Advanced Gold Exploration Inc. — Capital/Financing Update 2021

Dec 16, 2021

FORM 51-102F3 MATERIAL CHANGE REPORT

1. Name and Address of Company

Advance United Holdings Inc. 372 Bay Street, Unit 301 Toronto, ON M5H 2W9

2. Date of Material Change

December 13, 2021

3. News Release

A press release disclosing the material change was released on December 15, 2021, through the facilities of Newsfile Corp.

4. Summary of Material Change

On December 13, 2021, the Company closed a non-brokered private placement through the issuance of 2,866,700 common shares in the capital of the Company issued on a flow-through basis (the “ Flow-Through Shares ”) at a price of $0.75 per Flow-Through Share for gross proceeds of $2,150,025. (the “ Offering ”). The Flow Through Shares will qualify as “flowthrough shares” within the meaning of subsection 66(15) of the Income Tax Act (Canada).

5. Full Description of Material Change

Pursuant to the Offering, the Company issued 2,866,700 Flow-Through Shares at a price of $0.75 per Flow-Through Share for gross proceeds of $2,150,025. The gross proceeds from the sale of the Flow-Through Shares will be used by the Company to incur eligible “Canadian exploration expenses” that will qualify as “flow-through expenditures” as such terms are defined in the Income Tax Act (Canada).

In connection with the Offering, the Company paid certain eligible finders (the “ Finders ”) aggregate cash commissions of $120,001.55 and issued an aggregate of 172,001 compensation warrants (each, a “ Broker Warrant ”). Each Broker Warrant entitles the holder thereof to acquire one Common Share at an exercise price of $0.75 per Common Share expiring December 13, 2023.

All securities issued in connection with the Offering are subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation.

The closing of the Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals, including the approval of the Canadian Securities Exchange.

6. Reliance on subsection 7.1(2) of National Instrument 51-102

The report is not being filed on a confidential basis.

7. Omitted Information

No significant facts have been omitted from this Material Change Report.

8. Executive Officer

For further information, contact James Atkinson, CEO at (647) 278-7502.

9. Date of Report

This report is dated at Toronto, this 16[th] of December, 2021.

Cautionary Statement Regarding Forward-Looking Information

This material change report contains "forward-looking information" within the meaning of applicable securities laws relating to trading on the CSE and the focus of the Company's business. Any such forward-looking statements may be identified by words such as "expects", "anticipates", "intends", "contemplates", "believes", "projects", "plans" and similar expressions. Forward-looking statements in this material change report include statements regarding the Company's ability to increase the value of its current and future mineral exploration properties and, in connection therewith, any long-term shareholder value, the Company's ability to mitigate or eliminate exploration risk, and the Company's intention to develop a portfolio of historic gold properties. Readers are cautioned not to place undue reliance on forward-looking statements. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. Although such statements are based on management's reasonable assumptions, there can be no assurance that the Company will continue its business as described above. Readers are encouraged to refer to the Company's annual and quarterly management's discussion and analysis and other periodic filings made by the Company with the Canadian securities regulatory authorities under the Company's profile on SEDAR at www.sedar.com. The Company assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances or actual results unless required by applicable law.

2