Page 1

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Page 2

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Orla Mining Ltd. is a mineral exploration, development, and production company that trades on the Toronto Stock Exchange under the ticker symbol “OLA” and on the NYSE American under the symbol “ORLA”. The “Company”, “Orla”, “we”, and “our” refer to Orla Mining Ltd. and its subsidiaries unless the context otherwise indicates.

Orla’s corporate strategy is to acquire, explore, develop, and operate mineral properties where our expertise can substantially increase stakeholder value. We have three material gold projects for the purposes of National Instrument 43-101 -Standards of Disclosure for Mineral Projects (“NI 43-101”):

This Management’s Discussion and Analysis (“MD&A”) of the financial condition and results of operations of the Company should be read in conjunction with our unaudited condensed interim financial statements for the three and six months ended June 30, 2025, and the related notes thereto, which have been prepared in accordance with IFRS Accounting Standards as issued by the International Accounting Standards Board (“IASB”). The Cautionary Notes near the end of this document are an important part of this MD&A.

Additional information about our Company, including our most recent annual consolidated financial statements, annual MD&A, and Annual Information Form, is available on the Company website at www.orlamining.com, under the Company’s profile on the System for Electronic Document Analysis and Retrieval + (“SEDAR+”) at www.sedarplus.ca, and the Company’s documents filed with, or furnished to, the United States Securities and Exchange Commission (“SEC”), which are available through the SEC’s Electronic Data Gathering and Retrieval System (“EDGAR”) at www.sec.gov.

J. Andrew Cormier, P.Eng., the Chief Operating Officer of the Company, is a Qualified Person, as the term is defined in NI 43-101, and has reviewed and approved the technical information disclosed in this MD&A.

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

¹ Non-GAAP measure. Please refer to “Non-GAAP Measures” of this MD&A for a reconciliation of this measure to our financial statements.

² AISC for Q1 2025 does not include the operations of Musselwhite Mine, which was acquired on February 28, 2025. Refer to “Non-GAAP Measures” for further discussion.

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Cash flow from operating activities before changes in non-cash working capital for the six months ended June 30, 2025, includes the proceeds received from the gold prepay facility of $384.4 million. Similarly, free cash flow for the six months ended June 30, 2025, includes $798.5 million of cash paid for the acquisition of the Musselwhite mine on February 28, 2025.

¹ Non-GAAP measure. Refer to “Non-GAAP Measures” of this MD&A for a reconciliation of this measure to our financial statements.

² Musselwhite Mine was acquired on February 28, 2025. Cash cost per ounce and AISC per ounce presented above do not include the operations of Musselwhite Mine for the period March 1, 2025, to March 31, 2025. Refer to “Non-GAAP Measures” for further discussion.

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

¹ Non-GAAP measure. Refer to “Non-GAAP Measures” of this MD&A for a reconciliation of this measure to our financial statements.

³ Includes corporate administrative costs not allocated to any specific mining operation.

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Page 7

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Camino Rojo is a gold-silver-lead-zinc deposit located in the Municipality of Mazapil, State of Zacatecas, Mexico, near the village of San Tiburcio. The project lies 190 kilometres northeast of the city of Zacatecas, 48 km southwest of the town of Concepción del Oro, Zacatecas, and 54 kilometres southeast of Newmont’s Peñasquito mine.

Refer to the Company’s filed annual information form dated March 18, 2025, for the year ended December 31, 2024 (the “Annual Information Form”), for historical context and project background.

The Camino Rojo Oxide Mine achieved quarterly gold production of 25,145 ounces of gold in Q2 2025 at an average ore stacking rate of 18,514 tonnes per day and compared to a nameplate capacity of 18,000 tonnes per day. The average mining rate during the second quarter was 50,063 tonnes per day resulting in a strip ratio of 1.33. The lower strip ratio compared to Q1 2025 is a result of limited access of the waste areas within the pit due to permitting constraints.

A total of 1.67 million tonnes of ore were stacked at an average grade of 0.71 g/t gold. In addition, 0.85 million tonnes of low-grade ore were rehandled and placed on the leach pad, averaging 0.32 g/t gold. In total, 2.61 million tonnes of ore at an average grade of 0.57 g/t gold were placed on the heap leach pad during the quarter. Gold sold during Q2 2025 totaled 26,591 ounces.

Cash costs¹ and AISC¹ at Camino Rojo during Q2 2025 were $657 and $690 per ounce of gold sold, respectively, which is at the low end of our current AISC guidance range of $700 to $800 per ounce of gold sold. In comparison to Q1 2025, AISC was higher mainly due to the lower number of ounces sold during the quarter.

Sustaining capital during the second quarter of 2025 totaled $0.5 million, which primarily consisted of infrastructure and equipment for the mining and processing area.

Subsequent to the reporting period, on July 23, 2025, the Camino Rojo mine experienced an uncontrolled material movement on the temporary north wall within the open pit. There were no injuries, nor was there any damage to equipment or the environment as a result of the event. As of the date of this MD&A, ramp access to the pit remained intact; however, open pit mining operations were temporarily suspended while the Company undertook a geotechnical assessment to support a safe action plan and restart of in-pit mining activities.

Orla, with support from external consultants, has been conducting a comprehensive geotechnical assessment of the pit wall event to determine its root cause, to assess the stability of the surrounding area, and to establish an action plan. Findings have informed the action plan and updates to standard operating procedures within the pit to ensure safety. The material movement was bounded by two faults acting as release features from increased pore pressure due to rainfall and the steepness of the interwall angle.

The current action plan includes mining from surface downwards to push-back and stabilize of the entire north wall to re-establish safe working conditions on the north side of the pit. The north wall will be re-established at a lower overall slope at single 10 metre benches based on a design that reduces the risk of over toppling. Continuous monitoring of the north wall will be undertaken with the slope stability radar, already in place, by the operational team and supported by external experts. Additionally, Trigger Action Response Plans (TARPs) will be strengthened to provide additional safety measures while the work is being completed.

¹ Non-GAAP measure. Please refer to “Non-GAAP Measures” of this MD&A for a reconciliation of this measure to our financial statements.

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

The material removed from the north wall section of the pit is predominantly oxidized, with an ore-to-waste strip ratio of 1:0.9 and an anticipated average gold grade of 0.74 g/t. This ore material will be crushed and stacked on the heap leach over the coming months. The current expectation is to push back approximately 50–80 metres from the edge of the existing pit wall, which is anticipated to result in the removal of approximately 9.0 million tonnes which will be crushed and stacked on the heap leach.

Since the pit wall event on July 23, Camino Rojo has continued to crush and stack stockpiled material at a rate of approximately 20,000 tonnes per day (in addition to 20,000 tonnes per day being truck stacked), to mitigate the short-term impact on production. Based on the current action plan and Camino Rojo’s updated pit sequencing, Camino Rojo’s annual production, cash costs, and all-in sustaining cost (“AISC”) guidance has been updated. Full year gold production has been revised to a range of 95,000 to 105,000 ounces from 110,000 to 120,000 ounces. Consequently, cash cost and AISC have also been revised to a range of $800 to $900 and $850 to $950 per ounce of gold sold respectively.

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

With respect to the Environmental Impact Statement (in Spanish, Manifestación de Impacto Ambiental, or “MIA”), the project described in the current technical report requires a modification of the MIA permit to allow for the additional production related to the development of a pit layback onto lands not considered in the August 2019 permit application. The Company submitted an application for a modification of the MIA and following feedback from the environmental regulator, SEMARNAT, the Company submitted a new, updated, permit application in November 2024, to allow for the open pit east-west expansion, as well as the layback expansion to the north. In July 2025, as part of the review process, Orla received a request for additional information from SEMARNAT, which Orla expects to provide during Q3 2025.

The Camino Rojo land package remains under-explored and its proximity to the large Camino Rojo mineralized system provides highly prospective exploration opportunities. Exploration on the project is somewhat challenging due to the presence of a thin alluvial soil and caliche cover restricting geochemical surface expressions, but we consider the potential to discover new mineralization as excellent. As such, we continue to conduct regional exploration at Camino Rojo.

Refer to the Company’s Annual Information Form for additional background on exploration at Camino Rojo.

Historical drilling on the Camino Rojo Sulphides by previous owners indicated a broadly disseminated gold deposit, favoring a large, low-grade open-pit mining scenario requiring substantial capital for a processing facility and extensive material handling. To explore a more cost-effective targeted development approach, in 2020, Orla launched a drill program to confirm the presence of higher-grade zones, interpreted as steep northwest-dipping and flat-lying vein sets.

By combining Orla's north-to-south drill holes with historical holes oriented in the opposite direction, drill spacing within the higher-grade zones of the Camino Rojo Sulphides has been reduced to 25-30 metres. This combined drilling has enhanced the understanding of the primary controls on gold mineralization, refined the geometry and size of higher-grade zones within the extensive sulphide deposit, and extended mineralization into the lower stratigraphy beneath the Caracol Formation (i.e., Camino Rojo Extension, or Zone 22). The new data was used to define the initial underground resource estimate of the Camino sulphide zone, which was released on June 5, 2025.

For additional details, please see the Company’s news release dated June 5, 2025 (“Orla Mining Delivers Initial Underground Mineral Resource for Camino Rojo in Mexico, Paving the Way for Future Development Planning”).

An updated technical report prepared in accordance with NI 43-101 was subsequently filed on July 17, 2025 and is now available on the Company’s website and on SEDAR+ and EDGAR.

In June 2025, Orla completed an initial resource estimate for the upper part of Zone 22, as part of the first underground resource estimate for the Camino sulphide zone. Orla is currently advancing a 15,000m infill drilling program to better define geological controls on the polymetallic (Au, Ag, Zn, Pb, Cu) mineralization in the upper part of Zone 22, with the objective of upgrading and growing the initial resource. During Q2 2025 active drill rigs were reduced from four to two, with 13,897 metres of the planned 2025 infill program completed. We expect the program to be completed in Q3. Infill drilling at Zone 22 is planned to continue down-plunge through year-end 2025 with two drill rigs. Refer to our press release dated August 7, 2025 (“Orla Mining Reports New Drill Results from Zone 22 at Camino Rojo”).

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

In 2025, Orla has allocated approximately 7,200 metres of drilling to regional exploration, aiming to follow up on positive results from 2024 and to test new high-priority exploration targets. The regional drill program started in April, with 1,722 m drilled across two targets during Q2 2025.

Camino Rojo consistently maintains and updates its community engagement and environmental management initiatives. The site engages in monthly monitoring of community water and air quality, along with other environmentally focused activities. The multidisciplinary Sustainability Risk Committee convenes monthly to proactively identify and manage risks related to environmental, social, and governance (“ESG”) factors impacting operations. The community relations team collaborates with local stakeholders to align efforts with community needs and priorities.

During the second quarter of 2025, Camino Rojo continued to advance its community investment program. Key achievements in Q2 2025 included:

In Q2 2025, Camino Rojo employed Mexican nationals for all of its direct positions. At the end of Q2 2025, 57% of our employees and 7% of our contractors’ workforces were from local communities.

As part of addressing labour practices at the Company’s Camino Rojo mine in Mexico, the Company is reviewing potential criminal activity involving the mine. The Company’s review is ongoing, with the involvement of external counsel, and additional information could become known to it in the future. The Company has voluntarily notified the Office of the Attorney General in Mexico, the Royal Canadian Mounted Police in Canada, and the Department of Justice in the United States and is cooperating with these authorities. Other governmental agencies could become involved in the future.

The Company cannot anticipate the timing, outcome or impact of these matters. If violations of applicable laws and regulations are identified, it could result in legal claims, civil and criminal penalties, or reputational damage that could have a material adverse effect on the Company’s business, financial condition, operations and results of operations.

The Company is committed to operating in accordance with the highest ethical standards and conducting business in an honest and transparent manner that complies with applicable laws, its Code of Business Conduct and Ethics and other applicable internal policies.

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Musselwhite is a Canadian mining operation which has produced over 6 million oz of gold since it began operating in 1997. It is a fly-in-fly-out underground mining operation located in northwestern Ontario, Canada, with mining taking place from two main zones via longitudinal retreat and transverse stoping, conveyed to surface by an internal winze and conveyor. Ore processing occurs via two-stage crushing, grinding, leach/cyanide-in-pulp (“CIP”), and finally, doré with annual throughput capacity of 1.5 Mtpa. Gold recovery rates have been approximately 96%.

On February 28, 2025, Orla acquired the Musselwhite Mine from Newmont Corporation for upfront cash consideration of $810 million and gold price-linked contingent consideration of $40 million.

Refer to the Company’s Annual Information Form for historical context and background. Refer to our unaudited condensed interim consolidated financial statements as at June 30, 2025, for specific details of the consideration paid.

Orla completed the Musselwhite transaction on February 28, 2025. Therefore, the following discussion relates only to activity which took place after March 1, 2025.

During Q2 2025, Musselwhite mined 303,000 tonnes of ore averaging 3,326 tonnes per day and milled 295,000 tonnes, averaging 3,237 tonnes per day, at a mill head grade of 5.52 g/t gold. Gold recovery rates of 96.5% resulted in gold production of 52,666 ounces. Gold sold during the quarter was 52,318 ounces. Year-to-date Musselwhite has produced 70,452 ounces of gold in four full months of production. Musselwhite remains on track to achieve full year (10 months) guidance ranging between 170,000 and 180,000 ounces.

¹ Year-to-date figures for Musselwhite are from March 1, 2025 onward, as the acquisition was completed on February 28, 2025.

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Lateral development metres in the quarter totalled 2,746 metres. Lateral development is to access mining horizons for existing reserves and to provide additional drill platforms to support the underground exploration drill program to grow reserves, resources, and mineral inventories.

Sustaining capital during the second quarter totalled $18.4 million, the majority of which related to underground development and PQ Deep Extension.

Musselwhite has a strong history of gold production, supported by consistent resource and reserve replacement and growth, which have extended its operational life since the start of the operation in 1997. Gold mineralization is primarily hosted within folded banded iron formations (“BIF”), characterized by close associations with pyrrhotite, quartz-carbonate veining, and quartz flooding.

Historical mining along the main mine trend demonstrated exceptional continuity and predictability of gold mineralization. Drilling by the previous operator (2018–2020) confirmed that mineralization extends at least one kilometre down-plunge from the current resource and reserve area along the Mine Trend, and remains open at depth.

Orla’s exploration strategy aims to replace reserves and grow resources through sustained exploration investment. Underground drilling will continue to target infill and extension of key zones, while surface directional drilling at the PQ Deeps extension will resume, to prove continuity along the deposit plunge. Orla will also outline a long-term plan to explore the broader mine lease area and regional claims, recognizing strong potential for additional BIF-hosted and orogenic gold mineralization.

Underground exploration drilling began in early March 2025, with 9,828 metres completed to date. The deep directional surface program started in May with 2,757 m drilled to date. The near-mine surface program started in June and has drilled 817 m. All exploration drilling programs will continue through the year.

For additional details, please see the Company’s press release dated April 1, 2025 (Orla Mining Ltd. launches $25M exploration drilling program to expand reserves and resources and extend Musselwhite mine trend).

The Musselwhite Mine site is located on the traditional territory of the North Caribou Lake First Nation, and it was one of the first mines in Canada to enter into a comprehensive agreement with First Nation communities. The signatories of the Musselwhite Agreement include the North Caribou Lake First Nation, Kingfisher Lake First Nation, Wunnumin Lake First Nation, Cat Lake First Nation and Windigo and Shibogama Tribal Councils. The mine also has an agreement with the Mishkeegogamang First Nation. These agreements focus on a respectful and trust-based relationship for mutual benefit and include clauses on employment and training, environmental and cultural heritage protection, and business opportunities.

In Q2, the Musselwhite Agreement Implementation Review Committee held its biannual meeting. During this meeting, the Social Closure Plan Committee held a workshop and presented its report on progress.

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Musselwhite continues to focus on creating local and Indigenous employment opportunities. In Q2, the site started engagement with the North Caribou First Nation School to set up job shadowing, mine tours and career conversations. At the end of Q2 2025, 38% of direct employees were local, with an 87% male and 13% female representation, and 15% self-identified as Indigenous.

The South Railroad Project is located along the Pinon mountain range, approximately 24 kilometers south-southeast of Carlin, Nevada, in the Railroad mining district. South Railroad is part of the Company’s South Carlin Complex, a prospective 25,000-hectare land package. Refer to the Annual Information Form for historical context and project background.

The South Railroad Project, situated on federal land, is currently advancing under the guidance of the US Bureau of Land Management (“BLM”) in accordance with the National Environmental Policy Act (“NEPA”) for permitting. Orla has submitted all its Supplemental Environmental Reports (“SERs”) required prior to the issuance of a Notice of Intent (“NOI”). Our NOI submission package has been reviewed by the BLM Nevada State office and is currently in review in Washington DC for publishing.

The NOI is expected to be published in Q3 2025, with the Company targeting a Record of Decision (the final permitting decision) approximately 12 months thereafter. Following this approval, construction on the South Railroad Project would commence, with first gold production targeted for 2028.

At the State level, we have received Class I and II Air Operating Permits. The Company’s water-related applications continue to be reviewed and processed by the Nevada Division of Water Resources (“DWR”). Applications have been submitted for the Water Pollution Control Permit and being prepared for submission for the National Pollutant Discharge Elimination System (“NPDES”) discharge permit.

During the quarter, Orla entered into an agreement with local ranchers to meet the sage grouse mitigation requirements under Nevada's Sagebrush Ecosystem Program.

Basic and detailed engineering will proceed in 2025 and 2026 to align with construction following the Record of Decision. Long-lead equipment will be identified, with purchase orders potentially beginning as early as late 2025.

The South Carlin Complex presents strong potential for discovering additional Carlin-type, low sulfidation gold mineralization and polymetallic skarn deposits beyond the defined resources and reserves at the Pinion and Dark Star deposits. The potential for expanding oxide resources is high, and near-deposit and regional exploration efforts are ongoing.

Refer to the Company’s Annual Information Form for additional background on exploration at South Carlin Complex.

Page 15

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

In 2025, Orla has allocated approximately 18,000 m of drilling to support exploration efforts at the South Carlin Complex. Exploration drilling will test potential extensions of the Dark Star, Pinion and satellite deposits, and test priority exploration targets for mineralization. In addition to drill testing, target generation and development activities will continue.

Drilling at the POD–Sweet Hollow and North Bullion target areas resumed in May, and the Dark Star and Bowl drill programs were started in June, for a total of 5,235 m drilled year to date at the South Carlin Complex. Exploration activities are expected to continue through the end of 2025.

The Cerro Quema Project is located on the Azuero Peninsula in the Los Santos Province of Southwestern Panama, about 45 km southwest of the city of Chitre. The project includes a pre-feasibility-stage, open-pit, heap leach gold project, a copper-gold sulphide resource, and various exploration targets. Additional information on the Cerro Quema Project is set forth in the technical report titled “Project Pre-Feasibility Updated NI 43-101 Technical Report on the Cerro Quema Project Province of Los Santos, Panama”, dated effective January 18, 2022.

On November 3, 2023, the National Assembly of Panama passed Law 407, which instituted a moratorium on granting, renewing, or extending concessions for the exploration, extraction, transportation, or exploitation of metal mining in Panama. On December 15, 2023, Minera Cerro Quema SA de CV (“MCQSA”), the Company’s subsidiary that holds the Cerro Quema Project, received three resolutions from the Panamanian Ministry of Commerce and Industry (“MICI”). The resolutions rejected the request for extension for the three mining concessions comprising the Cerro Quema Project, retroactively declared the concessions canceled, and declared the area comprising the concessions to be a reserve area under the Panamanian mining code. Under the Panamanian mining code, MICI is prohibited from granting mining concessions for exploration or extraction on a reserve area.

In March 2024, the Company filed a Notice of Intent to Arbitrate with the Government of Panama under the Free Trade Agreement between Canada and Panama (the “FTA”). The Notice of Intent asserted that the measures taken by Panama, including those described above, constituted violations of Panama’s legal obligations under the FTA and customary international law. The Notice of Intent was intended to facilitate a 30-day consultation period to reach an amicable resolution to the Company’s claim. As no resolution was reached, the Company proceeded with filing a Request for Arbitration on July 3, 2024.

The arbitration will be facilitated and administered by the International Centre for Settlement of Investment Disputes (“ICSID”) in Washington, DC, under its Arbitration Rules. A tribunal for the arbitration (the “Tribunal”) has been constituted and the Company filed its written submissions (referred to as its Memorial on Liability and Quantum) at the end of March 2025. This filing included a claim for damages of approximately US$400 million, plus pre-award and post-award interest.

On May 12, 2025, Panama submitted a bifurcation request, asking the Tribunal to rule on certain procedural matters prior to considering the merits of the Company’s claims. Specifically, Panama asserts a preliminary objection that Panama has validly denied the benefits of the FTA to the Company and that therefore the Company is not entitled to bring claims under the FTA. In addition, Panama has raised other preliminary objections to certain parts of the claims filed by the Company. Panama has requested that all of these preliminary objections be bifurcated and adjudicated prior to any further proceedings on the merits of the Company’s claims. In addition, Panama has requested to bifurcate the issues relating to quantum from the issues relating to liability. The Company has filed its response to Panama’s request for bifurcation and a decision from the tribunal is expected to be issued in the coming months. The Tribunal has stayed the arbitration proceedings on the merits pending the resolution of Panama’s bifurcation request.

In addition, on July 24, 2025, the Company filed a proposal for disqualification of one of the Tribunal arbitrators pursuant to the ICSID Rules. It is expected that a decision on the Company’s proposal for disqualification will be issued within the next two months. The proceedings on Panama’s request for bifurcation have been suspended pending the resolution of the Company's proposal.

Although the Company intends to vigorously pursue these legal remedies, the Company’s preference is a constructive resolution with the Government of Panama that results in a positive outcome for all stakeholders.

Page 16

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

We have included herein certain performance measures (“non-GAAP measures”) which are not specified, defined, or determined under generally accepted accounting principles (“GAAP”). These non-GAAP measures are common performance measures in the gold mining industry, but because they do not have any mandated standardized definitions, they may not be comparable to similar measures presented by other issuers. Accordingly, we use such measures to provide additional information, and you should not consider them in isolation or as a substitute for measures of performance prepared in accordance with GAAP. In this section, all currency figures in tables are in thousands, except per-share and per-ounce amounts.

Average realized gold price per ounce sold is calculated by dividing gold sales proceeds received by the Company for the relevant period by the ounces of gold sold. The Company believes the measure is useful in understanding the gold price realized by the Company throughout the period.

During Q2 2025, Orla delivered 12,074 gold ounces (YTD 2025 – 16,098 gold ounces) under the gold pre-payment arrangements. These ounces we recognized at an average gold price of $2,884 per ounce (YTD 2025 - $2,880 per ounce) and are reflected in the totals above.

Net cash (net debt) is calculated as cash and cash equivalents and short-term investments less total debt adjusted for unamortized deferred financing charges at the end of the reporting period. This measure is used by management to measure the Company’s debt leverage. The Company believes that in addition to conventional measures prepared in accordance with IFRS, net cash is useful to evaluate the Company’s leverage and is also a key metric in determining the cost of debt.

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Adjusted earnings excludes unrealized foreign exchange, changes in fair values of financial instruments, impairments and reversals due to net realizable values, restructuring and severance, and other items which are significant but not reflective of the underlying operational performance of the Company. We believe these measures are useful to market participants because they are important indicators of the strength of our operations and the performance of our core business.

Companies may choose to expense or capitalize costs incurred while a project is in the exploration and evaluation phase. Our accounting policy is to expense these exploration costs. To assist readers in comparing against companies which capitalize their exploration costs, we advise that included within Orla’s net income for each period are exploration and project costs which were expensed, as follows:

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Free Cash Flow is calculated as the sum of cash flow from operating activities and cash flow from investing activities. The Company believes market participants use Free Cash Flow to evaluate the Company’s operating cash flow capacity to meet non-discretionary outflows of cash. Free Cash Flow is not meant to be a substitute for the cash flow information presented in accordance with IFRS.

Included within the figures for the six months ended June 30, 2025 are $798.5 million for the acquisition of Musselwhite Mine.

Exploration and project development costs are calculated as the sum of costs related to exploration and to project development. Some of these costs have been expensed, while some of these have been capitalized, in accordance with our accounting policies. We believe this measure combining the two provides a more fulsome understanding to readers of the level of expenditures incurred on these activities during the period.

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ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Cash cost per ounce is calculated by dividing the sum of operating costs and royalty costs, net of by-product silver credits, by ounces of gold sold. All-in Sustaining Cost is a performance measure that reflects all the expenditures that are required to produce an ounce of gold from operations. While there is no standardized meaning of the measure across the industry, the Company's definition conforms to the all-in sustaining cost definition as set out by the World Gold Council in its guidance dated November 14, 2018. Management believes that these two measures are useful to market participants in assessing operating performance and the Company's ability to generate free cash flow from current operations.

The Musselwhite Mine was acquired on February 28, 2025, and accounting rules require metal inventory on hand at acquisition date (February 28, 2025) to be valued on the books at fair value rather than historical cost which is ordinarily the case. Accordingly, Orla management concluded it would not be meaningful to readers to present cash costs and AISC for Musselwhite Mine for the one month period ended March 31, 2025. The tables below exclude the costs of, and gold sales of, Musselwhite Mine for the period March 1 to March 31, 2025. Consequently, the year-to-date numbers presented in the table below have been adjusted to reflect Musselwhite’s contribution as of April 1, 2025.

(note, the tables above exclude costs and gold sales for Musselwhite Mine for the period March 1 to March 31, 2025)

Page 20

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Production and sales of gold during each of the last eight quarters was as follows:

The figures in the following table are based on the unaudited consolidated financial statements of the Company which were prepared in accordance with IFRS.

During 2023 and 2024, gold sales have increased steadily from about 26,000 ounces per quarter to about 34,000 ounces per quarter. Commencing Q1 2025, gold sales increased to about 47,000 ounces following the acquisition of Musselwhite Mine, which added a month of its production. During Q2 2025, gold sales increased to about 77,000 ounces after a full quarter of production at Musselwhite Mine. Over the period Q3 2023 to Q2 2025, the price realized per ounce has increased from about US$1,900 per oz to over US$3,200 per oz, consistent with the increase in the price of gold.

Cost of sales has increased over time as a result of higher ounces sold, higher reagent consumption due to higher lifts on the leach pads, increased labour rates due to routine inflationary adjustments at Camino Rojo, and a general strengthening of the Mexican peso against the US dollar, although we did see the peso weaken from Q2 2024 to Q1 2025.

Increases in the depreciation component of cost of sales are due to ongoing capital expenditures and higher corresponding ounces sold following the acquisition of Musselwhite Mine during Q1 2025.

Page 21

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

In Q3 2022, we acquired the South Railroad Project (part of the South Carlin Complex) and continued exploration activities there, with drilling mainly occurring from Q2 to Q4 each year due to weather. We remain heavily invested in Nevada exploration. In Q1 2024, exploration at Cerro Quema ceased, limiting costs mainly to holding expenses. Exploration expenses rose in Q2 2025 following the Musselwhite Mine acquisition.

Administrative costs and professional fees have generally increased with company activity, driven by Sarbanes-Oxley compliance (including more staff, new software, and higher audit fees) and additional staffing for ESG initiatives. The Q1 2025 spike in professional fees was mainly due to costs from acquiring the Musselwhite Mine.

Share-based payment expenses mainly depend on the number of stock options, RSUs, DSUs, and PSUs vesting each quarter. Grants usually occur in the first quarter, making expenses higher during that period.

Interest and financing costs are primarily related to (a) a project loan and credit facilities used to fund the construction of the Camino Rojo Oxide Mine, (b) the obligations arising from our acquisition of the Musselwhite Mine.

We repaid the Fresnillo obligations in Q4 2023 and we repaid the entire Revolving Facility in Q4 2024. Consequently, interest and finance costs have trended lower over the past few quarters up until Q4 2024. Commencing Q1 2025, following the acquisition of Musselwhite Mine, interest and finance costs have increased again due to the drawdown of the increased credit facility, and the issuance of interest-bearing convertible notes.

We accrue income taxes and record deferred taxes each quarter. In common with all other mining companies operating in Mexico, the Company is subject to a 7.5% Special Mining Duty (“SMD”) on earnings from mining operations, in addition to corporate income tax. Beginning in January 2025, the SMD rate increased to 8.5%.

Commencing Q1 2025, following the acquisition of the Musselwhite Mine in Canada, we expect increases in corporate tax expense and in Ontario mining tax expense.

As a result of the financings related to the purchase of the Musselwhite Mine, the Company has several new financial instruments. Movements in fair value of these financial instruments are recorded in profit or loss, and are driven by changes in gold price, Orla’s stock price, the implied volatility of Orla’s stock price, and USD/CAD exchange rates. Further details about our financial instruments are provided in the accompanying financial statements.

Page 22

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Page 23

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Page 24

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

At June 30, 2025, the Company has a Revolving Facility (as defined below) with a maturity date of August 27, 2027, and a Term Facility with a maturity date of February 26, 2028.

As of the date of this MD&A, as a result of our acquisition of the Musselwhite Mine, we had the following amounts outstanding –

As of the date of this MD&A, we have obligations to deliver a total of 124,764 ounces of gold over a remaining 31-month period, to a syndicate of lenders.

Current liabilities reported on our balance sheet exceed current assets. Our current liabilities of approximately $383 million include $102 million of warrants which if exercised by the warrant holders will be settled in common shares, not cash. However, they are required to be presented as current liabilities under IAS 1 «Presentation of Financial Statements» because they are financial instruments which may be settled at the holder’s option. Current liabilities also includes approximately $118 million of deferred revenue which will be settled by the delivery of gold produced from the Company’s mines.

We expect to fund the operating costs and the operating and strategic objectives of the Company over the next twelve months with existing cash on hand and metal sales, although we may also receive proceeds from exercises of options and warrants over that time.

Page 25

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Page 26

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

During the six months ended June 30, 2025, the Company paid $2.3 million in interest on the convertible notes to Fairfax Financial Holdings Limited and its subsidiaries.

As at June 30, 2025, subsidiaries of Fairfax Financial Holdings Limited held $150.0 million in convertible notes and key management personnel estimated accrued short term incentive compensation totaled $0.9 million and is included in accrued liabilities (December 31, 2024 – $1.3 million).

During the period covered by this MD&A, and to the date of this MD&A, there are no other related party transactions or balances.

Page 27

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

As of the date of this MD&A, the Company had available to it the following capital resources.

Refer to section VII - LIQUIDITY above for current outstanding amounts in respect of the Revolving Facility, the Term Facility, and the senior unsecured convertible notes and to the notes of the accompanying unaudited condensed interim consolidated financial statements for details on payments and accruals during the period.

The Company filed a base shelf prospectus on April 13, 2023, which was valid for 25 months and has now expired. The Company plans to file a new base shelf prospectus in Q3 2025.

Page 28

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

As of the date of this MD&A, the Company had the following equity securities outstanding:

Further there are $200 million in senior unsecured convertible notes, which if all were converted could result in the issuance of 35.4 million common shares of the Company.

Further details about these potentially issuable securities are provided in the notes to the accompanying unaudited condensed interim financial statements for the three and six months ended June 30, 2025.

We have no off-balance sheet arrangements requiring disclosure under this section.

In April 2024, the IASB issued a new IFRS 18 “Presentation and Disclosure in Financial Statements” replacing IAS 1. The new guidance is expected to improve the usefulness of information presented and disclosed in the financial statements of companies. IFRS 18 introduces the following key changes:

IFRS 18 is effective for annual reporting periods beginning on or after January 1, 2027, with early adoption permitted.

We are currently assessing the impact of this new IFRS accounting standard on our consolidated financial statements.

Page 29

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

In preparing the accompanying condensed interim consolidated financial statements, we have made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income, and expenses. Actual results may differ from these estimates.

We review estimates and their underlying assumptions on an ongoing basis. Revisions to estimates are recognized prospectively.

Judgements, estimates, and assumptions that we have made in applying accounting policies that have the most significant effects on the amounts recognized in the accompanying unaudited consolidated financial statements are presented in our audited financial statements for the year ended December 31, 2024.

In preparing the accompanying condensed interim consolidated financial statements, the significant judgements we made in applying the Company’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the audited consolidated financial statements as at and for the year ended December 31, 2024.

However, our acquisition of the Musselwhite Mine in Q1 2025 required us to make additional judgements and estimates as follows.

Management exercised judgement in determining that the acquisition of Musselwhite Mine met the definition of a business under IFRS 3 «Business Combinations», which resulted in the recognition of identifiable assets acquired and liabilities assumed.

In connection with the acquisition, the Company entered into a gold prepay arrangement whereby an upfront cash payment was received in exchange for the future delivery of gold ounces. We determined that this arrangement represented a contract liability (in other words, a deferred revenue) under IFRS 15, rather than a financial liability under IFRS 9, based on the contractual obligation to deliver physical gold.

The Company issued convertible notes as part of the financing for the acquisition. Based on our analysis of the terms of the convertible notes, we determined that the instrument should be separated into four components: (i) a host debt liability measured at amortized cost, (ii) a derivative liability for the investor’s conversion feature, (iii) a derivative asset for the Company’s redemption right, and (iv) warrants, which we classified as a financial liability. Judgement was required in identifying and classifying each component under IFRS 9 and IAS 32.

Judgement was applied in determining the functional currency of Musselwhite Mine in accordance with IAS 21 «The Effects of Changes in Foreign Exchange Rates», based on the currency that most faithfully represents the primary economic environment in which Musselwhite Mine operates.

As a result of the financing components undertaken by the parent entity, we also applied judgement in considering and reassessing the functional currency of the parent entity.

The valuation of each of the components of the convertible notes, and of the gold prepay arrangement, involved complex models using unobservable (“Level 3”) inputs, including discount rates, share price volatility, expected lives, and estimated costs of capital, and credit spreads. These estimates could change significantly as market conditions change.

Page 30

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

The timing and amount of revenue recognized from the gold prepay is based on estimated future delivery schedules, and discount rates used in the computation of the deferred revenue liability.

Estimates of mineral reserves and resources for the Musselwhite Mine were incorporated into our life-of-mine models and are subject to periodic updates. These estimates impact future depreciation and the valuation and timing of site closure obligations.

Site closure obligations were remeasured as of the acquisition date at fair value. These estimates involve assumptions regarding timing and cost of closure activities, inflation rates, currency rates, and discount rates.

The recognition of deferred tax liabilities on temporary differences was based on estimates of the underlying tax bases of Musselwhite Mine. Our assessments of the recoverability of any deferred tax assets arising from the acquisition were based on our views of future taxable income and will in future consider additional tax planning strategies. These estimates are sensitive to changes in metal prices, production volumes, and changes in Canadian tax laws and rates.

In the normal course of business, the Company is inherently exposed to certain financial risks, including market risk, credit risk, and liquidity risk, through its use of financial instruments. The timeframe and the way we manage these risks varies based upon our assessment of these risks and available alternatives for mitigation.

We do not ordinarily acquire or issue derivative financial instruments for trading or speculative purposes. All transactions undertaken are to support our operations.

As part of or during the Musselwhite acquisition, the Company issued a number of financial instruments. These are detailed in note 15 of the accompanying unaudited condensed interim consolidated financial statements.

Disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed in reports filed or submitted by the Company under U.S. and Canadian securities legislation is recorded, processed, summarized, and reported within the time periods specified in those rules, and include controls and procedures designed to ensure that information required to be disclosed in reports filed or submitted by the Company under U.S. and Canadian securities legislation is accumulated and communicated to management, including the CEO and CFO, as appropriate, to permit timely decisions regarding required disclosure.

Management, including the CEO and CFO, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures, as defined in the rules of the United States Securities and Exchange Commission and the Canadian Securities Administrators, as at December 31, 2024. Based on this evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures were effective as at December 31, 2024.

Page 31

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Management is responsible for establishing and maintaining adequate internal controls over financial reporting, as this term is defined in National Instrument 52-109 “Certification of Disclosure in Issuers’ Annual and Interim Filings” in Canada and Rules 13a-15(f) and 15d-15(f) of the Exchange Act in the United States. The Company’s ICFR are designed to provide reasonable assurance regarding the reliability of the Company’s financial reporting for external purposes in accordance with IFRS.

A material weakness is a deficiency or combination of deficiencies in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our financial statements will not be prevented or detected on a timely basis.

An evaluation of the Company’s internal controls over financial reporting at December 31, 2024 was conducted based on the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) Framework (2013). This evaluation concluded that the Company’s internal control over financial reporting was effective.

During the period covered by this MD&A, other than the acquisition of Musselwhite Mine, no changes occurred in the Company’s internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

We have substantially completed our scoping and risk assessments at Musselwhite Mine. We have begun to commence our review of control design and we plan to integrate the results of our reviews into our internal controls at Musselwhite Mine over the coming months. We expect to incorporate Musselwhite Mine in the evaluation of internal controls over financial reporting beginning in the first quarter of 2026.

Management, including the CEO and CFO, 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 judgements 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 system of controls is also 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.

Page 32

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

CAUTIONARY NOTE TO UNITED STATES INVESTORS REGARDING PRESENTATION OF MINERAL RESERVE AND MINERAL RESOURCE ESTIMATES

This MD&A has been prepared in accordance with Canadian standards for the reporting of mineral resource and mineral reserve estimates, which differ from the previous and current standards of the United States securities laws. In particular, and without limiting the generality of the foregoing, the terms “mineral reserve”, “proven mineral reserve”, “probable mineral reserve”, “inferred mineral resources”, “Indicated mineral resources”, “measured mineral resources”, and “mineral resources” used or referenced in this MD&A are Canadian mineral disclosure terms as defined in accordance with NI 43-101 and the Canadian Institute of Mining, Metallurgy and Petroleum Definition Standards on mineral reserves and mineral resources adopted by the CIM Council on May 10, 2014 (the “CIM Standards”).

For United States reporting purposes, the United States Securities and Exchange Commission (the “SEC”) has adopted amendments to its disclosure rules (the “SEC Modernization Rules”) to modernize the mining property disclosure requirements for issuers whose securities are registered with the SEC under the Securities Exchange Act of 1934, as amended. The SEC Modernization Rules more closely align the SEC’s disclosure requirements and policies for mining properties with current industry and global regulatory practices and standards, including NI 43-101, and replace the historical property disclosure requirements for mining registrants that were included in Industry Guide 7 under the Securities Act of 1933, as amended (the “Securities Act”). As a foreign private issuer that is eligible to file reports with the SEC pursuant to the multijurisdictional disclosure system, the Company is not required to provide disclosure on its mineral properties under the SEC Modernization Rules and provides disclosure under NI 43-101 and the CIM Standards. Accordingly, mineral reserve and mineral resource information contained in this MD&A may not be comparable to similar information disclosed by United States companies.

As a result of the adoption of the SEC Modernization Rules, the SEC now recognizes estimates of “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources.” In addition, the SEC has amended its definitions of “proven mineral reserves” and “probable mineral reserves” to be “substantially similar” to the corresponding CIM Standards that are required under NI 43-101. While the above terms are “substantially similar” to CIM Standards, there are differences in the definitions under the SEC Modernization Rules and the CIM Standards. There is no assurance any mineral reserves or mineral resources that the Company may report as “proven mineral reserves”, “probable mineral reserves”, “measured mineral resources”, “indicated mineral resources” and “inferred mineral resources” under NI 43-101 would be the same had the Company prepared the reserve or resource estimates under the standards adopted under the SEC Modernization Rules. Accordingly, information contained in this MD&A may not be comparable to similar information made public by U.S. companies subject to the reporting and disclosure requirements under the United States federal securities laws and the rules and regulations thereunder.

This MD&A contains “forward-looking statements” or “forward-looking information” within the meaning of applicable securities legislation (collectively referred to herein as “forward-looking information” or “forward-looking statements”). Forward-looking statements are included to provide information about management’s current expectations and plans that allows investors and others to get a better understanding of the Company’s operating environment, the business operations and financial performance and condition. Forward-looking information is provided as of the date of such documents only and the Company does not intend, and does not assume any obligation, to update this forward-looking information, except as required by law.

Forward-looking statements include, but are not limited to, statements regarding: the impact of the pit wall event on the Company’s operations; the Company’s estimates of material to be removed from the north wall of the pit, including the strip ratio, expected grade, the stacking of such material on the heap leach over the coming months, tonnage, and the extent of the pushback; the Company’s revised 2025 guidance, including production and AISC; proposed exploration plans and the expected results, cost, and timing thereof; statements based on exploration and metallurgical results; timelines for receipt of any required agreements, approvals, or permits, including the MIA at Camino Rojo and the timing of permitting, construction, and production at South Railroad; mineral resource updates; statements regarding the Company’s review of potential criminal activity involving Camino Rojo; and the Company’s objectives and strategies. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, identified by words or phrases such as “expects”, “is expected”, “anticipates”, “believes”, “plans”, “projects”, “estimates”, “assumes”, “intends”, “strategy”, “goals”, “objectives”, “potential”, “possible” or variations thereof or stating that certain actions, events, conditions or results “may”, “could”, “would”, “should”, “might” or “will” be taken, occur or be achieved (or the negative of any of these terms and similar expressions)) are not statements of fact and may be forward-looking statements.

Page 33

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Forward-looking statements are necessarily based upon a number of factors and assumptions that, if untrue, could cause actual results, performance, or achievements to be materially different from future results, performance or achievements expressed or implied by such statements. Forward-looking statements are based upon a number of estimates and assumptions that, while considered reasonable by the Company at this time, are inherently subject to significant business, economic and competitive uncertainties and contingencies that may cause the Company’s actual financial results, performance, or achievements to be materially different from those expressed or implied herein. Some of the material factors or assumptions used to develop forward-looking statements include, without limitation, the impact of the pit wall event on the Company’s operations at Camino Rojo; future price of gold and silver; anticipated costs and the Company’s ability to fund its programs; the Company’s ability to carry on exploration, development, and mining activities; tonnage of ore to be mined and processed; ore grades and recoveries; decommissioning and reclamation estimates; currency exchange rates remaining as estimated; prices for energy inputs, labour, materials, supplies and services remaining as estimated; the Company’s ability to secure and to meet obligations under property agreements, including the Layback Agreement; that all conditions of the Company’s Credit Facility will be met; the timing and results of drilling programs; mineral reserve and mineral resource estimates and the assumptions on which they are based; the discovery of mineral resources and mineral reserves on the Company’s mineral properties; that political and legal developments will be consistent with current expectations; the timely receipt of required approvals and permits, including those approvals and permits required for successful project permitting, construction, and operation of projects; the timing of cash flows; the costs of operating and exploration expenditures; the Company’s ability to operate in a safe, efficient, and effective manner; the Company’s ability to successfully integrate the Musselwhite Mine; the Company’s ability to obtain financing as and when required and on reasonable terms; that the Company’s activities will be in accordance with the Company’s public statements and stated goals; and that there will be no material adverse change or disruptions affecting the Company or its properties.

Forward-looking statements are subject to a variety of known and unknown risks, uncertainties, and other factors that could cause actual events or results to differ from those expressed or implied. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Certain important factors that could cause actual results, performance or achievements to differ materially from those in the forward-looking statements include, among others: uncertainty and variations in the estimation of mineral resources and mineral reserves; risks related to the Company’s indebtedness and gold prepayment; risks related to exploration, development, and operation activities, including the Company’s ability to remediate the impact of the pit wall event at Camino Rojo; foreign country and political risks, including risks relating to foreign operations; tailings risks; reclamation costs; delays in obtaining or failure to obtain governmental permits, or non-compliance with permits; environmental and other regulatory requirements; loss of, delays in, or failure to get access from surface rights owners; uncertainties related to title to mineral properties; water rights; risks related to natural disasters, terrorist acts, health crises, and other disruptions and dislocations; financing risks and access to additional capital; risks related to guidance estimates and uncertainties inherent in the preparation of feasibility studies; uncertainty in estimates of production, capital, and operating costs and potential production and cost overruns; the fluctuating price of gold and silver; risks related to the Cerro Quema Project; unknown labilities in connection with acquisitions; global financial conditions; uninsured risks; climate change risks; competition from other companies and individuals; conflicts of interest; risks related to compliance with anti-corruption laws; volatility in the market price of the Company's securities; assessments by taxation authorities in multiple jurisdictions; foreign currency fluctuations; the Company’s limited operating history; litigation risks; the Company’s ability to identify, complete, and successfully integrate acquisitions; intervention by non-governmental organizations; outside contractor risks; risks related to historical data; the Company not having paid a dividend; risks related to the Company’s foreign subsidiaries; risks related to the Company’s accounting policies and internal controls; the Company’s ability to satisfy the requirements of Sarbanes–Oxley Act of 2002; enforcement of civil liabilities; the Company’s status as a passive foreign investment company (PFIC) for U.S. federal income tax purposes; information and cyber security; the Company’s significant shareholders; gold industry concentration; shareholder activism; and other risks associated with executing the Company’s objectives and strategies.

Page 34

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

This list is not exhaustive of the factors that may affect any of the Company’s forward-looking statements. Although the Company believes its expectations are based upon reasonable assumptions and have attempted to identify important factors that could cause actual actions, events, or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. See the section entitled “Risk Factors” below, and in the section entitled “Risk Factors” in the Annual Information Form, for additional risk factors that could cause results to differ materially from forward-looking statements.

Investors are cautioned not to put undue reliance on forward-looking statements. The forward-looking statements contained herein are made as of the date of this MD&A only and, accordingly, are subject to change after such date. The Company disclaims any intent or obligation to update publicly or otherwise revise any forward-looking statements or the foregoing list of assumptions or factors, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws. Investors are urged to read the Company’s filings with Canadian securities regulatory agencies, which can be viewed online under the Company’s profile on SEDAR+ at www.sedarplus.ca and the Company’s documents filed with, or furnished to, the SEC, which are available through EDGAR at www.sec.gov.

For more extensive discussion on risks and uncertainties, refer to the Annual Information Form for additional information regarding these risks and other risks and uncertainties in respect of the Company's business and share price.

The risks described below are not the only risks and uncertainties that the Company faces. Although the Company has done its best to identify the risks to its business, there is no assurance that it has captured every material or potentially material risk and the risks identified below may become more material to the Company in the future or could diminish in importance. Additional existing risks and uncertainties not presently identified by the Company, risks that the Company currently does not consider to be material, and risks arising in the future could cause actual events to differ materially from those described in the Company's forward-looking information, which could materially affect the Company's business, results of operations, financial condition, and Company’s share price.

The figures for mineral reserves and mineral resources contained in the Company’s public disclosure record are estimates only and no assurance can be given that the anticipated tonnages and grades will be achieved, that the indicated level of recovery will be realized, or that mineral reserves or mineral resources will be mined or processed profitably. The Company cannot give any assurance that such estimates will be achieved. Failure to achieve such estimates could have an adverse impact on the Company’s future cash flows, profitability, results of operations, and financial condition.

Page 35

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Until a deposit is actually mined and processed, the quantity of metal and grades must be considered as estimates only. Actual mineral reserves or mineral resources may not conform to geological, metallurgical, or other expectations, and the volume and grade of ore recovered may differ from estimated levels. There are numerous uncertainties inherent in estimating mineral reserves and mineral resources, including many factors beyond the Company’s control. Such estimation is a subjective process, and the accuracy of any mineral reserve or mineral resource estimate is a function of the quantity and quality of available data and of the assumptions made and judgments used in engineering and geological interpretation. It is inherently impossible to have full knowledge of particular geological structures, faults, voids, intrusions, natural variations in and within rock types and other occurrences. Failure to identify such occurrences in the Company’s assessment of mineral reserves and mineral resources may have a material adverse effect on the Company’s future cash flows, results of operations, and financial condition.

As of the date of this MD&A, the Company had indebtedness and delivery obligations under a gold prepayment facility as discussed above in section IX Liquidity. This indebtedness and the gold prepay obligations will impact the portion of the Company’s cash flow available for other business opportunities by (i) reducing the available cash flow, and (ii) allocating a significant portion of the remaining cash flow to service principal and interest payments. The Company’s ability to meet these obligations will depends on its future performance, which is subject to a variety of risks, including economic, financial, competitive, and other factors beyond its control. The Company may not generate cash flow from operations in the future sufficient to service debt and make necessary capital expenditures or produce sufficient gold ounces to meet its obligations under the gold prepayment. If the Company is unable to generate such cash flow or meet its gold delivery obligations, it may be required to adopt one or more alternatives, such as selling assets, restructuring debt, or obtaining additional equity capital on terms that may be onerous or highly dilutive. The Company’s ability to refinance its indebtedness or the gold prepayment will depend on the capital markets and its financial condition at such time. The Company may not be able to engage in any of these activities or engage in these activities on desirable terms, which could result in a default. The terms of the documents required to consummate such indebtedness and gold prepayment require the Company to satisfy various affirmative and negative covenants and financial ratios. These covenants and ratios limit, among other things, the Company’s ability to incur further indebtedness, create certain liens on assets, engage in certain types of transactions, or pay dividends. The Company can provide no assurances that in the future, it will not be limited in its ability to respond to changes in its business or competitive activities or be restricted in its ability to engage in mergers, acquisitions, or dispositions or acquisitions of assets. Furthermore, a failure to comply with these covenants and ratios would likely result in an event of default under such agreements and may allow the lenders or providers to accelerate the Company’s obligations, which could materially and adversely affect the Company’s business, financial condition, and results of operations, as well as the market price of the Company’s securities.

The business of exploring for minerals, development, and mining involves a high degree of risk. The operations of the Company may be disrupted by a variety of risks and hazards normally encountered in the exploration, development, and production of precious metals, including, without limitation, unusual and unexpected geologic formations, seismic activity, rock bursts, cave-ins, pit wall failures, flooding, and other conditions involved in the drilling and removal of material, any of which could result in damage to, or destruction of, mines and other producing facilities, personal injury or loss of life, and damage to tailings dams, property, and environmental damage, all of which may result in possible legal liability. The occurrence of any of these events could result in a prolonged interruption of the Company’s activities that would have a material adverse effect on its business, financial condition, results of operations, and prospects. Further, the Company may be subject to liability or sustain losses in relation to certain risks and hazards against which it cannot insure or for which it may elect not to insure. The occurrence of operational risks and/or a shortfall or lack of insurance coverage could have a material adverse impact on the Company’s results of operations and financial condition.

Page 36

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

On July 23, 2025, Camino Rojo experienced an uncontrolled material movement on the temporary north wall within the open pit. Ramp access to the pit remained unaffected but open pit mining operations were temporarily suspended while the Company undertook a geotechnical assessment to support a safe action plan and restart of in-pit mining activities. As a result of the pit wall event, the Company revised its 2025 guidance. See section III – Discussion of Operations – Camino Rojo Operational Update for additional information.

The exploration for and development of mineral deposits involves significant risks, which even a combination of careful evaluation, experience, and knowledge may not eliminate. While the discovery of an ore body may result in substantial rewards, few properties that are explored are ultimately developed into producing mines. Even when mineralization is discovered, it may take several years until production is possible, during which time the economic feasibility of production may change. Major expenses may be required to locate and establish mineral reserves, to develop metallurgical processes, and to construct mining and processing facilities at a particular site. It is impossible to ensure that the exploration or development programs planned by the Company will result in a profitable commercial mining operation. Whether a mineral deposit will be commercially viable depends on a number of factors, some of which are: the particular attributes of the deposit, such as size, grade and proximity to infrastructure, metal prices that are highly cyclical, and government regulations, including regulations relating to prices, taxes, royalties, land tenure, land use, importing and exporting of minerals, and environmental protection. The exact effect of these factors cannot be accurately predicted, but the combination of these factors may result in the Company not receiving an adequate return on invested capital. There is no certainty that the expenditures made towards the search and evaluation of mineral deposits will result in discoveries or development of commercial quantities of ore. Development projects have no operating history upon which to base estimates of future capital and operating costs. For development projects, mineral resource estimates and estimates of operating costs are, to a large extent, based upon the interpretation of geologic data obtained from drill holes and other sampling techniques, and feasibility and pre-feasibility studies, which derive estimates of capital and operating costs based upon anticipated tonnage and grades of ore to be mined and processed, ground conditions, the configuration of the ore body, expected recovery rates of minerals from ore, estimated operating costs, and other factors. As a result, actual production, cash operating costs, and economic returns could differ significantly from those estimated. It is not unusual for new mining operations to experience problems during the start-up phase, and delays in the commencement of production can often occur.

Certain of the Company’s mineral properties are located in Mexico and the United States. The Company is subject to certain risks as a result of conducting foreign operations, including, but not limited to: currency fluctuations; possible political or economic instability that may result in the impairment or loss of mineral titles or other mineral rights; opposition from environmental or other non-governmental organizations; government regulations relating to the mining industry; renegotiation, cancellation, or forced modification of existing contracts; expropriation or nationalization of property; changes in laws or policies or increasing legal and regulatory requirements including those relating to taxation, royalties, imports, exports, duties, currency, or other claims by government entities, including retroactive claims and/or changes in the administration of laws, policies, and practices; uncertain political and economic environments; war, terrorism, narco-terrorist actions or activities, sabotage, and civil disturbances; delays in obtaining or the inability to obtain or maintain necessary governmental or similar permits or to operate in accordance with such permits or regulatory requirements; currency fluctuations; import and export regulations, including restrictions on the export of gold or other minerals; limitations on the repatriation of earnings; and increased financing costs. Any changes in regulations or shifts in political attitudes are beyond the control of the Company and may adversely affect its business.

Page 37

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

A significant portion of the Company’s operations are currently conducted in Mexico. Violence in Mexico is well documented and has, over time, been increasing. Conflicts between the drug cartels and violent confrontations with authorities are not uncommon. Other criminal activity, such as kidnapping and extortion, is also an ongoing concern. Many incidents of crime and violence go unreported, and efforts by police and other authorities to reduce criminal activity are challenged by a lack of resources, corruption and the pervasiveness of organized crime. Incidents of criminal activity can affect communities in the vicinity of the Company’s operations. Such incidents may prevent access to the Company’s mines or offices; halt or delay operations and production; result in harm to employees, contractors, visitors, or community members; increase employee absenteeism; create or increase tension in nearby communities; or otherwise adversely affect the Company’s ability to conduct business. Additionally, the Company’s security measures employed in response to criminal activities may give rise to further risks if not carried out consistently with international standards relating to the use of force and respect for human rights. The Company can provide no assurance that criminal activities and related security incidents, in the future, will not have a material adverse effect on its operations.

In addition, on February 20, 2025, the U.S. State Department designated certain criminal organizations as Foreign Terrorist Organizations (FTOs) and Specially Designated Global Terrorists (SDGTs) under applicable US anti-terrorism laws. On the same day, the Government of Canada designated a similar list of organizations as terrorist groups under Canadian criminal law. These designations included a number of cartels operating in Mexico and more specifically in the vicinity of the Company’s operations. The designations, which make it unlawful to provide material support or resources to the designated entities, further expose companies that transact with the designated entities to severe criminal, civil and regulatory consequences. Due to the pervasive presence of these criminal organizations in Mexico – as well as such groups’ use of threats of extortion, violence, or kidnapping – the Company’s policies, internal controls, security, and training may not be sufficient to address the risk of such organizations infiltrating the Company’s operations or third-party organizations, suppliers, vendors or other service providers. Failure to comply with U.S., Canadian or other similar foreign legislation could expose the Company and/or its senior management to civil and/or criminal penalties, other sanctions and remedial measures, legal expenses, and reputational damage, all of which could materially and adversely affect the Company’s business, financial condition, and results of operations. Likewise, any investigation of any potential violations by Canadian, U.S., or foreign authorities could also have an adverse impact on the Company’s business, financial condition, and results of operations. As a result, the Company faces a significant risk of liability from its operations in Mexico given the pervasive presence of the cartels in the region in which it operates.

As part of addressing labor practices at the Company’s Camino Rojo mine in Mexico, the Company is reviewing potential criminal activity at the mine and has voluntarily notified the Office of the Attorney General in Mexico, the Royal Canadian Mounted Police in Canada and the Department of Justice in the United States and is cooperating with these authorities. For additional information, see section III – Discussion of Operations –A. Camino Rojo, Mexico – Regulatory Matters.

The introduction of new tax laws, regulations, or rules, or changes to, or differing interpretation of, or application of, existing tax laws, regulations, or rules in any of the countries in which the Company currently conducts business or in the future may conduct business, could result in an increase in taxes, or other governmental charges, duties, or impositions. No assurance can be given that new tax laws, rules, or regulations will not be enacted or that existing tax laws will not be changed, interpreted, or applied in a manner that could result in the Company being subject to additional taxation or that could otherwise have a material adverse effect on the Company.

Page 38

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

New rules and regulations, or amendments to current laws and regulations governing the operations and activities of the Company or more stringent implementation thereof could have a material adverse effect on the Company’s business, financial condition, and results of operations.

The Company’s operations in each of the jurisdictions in which it operates are subject to receiving and maintaining permits (including environmental permits) from appropriate governmental authorities. Furthermore, prior to any development on any of its properties, the Company must receive permits from appropriate governmental authorities. The Company can provide no assurance that necessary permits will be obtained, that previously issued permits will not be suspended for a variety of reasons, including through government or court action, or that delays will not occur in connection with obtaining all necessary permits, renewals of permits for existing operations, or additional permits for any possible future changes to operations, or additional permits associated with new legislation. In addition, the timing of permits is uncertain and processing times may be negatively affected by unforeseen circumstances. The Company can provide no assurance that it will continue to hold or obtain, if required to, all permits necessary to develop or continue operating at any particular site, which would materially adversely affect its operations.

At Camino Rojo, the Company has experienced permitting delays and denials by the Mexican federal environmental authority, SEMARNAT, in connection with the amendments to the MIA required for the mine as set forth in the current technical report for the property. Protracted delays in obtaining the amendments to the MIA may require the Company to revise mine plans or curtail expected production, which could materially adversely affect Camino Rojo’s operations.

The exploration, development, and mining activities of the Company are subject to various federal, provincial/state, and local laws governing prospecting, development, taxes, labour standards, toxic substances, and other matters. Exploration, development, and mining activities are also subject to various federal, provincial/state, and local laws and regulations relating to the protection of the environment. These laws mandate, among other things, the maintenance of air and water quality standards, and land reclamation. These laws also set forth limitations on the generation, transportation, storage, and disposal of solid and hazardous waste. New rules and regulations, or amendments to current laws and regulations or more stringent implementation thereof could have a material adverse effect on the Company’s business, financial condition, and results of operations.

All phases of the Company’s mineral exploration, development, and mining operations are subject to environmental regulation in the various jurisdictions in which it operates. Environmental legislation is evolving in a manner which will require stricter standards and enforcement, increased fines and penalties for non-compliance, more stringent environmental assessments of proposed projects and a heightened degree of responsibility for companies and their officers, directors, and employees. There is no assurance that new regulations, laws, and permits, or future changes in environmental regulations, laws, and permits, or more stringent implementation thereof will not adversely affect the Company’s operations. Environmental hazards may exist on the properties on which the Company holds interests which are unknown to the Company at present, which have been caused by previous or existing owners or operators of the properties. The Company may become liable for such environmental hazards caused by previous owners and operators of the properties even where it has attempted to contractually limit its liability.

Government approvals and permits are currently, and may in the future be, required in connection with the Company’s operations. To the extent such approvals are required and not obtained; the Company may be curtailed or prohibited from proceeding with planned exploration, development, or mining of mineral properties.

Page 39

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

Failure to comply with applicable laws, regulations, and permitting requirements may result in enforcement actions thereunder, including orders issued by regulatory or judicial authorities causing operations to cease or be curtailed, and may include corrective measures requiring capital expenditures, installation of additional equipment, or remedial actions. Parties engaged in mining operations may be required to compensate those suffering loss or damage by reason of the mining activities and may have civil or criminal fines or penalties imposed for violations of applicable laws or regulations.

There are four ejido communities in the vicinity of the main area of drilling at the Camino Rojo Project and other ejido lands cover most of the rest of the property. The lands that are used by the Company for the open pit mine and heap leach facility are subject to an expropriation agreement between the Company and the Ejido San Tiburcio. Currently, the Company has the legal possession of such lands until 2043. For exploration activities, the Company enters into temporary occupation agreements with the ejido communities, which allow the Company to use the surface of the lands for its mining activities for a set period of time. In Mexico, mining rights that are covered under a concession do not include direct ownership or possession rights over the surface, or surface access, and at any particular time the Company may be involved in negotiations with various ejido communities to enter into new temporary occupation agreements or other surface access agreements or amend existing agreements. Failure to reach new agreements or disputes regarding existing agreements may cause, blockades, suspension of operations, delays to projects, and, on occasion, may lead to legal disputes. Any such failure to reach new agreements or disputes regarding existing agreements may have a material adverse effect on the Company’s business.

Access to the Company’s South Railroad Project and certain mineral properties at the project are or will be governed by surface use agreements or other forms of access rights or agreements such as easements and rights-of-way. Failure to meet or otherwise satisfy required contractual obligations and make payments with respect to such agreements and rights or to otherwise obtain such agreements or rights may result in loss of access to the project or to certain mineral properties.

The acquisition of title to mineral tenures in Mexico, the United States and Canada is a detailed and time-consuming process. The Company cannot guarantee title to its mineral tenures and can provide no assurances that there are no title defects affecting its properties. Other parties may dispute title to any of the Company’s mineral properties and any of the Company’s properties may be subject to prior unregistered liens, agreements, transfers or claims, and title may be affected by, among other things, undetected encumbrances or defects or governmental actions. Title to the Company’s properties may also be affected by undisclosed and undetected defects. If any claim or challenge is made regarding title, the Company may be subject to monetary claims or be unable to develop properties as permitted or to enforce its rights with respect to its properties.

The Musselwhite Mine claims, tenures, leases, titles, and other real property may be subject to the rights or the asserted rights of various community stakeholders, including First Nations and other Indigenous peoples. The presence of community stakeholders may impact the Company’s ability to develop or operate the Musselwhite Mine or to engage in other related activities. Accordingly, the Musselwhite Mine is subject to the risk that one or more groups may oppose the continued operation, further development, or new development or exploration of the Musselwhite Mine. Such opposition may be directed through legal or administrative proceedings, or through protests or other campaigns against the Company’s activities at the Musselwhite Mine.

Page 40

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

OUR ACTIVITIES MAY BE ADVERSELY AFFECTED BY NATURAL DISASTERS, TERRORIST ACTS, HEALTH CRISES AND OTHER DISRUPTIONS AND DISLOCATIONS, WHETHER THOSE EFFECTS ARE LOCAL, NATIONWIDE, OR GLOBAL

Upon the occurrence of a natural disaster, pandemic, or upon an incident of war, riot, or civil unrest, the impacted country, and the overall global economy, may not efficiently and quickly recover from such an event, which could have a material adverse effect on the Company. Terrorist attacks, public health crises including epidemics, pandemics, outbreaks of new infectious diseases or viruses, and related events can result in volatility and disruption to global supply chains, operations, mobility of people, patterns of consumption and service, and the financial markets, which could affect interest rates, credit ratings, credit risk, inflation, business, financial conditions, results of operations, and other factors relevant to the Company.

The profitability of mining operations is significantly affected by changes in the market price of gold and other minerals. The level of interest rates, the rate of inflation, world supply of these minerals and stability of exchange rates can all cause significant fluctuations in metal prices. Such external economic factors are in turn influenced by changes in international investment patterns and monetary systems and political developments. The price of gold and other minerals has fluctuated widely in recent years, and future serious price declines could cause commercial production to be impracticable.

The Company has assumed certain liabilities and risks as part of its acquisitions, including Musselwhite. There may be liabilities or risks that the Company failed, or was unable, to discover in the course of performing due diligence investigations in connection with such acquisitions or for which the Company was not indemnified. Any such liabilities, individually or in the aggregate, could have a material adverse effect on the Company’s financial position and results of operations.

Global financial and political instability, including ongoing hostilities in Ukraine, sanctions on Russia and Belarus, trade tariffs, credit risk, and high market volatility, continue to drive uncertainty and commodity price fluctuations. These external factors may impact demand for metals like gold and silver, credit availability, investor confidence, inflation, energy costs, tax rates, employment, interest rates, and overall financial market liquidity, all of which could adversely affect the Company’s operations and business conditions. These factors may also impact the ability of the Company to obtain equity or debt financing in the future and, if obtained, on terms favourable to the Company. Increased levels of volatility and market turmoil can adversely impact the Company’s operations and the price of the Common Shares could be adversely affected.

In particular, the imposition of protectionist or retaliatory trade tariffs by countries may impact our ability to import materials needed to conduct our operations, construct our projects, or to export our products at prices that are economically feasible. On February 1, 2025, the President of the United States signed an executive order which introduced tariffs on imports from countries, including Canada and Mexico. In response, a number of foreign governments announced retaliatory tariffs on imports from the United States. Subsequently, certain of these tariffs have been delayed, lifted, adjusted, or reimposed, creating substantial uncertainty as to whether tariffs will be applied and, if so, the rates that will apply.

The Company believes its revenues will be largely unaffected by the tariffs as it has flexibility where its gold production is refined. The Company is reviewing its exposure to the potential tariffs and is considering alternatives to inputs sourced from suppliers that may be subject to tariffs. Labour, contractors, and energy are locally sourced and are not expected to be directly affected. The Company continues to monitor developments and will take steps to limit the impact of such tariffs as appropriate.

Page 41

ORLA MINING LTD.
Management’s Discussion and Analysis
Three and six months ended June 30, 2025	United States dollars unless otherwise stated

The Company carries insurance to protect against certain risks in such amounts as it considers adequate. Risks not insured against include environmental pollution or other hazards against which such corporations cannot insure or against which they may elect not to insure.

From time to time, the Company examines opportunities to acquire additional mining assets and businesses. Any acquisition that the Company may choose to complete may be of a significant size, may change the scale of the Company’s business and operations, and may expose the Company to new geographic, political, operating, financial, and geological risks. The Company’s success in its acquisition activities depends on its ability to identify suitable acquisition candidates, negotiate acceptable terms for any such acquisition, and integrate the acquired operations successfully with those of the Company.

All industries, including the mining industry, are subject to legal claims, with and without merit. Defense and settlement costs of legal claims can be substantial, even with respect to claims that have no merit. Due to the inherent uncertainty of the litigation and dispute resolution process, the litigation process could take away from management time and efforts and the resolution of any particular legal proceeding to which the Company may become subject could have a material adverse effect on the Company’s financial position, results of operations, or the Company’s property development or operations.

Certain directors of the Company also serve as directors and/or officers of other companies involved in natural resource exploration and development. Consequently, there exists the possibility for such directors to be in a position of conflict. Any decision made by such directors involving the Company will be made in accordance with their duties and obligations to deal fairly and in good faith with the Company and such other companies. In addition, such directors will declare, and refrain from voting on, any matter in which such directors may have a conflict of interest.

The Company is subject to various anti-corruption laws and regulations including, but not limited to, the Canadian Corruption of Foreign Public Officials Act, the US Foreign Corrupt Practices Act, and similar laws in any country in which the Company conducts business. In general, these laws prohibit a company and its employees and intermediaries from bribing or making other prohibited payments to foreign officials or other persons to obtain or retain business or gain some other business advantage. In recent years, there has been a general increase in both the frequency of enforcement and the severity of penalties under such laws, resulting in greater scrutiny and punishment to companies convicted of violating anti-corruption and anti-bribery laws. Furthermore, a company may be found liable for violations by not only its employees, but also by its contractors and third-party agents.

The Company’s Camino Rojo Project is located in Mexico and the Cerro Quema Project is located in Panama, both of which countries which are perceived as having fairly high levels of corruption. Orla cannot predict the nature, scope, or effect of future anti-corruption regulatory requirements to which the Company’s operations might be subject or the manner in which existing laws might be administered or interpreted.

Failure to comply with the applicable legislation and other similar foreign laws could expose the Company and/or its senior management to civil and/or criminal penalties, other sanctions and remedial measures, legal expenses, and reputational damage, all of which could materially and adversely affect the Company’s business, financial condition, and results of operations. Likewise, any investigation of any potential violations of the applicable anti-corruption legislation by Canadian, American, or foreign authorities could also have an adverse impact on the Company’s business, financial condition, and results of operations.

As a consequence of these legal and regulatory requirements, the Company has instituted policies with regard to anti-corruption and anti-bribery, as well as business ethics, which have been designed to ensure that Orla and its employees comply with applicable anti-corruption laws and regulations. However, there can be no assurance or guarantee that such efforts have been and will be completely effective in ensuring the Company’s compliance, and the compliance of its employees, consultants, contractors, and other agents, with all applicable anti-corruption laws and regulations.

Page 42

I.	OVERVIEW		3
II.	SUMMARY		4
III.	DISCUSSION OF OPERATIONS		8
	A.	CAMINO ROJO, MEXICO	8
	B.	MUSSELWHITE MINE, CANADA	13
	C.	SOUTH RAILROAD PROJECT (South Carlin Complex), NEVADA, USA	15
	D.	OTHER PROJECTS - CERRO QUEMA PROJECT, PANAMA	16
IV.	NON-GAAP MEASURES		17
V.	SUMMARY OF QUARTERLY RESULTS		21
VI.	THREE AND SIX MONTHS ENDED JUNE 30, 2025		23
VII.	LIQUIDITY		25
VIII.	RELATED PARTY TRANSACTIONS		26
IX.	CAPITAL RESOURCES		28
X.	OUTSTANDING SHARE DATA		29
XI.	OFF-BALANCE SHEET ARRANGEMENTS		29
XII.	PROPOSED TRANSACTIONS		29
XIII.	CHANGES IN ACCOUNTING POLICIES INCLUDING INITIAL ADOPTION		29
XIV.	CRITICAL ACCOUNTING ESTIMATES		30
XV.	FINANCIAL INSTRUMENTS		31
XVI.	INTERNAL CONTROL OVER FINANCIAL REPORTING		31
XVII.	CAUTIONARY NOTES		33
XVIII.	RISKS AND UNCERTAINTIES		35

Consolidated Operating and Financial Results		Q2 2025		Q2 2024		YTD 2025			YTD 2024
Gold production	ounces		77,811		33,206		125,570			66,429
Gold sold	ounces		78,909		34,875		125,266			66,921
Average realized gold price ¹	per ounce	$	3,251	$	2,332	$	3,127		$	2,201
Cost of sales – operating cost	million	$	85.6	$	18.5	$	133.9		$	36.6
Cash cost per ounce ^{1, 2}	per ounce	$	1,065	$	498	$	934		$	535
All-in sustaining cost per ounce ^{1, 2}	per ounce	$	1,421	$	782	$	1,260		$	843

Revenue	million	$	263.7	$	84.6	$	404.4		$	151.8
Net income (loss)	million	$	48.2	$	24.3	$	(21.6	)	$	41.8
Earnings (loss) per share – basic	$/share	$	0.15	$	0.08	$	(0.07	)	$	0.13

Adjusted earnings ¹	million	$	64.2	$	23.0	$	102.8		$	39.9
Adjusted earnings per share - basic ¹	$/share	$	0.20	$	0.07	$	0.32		$	0.13

Cash flow from operating activities before changes in non-cash working capital	million	$	102.7	$	53.2	$	503.9		$	74.9

Free cash flow ¹	million	$	64.2	$	44.1	$	(339.9	)	$	68.0

Financial position		June 30 2025			March 31 2025			Dec 31 2024
Cash and cash equivalents	million	$	215.4		$	184.2		$	160.8
Net cash (net debt) ¹	million	$	(204.6	)	$	(265.8	)	$	160.8

Operating and Financial Results		Q2 2025		Q2 2024		YTD 2025		YTD 2024
Gold production
Camino Rojo	ounces		25,145		33,206		55,118		66,429
Musselwhite	ounces		52,666		N/A		70,452		N/A
Total	ounces		77,811		33,206		125,570		66,429

Gold sold
Camino Rojo	ounces		26,591		34,875		57,103		66,921
Musselwhite	ounces		52,318		N/A		68,163		N/A
Total	ounces		78,909		N/A		125,266		N/A

Cost of sales – operating cost
Camino Rojo	$000	$	21,600	$	18,524	$	42,583	$	36,633
Musselwhite	$000		63,979		N/A		91,268		N/A
Total	$000	$	85,579	$	18,524	$	133,851	$	36,633

Cash cost per ounce ¹
Camino Rojo	per ounce	$	657	$	498	$	625	$	535
Musselwhite ²	per ounce	$	1,272		N/A	$	1,272		N/A

All in sustaining cost per ounce sold ¹
Camino Rojo	per ounce	$	690	$	650	$	656	$	696
Musselwhite ²	per ounce	$	1,663		N/A	$	1,663		N/A
Consolidated ³	per ounce	$	1,421	$	782	$	1,260	$	843

Capital expenditures
Camino Rojo	$000	$	3,130	$	7,858	$	6,214	$	16,348
Musselwhite	$000	$	21,230		N/A	$	29,259		N/A

Consolidated		Initial Guidance	Revised Guidance
Gold Production
Camino Rojo		110 – 120	95 – 105
Musselwhite		170 – 180	170 – 180
Total Gold Production	Koz	280 – 300	265 – 285

Total Cash Cost ¹ (net of by-product revenues)
Camino Rojo		$625 – $725	$800 – $900
Musselwhite – April to December		$1,000 – $1,200	$1,000 – $1,200
Total Cash Cost (net of by-product revenues) ¹	$/oz sold	$850 – $1,050	$900 – $1,100

AISC ¹ – Consolidated
Camino Rojo		$700 – $800	$850 – $950
Musselwhite – April to December		$1,550 – $1,750	$1,550 – $1,750
AISC ¹	$/oz sold	$1,300 – $1,500	$1,350 – $1,550

Camino Rojo Operating Highlights		Q2 2025		Q2 2024		YTD 2025		YTD 2024
Mining
Total ore mined	tonnes		1,953,244		1,874,648		3,827,980		3,848,513
Ore - processed	tonnes		1,667,614		1,754,024		3,321,463		3,510,637
Low grade ore – stockpiled	tonnes		285,630		150,625		506,517		337,876
Waste mined	tonnes		2,602,529		2,051,940		5,373,965		2,924,511
Total mined	tonnes		4,555,773		3,956,589		9,201,945		6,773,024
Strip ratio	w:o		1.33		1.09		1.40		0.76
Total ore mined gold grade	g/t		0.65		1.08		0.69		0.82
Ore – processed	g/t		0.71		0.92		0.75		0.87
Low grade ore – stockpiled	g/t		0.32		0.33		0.32		0.32
Processing
Ore crushed	tonnes		1,703,312		1,796,026		3,372,050		3,637,770
Ore stacked	tonnes		2,608,589		1,934,678		4,281,415		3,717,983
Stacked ore gold grade	g/t		0.57		0.87		0.66		0.84
Gold produced	oz		25,145		33,206		55,118		66,429
Daily stacking rate – average	tpd		18,514		19,717		18,550		19,657

Revenue	$000’s	$	94,985	$	84,570	$	188,039	$	151,848
Cost of sales – operating costs	$000’s	$	21,600	$	18,524	$	42,583	$	36,633
DD&A	$000’s	$	8,381	$	9,575	$	18,096	$	18,374
Royalties	$000’s	$	2,822	$	2,098	$	5,587	$	3,766
Sustaining capital expenditures	$000’s	$	519	$	4,883	$	969	$	9,910
Non-sustaining capital expenditures	$000’s	$	2,611	$	2,975	$	5,245	$	6,438

Cash cost per ounce ¹	per ounce	$	657	$	498	$	625	$	535
All-in sustaining cost per ounce ¹	per ounce	$	690	$	650	$	656	$	696

		June 30 2025	June 30 2024
Total ROM ore stockpile	tonnes	2,673,124	2,793,616
ROM ore stockpile grade	g/t	0.33	0.33

Musselwhite Mine Operating Highlights		Q2 2025			YTD 2025¹
Total ore mined	tonnes		302,705			410,766
Total ore milled	tonnes		294,568			398,855
Average ore grade milled	g/t		5.52			5.52
Average mill recovery rate	percent		96.5	%		96.3	%
Gold ounces produced	ounces		52,666			70,452
Gold ounces sold	ounces		52,318			68,163

Revenue	$ 000’s	$	168,762		$	216,378
Cost of sales	$ 000’s	$	63,979		$	91,268
DD&A	$ 000’s	$	32,378		$	39,462
Royalties	$ 000’s	$	3,578		$	4,158
Sustaining capital expenditures	$ 000’s	$	18,441		$	26,470
Non-sustaining capital expenditures	$ 000’s	$	2,789		$	2,789
	$ 000’s
Cash cost per ounce sold ^{1, 2}	per ounce	$	1,272		$	1,272
All-in sustaining cost per ounce sold ^{1, 2}	per ounce	$	1,663		$	1,663

	June 30, 2025			December 31, 2024
Cash and cash equivalents	$	215,448		$	160,849
Less: Long term debt		(420,000	)		—
NET CASH (NET DEBT)	$	(204,552	)	$	160,849

	Three months ended June 30, 2025											Six months ended June 30, 2025
	Camino Rojo			Mussel- white			Corporate		Total			Camino Rojo			Mussel- white			Corporate		Total
	$ 000			$ 000			$ 000		$ 000			$ 000			$ 000			$ 000		$ 000
Cost of sales - operating costs	$	21,600		$	63,979		$	—	$	85,579		$	42,583		$	63,979		$	—	$	106,562
Inventory valuation adjustment at acquisition		—			(744	)		—		(744	)		—			(744	)		—		(744	)
Cost of sales - royalties		2,823			3,577			—		6,400			5,588			3,577			—		9,165
Silver sales		(6,943	)		(264	)		—		(7,207	)		(12,476	)		(264	)		—		(12,740	)
CASH COSTS	$	17,480		$	66,548		$	—	$	84,028		$	35,695		$	66,548		$	—	$	102,243
Office and administration		—			—			6,202		6,202			—			—			11,789		11,789
Share based payments (excl PSUs)		33			355			592		980			63			355			1,685		2,103
Accretion of ARO		140			786			—		926			260			786			—		1,046
Amortization of site closure asset		19			661			—		680			169			661			—		830
Purchase of equipment - sustaining		519			889			—		1,408			969			889			—		1,858
Capitalized development - sustaining		—			17,552			—		17,552			—			17,552			—		17,552
Lease payments - sustaining		165			194			—		359			303			194			—		497
ALL-IN SUSTAINING COST	$	18,356		$	86,985		$	6,794	$	112,135		$	37,459		$	86,985		$	13,474	$	137,918

Ounces of gold sold		26,591			52,318			n/a		78,909			57,103			52,318			n/a		109,421

Cash cost ($ per ounce)	$	657		$	1,272			n/a	$	1,065		$	625		$	1,272			n/a	$	934
AISC ($ per ounce)	$	690		$	1,663			n/a	$	1,421		$	656		$	1,663			n/a	$	1,260

	Q2 2025		Q1 2025		Q4 2024		Q3 2024		Q2 2024		Q1 2024		Q4 2023		Q3 2023
Ounces gold produced		77,811		47,759		26,531		43,788		33,206		33,223		34,484		32,425
Ounces gold sold		78,909		46,356		33,288		38,265		34,875		32,046		31,300		31,061

$ thousands	Q2 2025			Q1 2025			Q4 2024			Q3 2024			Q2 2024			Q1 2024			Q4 2023			Q3 2023
Revenue	$	263,747		$	140,670		$	92,763		$	99,307		$	84,570		$	67,278		$	62,946		$	60,294
Cost of sales, including DD&A		(132,738	)		(68,416	)		(32,933	)		(34,572	)		(30,197	)		(28,576	)		(26,339	)		(25,092	)
Earnings from mining operations		131,009			72,254			59,830			64,735			54,373			38,702			36,607			35,202

Exploration & project expense		9,412			8,879			9,549			13,653			6,649			4,744			9,316			11,233
Office and administrative		1,179			1,231			1,107			1,033			875			831			1,079			929
Professional fees		3,913			11,355			1,593			1,159			1,028			787			1,255			550
Regulatory and transfer agent		72			475			156			43			49			277			18			37
Salaries and wages		2,737			2,741			2,278			1,783			1,926			1,974			1,561			1,607
Depreciation		110			120			33			121			126			127			149			117
Share based payments		1,581			3,318			1,849			712			835			1,419			652			656
Fair value adjustments on financial instruments		3,000			80,725			(3,138	)		—			—			—			—			—
Foreign exchange and other		4,281			2,443			(2,946	)		(2,276	)		(2,080	)		(944	)		608			340
Impairment of exploration properties		—			—			—			—			—			—			72,743			—
Interest and finance costs (income)		15,169			4,974			(806	)		(170	)		(3,648	)		670			870			1,999
Tax expense		41,343			25,825			24,068			27,533			24,348			11,332			6,798			12,364
Net income (loss)	$	48,212		$	(69,832	)	$	26,087		$	21,144		$	24,265		$	17,485		$	(58,442	)	$	5,370

Net income (loss) per share (basic)	$	0.15		$	(0.22	)	$	0.08		$	0.07		$	0.08		$	0.06		$	(0.19	)	$	0.02
Net income (loss) per share (diluted)	$	0.13		$	(0.22	)	$	0.08		$	0.06		$	0.07		$	0.05		$	(0.19	)	$	0.02

	June 30, 2025		March 31 2025		Commentary
Cash	$	215,448	$	184,231	Significant inflows are from operating earnings, partly offset by tax payments, purchases of PP&E, capitalized exploration and mine development, payment of interest on our credit facility and convertible notes, and the partial repayment of principal on our revolving facility.
Other current assets		108,454		86,428	Increase primarily due to higher GST/HST recoverable arising from expenditures at Musselwhite and increases in Musselwhite-related trade receivables.
Property, plant and equipment		1,318,540		1,330,709	Decrease was primarily due to depletion and depreciation partly offset by mine development at Musselwhite and equipment additions.
Exploration and evaluation properties		181,993		181,993	No meaningful change from previous quarter
Other long term assets		36,850		31,127	Increase was primarily due to quarterly fair value adjustment of the Company’s redemption right asset.
Current liabilities, excluding current portion of long term debt and deferred revenues		250,060		210,280	Increase is driven by the accrual of income taxes and the quarterly fair value adjustment of the (a) warrant liability, and (b) contingent consideration recognized in connection with the Musselwhite Mine acquisition, and an increase in the current portion of our term facility.
Long term debt (current and long term)		387,734		416,293	Reduction is substantially due to a voluntary $30M principal repayment on our Revolving Facility during the quarter.
Deferred revenue (current and long term)		357,587		384,582	Reduction is due to deliveries made by the Company under the gold prepay arrangements, partially offset by accounting accretion.
Other long term liabilities		368,064		358,228	No meaningful change from previous quarter

	Three months ended June 30, 2025		Three months ended June 30, 2024			Commentary
Revenue	$	263,747	$	84,570		Increases in both costs and revenues this quarter over Q2 last year was primarily due to the acquisition of Musselwhite Mine which resulted in increases in revenues and costs across most income statement categories.
Cost of sales		132,738		30,197
General and administrative		7,901		3,878		The increase in G&A was primarily due to costs associated with the acquisition of the Musselwhite Mine.
Exploration and evaluation		9,412		6,649
Other expenses (income)		24,141		(4,767	)	The increase in “other expenses” was the result of movements in the fair value of financial assets and liabilities most of which arose because of the acquisition.
Income taxes		41,343		24,348
Net income	$	48,212	$	24,265

	Six months ended June 30, 2025			Six months ended June 30, 2024			Commentary
Revenue	$	404,417		$	151,848		Increases in most income statement items were primarily due to the Musselwhite Mine acquisition in early 2025 which resulted in greater revenues and costs across all income and expense categories.
Cost of sales		201,154		$	58,773
General and administrative		23,703		$	7,747
Exploration and evaluation		18,291		$	11,393
Other expenses (income)		115,721		$	(3,495	)
Income taxes		67,168		$	35,680
Net income (loss)	$	(21,620	)	$	41,750

	Six months ended June 30 2025			Six months ended June 30 2024			Commentary
Operating	$	506,287		$	77,119		The increase is driven substantially by proceeds from the gold prepay arrangement executed during Q1 2025.
Investing		(846,181	)		(9,130	)	The increased outflow is due to cash paid upon the acquisition of Musselwhite Mine.
Financing		393,722			(9,566	)	The increase inflow was primarily due to advances under the credit facility and the issuance of convertible notes which were all used to pay for the acquisition of the Musselwhite Mine in 2025.

Contractual obligations	Payments due by period
As at June 30, 2025 (thousands of US dollars)	Total		12 months or less		13 months to 36 months		37 months to 60 months		After 60 months
Purchase commitments	$	19,455	$	16,534	$	2,921	$	—	$	—
Trade payables		28,099		28,099		—		—		—
Accrued liabilities		49,074		49,074		—		—		—
Lease commitments		10,495		3,968		6,527		—		—
Derivative liabilities		135,000		121,000		14,000		—		—
Convertible notes		168,788		—		—		168,788		—
Deferred revenue		357,588		117,660		239,928		—		—
Credit facility and related interest		290,115		56,843		233,272		—		—
Total contractual obligations	$	1,058,614	$	393,178	$	496,648	$	168,788	$	—

Related party		Nature of the relationship
Key management personnel		Key management personnel are the Chief Executive Officer, the Chief Operating Officer, the Chief Financial Officer, Chief Sustainability Officer, the Senior Vice President Exploration, and members of the Board of Directors of the Company.
Fairfax Financial Holdings Limited, together with its subsidiaries		Shareholder with significant influence over the Company as a result of its existing and exercisable potential voting rights.

	Six months ended June 30
	2025		2024
Salaries and short term incentive plans	$	2,769	$	2,260
Directors’ fees		289		300
Share based payments		1,296		1,329
	$	4,354	$	3,889

Cash	Approximately $215 million as of June 30, 2025

Credit Facility	$150 million under the Amended Revolving Facility and the $100 million Term Facility with a syndicate of lenders. As of the date of this MD&A, the Term facility had been fully drawn, and the Amended Revolving Facility has $30.0 million undrawn amount.

Gold Prepay Arrangement	As of the date of this MD&A, the Gold Prepay had been fully funded by the banks and the Company has commenced making monthly deliveries pursuant to this Arrangement.

Convertible notes	Concurrent with the acquisition of the Musselwhite Mine, the Company issued Convertible Notes in an aggregate principal amount of $200 million.

Warrants	As of the date of this MD&A, the Company had outstanding approximately 49 million warrants, substantially as follows: ·      23.5 million exercisable at C$3.00 until December 18, 2026 ·      23.4 million exercisable at C$11.50 until February 28, 2030, and ·      0.2 million exercisable at C$7.94 until February 23, 2026