6-K - SHVLF - Equibles

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 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of September, 2021

Commission File Number 000-50922

STARCORE INTERNATIONAL MINES LTD.

(Translation of registrant’s name into English)

Suite 750 – 580 Hornby Street, Vancouver, B.C., Canada V6C 3B6

(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 [X] Form 40-F [ ]

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): [ ]

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): [ ]

EXHIBITS

Exhibit No.	Description
99.1	News Release dated September 14, 2021
99.2	Interim Financial statements for the three months ended July 31, 2021.
99.3	Management Discussion & Analysis for the three months ended July 31, 2021.
99.4	Certification of Interim Filings – CEO
99.5	Certification of Interim Filings – CFO

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.

STARCORE INTERNATIONAL MINES LTD.

Date: September 14, 2021

By:

/s/ Gary Arca Gary Arca Chief Financial Officer

sam-ex991_9.htm

September 14, 2021TSX: SAM

Starcore Reports Q1 Results

Vancouver, B.C. – Starcore International Mines Ltd. (TSX: SAM) (“Starcore” or the “Company”) reports the results for the first quarter ended July 31, 2021 for the Company and its mining operations in Queretaro, Mexico. The full version of the Company's Financial Statements and Management's Discussion and Analysis can be viewed later today on the Company's website at www.starcore.com, or SEDAR at www.sedar.com. All financial information is prepared in accordance with IFRS and all dollar amounts are expressed in thousands of Canadian dollars unless otherwise indicated.

“We have steadily built our cash back to $5 million with a strong working capital position,” reported Robert Eadie, CEO and President of the Company. “We are now deploying this cash to further acquire and explore new properties as well as expand exploration at the San Martin mine.”

Financial Highlights for the three-month period ended July 31, 2021 (unaudited):

•	Cash and short-term investments on hand is $4.9 million at July 31, 2021;
•	Gold and silver sales of $6.2 million;
---	---
•	Earnings from mining operations of $1.6 million;
---	---
•	Net Income of $0.94 million, or $0.02 per share;
---	---
•	EBITDA^(^^1)^ of $1.9 million;
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The following table contains selected highlights from the Company’s unaudited consolidated statement of operations for the quarters ended July 31, 2021 and 2020:

(in thousands of Canadian dollars)<br><br><br>(unaudited)	Quarter ended<br><br><br>July 31,
	2021	2020
Revenues	$6,161	$8,090
Cost of Sales	(4,597)	(5,164)
Earnings from mining operations	1,564	2,926
Administrative Expenses, interest and foreign exchange	(510)	(1,316)
Loss on exploration property	(39)	-
Income tax (expense) recovery	(80)	53
Net income	$935	$1,663
(i) Income (loss) per share – basic	$0.02	$0.03
(ii) Income (loss) per share – diluted	$0.02	$0.03

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

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

Reconciliation of Net income to EBITDA^(1^^)^
For the three months ended July 31,	2021
Net Income (Loss)	935
Loss on sale of exploration property	39
Income tax expense (recovery)	80
Interest	44
Depreciation and depletion	781
EBITDA	1,879
EBITDA MARGIN^(2)^	30.5%

All values are in US Dollars.

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

(1)

EBITDA (“Earnings before Interest, Taxes, Depreciation and Amortization”) is a non-GAAP financial performance measure with no standard definition under IFRS. It is therefore possible that this measure could not be comparable with a similar measure of another Corporation. The Corporation uses this non-GAAP measure which can also be helpful to investors as it provides a result which can be compared with the Corporation’s market share price.

(2)

EBITDA MARGIN is a measurement of a company’s operating profitability calculated as EBITDA divided by total revenue. EBITDA MARGIN is a non-GAAP financial performance measure with no standard definition under IFRS. It is therefore possible that this measure could not be comparable with a similar measure of another Corporation. The Corporation uses this non-GAAP measure which can also be helpful to investors as it provides a result which can be compared with the Corporation’s market share price.

---

Production Highlights for the three-month period ended July 31, 2021:

•	Equivalent gold production of 2,985 ounces;
•	Mine operating cash cost of US$1,177/EqOz;
---	---
•	All-in sustaining costs of US$1,387/EqOz;
---	---

The following table is a summary of mine production statistics for the San Martin mine for the periods ended July 31, 2021 and 2020 and for the previous year ended April 30, 2021:

		Actual Results for
	Unit of measure	3 months ended<br>July 31, 2021	3 months ended<br>July 31, 2020	12 months ended<br>April 30, 2021
Mine Production of Gold in Dore	thousand ounces	2.6	2.9	10.5
Mine Production of Silver in Dore	thousand ounces	19.8	32.5	103.4
Gold equivalent ounces	thousand ounces	2.9	3.3	11.8
Silver to Gold equivalency ratio		68.1	97.2	78.3
Mine Gold grade	grams/tonne	1.64	1.70	1.63
Mine Silver grade	grams/tonne	20.9	29.2	24.7
Mine Gold recovery	percent	88.3%	88.8%	88.4%
Mine Silver recovery	percent	52.1%	56.5%	57.0%
Milled	thousands of tonnes	56.3	59.1	225.5
Mine operating cash cost per tonne milled	US dollars	61	51	55
Mine operating cash cost per equivalent ounce	US dollars	1,177	929	1,056

Salvador Garcia, B. Eng., a director of the Company and Chief Operating Officer, is the Company’s qualified person on the project as required under NI 43-101and has prepared the technical information contained in this press release.

About Starcore

Starcore International Mines is engaged in precious metals production with focus and experience in Mexico. This base of producing assets is complemented by exploration and development projects throughout North America. The company is a leader in Corporate Social Responsibility and advocates value driven decisions that will increase long term shareholder value. You can find more information on the investor friendly website here: www.starcore.com.

ON BEHALF OF STARCORE INTERNATIONAL MINES LTD.

Signed “Gary Arca” Gary Arca, Chief Financial Officer and Director

FOR FURTHER INFORMATION PLEASE CONTACT:

GARY ARCA	EVAN EADIE

Telephone: (604) 602-4935 Investor Relations

Telephone: (604) 602-4935 x 203

The Toronto Stock Exchange has not reviewed nor does it accept responsibility for the adequacy or accuracy of this press release.

sam-ex992_8.htm

Starcore International Mines Ltd.

Condensed Interim Consolidated Financial Statements

For the three months ended July 31, 2021

(Unaudited)

NOTICE TO READER OF THE UNAUDITED CONDENSED INTERIM CONSOLIDATED

FINANCIAL STATEMENTS

The unaudited condensed interim consolidated financial statements for the three months ended July 31, 2021 have been prepared by and are the responsibility of the Company’s management. These financial statements have not been reviewed or audited by the Company’s auditors.

Starcore International Mines Ltd.

Condensed Interim Consolidated Statements of Financial Position (in thousands of Canadian dollars) – (Unaudited)

	July 31,	April 30,
As at	2021	2021
Assets
Current
Cash and cash equivalents	$4,914	$4,392
Amounts receivable (note 3)	1,501	1,170
Inventory (note 4)	2,091	1,781
Prepaid expenses and advances	483	367
Investment in IM Exploration (note 5)	779	779
Total Current Assets	9,768	8,489
Non-Current
Mining interest, plant and equipment (note 6)	29,347	29,404
Right-of-use assets (note 8)	856	979
Exploration and evaluation assets (note 7)	4,271	4,088
Reclamation deposits	-	165
Deferred tax assets	3,313	3,346
Total Non-Current Assets	37,787	37,982
Total Assets	$47,555	$46,471
Liabilities
Current
Trade and other payables	$2,258	$2,213
Current portion of lease liability (note 8)	462	447
Total Current Liabilities	2,720	2,660
Non-Current
Rehabilitation and closure cost provision (note 10)	1,980	1,952
Lease liability (note 8)	386	500
Deferred tax liabilities	5,203	5,079
Total Non-Current Liabilities	7,569	7,531
Total Liabilities	$10,289	$10,191

The accompanying notes form an integral part of these condensed interim consolidated financial statements.

Starcore International Mines Ltd.

Condensed Interim Consolidated Statements of Financial Position (in thousands of Canadian dollars) – (Unaudited)

	July 31,	April 30,
As at	2021	2021
Equity
Share capital (note 11)	$50,725	$50,725
Equity reserve	11,349	11,349
Foreign currency translation reserve	867	816
Accumulated deficit	(25,675)	(26,610)
Total Equity	37,266	36,280
Total Liabilities and Equity	$47,555	$46,471

Subsequent Event (note 7)

Commitments (note 13)

Approved by the Directors:

“Robert Eadie” Director“Gary Arca” Director

The accompanying notes form an integral part of these condensed interim consolidated financial statements.

Starcore International Mines Ltd.

Condensed Interim Consolidated Statements of Operations and Comprehensive Income (in thousands of Canadian dollars except per share amounts) – (Unaudited)

For the three months ended July 31,	2021	2020
Revenues
Mined ore	$6,161	$8,090
Cost of Sales
Mined ore	(3,816)	(4,101)
Depreciation and depletion	(781)	(1,063)
Total Cost of Sales	(4,597)	(5,164)
Earnings from mining operations	1,564	2,926
Financing costs (note 9)	(44)	(66)
Foreign exchange gain (loss)	462	(476)
Management fees and salaries	(457)	(395)
Office and administration	(228)	(156)
Professional and consulting fees	(87)	(181)
Exploration expense	(10)	-
Shareholder relations	(126)	(20)
Transfer agent and regulatory fees	(20)	(22)
Earnings before taxes and other income (loss)	1,054	1,610
Other Income (Loss)
Loss on sale of exploration property (Note 7)	(39)	-
Earnings before taxes	1,015	1,610
Income tax (expense) recovery
Deferred	(80)	53
Earning for the period	935	1,663
Other comprehensive loss
Item that may subsequently be reclassified to income (loss)
Foreign currency translation differences	51	(1,256)
Comprehensive income for the period	$986	$407
Basic earnings per share (note 15)	$0.02	$0.03
Diluted earnings per share (note 15)	$0.02	$0.03

The accompanying notes form an integral part of these condensed interim consolidated financial statements.

Starcore International Mines Ltd.

Condensed Interim Consolidated Statements of Cash Flows (in thousands of Canadian dollars) – (Unaudited)

For the three months ended July 31,	2021	2020
Cash provided by
Operating activities
Profit (loss) for the period	$935	$1,663
Items not involving cash:
Depreciation and depletion (note 6 and 8)	847	1,084
Discount on long-term debt	-	15
Interest on long-term debt	-	23
Income recovery	78	(53)
Lease accretion (note 8)	35	-
Reclamation deposit write off	31	-
Rehabilitation and closure cost accretion (note 10)	39	20
Share-based payments (note 11)	24	124
Cash inflow from operating activities<br> before working capital changes	1,989	2,876
Change in non-cash working capital items
Amounts receivable	(346)	181
Inventory	(333)	126
Prepaid expenses and advances	(121)	(88)
Trade and other payables	64	443
Cash inflow from operating activities	1,253	3,538
Financing activities
Loan payment (note 9)	-	(2,999)
Interest paid (note 9)	-	(235)
Lease payment and accretion (note 8)	(100)	(175)
Cash outflow from financing activities	(100)	(3,409)
Investing activities
Investment in exploration and evaluation assets (note 7)	(173)	(121)
Proceeds from reclamation deposit	134	-
Purchase of mining interest, plant and equipment (note 6)	(300)	(262)
Proceeds from sale of Altiplano (note 6)	-	269
Cash outflow from investing activities	(339)	(114)
Total increase in cash	814	15
Effect of foreign exchange rate changes on cash	(292)	(863)
Cash, beginning of period	4,392	2,105
Cash, end of period	$4,914	$1,257

The accompanying notes form an integral part of these condensed interim consolidated financial statements.

Starcore International Mines Ltd.

Condensed Interim Consolidated Statements of Changes in Equity for the periods ended July 31, 2021, 2020 and April 30, 2021

(in thousands of Canadian dollars except for number of shares) – (Unaudited)

				Foreign
	Number of			Currency
	Shares	Share	Equity	Translation
	Outstanding	Capital	Reserve	Reserve
Balance, April 30, 2020	49,646,851	$50,725	$11,349	$4,732	(29,502)	37,304
Foreign currency translation differences	-	-	-	(1,256)	-	(1,256)
Loss for the period	-	-	-	-	1,663	1,663
Balance, July 31, 2020	49,646,851	50,725	11,349	3,476	(27,839)	37,711
Foreign currency translation differences	-	-	-	(2,660)	-	(2,660)
Loss for the period	-	-	-	-	1,229	1,229
Balance, April 30, 2021	49,646,851	50,725	11,349	816	(26,610)	36,280
Foreign currency translation differences	-	-	-	51	-	51
Loss for the period	-	-	-	-	935	935
Balance, July 31, 2021	49,464,851	$50,725	$11,349	$867	(25,675)	37,266

All values are in US Dollars.

The accompanying notes form an integral part of these condensed interim consolidated financial statements.

Starcore International Mines Ltd.

Notes to the Condensed Interim Consolidated Financial Statements (in thousands of Canadian dollars unless otherwise stated) - Unaudited

July 31, 2021

1.	Corporate information

Starcore International Mines Ltd. is the parent company of its consolidated group (the “Company” or “Starcore”) and was incorporated in Canada with its head office located at Suite 750 – 580 Hornby Street, Vancouver, British Columbia, V6C 3B6.

Starcore is engaged in exploring, extracting and processing gold and silver through its wholly-owned subsidiary, Compañia Minera Peña de Bernal, S.A. de C.V. (“Bernal”), which owns the San Martin mine in Queretaro, Mexico. In May of 2020, the Company completed the sale of Altiplano GoldSilver S.A. de C.V (“Altiplano”), which owns the gold and silver concentrate processing plant in Matehuala, Mexico (see note 6).

The Company is also engaged in acquiring mining related operating assets and exploration assets in North America directly and through corporate acquisitions.

2.	Basis of preparation
a)	Statement of compliance
---	---

These unaudited condensed interim consolidated financial statements for the Company have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). These unaudited condensed interim consolidated financial statements, for the three month period ended July 31, 2021, have been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting, and do not include all the information required for full annual financial statement.

These condensed interim financial statements should be read in conjunction with the Company’s April 30, 2021 audited annual financial statements.

The financial statements were authorized for issue by the Board of Directors on September 13, 2021.

b)	Basis of measurement

The consolidated financial statements have been prepared on a historical cost basis, except certain financial instruments, which are measured at fair value, as explained in the Company’s accounting policies discussed in note 3 of the Company’s April 30, 2021 audited annual financial statements.

The consolidated financial statements are presented in Canadian dollars, which is also the parent company’s functional currency, and all values are rounded to the nearest thousand dollars, unless otherwise indicated.

The preparation of consolidated financial statements in compliance with IFRS requires management to make certain critical accounting estimates. It also requires management to exercise judgment in applying the Company’s accounting policies. The areas involving a higher degree of judgment of complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in note 4 of the Company’s April 30, 2021 audited annual financial statements.

Starcore International Mines Ltd.

Notes to the Condensed Interim Consolidated Financial Statements (in thousands of Canadian dollars unless otherwise stated) - Unaudited

July 31, 2021

2.	Basis of preparation – (cont’d)
c)	Basis of Consolidation
---	---

These consolidated financial statements include the accounts of the Company and all of its subsidiaries, which are entities controlled by the Company. Control exists when the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from the entity’s activities. Subsidiaries are included in the consolidated financial results of the Company from the effective date of acquisition up to the effective date of disposal or loss of control. The Company’s wholly-owned subsidiary Bernal, along with various other subsidiaries, carry out their operations in Mexico, U.S.A. and in Canada.

All intra-group transactions, balances, income and expenses are eliminated, in full, on consolidation.

3.	Amounts receivable
	July 31,<br><br><br>2021	April 30,<br> 2021
---	---	---
Taxes receivable	$892	$660
Trades receivable	476	380
Other	133	130
	$1,501	$1,170
4.	Inventory
---	---
	July 31,<br><br><br>2021	April 30,<br><br><br>2021
---	---	---
Carrying value of inventory:
Doré	$1,129	$889
Goods in transit	18	-
Work-in-process	105	85
Stockpile	41	49
Supplies	798	758
	$2,091	$1,781
5.	Investment in IM
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Marketable securities at July 31, 2021 consists of an FVTPL investment in IM Exploration Inc. (“IM”) (note 7). At July 31, 2021 the Company held 4,100,000 common shares at $0.19 for $779. The fair value of IM has been determined by reference to published price quotations in an active market.

While the Company will seek to maximize the proceeds it receives from the sale of its IM Shares, there is no assurance as to the timing of disposition or the amount that will be realized.

Starcore International Mines Ltd.

Notes to the Condensed Interim Consolidated Financial Statements (in thousands of Canadian dollars unless otherwise stated) - Unaudited

July 31, 2021

6.	Mining interest, plant and equipment
	Mining Interest	Plant and Equipment Mining	Plant and Equipment Altiplano
---	---	---	---	---	---
Cost
Balance, April 30, 2020	$72,776	$26,603	$-	725	100,104
Increase in ARO provision	871	-	-	-	871
Additions	491	483	-	-	974
Effect of foreign exchange	(8,637)	(3,129)	-	-	(11,766)
Balance, April 30, 2021	$65,501	$23,957	$-	725	90,183
Additions	145	151	-	4	300
Effect of foreign exchange	759	501	-	-	1,260
Balance, July 31, 2021	$66,405	$24,609	$-	729	91,743
Depreciation
Balance, April 30, 2020	$(47,124)	$(16,987)	$-	(691)	(64,802)
Depreciation for the year	(1,188)	(2,532)	-	(17)	(3,737)
Effect of foreign exchange	5,648	2,112	-	-	7,760
Balance, April 30, 2021	(42,664)	(17,407)	-	(708)	(60,779)
Depreciation for the period	(276)	(434)	-	(3)	(713)
Effect of foreign exchange	(623)	(281)	-	-	(904)
Balance, July 31, 2021	$(43,563)	$(18,122)	$-	(711)	(62,396)
Carrying amounts
Balance, April 30, 2020	$25,652	$9,616	$-	34	35,302
Balance, April 30, 2021	$22,837	$6,550	$-	17	29,404
Balance, July 31, 2021	$22,842	$6,487	$-	18	29,347

All values are in US Dollars.

San Martin

The Company’s mining interest, plant and equipment pertain to gold and silver extraction and processing through its San Martin mine.

Sale of Altiplano Facility

In August, 2015, the Company acquired Cortez Gold Corp. in an all-share transaction completed pursuant to a court approved Plan of Arrangement under the Business Corporations Act (British Columbia), which owned Altiplano and its facility, which processes third party gold and silver concentrate in Matehuala, Mexico. The Company accepted an offer on July 5, 2019, to purchase 100% of the shares of Altiplano for US$1.6 million payable in quarterly installments to May 31, 2020 (full payment received). As a result, the Company recorded an impairment of $4,804 to the Statements of Operations and Comprehensive Loss during the year ended April 30, 2019, and $39 expensed to the income statement in the year ending April 30, 2020.

Starcore International Mines Ltd.

Notes to the Condensed Interim Consolidated Financial Statements (in thousands of Canadian dollars unless otherwise stated) - Unaudited

July 31, 2021

7.	Exploration and evaluation assets
a)	American Consolidated Minerals (“AJC”) properties
---	---

Toiyabe, U.S.A

The Company has the rights to a 100% undivided interest in the Toiyabe Gold Project (“Toiyabe”), subject to a 3% net smelter revenue royalty (“NSR”), consisting of 165 mining claims located in Lander County, Nevada, United States of America.

During the year ended April 30, 2021, the Company entered into a binding agreement with IM Exploration Inc. (“IM”) for the assignment of the Company’s option to acquire a 100% interest in Toiyabe from the Optionor. The Company has transferred all of its rights and IM will assume all property claim and maintenance payments and all obligations under the current option agreement with Optionor. Following the transfer, IM will have the right to acquire a 100% ownership position in the Project, subject to a 3% NSR to be retained by the Optionor. As consideration for the transfer of the Company’s option to acquire Toiyabe, IM will make cash and share payments as follows:

•US$150,000 in cash to be paid upon closing of the Transaction (paid);

•4,100,000 common shares in the capital of IM to be issued upon closing of the Transaction (received by escrow agent and valued at fair market value at date of issue of $0.19 per share) (note 5) subject to a contractual escrow period of twelve (12) months following the date of issuance, with 25% being released every three (3) months from closing of the Transaction (first 25% has been released).

The consideration received in cash and shares was valued at $966 and, as a result, the Company recorded a loss on Toiyabe of $1,116, in the Consolidated Statements of Operations for the year ending April 30, 2021.

b)Creston Moly (“Creston”) properties

Pursuant to the Acquisition of Creston the Company has acquired the rights to the following exploration properties:

i)El Creston Project, Mexico

The Company acquired a 100% interest in the nine mineral claims known as the El Creston molybdenum property located northeast of Hermosillo, State of Sonora, Mexico, which has completed a Preliminary Economic Assessment on the property based on zones of porphyry-style molybdenum (“Mo”)/copper (“Cu”) mineralization. The mineral concessions are subject to a 3% net profits interest.

Subsequent to July 31, 2021, the Company acquired an additional 3087.77 hectares of the Teocuitla claims from Minera Teocuitla SA de CV of Hermosillo, Sonora, Mexico. The Teocuitla claims are located in Opodepe, Sonora, Mexico beside the El Creston Meztli 4 claim in the northwest part of the El Creston property.

ii)Ajax Project, Canada

The Company acquired a 100% interest in six mineral claims known as the Ajax molybdenum property located in B.C.

Starcore International Mines Ltd.

Notes to the Condensed Interim Consolidated Financial Statements (in thousands of Canadian dollars unless otherwise stated) - Unaudited

July 31, 2021

7.	Exploration and evaluation assets – (cont’d)
	AJC<br>Properties	Creston Properties	Total
---	---	---	---
Acquisition costs:
Balance, April 30, 2020	$36	$2,001	$2,037
Property disposition	(36)	-	(36)
Balance, April 30, 2021, July 31, 2021	$-	$2,001	$2,001
Exploration costs:
Balance, April 30, 2020	$2,008	$1,931	$3,939
Maintenance	38	260	298
Property Disposition	(2,046)	-	(2,046)
Foreign Exchange	-	(104)	(104)
Balance, April 30, 2021	$-	$2,087	$2,087
Maintenance	-	173	173
Foreign Exchange	-	10	10
Balance, July 31, 2021	$-	$2,270	$2,270
Total Exploration and evaluation assets
Balance, April 30, 2021	$-	$4,088	$4,088
Balance, July 31, 2021	$-	$4,271	$4,271
8.	Leases
---	---

Effective May 1, 2019, the Company adopted IFRS 16 using the modified retrospective approach and accordingly the information presented for the year ended April 30, 2019 has not been restated. Comparative amounts for the year ended April 30, 2019 remains as previously reported under IAS 17.

On initial application, the Company has elected to record right-of-use assets based on the corresponding lease liabilities. Lease liabilities have been measured by discounting future lease payments at the incremental borrowing rate at May 1, 2019. The incremental borrowing rate applied was 8% per annum and represents the Company's best estimate of the rate of interest that it would expect to pay to borrow, on a collateralized basis, over a similar term, an amount equal to the lease payments in the current economic environment. On adoption of IFRS 16, the Company recognized lease liabilities in relation its head office in Canada and machinery in Mexico. The following is a reconciliation of the changes in the lease assets and liabilities:

	Starcore	Bernal	Total
Opening balance, April 30, 2020	$269	$1,431	$1,700
Lease accretion	20	85	105
Move to short term liability	(49)	(398)	(447)
Payments	(66)	(658)	(724)
Foreign exchange	-	(134)	(134)
Long term lease liabilities, April 30, 2021	$174	$326	$500
Lease accretion	-	19	19
Payments	(12)	(88)	(100)
Foreign exchange	-	(33)	(33)
Long term lease liability, July 31, 2021	$162	$224	$386

Starcore International Mines Ltd.

Notes to the Condensed Interim Consolidated Financial Statements (in thousands of Canadian dollars unless otherwise stated) - Unaudited

July 31, 2021

8.	Leases – (cont’d)
	Office	Mining Equipment	Total
---	---	---	---
Lease asset, April 30, 2020	$260	$1,584	$1,844
Amortization	(52)	(667)	(719)
Foreign exchange	-	(146)	(146)
Lease asset, April 30, 2021	$208	$771	$979
Amortization	(13)	(121)	(134)
Foreign exchange	-	11	11
Lease asset, July 31, 2021	$195	$661	$856
9.	Loans payable
---	---

Bonds

On June 10, 2020, the Company repaid secured bonds, due June 17, 2020, in the aggregate principal amount of $3,000 (the “Bonds”) less structuring and finder’s fees of $60 cash and $171 attributed to finders warrants, totaling $231, plus outstanding interest calculated at 8% per annum, for a total payment of $3,234.

On June 18, 2018, the Company issued 3,000,000 warrants to the bond holders as a fee, each warrant entitling the bond holders to acquire one share of Starcore at a price of $0.20, which expired unexercised subsequent to April 30, 2021 on June 18, 2021. The Company determined a value of $171 on the warrants, which was included in the Discount, based on the Black-Scholes model using a then stock price of $0.017; a 3 year expected life; expected volatility of 56%; and, a risk-free rate of 1.45%.

Secured Loan

During the year ended April 30, 2018, the Company borrowed $1,282 (USD $1,000) (the “Loan”) which was secured against certain assets of the Company and carried interest at 8% per annum, compounded and paid annually. The interest on the loan was paid to the lender on October 25, 2019, and the lender agreed to extend the loan for additional 6 months to April 25, 2020. On April 25, 2020, the loan amount was repaid along with interest for a total repayment of US$1,040,000.

	Principal	Interest	Discount	Total
Balance, April 30, 2020	$2,999	$212	$(15)	$3,196
Discount	-	-	15	15
Loan repayment	(2,999)	-	-	(2,999)
Interest paid on bond	-	(235)	-	(235)
Interest accrual	-	23	-	23
Balance, April 30, 2021 and July 31, 2021	$-	$-	$-	$-

Starcore International Mines Ltd.

Notes to the Condensed Interim Consolidated Financial Statements (in thousands of Canadian dollars unless otherwise stated) - Unaudited

July 31, 2021

10.	Rehabilitation and closure cost provision

The Company’s asset retirement obligations consist of reclamation and closure costs for the mine. At July 31, 2021, the present value of obligations is estimated at $1,980 (April 30, 2021 - $1,952) based on expected undiscounted cash-flows at the end of the mine life of $3,011 (April 30, 2021 - $2,545), which is calculated annually over 5 to 10 years. Such liability was determined using a discount rate of 8% (April 30, 2021 – 8%) and an inflation rate of 3.0% (April 30, 2021 – 3.5%).

Significant reclamation and closure activities include land rehabilitation, demolition of buildings and mine facilities, closing portals to underground mining areas and other costs. Changes to the reclamation and closure cost balance during the period are as follows:

	July 31, 2021	April 30, 2021
Balance, beginning of period	$1,952	$1,014
Accretion expense	39	85
Increase in provision	-	871
Foreign exchange fluctuation	(11)	(18)
Balance, end of period	$1,980	$1,952
11.	Share capital
---	---
a)	Common shares
---	---

The Company is authorized to issue an unlimited number of common shares, issuable in series.

The holders of common shares are entitled to one vote per share at meetings of the Company and to receive dividends, which may be declared from time-to-time. All shares are ranked equally with regard to the Company’s residual assets.

During the period ended July 31, 2021, the Company did not issue any common shares.

b)	Warrants

A summary of the Company’s outstanding share purchase warrants at July 31, 2021 and April 30, 2021 and the changes during the period ended is presented below:

	Number of warrants	Weighted average exercise price
Outstanding at April 30, 2020 and April 30, 2021	3,250,000	$0.21
Expired	(3,000,000)	0.20
Outstanding at July 31, 2021	250,000	0.30

During the period ending July 31, 2021, no new warrants were issued and 3,000,000 warrants expired unexercised.

A summary of the Company’s outstanding share purchase warrants is presented below:

Number of	Exercise
Warrants	Price	Expiry Date
250,000	$0.30	March 7, 2022

Starcore International Mines Ltd.

Notes to the Condensed Interim Consolidated Financial Statements (in thousands of Canadian dollars unless otherwise stated) - Unaudited

July 31, 2021

11.	Share capital – (cont’d)
c)	Share-based payments
---	---

The Company, in accordance with the policies of the TSX, was previously authorized to grant options to directors, officers, and employees to acquire up to 20% of the amount of stock outstanding. In January 2014, the Company’s shareholders voted to cancel the Company’s option plan and, as a result, the Company’s Board of Directors may not grant further options. The Company’s management and directors are reviewing alternative compensation arrangements for the Company’s employees and directors.

There were no options outstanding, for the periods ending July 31, 2021, April 30, 2021 and April 30, 2020.

d)	Deferred Share Units (“DSU”) & Restricted Share Units (“RSU”)

Effective August 1, 2016, The Board of Directors approved the adoption of a Restricted Share Unit and Deferred Share Unit Plan (the “RSU/DSU Plan”) as part of the Company’s compensation arrangements for directors, officers, employees or consultants of the Company or a related entity of the Company. Although the RSU/DSU Plan is share-based, all vested RSUs and DSUs will be settled in cash. No common shares will be issued.

RSU

The RSU plan is for eligible members of the Board of Directors, eligible employees and eligible contractors. The RSUs vest over a period of three years from the date of grant, vesting as to one-third at the end of each calendar year. In addition to the vesting period, the Company has also set Performance Conditions that will accompany vested RSUs.

The Performance Conditions to be met are established by the Board at the time of grant of the RSU. RSUs that are permitted to be carried over to the succeeding years shall expire no later than August 1st of the third calendar year after the year in which the RSUs have been granted and will be terminated to the extent the performance objectives or other vesting criteria have not been met. The RSU share plan transactions during the period were as follows:

	Units
Outstanding at April 30, 2020		330,000
Expired		(220,000)
Expired		(110,000)
Outstanding at April 30, 2021 and July 31, 2021		-

No RSU’s were granted in the current fiscal period.

DSU

The Company introduced a DSU plan for eligible directors. The DSUs are paid in full in the form of a lump sum payment no later than August 1st of the calendar year immediately following the calendar year of termination of service. DSU Awards going forward will vest on each anniversary date of the grant over a period of 3 years. The DSU share plan transactions during the period were as follows:

Starcore International Mines Ltd.

Notes to the Condensed Interim Consolidated Financial Statements (in thousands of Canadian dollars unless otherwise stated) - Unaudited

July 31, 2021

11.	Share capital – (cont’d)
d)	Deferred Share Units (“DSU”) & Restricted Share Units (“RSU”)
---	---

DSU

	Units
Outstanding at April 30, 2019 & 2020<br><br><br>Exercised	1,010,000<br><br><br>(210,000)
Outstanding at April 30, 2021 and July 31, 2021	800,000

Based on the fair value of $0.27 ($2021 - $0.24) per share, the Company has recorded a liability of $216 (April 30, 2021 - $192) under Trades and Other Payable on the Statement of Financial Position. No DSU’s were granted in the current period. During the prior year end April 30, 2021, 210,000 DSU’s were exercised at $0.31 for $65.

12.	Financial instruments

All significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the consolidated financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Cash and cash equivalents are carried at their fair value. There are no material differences between the carrying values and the fair values of any other financial assets or liabilities. In the normal course of business, the Company’s assets, liabilities and future transactions are impacted by various market risks, including currency risks associated with inventory, revenues, cost of sales, capital expenditures, interest earned on cash and the interest rate risk associated with floating rate debt.

a)	Currency risk

Currency risk is the risk to the Company's earnings that arises from fluctuations of foreign exchange rates and the degree of volatility of these rates. The Company does not use derivative instruments to reduce its exposure to foreign currency risk.

A 10% increase or decrease in the US dollar exchange may increase or decrease annual earnings from mining operations by approximately $221 A 10% increase or decrease in the MXN$ exchange rate will decrease or increase annual earnings from mining operations by approximately $97.

b)	Interest rate risk

The Company’s cash earns interest at variable interest rates. While fluctuations in market rates do not have a material impact on the fair value of the Company’s cash flows, future cash flows may be affected by interest rate fluctuations. The Company is not significantly exposed to interest rate fluctuations and interest rate risk consists of two components:

(i)	To the extent that payments made or received on the Company’s monetary assets and liabilities are affected by changes in the prevailing market interest rates, the Company is exposed to interest rate cash flow risk.
(ii)	To the extent that changes in prevailing market interest rates differ from the interest rates in the Company’s monetary assets and liabilities, the Company is exposed to interest rate price risk.
---	---

Starcore International Mines Ltd.

Notes to the Condensed Interim Consolidated Financial Statements (in thousands of Canadian dollars unless otherwise stated) - Unaudited

July 31, 2021

13.	Financial instruments – (cont’d)
c)	Credit risk
---	---

Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Company is exposed to credit risk with respect to its cash and cash equivalents, the balance of which at July 31, 2021 is $4,914 (April 30, 2021 - $4,392).

Cash of $775 (April 30, 2021 - $901) are held at a Mexican financial institution, cash of $1,341 (April 30, 2021 – $2,317) is held in US dollars at a Canadian financial institution and the remainder of $834 (April 30, 2021 - $1,174) are held at a chartered Canadian financial institution; the Company is exposed to the risks of those financial institutions. The taxes receivable are comprised of Mexican VAT taxes receivable of $874 (April 30, 2021 - $619) and GST receivable of $18 (April 30, 2021 - $41), which are subject to review by the respective tax authority. Trade receivables include $476 due from one customer.

d)	Liquidity risk

Liquidity risk arises from the excess of financial obligations over available financial assets due at any point in time. The Company’s objective in managing liquidity risk is to maintain sufficient readily available reserves in order to meet its liquidity requirements. The Company accomplishes this by achieving profitable operations and maintaining sufficient cash reserves. As at July 31, 2021, the Company was holding cash of $4,914 (April 30, 2021- $4,392).

Obligations due within twelve months of July 31,	2021	2022	2023	2024 and beyond
Trade and other payables	$2,258	$-	$-	$ -
Reclamation and closure obligations	$-	$-	$-	$3,011

The Company’s trade and other payables are due in the short term. Long-term obligations include the Company’s reclamation and closure cost obligations, other long-term liabilities and deferred income taxes. Management believes that profits generated from the mine will be sufficient to meet its financial obligations.

e)	Commodity risk

Mineral prices and marketability fluctuate and any decline in mineral prices may have a negative effect on the Company. Mineral prices, particularly gold and silver prices, have fluctuated widely in recent years. The marketability and price of minerals which may be produced and sold by the Company will be affected by numerous factors beyond the control of the Company. These other factors include delivery uncertainties related to the proximity of its resources to processing facilities and extensive government regulations related to price, taxes, royalties, allowable production land tenure, the import and export of minerals and many other aspects of the mining business. Declines in mineral prices may have a negative effect on the Company. A 10% decrease or increase in metal prices may result in a decrease or increase of $616 in revenue.

Starcore International Mines Ltd.

Notes to the Condensed Interim Consolidated Financial Statements (in thousands of Canadian dollars unless otherwise stated) - Unaudited

July 31, 2021

13.	Commitments and Related party transactions

Except as disclosed elsewhere in these interim condensed consolidated financial statements, the Company has the following commitments outstanding at July 31, 2021:

a)	The Company has a land lease agreement commitment with respect to the land at the mine site, for $132 per year which is currently being renegotiated. The Company also has ongoing concession commitments on the mine site and on exploration and evaluation assets of approximately $500 per year.
b)	The Company has management contracts to officers and directors totaling $450 per year, payable monthly, expiring in April 2022 and US$236 per year, payable monthly, expiring in August 2021.
---	---
14.	Capital disclosures
---	---

The Company’s objective when managing capital is to safeguard the Company’s ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other stakeholders. The Company considers the items included in the consolidated statements of changes in equity as capital. The Company manages the capital structure and makes adjustments to it in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company may issue new shares through private placements, sell assets to reduce debt or return capital to shareholders. The Company is not subject to externally imposed capital requirements and there were no changes to the capital management in the period ended July 31, 2021.

15.	Earnings per share

The Company calculates the basic and diluted income per common share using the weighted average number of common shares outstanding during each period and the diluted income per share assumes that the outstanding vested stock options and share purchase warrants had been exercised at the beginning of the year.

The denominator for the calculation of income per share, being the weighted average number of common shares, is calculated as follows as 49,646,851 shares for July 31, 2021 and April 30, 2021. As at July 31, 2021 and April 30, 2021, all stock options and warrants outstanding were excluded from dilutive weighted average shares outstanding as they were anti-dilutive.

16.	Segmented information

During the period ended July 31, 2021, the Company earned all of its revenues from one customer. As at July 31, 2021, the Company does not consider itself to be economically dependent on this customer as transactions with this party can be easily replaced by transactions with other parties on similar terms and conditions. The balance owing from this customer on July 31, 2021 was $703, with an allowance for doubtful debt of $227 against this amount (April 30, 2021 - $491). The Company operates in one segment, the revenue is from gold and silver mining in Mexico.

sam-ex993_10.htm

MANAGEMENT DISCUSSION & ANALYSIS

For the period ended July 31, 2021

Directors and Officers as at September 13, 2021:

Directors:

Gary Arca
Robert Eadie
Jordan Estra<br><br><br>Salvador Garcia
Tanya Lutzke
Federico Villaseñor

Officers:

Executive Chairman, Chief Executive Officer & President – Robert Eadie<br><br><br>Chief Operating Officer - Salvador Garcia
Chief Financial Officer – Gary Arca
Corporate Secretary – Cory Kent

Contact Name:Gary Arca

Contact e-mail address:garca@starcore.com

TSX Symbol:SAM

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

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

Starcore International Mines Ltd.

MD&A

July 31, 2021

Page 2

Form 51-102-F1

STARCORE INTERNATIONAL MINES LTD.

MANAGEMENT DISCUSSION & ANALYSIS

For the period ended July 31, 2021

1.	Date of This Report

This MD&A is prepared as of September 13, 2021.

This Management Discussion and Analysis (“MD&A”) should be read in conjunction with the audited consolidated financial statements of Starcore International Mines Ltd. (“Starcore”, or the “Company”) for the period ended July 31, 2021.

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

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

2.

Starcore International Mines Ltd.

MD&A

July 31, 2021

Page 3

Overall Performance

Description of Business

Starcore is engaged in exploring, extracting and processing gold and silver through its wholly-owned subsidiary, Compañia Minera Peña de Bernal, S.A. de C.V. (“Bernal”), which owns the San Martin mine in Queretaro, Mexico. The Company is a public reporting issuer on the Toronto Stock Exchange (“TSX”). The Company is also engaged in acquiring mining related operating assets and exploration assets in North America directly and through corporate acquisitions. The Company has interests in properties which are exclusively located in Mexico, USA and Canada.

Financial Highlights for the period ended July 31, 2021:

•	Cash and short-term investments on hand is $4.9 million at July 31, 2021 compared to $4.4 million at April 30, 2021;
•	Gold and silver sales of $6.2 million for the period ended July 31, 2021 compared to $8.1 million for the period ended July 31, 2020;
---	---
•	Earnings from mining operations of $1.6 million for the period ended July 31, 2021 compared to earnings of $2.9 million for the period ended July 31, 2020;
---	---
•	Earnings of $0.9 million for the period ended July 31, 2021 compared to loss of $1.7 million for period ended July 31, 2020;
---	---
•	Equivalent gold production of 2,895 ounces in the period ended July 31, 2021 compared to production of 3,259 ounces in the period ended July 31, 2020;
---	---
•	Mine operating cash cost is US$1,177/EqOz for the period ended July 31, 2021 compared to cost of US$929/EqOz for the period ended July 31, 2020;
---	---
•	All-in sustaining costs of US$1,387/EqOz for the period ended July 31, 2021, compared to costs of US$1,220/EqOz for the period ended July 31, 2020;
---	---
•	EBITDA^(1)^ of $1,879 for the period ended July 31, 2021 compared to $2,739 for the period ended July 31, 2020.
---	---
Reconciliation of Net Income to EBITDA^(1)^
---	---	---
For the period ended July 31,	2021	2020
Net income (loss)	$935	$1,663
Loss on sale of exploration property	39	-
Income tax expense (recovery)	80	(53)
Interest	44	66
Depreciation and depletion	781	1,063
EBITDA	$1,879	$2,739
EBITDA MARGIN^(2)^	30.5%	33.9%

^(1) EBITDA (“Earnings before Interest, Taxes, Depreciation and Amortization”) is a non-GAAP financial performance measure with^^no standard definition under IFRS. It is therefore possible that this measure could not be comparable with a similar measure of another Corporation. The Corporation uses this non-GAAP measure which can also be helpful to investors as it provides a result which can be compared with the Corporation market share price.^

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

Starcore International Mines Ltd.

MD&A

July 31, 2021

Page 4

Recent Event

Acquisition of the Teocuitla Claims next to the El Creston Project in Opodepe, Sonora State, Mexico

The Company announced the acquisition of 3087.7691 hectares of the Teocuitla claims from Minera Teocuitla SA de CV of Hermosillo, Sonora, Mexico. The Teocuitla claims are located in Opodepe, Sonora, Mexico beside the El Creston Meztli 4 claim in the northwest part of the Company’s 11,000 Ha property. The El Creston deposit is a well-known and defined Molybdenum deposit, but the property has never been explored for precious metals. The Company refers its readers to the “Preliminary Economic Assessment, El Creston Project, Opodepe, Sonora, Mexico” dated December 16, 2010 (“PEA”) prepared for Creston Moly Corp. and filed on SEDAR on December 20, 2010. The PEA provides information on El Creston that is historical and the Company cannot guarantee the accuracy of the data presented therein. The reader is cautioned not to place undue reliance on the historical data or its implications that have been derived from third-party sources. The PEA is referenced herein solely for historic context and background.

“We are extremely pleased to have made this acquisition and to be able to look at the El Creston Project in three different ways – one as a moly deposit; another as a property with gold showings; and thirdly, as a project with the potential for copper porphyry at depth,” commented Robert Eadie, CEO and a director of the Company. “The property offers exciting exploration potential in the friendly mining state of Sonora, Mexico”.

The Company conducted a six-month exploration plan which included more than 1600 samples taken in the outcrops of nine new discovered veins in the Teocuitla claims, with a focus on gold and silver orebodies. The initial results of the exploration program are outlined below:

Table 1: Assay Results of the samples taken from MEZTLI4 and TEOCUITLA Claims

# Targets	Target	Claim	Recognized surface length (mt)	Economic length (mt) Surface	Economic width (mt) Surface	Au g/t	Ag g/t
1	Mana System	Meztli 4	2100	300	1.07	0.52	250
2	Karla System NW		1815	280	0.53	3.52	13
3	Karla System SW		480	190	0.61	1.53	64
4	El Guerigo Breccia		1800	110	0.98	0.11	162
5	San Gerónimo		Stockpile Samples			0.40	214
6	Midas Vein	New claims acquired	580	190	0.73	0.09	147
7	La Aurora - La Espinada Vein		Stockpile Samples			0.21	241
8	La Última		Old mining non visited
9	El Oro	Other claim	500	70	0.53	10.30	5

Table 2: New claims acquired

No.	LOTE	SURFACE (Ha)
1	MEZTLI	89.000
2	MEZTLI 1	8.0000
3	LORENIA	138.0000
4	ALMA	359.000
5	LETTY	391.5093
6	MEZTLI 2	1,455.9816
7	MEZTLI 6	0.0032
8	MEZTLI 4	8,465.0445
9	MEZTLI 3	457.0564
	TOTAL PREVIOUSLY OWNED	11,363.5950
No.	NEW CLAIMS ACQUIRED
1	TEOCUITLA	1,476.1874
2	TEOCUITLA 2	925.9102
3	ANGEL	185.6715
4	TLALOC 2	500.0000
	TOTAL	3,087.7691
	TOTAL CLAIMS EL CRESTON PROJECT	14,451.3641

Starcore International Mines Ltd.

MD&A

July 31, 2021

Page 5

Readers are encouraged to visit our website at www.starcore.com for location photos, diagrams and plans of the geologic models and targets.

Starcore plans to continue exploration work on the newly acquired precious metals claims in addition to further defining the potential of the El Creston deposit. For future clarifications, the Company will define both claims as the Opodepe Project.

Qualified Person

3.	Selected Annual Information

The highlights of financial data for the Company for the three most recently completed financial years are as follows:

	Twelve months ended<br><br><br>April 30, 2021
Revenues	$26,799	24,820	$32,795
Cost of Sales	(20,397)	(22,836)	(32,759)
Earnings from mining operations	6,402	1,984	36
Administrative Expenses	(3,843)	(4,396)	(4,284)
Loss on Toiyabe	(1,116)	-	-
Allowance for receivables	-	-	(441)
Impairment of Mining Interest, plant and equipment	-	-	(4,804)
Loss on disposal of E&E asset	-	-	(82)
Write off Altiplano	-	(39)	-
Income tax (expense)/ recovery	1,449	(1,178)	(2,229)
Total income/ (loss)
(i) Total income/ (loss)	$2,892	(3,629)	$(11,804)
(ii) Income/ (loss) per share – basic	$0.06	(0.07)	$(0.24)
(iii) Income/ (loss) per share – diluted	$0.06	(0.07)	$(0.24)
Total assets	$46,471	54,413	$57,005
Total long-term liabilities	$7,531	10,855	$13,063

All values are in US Dollars.

4.	Results of Operations

Discussion of Acquisitions, Operations and Financial Condition

The following should be read in conjunction with the consolidated financial statements of the Company and notes attached thereto for the period ended July 31, 2021.

Starcore International Mines Ltd.

MD&A

July 31, 2021

Page 6

4.1San Martín Mine, Queretaro, Mexico

The San Martin Mine, located approximately 50 km east of the City of Queretaro, State of Queretaro, Mexico, consists of mining concessions covering 13,077 hectares and includes seven underground mining units and four units under exploration. Luismin (now “Goldcorp Mexico”) operated the mine from 1993 to January, 2007, when it was purchased by the Company. The Company expects to continue to operate the mine based on the current expected conversion of known resources, and exploration is able to maintain proven and probable reserves replacing those mined with new reserves, such that the total resource remains relatively constant from year to year.

Starcore has staked additional claims near its principal producing gold property, the San Martin gold mine, in Querétaro, Mexico. The geology department has completed a staking initiative that includes new claims to the west of the current mineral rights of the San Martin mine on private property, that holds exploration and development upside.

Reserves

The Company completed a Resource estimate “RESERVES AND RESOURCES IN THE SAN MARTIN MINE, MEXICO AS OF SEPTEMBER 30, 2019”, as filed on December 2, 2019, prepared by Erme Enriquez. (the “Technical Report”), which is also available on the Company website www.starcore.com.

Starcore's updated mineral reserve and resource estimate for San Martin contains 14% higher tonnes with 5% lower grades compared to the previous reserve/resource estimate of 2018. This was largely due to Starcore using more conservative estimation parameters consistent with the reserve/resource estimates for the San Martin mine.

All assumptions are listed at the bottom of the reserve and resource table.

Reserve cut-off grades are based on a 1.66 g/t gold equivalent.
Metallurgical Recoveries of 88% gold and 55% silver.
Minimum mining widths of 1.5 meters.
Dilution factor of 20%.
Gold equivalents based on a 1:81 gold:silver ratio.
Price assumptions of $1300 per ounce for gold and $16 per ounce for silver.
Mineral resources are estimated exclusive of and in addition to mineral reserves.

Erme Enriquez C.P.G., BSc., MSc., is an independent consultant to the Company. He is a qualified person on the project as required under NI 43-101 and has prepared this technical information.

Starcore International Mines Ltd.

MD&A

July 31, 2021

Page 7

Production

The following table is a summary of mine production statistics for the San Martin mine for the three months ended July 31, 2021 and 2020 and for the previous year ended April 30, 2021:

(Unaudited)	Unit of measure	Actual results	Actual results	Actual results
		3 months ended	3 months ended	12 months ended
		31-Jul-21	31-Jul-20	30-Apr-21
Mine production of gold in dore	thousand ounces	2.6	2.9	10.5
Mine production of silver in dore	thousand ounces	19.8	32.5	103.4
Total mine production – equivalent ounces	thousand ounces	2.9	3.3	11.8
Silver to Gold equivalency ratio		68.1	97.2	78.3
Mine Gold grade	grams/tonne	1.64	1.70	1.63
Mine Silver grade	grams/tonne	20.9	29.2	24.7
Mine Gold recovery	percent	88.3%	88.8%	88.4%
Mine Silver recovery	percent	52.1%	56.5%	57.0%
Milled	thousands of tonnes	56.3	59.1	225.5
Mine development, preparation and exploration	meters	1,838	1,973	7,426
Mine operating cash cost per tonne milled	US dollars/tonne	61	51	55
Mine operating cash cost per equivalent ounce	US dollars/ounces	1,177	929	1,056
Number of employees/contractors at minesite		244	240	244

During the quarter ended July 31, 2021, the mill operated at a rate of approximately 612 (July 31, 2020: 642) milled tonnes/calendar day. Gold and silver grades during the quarter ending July 31, 2021 were 1.64 g/t and 20.9 g/t, respectively, compared to the prior year quarter ended July 31, 2020 comparable grades of 1.70 g/t and 29.2 g/t, respectively. Overall equivalent gold production from the mine during the period ending July 31, 2021 of 2,895 ounces was lower than the prior period’s production of 3,259 due to lower ore grades and planned production tonnage decrease to 56,286 tonnes compared to 59,098 in the prior period, and to slightly higher recovery during the prior period also. Overall development meters have decreased slightly in the current period, to 1,838 meters, compared to 1,973 meters in the prior period ended July 31, 2020. The development has been consistent with the current calendar period production tonnage budgeted.

Production cash costs of the mine for the period ended July 31, 2021 were higher at US$1,177/EqOz compared to US$929/EqOz in the prior comparable period ending July 31, 2020. Overall cost per tonne averaged US$61/t, compared to US$51/t in the prior period due mainly to higher input costs for labour, electricity and fuel in the current period coupled with higher development costs per meter. The mine plan has been developed to ensure the mine is properly developed and mined so as to ensure a constant supply of ore in accordance with currently planned production capacity and ore grades. Changes to the plan that may involve production and capital investment are continually being assessed by management. Currently, the Company is continuing underground exploration in order to identify higher grade ore zones and has allocated an adequate budget to support year-long exploration.

During the quarter ended July 31, 2021, the Company incurred approximately US$332 in mine capital expenditures, which includes mine development drifting and drilling, machinery and equipment leases and purchases, and construction and tailings dam remediation, compared to US$274 in the prior comparable quarter ending July 31, 2020.

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4.2 Property Activity

San Martin properties – Queretaro, Mexico

The San Martin mine properties are comprised of mining concessions covering 13,077 hectares. In addition to the ongoing mine exploration and development that is currently being performed in development of the mine, management is continually assessing the potential for further exploration and development of the San Martin properties and continually modifying the exploration budget accordingly.

The mine operates two underground and one surface drill rigs to provide information to assist with mine planning in addition to exploration, with the intent of increasing the reserves and resources on the property, and the Company is budgeting targets of approximately 8,000 metres of underground development and exploration drilling in calendar 2021.

The mine exploration is mainly focused in two areas:

The first one being the northwest area of the mine, which is a continuation of the high grade oreshoot that has been the main source in determining the life of the mine. We are currently developing a drift to get position for the new drilling station that will allow us to continue the exploration of this zone along with the development to explore the manto identified from prior holes according to the geological interpretation then; and,

The second area is in the eastern part of the mine where we have identified 4 positive holes. Similar to the northwest zone, we are developing a drift to reach these holes and, at the same time, we are developing to get position for the next drilling station to continue the exploration of this zone.

---

Salvador Garcia, Chief Operating Officer, is the Company’s qualified person under NI 43-101, and has reviewed and approved the scientific and technical disclosure on the San Martin Mine disclosed in this MD&A.

Creston Moly

On February 19, 2015, the Company acquired all of the shares of Creston Moly from Deloitte Restructuring Inc. in its capacity as trustee in bankruptcy of Mercator Minerals Ltd. at a purchase price of CDN $2 Million. In June, 2011, Mercator Minerals Ltd. (“Mercator”), a TSX listed company, acquired Creston Moly in a cash and shares deal valuing Creston Moly at approximately $194 million. BMO Capital Markets, financial advisor to Creston Moly and its Board, provided a fairness opinion to the effect that the consideration (of $194 million) was fair, from a financial point of view, to the shareholders of Creston Moly.^1^ The most significant asset in this acquisition was the El Creston project in Sonora, Mexico which had been advanced to a completed Preliminary Economic Assessment ("PEA"). Creston Moly is a British Columbia company that owns, through its subsidiaries, a 100% interest in the following properties:

Ajax, British Columbia, Canada^2^

Ajax Molybdenum Property is comprised of 11,718 hectares and is located 13 km north of Alice Arm, British Columbia. The Ajax Property, one of North America's largest undeveloped molybdenum deposits occupying a surface area of approximately 600 by 650 metres, is a world class primary molybdenum property in the advanced stage of exploration.

^1^

The information in this report relating to the acquisition of Creston Moly by Mercator has been drawn from documents filed under the Creston Moly Corp. issuer profile on SEDAR, more specifically: Creston’s Management Information Circular dated May 9, 2011 and filed on SEDAR on May 16, 2011, and Creston’s news release of June 6, 2011 as filed on SEDAR on June 7, 2011.

^2^

Technical information in this report relating to the Ajax Project is based on the NI 43-101 Resource Estimate Press Release entitled “Tenajon Announces 75% Increase in Indicated Molybdenum Resources at Ajax Project”, dated May 15, 2008 and the technical report entitled “Update of Resource Estimation, Ajax Property, Alice Arm, British Columbia”, dated April 18, 2007, both of which are filed under the Tenajon Resources Corp. issuer profile on SEDAR.

---

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El Creston Project, Sonora, Mexico^3^

The El Creston molybdenum property is located in the State of Sonora, Mexico, 175 kilometres south of the US Border and 145 kilometers northeast of the city of Hermosillo. In 2010, a PEA was prepared on the property based on zones of porphyry-style molybdenum (“Mo”)/Copper (“Cu”) mineralization by an independent consulting firm. The result of this study indicated that the El Creston molybdenum-copper deposit had a US $561.9million net present value after tax (using an 8% discount rate). The internal rate of return (after tax) was calculated to be 22.3% and a capital cost payback was calculated to be four years. Other highlights of the report include:

•	Large moly-copper deposit in a mining-friendly jurisdiction. Total Measured and Indicated Resources of 215 million tonnes grading 0.071% Mo and 0.06% Cu, containing 336 Mlbs Mo and 281 Mlbs Cu. Mineral resources that are not mineral reserves do not have demonstrated economic viability;
•	Initial Capital cost: US$655.9million with payback of 4 years, based on metal prices of $15/lb Mo and $2.60/lb Cu. Metal recoveries were estimated at 88% for Mo and 84% for Cu;
---	---
•	Low Operating Cost: operating cost of $US4.12/lb Mo, net of copper credits, 0.84:1 waste to ore strip ratio within an optimized pit containing an additional 7.6 million tonnes of Inferred Resources responsible for $20M of the NPV;
---	---
•	Excellent infrastructure: Road accessible with a 230kV power grid within 50 km;
---	---
•	Apart from the PEA, recommendations have been made to test known mineralization below the current pit-limiting “Creston Fault” where results such as drill hole EC08-54 returned 241.4m at 0.083% Mo and 0.059% Cu to a depth of 495m in the Red Hill Deep zone.
---	---

David Visagie, P.Geo., an independent consultant, is the Company’s qualified person under NI 43-101, and has reviewed and approved the scientific and technical disclosure on the El Creston Project disclosed in this report.

Opodepe Project, Sonora State, Mexico

This acquisition allows the Company to be able to look at the El Creston Project in three different ways – firstly as a molybdenum deposit; secondly as a property with gold showings; and thirdly, as a project with the potential for copper porphyry at depth. The Company plans to continue exploration work on the newly acquired precious metals claims in addition to further defining the potential of the El Creston deposit. For future clarifications, the Company will define both claims as the Opodepe Project.

^3^

The technical information in this MD&A relating to the El Creston Project is based on the technical report entitled “Preliminary Economic Assessment, El Creston Project, Opodepe, Sonora, Mexico”, dated December 16, 2010, filed under the Creston Moly Corp. issuer profile on SEDAR.. Information regarding the effective date of the mineral resources, key assumptions, parameters and methods used to estimate the mineral resources, and known risks that materially affect the mineral resources can be found in the technical report. The PEA provides information on El Creston that is historical and the Company cannot guarantee the accuracy of the data presented therein. The reader is cautioned not to place undue reliance on the historical data or its implications that have been derived from third-party sources. The PEA is referenced herein solely for historic context and background.

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Table 1: Assay Results of the samples taken from MEZTLI4 and TEOCUITLA Claims

# Targets	Target	Claim	Recognized surface length (mt)	Economic length (mt) Surface	Economic width (mt) Surface	Au g/t	Ag g/t
1	Mana System	Meztli 4	2100	300	1.07	0.52	250
2	Karla System NW		1815	280	0.53	3.52	13
3	Karla System SW		480	190	0.61	1.53	64
4	El Guerigo Breccia		1800	110	0.98	0.11	162
5	San Gerónimo		Stockpile Samples			0.40	214
6	Midas Vein	New claims acquired	580	190	0.73	0.09	147
7	La Aurora - La Espinada Vein		Stockpile Samples			0.21	241
8	La Última		Old mining non visited
9	El Oro	Other claim	500	70	0.53	10.30	5

Table 2: New claims acquired

Starcore International Mines Ltd.
No.	LOTE	SURFACE (Ha)
1	MEZTLI	89.000
2	MEZTLI 1	8.0000
3	LORENIA	138.0000
4	ALMA	359.000
5	LETTY	391.5093
6	MEZTLI 2	1,455.9816
7	MEZTLI 6	0.0032
8	MEZTLI 4	8,465.0445
9	MEZTLI 3	457.0564
	TOTAL PREVIOUS CLAIMS HELD	11,363.5950
No.	NEW CLAIMS ACQUIRED
1	TEOCUITLA	1,476.1874
2	TEOCUITLA 2	925.9102
3	ANGEL	185.6715
4	TLALOC 2	500.0000
	TOTAL NEW CLAIMS	3,087.7691
	TOTAL CLAIMS EL CRESTON PROJECT	14,451.3641

In addition to the new claims staked, the Company is working on a new geological model of the El Creston deposit, with the primary purpose of assessing the potential for a copper porphyry orebody at depth. Readers are encouraged to visit our website at www.starcore.com for location photos, diagrams and plans of the geologic models and targets.

Qualified Person

Salvador Garcia, B. Eng., a director of the Company and Chief Operating Officer, is the Company’s qualified person on the Opodepe Project as required under NI 43-101and has prepared the technical information contained in this report.

Toiyabe, Nevada, USA

The Company acquired the right to a 100% undivided interest, subject to a 3% NSR, in 165 mining claims located in Lander County, Nevada, United States of America (“Toiyabe”) from MinQuest Ltd. (“MinQuest”).

The Company entered into an agreement with IM Exploration Inc. (“IM”) for the assignment of the Company’s option to acquire a 100% interest in the Toiyabe Gold Project in Lander County, Nevada from the Optionor. The Company has transferred all of its rights and IM will assume all property claim and maintenance payments and all obligations under the current option agreement with Optionor. Following the transfer, IM will have the right to acquire a 100% ownership

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position in the Project, subject to a 3% net smelter revenue royalty to be retained by the Optionor. As consideration for the transfer of the Company’s option to acquire the Project, IM has made cash and share payments in the following amounts:

•	US$150,000 in cash to be paid upon closing of the Transaction (paid)
•	4,100,000 common shares in the capital of IM (each, a “Common Share”) issued upon closing of the Transaction (issued at fair value at date of closing of $0.19). subject to a contractual escrow period of twelve (12) months following the date of issuance, with 25% being released every three (3) months from the closing of the Transaction (first release made).
---	---

The consideration was deemed to total $966 based on the fair value of cash and shares received on the closing date, Toiyabe was recorded at $2,083 in E&E, the loss on Toiyabe of $1,116 has been included on the income statement for the period ending July 31, 2021.

Following closing of the Transaction and payments as described above, IM will have the option to exercise its right to earn a 100% ownership position in the Project by making the cash payments to the Optionor for an aggregate total of US$760,000 to October 2023 and by making annual claim payments to the U.S. Bureau of Land Management.

Impairment of Mining Interest

In determining the recoverable amounts of the Company’s mining interests, the Company’s management makes estimates of the discounted future cash flows expected to be derived from the Company’s mining properties, costs to sell the mining properties and the appropriate discount rate. The projected cash flows are significantly affected by changes in assumptions about gold’s selling price, future capital expenditures, changes in the amount of recoverable reserves, resources, and exploration potential, production cost estimates, discount rates and exchange rates.

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4.3	Results of Operations

The Company recorded earnings for the period ended July 31, 2021 of $935 compared with $1,663 for the comparative period ended July 31, 2020. The details of the Company’s operating results and related revenues and expenses are as follows:

For the period ended July 31,	2021	2020	Variance
Revenues
Mined ore	$6,161	$8,090	$(1,929)
Cost of Sales
Mined ore	(3,816)	(4,101)	285
Depreciation and depletion	(781)	(1,063)	282
Total Cost of Sales	(4,597)	(5,164)	567
Earnings from mining operations	1,564	2,926	(1,362)
Financing costs (net)	(44)	(66)	22
Foreign exchange gain/ (loss)	462	(476)	938
Management fees and salaries	(457)	(395)	(62)
Office and administration	(228)	(156)	(72)
Professional and consulting fees	(87)	(181)	94
Pre-exploration costs	(10)	-	(10)
Transfer agent and regulatory fees	(20)	(22)	2
Shareholder relations	(126)	(20)	(106)
Earnings (loss) before taxes and other losses	1,054	1,610	(556)
Other Losses
Loss on sale of exploration property	(39)	-	(39)
Income tax recovery
Current	(2)	-	(2)
Deferred	(78)	53	(131)
Earnings (loss) for the period	$935	$1,663	$(728)

Overall, revenue from mining operations decreased by $1,929 for the period ended July 31, 2021 compared to the comparative period ended July 31, 2020, due mainly to lower metal production and ore grade and recovery processed in the current period compared to the prior comparable period.

Sales of metals for mining operations for the period ended July 31, 2021 approximated 2,327 ounces of gold and 19,810 ounces of silver sold at average prices in the period of US$1,820 and US$26.33 per ounce, respectively. This is a decrease in sale of gold and silver ounces when compared to the prior comparable period ended July 31, 2020 where sales of metal approximated 3,012 ounces of gold and 35,002 ounces of silver, however, sold at much lower average prices of US$1,738 per ounce for gold and US$17.40 per ounce for silver.

The total cost of sales above includes non-cash expenses for depreciation and depletion of $781 compared to $1,063 in the prior comparable period ending July 31, 2020, which is calculated based on the units of production from the mine over the expected mine production as a denominator. This calculation is based solely on the San Martin mine proven and probable reserves and a percentage of inferred resources in accordance with the Company’s policy of recognizing the value of expected Resources which will be converted to Proven and Probable Reserves, as assessed by management. The decrease is largely due to higher amortization costs in the prior period of the leases on mobile equipment in accordance with the change to IFRS 16, and the higher production tonnage calculated over the total resource.

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For the period ending July 31, 2021, the Company had gross profit of $1,564 from mine operations compared to gross profit of $2,926 for the period ended July 31, 2020. The lower gross profit was due lower production of metal resulting from, as stated previously, the lower tonnes processed, the lower grades and recovery for metal and the higher mine operating costs per tonne during this period.

Other Items

Changes in other items for the period ended July 31, 2021, resulted in the following significant changes from the period ended July 31, 2020:

•	Financing costs during the period decreased by $22 primarily due to repayment of the US$1,000 loan in the prior period fourth quarter and the repayment of the $3,000 principal of Bonds outstanding in June of prior year;
•	Office and administration increased by $72 due to higher corporate costs relating to general regulatory administration in the current period, due to the sale of Toiyabi property and the acquisition of the Opodepe Project;
---	---
•	Management fees and salaries increased by $62 mainly due to the increase in RSU/ DSU liability accrued based on the increased price of the Company’s shares on the TSX;
---	---
•	Foreign exchange loss decreased by $938 for the period ended July 31, 2021. The increase relates primarily to the fluctuations of the Mexican peso and Canadian dollar in relation to the US dollar, the functional currency of the mining operations, and may be realized or unrealized at the period end;
---	---
•	Professional and consulting fees decreased by $94 to $87 for the period ended July 31, 2021. Professional fees relate primarily to charges in relations to legal, tax and audit fees and decreased mainly due to costs related to the sale of Altiplano in the prior year;
---	---
•	Shareholder relations increased by $106 in the current period due to an increase in marketing expenses associated with European markets;
---	---
•	Deferred Income Tax (“DIT”) decreased by $131 due mainly to the difference in asset base of the underlying amounts that determine the temporary differences from year to year.
---	---

All-in Sustaining Costs

In conjunction with a non-GAAP initiative being undertaken within the gold mining industry, the Company has adopted an “all-in sustaining cash cost” (“AISC”) non-GAAP performance measure that the Company believes more fully defines the total costs associated with producing gold; however this performance measure has no standardized meaning. As the measure seeks to reflect the full cost of equivalent gold production from current mining operations, new project capital is not included in the calculation. This measure includes San Martin mining operations coupled with related capital costs. Accordingly it is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. The Company reports this measure on a sales basis based solely on sales of metal from the San Martin mining operations:

(In Canadian Dollars unless indicated)	Sustaining Costs<br><br><br>(in 000’s)		Sustaining Costs Per Ounce<br>(in /oz)
For the period ended July 31,	2021	2020	2021
Total cost of sales cash costs^1^	$3,816	$4,101	1,461
Total corporate and administration cash costs^1,2^	862	753	330
Foreign exchange (gain)/loss	(462)	476	(177)
Reclamation and closure accretion	(57)	20	(22)
Sustaining capital expenditures and exploration	296	262	113
All-in sustaining cash costs	4,455	5,612	1,705
Foreign exchange adjustment	(831)	(1,509)	(318)
All-in sustaining USD cash costs	$3,624	$4,103	1,387
Total equivalent ounces sold	2,613	3,363

All values are in US Dollars.

^1^ Excludes non-cash depletion and depreciation of $713 from cost of sales and from corporate and administration costs for the period ended July 31, 2021 (July 31, 2020: $868).

^2^ Includes share-based compensation of $24 for the period ended July 31, 2021 (July 31, 2020: $124).

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The AISC of US$1,387/EqOz is higher than the prior period comparable amount of US$1,220/EqOz due mainly to the lower production tonnage which increased per ounce costs while processing lower grade ore.

Cash Flows

Cash inflow from operating activities was $1,253 during the period ended July 31, 2021, compared to a cash inflow of $3,538 for the comparative period ended July 31, 2020. Cash flows from operating activities were determined by removing non-cash expenses from the earnings and adjusting for non-cash working capital amounts. Financing activities resulted in an outflow of $100 (July 31, 2020: $175) due to lease payments. Cash outflow from investing activities was $339 due to the Company spending $300 on investment in mining interest, plant and equipment, $173 on investment in exploration and evaluation assets, offset by proceeds from reclamation deposits being return to the Company of $134. Overall cash increased during the period ended July 31, 2021 by $814.

Investor Relations Activities

During the period ended July 31, 2021, the Company responded directly to investor inquiries.

Financings, Principal Purposes & Milestones

During the period ended July 31, 2021, the Company did not have any financings.

5.	Summary of Quarterly Results

The following is a summary of the Company’s financial results for the eight most recently completed quarters:

	Q1<br><br><br>31-Jul-21	Q4<br><br><br>30-Apr-21	Q3<br><br><br>31-Jan-21	Q2<br><br><br>31-Oct-20
Total Revenue	$6,161	$5,123	$6,614	$6,972
Earnings/ (loss) from mining operations	$1,564	$15	$1,236	$2,225
Earnings (loss) for period	$935	$(875)	$652	$1,452
Per share – basic and diluted	$0.02	$(0.02)	$0.01	$0.03
	Q1<br><br><br>31-Jul-20	Q4<br><br><br>30-Apr-20	Q3<br><br><br>31-Jan-20	Q2<br><br><br>31-Oct-19
Total Revenue	$8,090	$6,352	$6,275	$5,804
Earnings (loss) from mining operations	$2,926	$885	$1,269	$(220)
Earnings (loss) for period	$1,663	$(1,758)	$22	$(1,062)
Per share – basic and diluted	$0.03	$(0.03)	$0.00	$(0.02)

Discussion

The Company reports an income of $935 for the quarter ending July 31, 2021 compared to a income of $1,663 in the comparative quarter ended July 31, 2020. For more detailed discussion on the quarterly production results and financial results for the quarter ended July 31, 2021, please refer to Sections 4.1 and 4.3 under “Results of Operations”.

6.	Liquidity and Commitments

The Company expects to continue to receive income and cash flows from the mining operations at San Martin (section 4.1). Management expects that this will result in sufficient working capital and liquidity for the Company for the next twelve months.

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As at July 31, 2021, the Company had the following commitments:

a)	The Company has a land lease agreement commitment with respect to the land at the mine site, for $132 per year which is currently being renegotiated. The Company also has ongoing concession commitments on the mine site and on exploration and evaluation assets of approximately $500 per year.
b)	The Company has management contracts to officers and directors totaling $450 per year, payable monthly, expiring in April 2022 and US$236 per year, payable monthly, expiring in August 2021.
---	---
Obligations due within twelve months<br> of July 31,	2021	2022	2023	2024and beyond
---	---	---	---	---
Trade and other payables	$2,258	$-	$-	$-
Reclamation and closure obligations	$-	$-	$-	$3,011
7.	Capital Resources
---	---

The capital resources of the Company are the mining interests, plant and equipment, with an amortized historical cost of $29,347 as at July 31, 2021. The Company is committed to further expenditures of capital required to maintain and to further develop the San Martin mine which management believes will be funded directly from the operating cash flows of the mine.

8.	Off Balance Sheet Arrangements

The Company has no off-balance sheet transactions.

9.	Transactions with Related Parties

N/A

10.	First Quarter

Due to mine operating activity of the San Martin mine discussed throughout this MD&A and as detailed in Section 4.1, the operations and activities are similar to previous quarters, with the exception of the loss on Toiyabe and acquisition of Opodepe Project, which are discussed in Section 4.3 – Results of Operations.

11.	Proposed Transactions

N/A

12.	Critical Accounting Estimates

The Company makes estimates and assumptions about the future that affect the reported amounts of assets and liabilities. Estimates and judgements are continually evaluated based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions.

The effect of a change in accounting estimate is recognized prospectively by including it in the Company’s profit or loss in the period of the change, if it affects that period only, or in the period of the change and future periods, if it affects both.

Information about critical judgements in applying accounting policies that have the most significant risk of causing material adjustment to the carrying amounts of assets and liabilities recognized in the consolidated financial statements within the current financial period are discussed below:

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a)	Economic Recoverability and Profitability of Future Economic Benefits of Mining Interests

Management has determined that mining interests, evaluation, development and related costs incurred which have been capitalized are economically recoverable. Management uses several criteria in its assessments of economic recoverability and probability of future economic benefit including geologic and metallurgic information, history of conversion of mineral deposits to proven and probable reserves, scoping and feasibility studies, accessible facilities, existing permits and life of mine plans.

b)Rehabilitation Provisions

Rehabilitation provisions have been created based on the Company’s internal estimates. Assumptions, based on the current economic environment, have been made which management believes are a reasonable basis upon which to estimate the future liability. These estimates take into account any material changes to the assumptions that occur when reviewed regularly by management. Estimates are reviewed annually and are based on current regulatory requirements. Significant changes in estimates of contamination, restoration standards and techniques will result in changes to provisions from period to period. Actual rehabilitation costs will ultimately depend on future market prices for the rehabilitation costs, which will reflect the market condition at the time that the rehabilitation costs are actually incurred. The final cost of the currently recognized rehabilitation provision may be higher or lower than currently provided. The inflation rate applied to estimated future rehabilitation and closure costs is 3.0% (April 30, 2021: 3.5%) and the discount rate currently applied in the calculation of the net present value of the provision is 8% (April 30, 2021: 8%).

c)Impairments

The Company assesses its mining interest, plant and equipment assets annually to determine whether any indication of impairment exists. Where an indicator of impairment exists, a formal estimate of the recoverable amount is made, which is considered to be the higher of the fair value less costs to sell and value in use. These assessments require the use of estimates and assumptions such as long-term commodity prices, discount rates, future capital requirements, exploration potential and operating performance.

d)Income Taxes

Significant judgment is required in determining the provision for income taxes. There are many transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determination is uncertain. The Company recognizes liabilities and contingencies for anticipated tax audit issues based on the Company’s current understanding of tax law. For matters where it is probable that an adjustment will be made, the Company records its best estimate of the tax liability including the related interest and penalties in the current tax provision. Management believes they have adequately provided for the probable outcome of these matters; however, the final outcome may result in a materially different outcome than the amount included in the tax liabilities.

In addition, the Company recognizes deferred tax assets relating to tax losses carried forward to the extent there are sufficient taxable temporary differences (deferred tax liabilities) relating to the same taxation authority and the same taxable entity against which the unused tax losses can be utilized. However, utilization of the tax losses also depends on the ability of the taxable entity to satisfy certain tests at the time the losses are recuperated.

e)Mineral Reserves and Mineral Resource Estimates

Mineral reserves are estimates of the amount of ore that can be economically and legally extracted from the Company’s mining properties. The Company estimates its mineral reserve and mineral resources based on information compiled by Qualified Persons as defined by Canadian Securities Administrators National Instrument 43-101 Standards for Disclosure of Mineral Projects. Such information includes geological data on the size, depth and shape of the mineral deposit, and requires complex geological judgments to interpret the data. The estimation of recoverable reserves is based upon factors such as estimates of commodity prices, future capital requirements, and production costs along with geological assumptions and judgments made in estimating the size and grade that comprise the mineral reserves. Changes in the mining reserve or mineral resource estimates may impact the carrying

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value of mineral properties and deferred development costs, property, plant and equipment, provision for site reclamation and closure, recognition of deferred income tax assets and depreciation and amortization charges.

f)Units of Production Depletion and Depreciation

Estimated recoverable reserves are used in determining the depreciation of mine specific assets. This results in depreciation charges proportional to the depletion of the anticipated remaining life of mine production. Each item’s life, which is assessed annually, has regard to both its physical life limitations and to present assessments of economically recoverable reserves of the mine property at which the asset is located. These calculations require the use of estimates and assumption, including the amount of recoverable reserves and estimate of future capital expenditure. Changes are accounted for prospectively.

13.	Changes in Accounting Policies

N/A

14.	Financial and Other Instruments

All significant financial assets, financial liabilities and equity instruments of the Company are either recognized or disclosed in the audited consolidated financial statements together with other information relevant for making a reasonable assessment of future cash flows, interest rate risk and credit risk. Where practicable the fair values of financial assets and financial liabilities have been determined and disclosed; otherwise only available information pertinent to fair value has been disclosed.

In the normal course of business, the Company’s assets, liabilities and forecasted transactions are impacted by various market risks, including currency risks associated with inventory, revenues, cost of sales, capital expenditures, interest earned on cash and the interest rate risk associated with floating rate debt.

Currency risk is the risk to the Company's earnings that arises from fluctuations of foreign exchange rates and the degree of volatility of these rates. The primary currency the Company exposed to is the United States dollar which is also the functional currency of the San Martin Mine. The Company does not use derivative instruments to reduce its exposure to foreign currency risk. At July 31, 2021 the Company had the following financial assets and liabilities denominated in CDN and denominated in Mexican Pesos:

In ‘000 of	CAD$	MXN$
Cash	$857	MP 9,790
Other working capital amounts - net	$(177)	MP 8,631

At July 31, 2021, US dollar amounts were converted at a rate of $1.2477 Canadian dollars to $1 US dollar and MP were converted at a rate of MP19.8817 to $1 US Dollar.

Other

15.1	Disclosure of Outstanding Share Capital as at September 13, 2021
	Number	Book Value
---	---	---
Common Shares	49,646,851	$50,725

There are no options outstanding nor any granted subsequent to July 31, 2021.

The following warrants were outstanding and exercisable to purchase one common share for each warrant held:

Number of	Exercise
Warrants	Price	Expiry Date
250,000	$0.30	March 7, 2022

Starcore International Mines Ltd.

MD&A

July 31, 2021

Page 18

15.2	Disclosure Controls and Procedures

The Company’s management, with the participation of its Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures. Based upon the results of that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were effective to provide reasonable assurance that the information required to be disclosed by the Company in reports it files is recorded, processed, summarized and reported, within the appropriate time periods and forms.

Internal Controls Over Financial Reporting

The Company’s management, with the participation of its Chief Executive Officer and Chief Financial Officer, are responsible for establishing and maintaining adequate internal control over financial reporting. Under the supervision of the Chief Financial Officer, the Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of audited consolidated financial statements for external purposes in accordance with IFRS. The Company’s controls include policies and procedures that:

•	pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;
•	provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with IFRS; and
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•	provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the annual consolidated financial statements or interim financial statements.
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There has been no change in the Company’s internal control over financial reporting during the Company’s period ended July 31, 2021 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

Limitations of Controls and Procedures

The Company’s management, including the Chief Executive Officer and Chief Financial Officer, believe that any disclosure controls and procedures or internal controls over financial reporting, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, they cannot provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been prevented or detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by unauthorized override of the control. The design of any systems of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Accordingly, because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

sam-ex994_6.htm

Form 52-109F2

Certification of Interim Filings

Full Certificate

I, Robert Eadie, Chief Executive Officer of Starcore International Mines Ltd., certify the following:

1.	Review: I have reviewed the interim financial report and interim management discussion and analysis (“MD&A”) (together, the “interim filings”) of Starcore International Mines Ltd. (the “issuer”) for the interim period ended July 31, 2021.
2.	No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim 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, with respect to the period covered by the interim filings.
---	---
3.	Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim 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 interim filings.
---	---
4.	Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.
---	---
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 end of the period covered by the interim filings
---	---
(a)	designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
---	---
(i)	material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
---	---
(ii)	information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified 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) and I used to design the issuer’s ICFR is Internal Control - Integrated Framework published by the Committee of Sponsoring Organizations of the Treadway Commission.
---	---
5.2	N/A
---	---
5.3	N/A
---	---
6.	Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on May 1, 2021 and ended on July 31, 2021 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.
---	---

Date: 14^th^ day of September, 2021

(sgd) “Robert Eadie” Robert Eadie, Chief Executive Officer

sam-ex995_7.htm

Form 52-109F2

Certification of Interim Filings

Full Certificate

I, Gary Arca, Chief Financial Officer of Starcore International Mines Ltd., certify the following:

1.	Review: I have reviewed the interim financial report and interim management discussion and analysis (“MD&A”) (together, the “interim filings”) of Starcore International Mines Ltd. (the “issuer”) for the interim period ended July 31, 2021.
2.	No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim 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, with respect to the period covered by the interim filings.
---	---
3.	Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim 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 interim filings.
---	---
4.	Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.
---	---
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 end of the period covered by the interim filings
---	---
(a)	designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
---	---
(i)	material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
---	---
(ii)	information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified 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) and I used to design the issuer’s ICFR is Internal Control - Integrated Framework published by the Committee of Sponsoring Organizations of the Treadway Commission.
---	---
5.2	N/A
---	---
5.3	N/A
---	---
6.	Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on May 1, 2021 and ended on July 31, 2021 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.
---	---

Date: 14^th^ day of September, 2021

(sgd) “Gary Arca” Gary Arca, Chief Financial Officer