Alaska Silver Corp. — Capital/Financing Update 2023

May 10, 2023

FORM 51-102F3 MATERIAL CHANGE REPORT

ITEM 1. NAME AND ADDRESS OF ISSUER

Western Alaska Minerals Corp. (the “ Company ”) #405-375 Water St., Vancouver, British Columbia V6B 5C6

ITEM 2. DATE OF MATERIAL CHANGE

May 4, 2023

ITEM 3. NEWS RELEASE

Issued on May 4, 2023 and disseminated through the facilities of Newswire and subsequently filed on System for Electronic Document Analysis and Retrieval (“ SEDAR” ) (www.sedar.com).

ITEM 4. SUMMARY OF MATERIAL CHANGE

On May 4, 2023, the Company announced that it closed its previously announced brokered private placement for aggregate proceeds of C$7,007,815 (the “ Offering ”). The Offering was led by Agentis Capital Markets Limited Partnership and Canaccord Genuity Corp., as co-lead agents, on behalf of themselves and on behalf of a syndicate of agents that included Stifel Nicolaus Canada Inc., Roth Canada Inc., and Independent Trading Group Inc. (collectively, the “ Agents ”).

ITEM 5.1 FULL DESCRIPTION OF MATERIAL CHANGE

The Company announced that it closed its previously announced Offering for aggregate proceeds of C$7,007,815.

In connection with the Offering the Company issued a total of 2,982,049 units (each a “ Unit ”) at a price of C$2.35 per Unit (the “ Offering Price ”). Each Unit is comprised of one common share in the authorized share structure of the Company (a “ Share ”) plus one-half of one Share purchase warrant (each whole such warrant, a “ Warrant ”). Each Warrant entitles the holder thereof to purchase one Share (a “ Warrant Share ”) at an exercise price of C$3.15 per Warrant Share for a period of 36 months.

The net proceeds of the Offering will be used to fund the Company’s 2023 exploration program which includes step-out drilling to expand the footprint of the bonanza silver-zinc-lead mineralization of the Waterpump Creek carbonate replacement deposit, explore targets identified by the newly completed 3D inversions of historical IP geophysical data and the CSAMT geophysical survey completed in 2022 (See News Release of Feb. 28, 2023), and general corporate purposes.

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The Common Shares and Warrants are subject to a hold period of four months and one day ending on September 5, 2023 in accordance with applicable securities laws.

In connection with the Offering, the Company paid to the Agents a cash commission of C$405,469 and issued to the Agents 172,540 broker warrants of the Company (the “ Broker Warrants ”). Each Broker Warrant entitles the holder thereof to purchase one Unit at the Offering Price for a period of 24 months following the Closing.

Related parties of the Company purchased 167,873 Units in the Offering. The issuance of Units to these related parties is considered to be a related party transaction within the meaning of TSX Venture Exchange (“ TSXV ”) Policy 5.9 and Multilateral Instrument 61-101 (" MI 61-101 "). The Company has relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 (and Policy 5.9) as the fair market value of the Units issued to such person does not exceed 25% of the Company's market capitalization.

The securities described herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “ U.S. Securities Act” ), or any state securities laws, and accordingly, and have not be offered or sold in the United States, or to, or for the account or benefit of, U.S. persons or persons in the United States, absent registration or an applicable exemption from the registration requirements. This material change report shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

ITEM 5.2 DISCLOSURE FOR RESTRUCTURING TRANSACTIONS

Not applicable.

ITEM 6. RELIANCE ON SUBSECTION 7.1(2) OF NATIONAL INSTRUMENT 51-102

Not Applicable.

ITEM 7. OMITTED INFORMATION

There are no significant facts required to be disclosed herein which have been omitted.

ITEM 8. EXECUTIVE OFFICER

Contact: Kit Marrs, Chief Executive Officer and Director Email: info@westernalaskaminerals.com Telephone: +1 520 200 1667

ITEM 9. DATE OF REPORT

May 10, 2023

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This material change report contains “forward-looking information” within the meaning of applicable Canadian securities legislation. “Forward-looking information” includes, but is not limited to, statements with respect to the activities, events or developments that the Company expects or anticipates will or may occur in the future. Generally, but not always, forward-looking information and statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, or “believes” or the negative connotation thereof or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” or the negative connation thereof. These forward-looking statements or information relate to, among other things, the intended use of proceeds from the Offering, including the Company’s 2023 exploration program.

Such forward-looking information and statements are based on numerous assumptions, including among others, the estimation of mineral resources and reserves, the realization of resource and reserve estimates, metal prices, taxation, the estimation, timing and amount of future exploration and development, capital and operating costs, the availability of financing, the receipt of regulatory approvals, environmental risks, title disputes and other matters.

Important factors that could cause actual results to differ materially from the Company’s plans or expectations include risks relating to the business of the Company; business and economic conditions in the mining industry generally; the supply and demand for labour and other project inputs; changes in commodity prices; changes in interest and currency exchange rates; risks relating to inaccurate geological and engineering assumptions; risks relating to unanticipated operational difficulties; failure of equipment or processes to operate in accordance with specifications or expectations; cost escalations; unavailability of materials and equipment; government action or delays in the receipt of government approvals; industrial disturbances or other job action; unanticipated events related to health, safety and environmental matters; risks relating to adverse weather conditions; political risk and social unrest; changes in general economic conditions or conditions in the financial markets; and other risk factors as detailed from time to time in the Company's continuous disclosure documents filed with Canadian securities regulators. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking information or implied by forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information. The Company does not undertake to update any forward-looking statements or information except as may be required by applicable securities laws.