the Company released its inaugural NationalInstrument 43-101 - Standards of Disclosure for Mineral Projects (“NI 43-101”) Mineral Resource estimate for the Silver Sand Project. Based on the NI 43-101 report, the project has an estimated Measured and Indicated Mineral Resource of 155.86 million ounces (“oz”) of silver at 137 g/t and an estimated Inferred Mineral Resource of 35.55 million oz of silver at 112 g/t. For further details, please refer to the Company’s news release dated April 14, 2020 and the technical report entitled “Silver SandDeposit Mineral Resource Report (Amended)” prepared by certain qualified persons associated with AMC Consultants (Canada) Ltd. with an effective date of January 16, 2020 and filed under the Company’s profile on SEDAR at www.sedar.com, with the United States Securities and Exchange Commission on EDGAR at www.sec.gov, and on the Company’s website at www.newpacificmetals.com.


In 2021, the Company completed a drill program of 13,313.7 m in 55 holes. The 2021 drill program comprised structure orientation drilling, step-out and infill drilling as well as exploration drilling. Assay results of all drill holes have been received. Detailed structural logging and assay of the oriented drill cores confirmed previous understanding of the orientation of mineralized structures and resource model which are dominantly striking in the direction of north and northwest and dipping in direction of west at high angles which are also evidenced at surface outcrops and historical underground workings. Step-out drilling was carried out mainly outside of the major mineralized trends with results indicating the existence of multiple smaller satellite mineralized zones between the major mineralized trends. For details of the 2021 drill program, please refer to the Company’s news release dated April 6, 2022.

In the first half of 2022, the Company commenced a resource infill drilling and step-out drilling program. The resource infill drilling aims to improve the confidence in the continuity of mineralization in the core area of the project and upgrade resource categories, while the step-out drilling is designed to test the extension of the mineralized zones up and down dip as well as on strike. The results of the infill and step-out drilling will be included in the MRE and will be incorporated into the PEA expected to be completed by the end of 2022. As of the date of this MD&A**,** a total of 21,309 m in 94 drill holes have been completed, of which assay results for 35 drill holes have been received. For details of the 2022 drill program, please refer to the Company’s news releases dated May 31, 2022 and April 6, 2022.

Advanced studies have commenced on the project with a PEA, environmental and socio-economic baseline studies in progress.

Project Expenditures

For the three months and year ended June 30, 2022, total expenditures of $3,198,033 and $7,639,287, respectively (three months and year ended June 30, 2021 - $1,125,702 and $3,357,104, respectively) were capitalized under the project.

Mining ProductionContract

On January 11, 2019, New Pacific announced that its 100% owned subsidiary, Minera Alcira S.A. (“Alcira”), entered into an MPC with COMIBOL granting Alcira the right to carry out exploration, development and mining production activities in ATEs and cuadriculas owned by COMIBOL adjoining the Company’s Silver Sand Project.  The MPC is comprised of two areas. The first area is located to the south and west of the Silver Sand Project.  The second area includes additional geologically prospective ground to the north, east and south of the Silver Sand Project, wherein COMIBOL is expected to apply for exploration and mining rights with AJAM. Upon granting of the exploration and mining rights, COMIBOL will contribute these additional properties to the MPC.

| **Management’s Discussion and Analysis** | **Page 4** |

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| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

There are no known economic mineral deposits, nor any previous drilling or exploration discoveries within the MPC area. The MPC presents an opportunity to explore and evaluate the possible extensions and/or satellites of mineralization outside of the currently defined Silver Sand Project.

The MPC was approved by Bolivia’s Ministry of Mining and Metallurgy but remains subject to ratification and approval by the Plurinational Legislative Assembly of Bolivia. As of the date of this MD&A, the MPC has not been ratified nor approved by the Plurinational Legislative Assembly of Bolivia. The Company cautions that there is no assurance that the Company will be successful in obtaining ratification of the MPC in a timely manner or at all, or that the ratification of the MPC will be obtained on reasonable terms. The Company cannot predict the Bolivia government’s positions on foreign investment, mining concessions, land tenure, environmental regulation, community relations, taxation or otherwise. A change in the government’s position on these issues could adversely affect the ratification of the MPC and the Company’s business.

Carangas Project

In April 2021, the Company signed an agreement with a private Bolivian company to acquire a 98% interest in the Carangas Project. The project is located approximately 180 km southwest of the city of Oruro and within 50 km from Bolivia’s border with Chile. The private Bolivian company is 100% owned by Bolivian nationals and holds title to the two exploration licenses that cover an area of 6.25 km^2^.

Under the agreement, the Company is required to cover 100% of the future expenditures on exploration, mining, development and production activities for the project. The agreement has a term of 30 years and is renewable for another 15 years.

In 2021, the Company completed an initial discovery drill program of 13,209 m in 35 drill holes. Assay results of all drill holes have been received. Results from the 2021 discovery drill program confirmed the broad silver-rich polymetallic mineralization near surface and intersected a wide zone of gold mineralization below it. For details of the 2021 discovery drill program, please refer to the Company’s news releases dated May 17, 2022, February 23, 2022, and February 10, 2022.

Following the success of the 2021 discovery drill program, the Company has commenced a 2022 resource definition drill program with a planned meterage of up to 40,000 m if ongoing drill results continue to be encouraging. As of the date of this MD&A, a total of 21,980 m in 43 drill holes have been completed, of which assay results of 12 drill holes have been received. The assay results continue to show near surface silver horizons stacking over a broad bulk gold mineralization below. Currently, there are five drill rigs deployed at the project, of which the three larger drill rigs with a capacity of 1,000 m depth are focusing on both near surface silver and at depth gold zones, while the other two smaller drill rigs are focusing on near surface silver zone. For details of the 2022 drill program, please refer to the Company’s news release dated July 13, 2022 and August 8, 2022.

Project Expenditures

For the three months and year ended June 30, 2022, total expenditures of $2,097,824 and $5,224,138, respectively (three months and year ended June 30, 2021 - $nil and $250,427, respectively) were capitalized under the project.

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| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

Silverstrike Project


The Silverstrike Project is located approximately 140 km southwest of La Paz, Bolivia.  In December 2019, the Company signed a mining association agreement and acquired a 98% interest in the Silverstrike Project from a private Bolivian corporation. The private Bolivian corporation is owned 100% by Bolivian nationals and holds the title to the nine ATEs (covering an area of approximately 13 km^2^) that comprise the project. Under the mining association agreement, the Company is required to cover 100% of future expenditures including exploration, contingent on results of development and subsequent mining production activities at the Silverstrike Project.  The agreement has a term of 30 years and is renewable for another 15 years.

During 2020, the Company’s exploration team completed reconnaissance and detailed mapping and sampling programs on the northern portion of the project. The results to date identified near surface broad zones of silver mineralization in altered sandstones to the north, with similarities to that at the Silver Sand Project; and in the Silverstrike Project’s central area, a near surface broad silver zone that occurs near the top of a 900 m diameter volcanic dome of ignimbrite (volcaniclastic sediments) units with intrusion of rhyolite dyke swarm and andesite flows; and a broad gold zone occurs half way from the top of the dome.

On June 14, 2022, the Company announced to commence a 6,000 m initial discovery drill program at the Silverstrike Project. The program will focus on testing a broad gold zone identified by the Company and by historical drilling.

Project Expenditures

For the three months and year ended June 30, 2022, total expenditures of $100,677 and $142,078, respectively (three months and year ended June 30, 2021 - $15,026 and $1,293,907, respectively) were capitalized under the project.

Frontier Area – Carangas and SilverstrikeProjects

The Carangas and the Silverstrike projects are located within 50 km of the Bolivian border with Chile. In line with many South American countries, Bolivia does not permit foreign entities to own property within 50 km of international borders (the “Frontier Area”).  Property owners in the Frontier Area are, however, permitted to enter into mining association agreements with third parties, including foreign entities, for the development of mining activities under Bolivian Law No. 535 on Mining and Metallurgy. While the Company believes the mining association agreements for the Carangas and the Silverstrike projects are legally compliant with the Frontier Area requirements and Bolivian mining laws, there is no assurance that the Company’s Bolivian partners will be successful in obtaining the approval of AJAM to convert the exploration licenses to AMC in the case of the Carangas Project, or that even if approved, that such relationships and structures will not be challenged by other Bolivian organizations or communities.

RZY Project


The RZY Project, located in Qinghai, China was an early stage silver-lead-zinc exploration project. The RZY Project was located approximately 237 km from the city of Yushu Tibetan Autonomous Prefecture. In 2016, the Qinghai Government issued a moratorium which suspended exploration for 26 mining projects in the region, including the RZY Project, and classified the region as a National Nature Reserve Area.

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| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

During Fiscal 2020, the Company’s subsidiary, Qinghai Found Mining Co., Ltd. (“Qinghai Found”), reached a compensation agreement with the Qinghai Government for the RZY Project. Pursuant to the agreement, Qinghai Found will surrender its title to the RZY Project to the Qinghai Government for one-time cash compensation of $2.99 million (RMB ¥20 million) (the “RZY compensation transaction”).

On June 25, 2022, the Qinghai Government completed its approval process of the RZY compensation transaction. As a result, the Company disposed its RZY Project for cash consideration of $2,986,188 (RMB ¥20 million), which is included in the receivables balance as of June 30, 2022. For the year ended June 30, 2022, a loss of $85,052 (year ended June 30, 2021 - $nil) was recognized upon disposal of the RZY Project. Subsequent to June 30, 2022, the Company received the cash compensation in full.

Overall Expenditure Summary

The continuity schedule of mineral property acquisition costs, deferred exploration and development costs are summarized as follows:

Cost Silver Sand Silverstrike Carangas RZY Project Total
Balance, July 1, 2020 $ 65,300,994 $ 1,821,190 $ - $ 2,623,616 $ 69,745,800
Capitalized exploration expenditures
Reporting and assessment 482,355 4,119 - - 486,474
Drilling and assaying 78,201 169,102 21,952 - 269,255
Project management and support 2,505,338 996,005 178,753 - 3,680,096
Camp service 225,016 113,666 49,569 - 388,251
Camp construction 53,199 - - - 53,199
Permitting 12,995 11,015 153 - 24,163
Foreign currency impact 587,402 48,207 4,823 247,752 888,184
Balance, June 30, 2021 $ 69,245,500 $ 3,163,304 $ 255,250 $ 2,871,368 $ 75,535,422
Capitalized exploration expenditures
Reporting and assessment 353,109 40 - - 353,149
Drilling and assaying 4,990,082 1,625 3,752,094 - 8,743,801
Project management and support 1,917,060 45,773 1,020,422 - 2,983,255
Camp service 364,507 61,578 443,810 - 869,895
Geological surveys - 25,508 - - 25,508
Permit and license 14,529 7,554 7,812 - 29,895
Reclamation - - - - -
Disposition - - - (3,071,240 ) (3,071,240 )
Foreign currency impact (316,189 ) (36,150 ) (18,442 ) 199,872 (170,909 )
Balance, June 30, 2022 $ 76,568,598 $ 3,269,232 $ 5,460,946 $ - $ 85,298,776
| **Management’s Discussion and Analysis** | **Page 7** |

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| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

FINANCIALRESULTS

Selected Annual Information
Fiscal 2022 Fiscal 2021 Fiscal 2020
Operating expense $ (6,777,399 ) $ (5,945,985 ) $ (4,608,589 )
Income from Investments 220,112 395,543 1,311,921
Impairment recovery (loss) of mineral property interests - - 8,724,915
Other (loss) income 85,619 (1,023,932 ) 465,021
Net (loss) income (6,471,668 ) (6,574,374 ) 5,893,268
Net (loss) income attributable to equity holders (6,420,885 ) (6,566,440 ) 5,907,726
Basic and diluted (loss) earnings per share (0.04 ) (0.04 ) 0.04
Total current assets 33,188,094 47,452,145 54,127,165
Total non-current assets 90,890,161 79,366,979 77,085,086
Total current liabilities 3,869,300 1,094,567 1,499,501
Total non-current liabilities - - -

Net loss attributable to equity holders ofthe Company for the year ended June 30, 2022 was $6,420,885 or $0.04 per share (year ended June 30, 2021 – net loss of $6,566,440 or $0.04 per share). The Company’s financial results were mainly impacted by the following: (i) operating expenses of $6,777,399 compared to $5,945,985 in the prior year; (ii) income from investments of $220,112 compared to $395,543 in the prior year; and (iii) foreign exchange gain of $185,475 compared to loss of $1,021,628 in the prior year.

For the three months ended June 30, 2022, net loss attributable to equity holders of the Company was $2,337,826 or 0.01 per share (three months ended June 30, 2021 - net loss of $1,972,372 or 0.01 per share).

Operating expenses for the three months and year ended June 30, 2022 were $2,291,704 and $6,777,399, respectively (three months and year ended June 30, 2021 - $1,567,955 and $5,945,985, respectively). Items included in operating expenses were as follows:


(i) Project evaluation and corporate development expenses for the three months and year ended June<br>30, 2022 of $92,103 and $582,253, respectively (three months and year ended June 30, 2021 - $154,252 and $822,864, respectively). The<br>expenses in this area decreased in the current periods after the Company’s latest discovery of the Carangas Project. The Company<br>is focusing on the exploration and development of its existing projects.

(ii) Filing and listing fees for the three months and year ended June 30, 2022 of $90,795 and $296,370,<br>respectively (three months and year ended June 30, 2021 - $122,243 and $393,814, respectively). Filing fees for the current periods were<br>normal and incurred in the ordinary course of business. Comparative periods’ fees were higher as a result of the Company’s<br>graduation from the TSX Venture Exchange to the TSX and listing application on NYSE-A.
(iii) Investor relations expenses for the three months and year ended June 30, 2022 of $348,549 and $698,146,<br>respectively (three months and year ended June 30, 2021 - $80,009 and $337,714, respectively). The Company resumed normal investor relation<br>activities during the current periods. Comparative periods’ expenses were low as a result of cancellations of conferences and events<br>due to the COVID-19 pandemic.
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)
(iv) Professional fees for the three months and year ended June 30, 2022 of $163,107 and $540,371, respectively<br>(three months and year ended June 30, 2021 - $102,755 and $498,207, respectively). Professional fees for both current and prior periods<br>were normal and incurred in ordinary course of business.
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(v) Salaries and benefits expense for the three months and year ended June 30, 2022 of $399,650 and<br>$1,828,059, respectively (three months and year ended June 30, 2021 - $514,501 and $1,688,687, respectively). The increase in salaries<br>and benefits in the current year was a result of severance payments.
(vi) Office and administration expenses for the three months and year ended June 30, 2022 of $683,606<br>and $1,716,546, respectively (three months and year ended June 30, 2021 - $184,114 and $678,529, respectively). Office and administrative<br>expenses increased in the current periods as a result of the inclusion of the Company’s La Paz office expenses as it transitioned<br>to a regional office overseeing multiple projects. Previously, the La Paz office expenses were capitalized under the Silver Sand Project<br>as its sole function was to serve that project.
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(vii) Share-based compensation for the three months and year ended June 30, 2022 of $462,375 and $941,647,<br>respectively (three months and year ended June 30, 2021 - $398,797 and $1,482,170, respectively). The decrease in share-based compensation<br>was a result of cancellation and forfeiture of certain stock options and restricted share units during the current year.
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Income from investments for the year ended June 30, 2022 was $220,112 (year ended June 30, 2021 – $395,543) and is comprised of a $19,517 gain on the Company’s equity investments (year ended June 30, 2021 – gain of $455,597), a $48,484 gain on bonds (year ended June 30, 2021 – loss of $318,915), $nil income from dividends (year ended June 30, 2021 – income of $110,293), and $152,111 interest earned from cash accounts (year ended June 30, 2021 - $148,568).

For the three months ended June 30, 2022, income from investments was $11,700 (three months ended June 30, 2021 – loss of $210,861).

Foreign exchange gain for the year ended June 30, 2022 was $185,475 (year ended June 30, 2021 – loss of $1,021,628). The Company holds a portion of cash and short-term investments in USD to support its operations in Bolivia. Revaluation of these USD-denominated financial assets to their Canadian dollar (“CAD”) functional currency equivalents resulted in unrealized foreign exchange gain or loss for the relevant reporting periods. For the year ended June 30, 2022, the USD appreciated by 4.0% against the CAD (from 1.2394 to 1.2886) while in the prior year the USD depreciated by 9.1% against the CAD (from 1.3628 to 1.2394).

For the three months ended June 30, 2022, foreign exchange gain was $21,070 (three months ended June 30, 2021 – loss of $195,411).

| **Management’s Discussion and Analysis** | **Page 9** |

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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)
Selected Quarterly Information
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For the Quarters Ended
Jun. 30, 2022 Mar. 31, 2022 Dec. 31, 2021 Sep. 30, 2021
Operating expense $ (2,291,704 ) $ (1,524,374 ) $ (1,364,790 ) $ (1,596,531 )
Income (loss) from Investments 11,700 124,860 131,471 (47,919 )
Other (loss) income (78,786 ) (36,439 ) (63,527 ) 264,371
Net loss (2,358,790 ) (1,435,953 ) (1,296,846 ) (1,380,079 )
Net loss attributable to equity holders (2,337,826 ) (1,408,892 ) (1,295,940 ) (1,378,227 )
Basic and diluted loss per share (0.01 ) (0.01 ) (0.01 ) (0.01 )
Total current assets 33,188,094 37,075,018 40,250,158 43,821,937
Total non-current assets 90,890,161 88,171,122 85,318,722 82,251,766
Total current liabilities 3,869,300 2,353,255 2,150,602 2,165,146
Total non-current liabilities - - - -
For the Quarters Ended
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Jun. 30, 2021 Mar. 31, 2021 Dec. 31, 2020 Sep. 30, 2020
Operating expense $ (1,567,955 ) $ (1,604,319 ) $ (1,251,752 ) $ (1,521,959 )
(Loss) income from Investments (210,861 ) 71,747 (98,800 ) 633,457
Other loss (195,483 ) (159,261 ) (425,463 ) (243,725 )
Net loss (1,974,299 ) (1,691,833 ) (1,776,015 ) (1,132,227 )
Net loss attributable to equity holders (1,972,372 ) (1,689,401 ) (1,774,420 ) (1,130,247 )
Basic and diluted loss per share (0.01 ) (0.01 ) (0.01 ) (0.01 )
Total current assets 47,452,145 48,511,033 50,497,592 53,157,010
Total non-current assets 79,366,979 78,164,236 76,719,133 79,236,381
Total current liabilities 1,094,567 811,042 1,180,315 1,518,961
Total non-current liabilities - - - -

LiquidityAND Capital Resources

Cash Flows


Cash used in operating activities for the three months and year ended June 30, 2022 was $1,821,805 and $4,563,997, respectively (three months and year ended June 30, 2021 – $886,287 and $4,602,952, respectively). Cash flow from operating activities are mainly driven by the Company’s operating expenses discussed in the previous sections. The decrease during the current periods was mainly due to the positive impact from the change in non-cash operating working capital.

Cash used in investing activities for the year ended June 30, 2022 was $13,047,208 (year ended June 30, 2021 – cash provided by investing activities of $17,601,781). Cash flows from investing activities were mainly impacted by: (i) capital expenditures for mineral properties and equipment of $11,633,612 on the exploration projects in Bolivia compared to $4,427,631 in the prior year; (ii) proceeds of $19,942,610 from maturity and disposal of short-term and equity investments in the prior year; (iii) cash consideration of $2,201,350 received upon the completion of the Whitehorse Gold spin-out in the prior year; and (iv) value-added tax of $1,415,404 paid in Bolivia in the current year compared to $115,960 paid in the prior year.

For the three months ended June 30, 2022, cash used in investing activities was $4,157,035 (three months ended June 30, 2021 – cash used in investing activities of $1,076,265).

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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

Cash provided by financing activities for the three months and year ended June 30, 2022 was $486,687 and $1,782,895, respectively (three months and year ended June 30, 2021 – $303,294 and $1,076,157, respectively). Cash flows from financing activities for all periods were from the proceeds arising from stock option exercises.

Liquidity and Access to Capital

As of June 30, 2022, the Company had working capital of $29,318,794 (June 30, 2021 – $46,357,578), comprised of cash of $29,322,504 (June 30, 2021 - $46,441,482), short term investments of $192,398 (June 30, 2021 - $143,914), and other current assets of $3,673,192 (June 30, 2021 - $866,749) offset by current liabilities of $3,869,300 (June 30, 2021 - $1,094,567). Management believes that the Company has sufficient funds to support its normal exploration and operating requirements on an ongoing basis.

The Company does not have unlimited resources and its future capital requirements will depend on many factors, including, among others, cash flow from interest, dividends, and realized gains on investments. To the extent that its existing resources and the funds generated by future income are insufficient to fund the Company’s operations, the Company may need to raise additional funds through public or private debt or equity financing. If additional funds are raised through the issuance of equity securities, the percentage ownership of current shareholders may be diluted and such equity securities may have rights, preferences or privileges senior to those of the holders of the Company’s common shares. No assurance can be given that additional financing will be available or that, if available, it can be obtained on terms favourable to the Company and its shareholders. If adequate funds are not available, the Company may be required to delay, limit or eliminate some or all of its proposed operations. The Company believes it has sufficient capital to meet its cash needs for the next 12 months, including the costs of compliance with continuing reporting requirements.

| **Management’s Discussion and Analysis** | **Page 11** |

| --- | --- |

| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

Use of Proceeds of Prior Financings


On October 25, 2019 and June 9, 2020, the Company successfully closed two bought deal financings underwritten by BMO Capital Markets that raised net proceeds of $11,927,767 and $17,375,441, respectively. The following table sets out a comparison between the Company’s planned and actual use of these net proceeds as of June 30, 2022.

OCTOBER 25, 2019 BMO BOUGHT DEAL FINANCING PLANNED USE OF<br><br> PROCEEDS ACTUAL USE OF<br><br> PROCEEDS FROM OCTOBER 25, 2019 to SEPTEMBER 30, 2021 VARIANCE
PROCEEDS
Offering $ 11,299,435 $ 12,994,785 1,695,350
Underwriter’s fee and offering related expense (964,218) (1,067,018) (102,800)
Net proceeds $ 10,335,217 $ 11,927,767 1,592,550
USE OF PROCEEDS
2019 Drill Program for the Silver Sand Project
Drilling of 55,000 meters $ 6,152,000 $ 5,266,437 (885,563)
Assaying and sampling of 53,854 samples 2,000,000 1,881,369 (118,631)
Equipment 525,000 263,360 (261,640)
Site expenses 312,000 1,784,525 1,472,525
Community relations 111,000 28,818 (82,182)
Concession renewal 1,500 1,926 426
Metallurgical testing 203,000 207,610 4,610
Technical report 255,000 187,390 (67,610)
Overhead office costs 2,301,000 2,315,634 14,634
TOTAL $ 11,860,500 $ 11,937,069 76,569

All values are in US Dollars.

| **Management’s Discussion and Analysis** | **Page 12** |

| --- | --- |

| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)
JUNE 9, 2020 BMO BOUGHT DEAL FINANCING PLANNED USE OF PROCEEDS ACTUAL USE OF PROCEEDS FROM JUNE 9, 2020 to June 30, 2022 VARIANCE
--- --- --- ---
PROCEEDS
Offering $ 18,835,556 $ 18,836,190 634
Underwriter’s fee and offering related expense (1,416,386) (1,460,749) (44,363)
Net proceeds $ 17,419,170 $ 17,375,441 (43,729)
USE OF PROCEEDS
2020-2021 Exploration Program for Silver Sand Project
Drilling of 26,000 meters $ 3,200,000 $ 4,430,218 1,230,218
Assaying and sampling of 21,000 samples 1,100,000 1,820,459 720,459
Other field operation expenditures 1,600,000 2,405,073 805,073
Advanced studies 1,100,000 835,464 (264,536)
Community relations and social studies 500,000 580,030 80,030
Exploration camp construction 3,800,000 54,933 (3,745,067)
Subtotal for Silver Sand Project $ 11,300,000 $ 10,126,177 (1,173,823)
2020-2021 Exploration Program for Other Regions and Projects in Bolivia
Drilling of 34,000 meters $ 4,300,000 $ 3,595,560 (704,440)
Assaying and sampling of 34,000 samples 1,700,000 1,567,848 (132,152)
Other field operating expenditures 119,170 2,495,792 2,376,622
Subtotal<br> for other exploration programs $ 6,119,170 $ 7,659,200 1,540,030
TOTAL $ 17,419,170 $ 17,785,377 366,207

All values are in US Dollars.

The Company has fully utilized the net proceeds raised from the October 25, 2019 and June 9, 2020 financing as of June 30, 2022.

FINANCIALINSTRUMENTS


The Company manages its exposure to financial risks, including liquidity risk, foreign exchange rate risk, interest rate risk, credit risk, and equity price risk in accordance with its risk management framework. The Board has overall responsibility for the establishment and oversight of the Company’s risk management framework and reviews the Company’s policies on an ongoing basis.

(a)Fair Value

The Company classifies its fair value measurements within a fair value hierarchy, which reflects the significance of inputs used in making the measurements as defined in IFRS 13 – Fair Value Measurement (“IFRS 13”).

| **Management’s Discussion and Analysis** | **Page 13** |

| --- | --- |

| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

Level 1 – Unadjusted quoted prices at the measurement date for identical assets or liabilities in active markets.

Level 2 – Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.

Level 3 – Unobservable inputs which are supported by little or no market activity.

The following table sets forth the Company’s financial assets that are measured at fair value on a recurring basis by level within the fair value hierarchy as at June 30, 2022 and June 30, 2021 that are not otherwise disclosed. As required by IFRS 13, financial assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

Fair value as at June 30, 2022
Recurring<br> measurements Level<br> 1 Level<br> 2 Level<br> 3 Total
Financial<br> Assets
Cash $ 29,322,504 $ - $ - $ 29,322,504
Short-term<br> investments - bonds 192,398 - - 192,398
Common<br> shares 496,741 - - 496,741
Fair<br> value as at June 30, 2021
--- --- --- --- --- --- --- --- ---
Recurring<br> measurements Level<br> 1 Level<br> 2 Level<br> 3 Total
Financial<br> Assets
Cash $ 46,441,482 $ - $ - $ 46,441,482
Short-term<br> investments - bonds 143,914 - - 143,914
Common<br> or preferred shares 461,635 - - 461,635
Warrants - 34,891 - 34,891

Fair value of other financial instruments excluded from the table above approximates their carrying amount as of June 30, 2022, and June 30, 2021, respectively.

There were no transfers into or out of Level 3 during the year ended June 30, 2022.

(b)Liquidity Risk

The Company has a history of losses and no operating revenues from its operations. Liquidity risk is the risk that the Company will not be able to meet its short term business requirements. As at June 30, 2022, the Company had a working capital position of $29,318,794 and sufficient cash resources to meet the Company’s short-term financial liabilities and its planned exploration expenditures on various projects in Bolivia for, but not limited to, the next 12 months.

| **Management’s Discussion and Analysis** | **Page 14** |

| --- | --- |

| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

In the normal course of business, the Company enters into contracts that give rise to commitments for future minimum payments. The following summarizes the remaining contractual maturities of the Company’s financial liabilities:

June 30, 2022 June<br> 30, 2021
Due within a year Total Total
Accounts<br> payable and accrued liabilities $ 3,492,269 $ 3,492,269 $ 1,044,189
Due<br> to a related party 377,031 377,031 50,378
$ 3,869,300 $ 3,869,300 $ 1,094,567

(c)Foreign Exchange Risk

The Company is exposed to foreign exchange risk when it undertakes transactions and holds assets and liabilities denominated in foreign currencies other than its functional currencies. The functional currency of the head office, Canadian subsidiaries and all intermediate holding companies is CAD. The functional currency of all Bolivian subsidiaries is USD. The functional currency of the Chinese subsidiary is RMB. The Company currently does not engage in foreign exchange currency hedging. The Company’s exposure to foreign exchange risk that could affect net income is summarized as follows:

Financial assets denominated in foreign currencies other than relevant functional currency June 30, 2022 June 30, 2021
United States dollars $ 468,714 $ 11,079,194
Bolivianos 886,188 285,267
Total $ 1,354,902 $ 11,364,461
Financial<br>liabilities denominated in foreign currencies other than relevant functional currency
Bolivianos 1,619,261 333,405
Total $ 1,619,261 $ 333,405

As at June 30, 2022, with other variables unchanged, a 1% strengthening (weakening) of the USD against the CAD would have increased (decreased) net income by approximately $4,700.

As at June 30, 2022, with other variables unchanged, a 1% strengthening (weakening) of the Bolivianos against the USD would have increased (decreased) net income by approximately $7,300.


(d)Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate due to changes in market interest rates. The Company holds a portion of cash in bank accounts that earn variable interest rates. Due to the short-term nature of these financial instruments, fluctuations in market rates do not have significant impact on the fair values of the financial instruments as of June 30, 2022. The Company, from time to time, also owns guaranteed investment certificates (“GICs”) and bonds that earn interest payments at fixed rates to maturity. Fluctuation in market interest rates usually will have an impact on bond’s fair value. An increase in market interest rates will generally reduce bond’s fair value while a decrease in market interest rates will generally increase it. The Company monitors market interest rate fluctuations closely and adjusts the investment portfolio accordingly.

| **Management’s Discussion and Analysis** | **Page 15** |

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| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

(e)Credit Risk

Credit risk is the risk of financial loss to the Company if the counterparty to a financial instrument fails to meet its contractual obligations. The Company’s exposure to credit risk is primarily associated with cash, bonds, and receivables. The carrying amount of financial assets included on the statement of financial position represents the maximum credit exposure.

The Company has deposits of cash that meet minimum requirements for quality and liquidity as stipulated by the Board. Management believes the risk of loss to be remote, as the majority of its cash are held with major financial institutions. Bonds by nature are exposed to more credit risk than cash. The Company manages its risk associated with bonds by only investing in large globally recognized corporations from diversified industries. As at June 30, 2022, the Company had a receivables balance of $3,193,926 (June 30, 2021 - $343,608). There were no material amounts in receivables which were past due on June 30, 2022 (June 30, 2021 - $nil).

(f)Equity Price Risk

The Company holds certain marketable securities that will fluctuate in value as a result of trading on global financial markets. Based upon the Company’s portfolio at June 30, 2022, a 10% increase (decrease) in the market price of the securities held, ignoring any foreign exchange effects would have resulted in an increase (decrease) to net income of approximately $50,000.

Relatedparty transactions

Related party transactions are made on terms agreed upon by the related parties. The balances with related parties are unsecured, non-interest bearing, and due on demand. Related party transactions not disclosed elsewhere in this MD&A are as follows:

Due<br> to a related party June<br> 30, 2022 June<br> 30, 2021
Silvercorp<br> Metals Inc. $ 377,031 $ 50,378

(a) Silvercorp Metals Inc. (“Silvercorp”) has two directors (Dr. Rui Feng and David Kong) and one officer (Dr. Rui Feng as CEO) in common with the Company. Silvercorp and the Company share office space and Silvercorp provides various general and administrative services to the Company. The Company expects to continue making payments to Silvercorp in the normal course of business. Expenses in general and administrative services rendered and incurred by Silvercorp on behalf of the Company for the year ended June 30, 2022 were $726,387 (year ended June 30, 2021 - $616,030).

During the year ended June 30, 2022, the Company’s subsidiary Qinghai Found borrowed a loan of $283,688 (RMB ¥1.9 million) from one of Silvercorp’s subsidiary in China to help facilitating the closure of the RZY compensation transaction. Subsequent to June 30, 2022, the loan plus interest of $23,422 were repaid in full.

| **Management’s Discussion and Analysis** | **Page 16** |

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| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

(b) Compensation of key management personnel

The remuneration of directors and other members of key management personnel for the years ended June 30, 2022 and 2021 are as follows:

Years<br> ended June 30,
2022 2021
Director’s<br> cash compensation $ 82,608 290,463
Director’s<br> share-based compensation 338,702 604,970
Key<br> management’s cash compensation 988,753 859,394
Key<br> management’s share-based compensation 461,947 1,709,004
$ 1,872,010 $ 3,463,831

Other than as disclosed above, the Company does not have any ongoing contractual or other commitments resulting from transactions with related parties.

Off-BalanceSheet Arrangements


The Company does not have any off-balance sheet financial arrangements.

ProposedTransactions


As at the date of this MD&A, there are no proposed acquisitions or disposals of assets or business, other than those in the ordinary course of business, approved by the Board.

Criticalaccounting policies and estimates


The preparation of the consolidated financial statements in accordance with IFRS as issued by IASB requires management to make estimates and assumptions that affect the amounts reported on the consolidated financial statements. These critical accounting estimates represent management’s estimates that are uncertain and any changes in these estimates could materially impact the Company’s consolidated financial statements. Management continuously reviews its estimates and assumptions using the most current information available. The Company’s critical accounting policies and estimates are described in Note 2 of the audited consolidated financial statements for the year ended June 30, 2022.

OutstandingShare Data

As at the date of this MD&A, the following securities were outstanding:

(a)Share Capital

Authorized<br> – unlimited number of common shares without par value.
Issued<br> and outstanding – 156,715,093 common shares with a recorded value of $153.9 million.
--- ---
Shares<br> subject to escrow or pooling agreements – nil.
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| **Management’s Discussion and Analysis** | **Page 17** |

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| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

(b)Options

The outstanding options as at the date of this MD&A are summarized as follows:

Options
Outstanding Exercise<br> Price CAD
200,000
989,167
813,000
56,000
1,524,000
3,582,167

All values are in US Dollars.

(c) Restricted Share Units (“RSUs”)


The outstanding RSUs as at the date of this MD&A are summarized as follows:

Weighted<br> average
grant<br> date closing
RSUs<br> Outstanding price<br> per share (CAD$)
1,406,617 $                           4.09

RiskFactors

The Company is subject to many risks which are outlined in this MD&A and in the Company’s Annual Information Form, NI 43-101 technical report and other public filings which are available under the Company’s profile on SEDAR at www.sedar.com and on EDGAR at www.sec.gov. In addition, please refer to the “Financial Instruments” section of this MD&A for an analysis of financial risk factors.

COVID-19


The current outbreak of the COVID-19 pandemic could have a material adverse effect on the Company’s business and operations, as well as impacting global economic conditions. COVID-19 and its variants have spread to regions where the Company has operations and offices. Government efforts to control the spread of the virus have resulted in temporary suspensions of our operations in Bolivia, delays and/or deferrals of field work including consultant site work and laboratory results and reduced corporate activities in Canada. The international response to the spread of COVID-19 has led to significant restrictions on travel, temporary business closures, quarantines, global stock and financial market volatilities, labour shortage and delay in logistics, and a general reduction in consumer activities. All of these could affect commodity prices, interest rates, credit risk, social security and inflation. Such public health crisis at the moment or in the future may negatively affect the Company’s operations along with the operations of its suppliers, contractors, service providers and local communities.

While the COVID-19 pandemic has already had significant, direct impacts on the Company’s operations and business, the extent to which the pandemic will continue to impact our operations is highly uncertain and cannot be predicted with confidence as at the date of this MD&A. These uncertainties include, but are not limited to, the duration of the outbreak, Bolivian and Canadian governments’ mandates to curtail the spreading of the virus, community and social stabilities and the Company’s ability to resume operations efficiently or economically. It is also uncertain whether the Company will be able to maintain an adequate financial condition and have sufficient capital or have the ability to raise capital. Any of these uncertainties, and others, could have further material adverse effects on the Company’s business and operations.

| **Management’s Discussion and Analysis** | **Page 18** |

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| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

The Company may experience additional business interruptions, including suspended (whether government mandated or otherwise) or reduced operations relating to COVID-19 and any other such events could have a material adverse impact on the Company’s business, operations and operating results, financial condition and liquidity.

Politicaland Economic Risks in Bolivia


The Company’s projects are located in Bolivia and, therefore, the Company’s current and future mineral exploration and mining activities are exposed to various levels of political, economic, and other risks and uncertainties. There has been a significant level of political and social unrest in Bolivia in recent years resulting from a number of factors, including Bolivia’s history of political and economic instability under a variety of governments and high rate of unemployment.

The Company’s exploration and development activities may be affected by changes in government, political instability, and the nature of various government regulations relating to the mining industry. Bolivia’s fiscal regime has historically been favourable to the mining industry, but there is a risk that this could change. The Company cannot predict the government’s positions on foreign investment, mining concessions, land tenure, environmental regulation, or taxation. A change in government positions on these issues could adversely affect the Company’s business and/or its holdings, assets, and operations in Bolivia. Any changes in regulations or shifts in political conditions are beyond the control of the Company. Moreover, protestors and cooperatives have previously targeted foreign companies in the mining sector, and as a result there is no assurance that future social unrest will not have an adverse impact on the Company’s operations. Labour in Bolivia is customarily unionized and there are risks that labour unrest or wage agreements may impact operations.

The Company’s operations in Bolivia may also be adversely affected by economic uncertainty characteristic of developing countries. In addition, operations may be affected in varying degrees by government regulations with respect to restrictions on production, price controls, export controls, currency remittance, income taxes, expropriation of property, foreign investment, maintenance of claims, environmental legislation, land use, land claims of local people, water use, and safety factors.

The MPC remains subject to ratification and approval by the Plurinational Legislative Assembly of Bolivia. As of the date of this MD&A, the MPC has not been ratified nor approved by the Plurinational Legislative Assembly of Bolivia. The Company cautions that there is no assurance that the Company will be successful in obtaining ratification of the MPC in a timely manner or at all, or that the ratification of the MPC will be obtained on reasonable terms. The Company cannot predict the new government’s positions on foreign investment, mining concessions, land tenure, environmental regulations, community relations, taxation or otherwise.

| **Management’s Discussion and Analysis** | **Page 19** |

| --- | --- |

| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

CommunityRelations and Social Licence to Operate


Mining companies are increasingly required to operate in a sustainable manner and to provide benefits to affected communities and there are risks associated with the Company failing to acquire and subsequently maintain a “social licence” to operate on its mineral properties. “Social licence” does not refer to a specific permit or licence, but rather is a broad term used to describe community acceptance of a company’s plans and activities related to exploration, development or operations on its mineral projects.

The Company places a high priority on, and dedicates considerable efforts and resources toward, its community relationships and responsibilities. Despite its best efforts, there are factors that may affect the Company’s efforts to establish and maintain social licence at any of its projects, including national or local changes in sentiment toward mining, evolving social concerns, changing economic conditions and challenges, and the influence of third-party opposition toward mining on local support. There can be no guarantee that social licence can be earned by the Company or if established, that social licence can be maintained in the long term, and without strong community support the ability to secure necessary permits, obtain project financing, and/or move a project into development or operation may be compromised or precluded. Delays in projects attributable to a lack of community support or other community-related disruptions or delays can translate directly into a decrease in the value of a project or into an inability to bring the project to, or maintain, production. The cost of measures and other issues relating to the sustainable development of mining operations may result in additional operating costs, higher capital expenditures, reputational damage, active community opposition (possibly resulting in delays, disruptions and stoppages), legal suits, regulatory intervention and investor withdrawal.


Acquisitionand Maintenance of Permits and Governmental Approvals


Exploration and development of, and production from, any deposit at the Company’s mineral projects require permits from various government authorities. There can be no assurance that any required permits will be obtained in a timely manner or at all, or that they will be obtained on reasonable terms. Delays or failure to obtain, expiry of, or a failure to comply with the terms of such permits could prohibit development of the Company’s mineral projects and have a material adverse impact on the Company.

While the Company believes the contractual relationships and the structures it has in place with private Bolivian companies owned 100% by Bolivian nationals for the Silverstrike Project and the Carangas Project are legally compliant with Bolivian laws related to the Restricted Areas, there is no assurance that the Company’s Bolivian partner will be successful in obtaining approval of AJAM to convert the exploration licenses to AMCs in the case of Carangas Project, or that even if approved, that such contractual relationship and structure will not be challenged by other Bolivian organizations or communities.

The Company’s current and future operations, including development activities and commencement of production, if warranted, require permits from government authorities and such operations are and will be governed by laws and regulations governing prospecting, development, mining, production, exports, taxes, labour standards, occupational health, waste disposal, toxic substances, land use, environmental protection, mine safety, and other matters. Companies engaged in property exploration and the development or operation of mines and related facilities generally experience increased costs and delays in production and other schedules as a result of the need to comply with applicable laws, regulations, and permits. The Company cannot predict if all permits which it may require for continued exploration, development, or construction of mining facilities and conduct of mining operations will be obtainable on reasonable terms, if at all. Time delays and associated costs related to applying for and obtaining permits and licenses may be prohibitive and could delay planned exploration and development activities. Failure to comply with or any violations of the applicable laws, regulations, and permitting requirements may result in enforcement actions, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed, and may include corrective measures requiring capital expenditures, installation of additional equipment, or remedial actions.

| **Management’s Discussion and Analysis** | **Page 20** |

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| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

Parties engaged in mining operations may be required to compensate those impacted by mining activities and may have civil or criminal fines or penalties imposed for violations of applicable laws or regulations. Amendments to current laws, regulations, and permits governing operations and activities of mining companies, or more stringent implementation thereof, could have a material adverse impact on the Company’s operations and cause increases in capital expenditures or production costs, or reduction in levels of production at producing properties, or require abandonment or delays in the development of new mining properties.

DisclosureControls and Procedures

Disclosure controls and procedures are designed to provide reasonable assurance that material information related to the Company is gathered and reported to senior management, including the Chief Executive Officer (“CEO”) and the Chief Financial Officer (“CFO”), as appropriate, to allow for timely decisions about the Company’s public disclosure.

Management, including the CEO and CFO, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures, as defined in the rules of the U.S. Securities and Exchange Commission and the national instrument of the Canadian Securities Administrators. The evaluation included documentation review, enquiries and other procedures considered by management to be appropriate in the circumstances. Based on this evaluation, management concluded that as of June 30, 2022, the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 and National Instrument 52-109 - Certification of Disclosure in Issuers’ Annual and Interim Filings) are effective.

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

(a) Internal Control over Financial Reporting

Management of the Company is responsible for establishing and maintaining an adequate system of internal control over financial reporting and used the Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) to evaluate, with the participation of the CEO and CFO, the effectiveness of the Company’s internal controls. The Company’s internal control over financial reporting includes:

maintaining<br> records, that in reasonable detail, accurately and fairly reflect the transactions and dispositions<br> of the assets of the Company;
providing<br> reasonable assurance that transactions are recorded as necessary to permit preparation of<br> the consolidated financial statements in accordance with generally accepted accounting principles;
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| **Management’s Discussion and Analysis** | **Page 21** |

| --- | --- |

| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)
providing<br> reasonable assurance that receipts and expenditures are made in accordance with authorizations<br> of management and the directors of the Company; and
--- ---
providing<br> reasonable assurance that unauthorized acquisition, use or disposition of company assets<br> that could have a material effect on the Company’s consolidated financial statements<br> would be prevented or detected on a timely basis.
--- ---

Based on this evaluation, management concluded that as of June 30, 2022, the Company’s internal control over financial reporting based on the criteria set forth in Internal Control – Integrated Framework (2013) issued by COSO was effective and provided a reasonable assurance of the reliability of the Company’s financial reporting and preparation of the financial statements.

No matter how well a system of internal control over financial reporting is designed, any system has inherent limitations. Even systems determined to be effective can provide only reasonable assurance of the reliability of financial statement preparation and presentation. Also, controls may become inadequate in the future because of changes in conditions or deterioration in the degree of compliance with the Company’s policies and procedures.

Emerging growth companies are exempt from Section 404(b) of the Sarbanes-Oxley Act, which generally requires public companies to provide an independent auditor attestation of management’s assessment of the effectiveness of their internal control over financial reporting. The Company qualifies as an emerging growth company and therefore has not included an independent auditor attestation of management’s assessment of the effectiveness of its internal control over financial reporting in its audited annual consolidated financial statements for the year ended June 30, 2022.

(b) Changes in Internal Control over Financial Reporting

There has been no change in the Company’s internal control over financial reporting during the three months and year ended June 30, 2022 that has materially affected or is reasonably likely to materially affect the Company’s internal control over financial reporting.


TECHNICALINFORMATION

The scientific and technical information contained in this MD&A has been reviewed and approved by Alex Zhang, P. Geo., Vice President of Exploration of the Company, who is a Qualified Person for the purposes of NI 43-101.

ForwardLooking Statements

Exceptfor statements of historical fact relating to the Company, certain information contained herein constitutes “forward-looking statements”within the meaning of the United States Private Securities Litigation Reform Act of 1995 and “forward-looking information”within the meaning of applicable Canadian provincial securities laws (collectively, “forward-looking statements”). Forward-lookingstatements are frequently characterized by words such as “plan”, “expect”, “project”, “intend”,“believe”, “anticipate”, “estimate”, “goals”, “forecast”, “budget”,“potential” or variations thereof and other similar words, or statements that certain events or conditions “may”,“could”, “would”, “might”, “will” or “can” occur. Forward-looking statementsinclude, but are not limited to: statements regarding anticipated exploration, drilling, development, construction, and other activitiesor achievements of the Company; timing of receipt of permits and regulatory approvals; anticipated contents and timing of the PEA; andestimates of the Company’s revenues and capital expenditures.

| **Management’s Discussion and Analysis** | **Page 22** |

| --- | --- |

| **NEW PACIFIC METALS CORP.** |
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For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

Forward-lookingstatements are based on the opinions and estimates of management on the date the statements are made and are subject to a variety ofrisks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in theforward-looking statements. These factors include global economic and social impact of COVID-19; fluctuating equity prices, bond pricesand commodity prices; calculation of resources, reserves and mineralization; general economic conditions; foreign exchange risks; interestrate risk; foreign investment risk; loss of key personnel; conflicts of interest; dependence on management; uncertainties relating tothe availability and costs of financing needed in the future; environmental risks; operations and political conditions; the regulatoryenvironment in Bolivia and Canada; risks associated with community relations and corporate social responsibility; and other factors describedin this MD&A, under the heading “Risk Factors” in the Company’s Annual Information Form for the year ended June30, 2021 and its other public filings. The foregoing is not an exhaustive list of the factors that may affect any of the Company’sforward-looking statements or information.

Theforward-looking statements are necessarily based on a number of estimates, assumptions, beliefs, expectations and opinions of managementas of the date of this MD&A that, while considered reasonable by management, are inherently subject to significant business, economicand competitive uncertainties and contingencies. These estimates, assumptions, beliefs, expectations and opinions include, but are notlimited to, those related to the Company’s ability to carry on current and future operations, including: the duration and effectsof COVID-19 on our operations and workforce; development and exploration activities; the timing, extent, duration and economic viabilityof such operations; the accuracy and reliability of estimates, projections, forecasts, studies and assessments; the Company’s abilityto meet or achieve estimates, projections and forecasts; the stabilization of the political climate in Bolivia; the availability andcost of inputs; the price and market for outputs; foreign exchange rates; taxation levels; the timely receipt of necessary approvalsor permits; including the ratification and approval of the MPC by the Plurinational Legislative Assembly of Bolivia; the ability of theCompany’s Bolivian partner to convert the exploration licenses at the Carangas Project to AMC; the ability to meet current andfuture obligations; the ability to obtain timely financing on reasonable terms when required; the current and future social, economicand political conditions; and other assumptions and factors generally associated with the mining industry.

Althoughthe forward-looking statements contained in this MD&A are based upon what management believes are reasonable assumptions, there canbe no assurance that actual results will be consistent with these forward-looking statements. All forward-looking statements in thisMD&A are qualified by these cautionary statements. Accordingly, readers should not place undue reliance on such statements. Otherthan specifically required by applicable laws, the Company is under no obligation and expressly disclaims any such obligation to updateor alter the forward-looking statements whether as a result of new information, future events or otherwise except as may be requiredby law. These forward-looking statements are made as of the date of this MD&A.

Cautionarynote TO U.S. INVESTORS


ThisMD&A has been prepared in accordance with the requirements of the securities laws in effect in Canada which differ from the requirementsof United States securities laws. All mining terms used herein but not otherwise defined have the meanings set forth in NI 43-101. Unlessotherwise indicated, the technical and scientific disclosure herein has been prepared in accordance with NI 43-101, which differs significantlyfrom the requirements adopted by the U.S. Securities and Exchange Commission.

| **Management’s Discussion and Analysis** | **Page 23** |

| --- | --- |

| **NEW PACIFIC METALS CORP.** |
---
For the year ended June 30, 2022
(Expressed in US dollars, unless otherwise stated)

Accordingly,information contained in this MD&A containing descriptions of the Company’s mineral deposits may not be comparable to similar informationmade public by U.S. companies subject to the reporting and disclosure requirements of United States federal securities laws and the rulesand regulations thereunder.

Additionalinformation relating to the Company, including the Company’s Annual Information form, can be obtained under the Company’sprofile on SEDAR at www.sedar.com, on EDGAR at www.sec.gov, and on the Company’s website at www.newpacificmetals.com.

| **Management’s Discussion and Analysis** | **Page 24** |

| --- | --- |

 Exhibit 99.6

Exhibit 99.6

CONSENT OF EXPERT

The undersigned hereby consents to the inclusion in the Management’s Discussion & Analysis of New Pacific Metals Corp. (the “Company”) for the period ended June 30, 2022 of references to the undersigned as a qualified person and the undersigned's name with respect to the disclosure of technical and scientific information contained therein.

The undersigned further consents to the inclusion or incorporation by reference of all references to the undersigned in the Company’s Registration Statement on Form F-10 (No. 333-257344). This consent extends to any amendments to the Form F-10, including post-effective amendments.

/s/ Alex Zhang
Alex Zhang, P.Geo.
August 25, 2022
 Exhibit 99.7

Exhibit 99.7

CONSENT OF INDEPENDENT REGISTERED ACCOUNTING FIRM

We consent to the incorporation by reference in Registration Statement No. 333-257344 on Form F-10 of our report dated August 24, 2022 relating to the financial statements of New Pacific Metals Corp. appearing in this Current Report on Form 6-K dated August 25, 2022.

/s/ Deloitte LLP

Chartered Professional Accountants
Vancouver, Canada
August 25, 2022