Anacortes Mining Corp. — Proxy Solicitation & Information Statement 2023

May 24, 2023

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ANACORTES MINING CORP.

NOTICE OF SPECIAL MEETING OF SHAREHOLDERS TO BE HELD JUNE 19, 2023

NOTICE IS HEREBY GIVEN that, pursuant to an order (the “ Interim Order ”) of the Supreme Court of British Columbia dated May 16, 2023, a special meeting (the “ Company Meeting ”) of the holders (“ Company Shareholders ”) of common shares (the “ Company Shares ”) of Anacortes Mining Corp. (“ Anacortes ” or the “ Company ”) will be held at Suite 900 – 885 West Georgia Street, Vancouver, British Columbia V6C 3H1 at 10:00 a.m. (Vancouver time) on June 19, 2023, subject to any adjournment or postponement thereof, for the following purposes:

• (a) to consider, pursuant to the Interim Order, and, if thought fit, to pass, with or without variation, the special resolution (the “ Company Arrangement Resolution ”) set forth in Appendix A to the accompanying management information circular of the Company dated May 17, 2023 (the “ Circular ”), to approve a plan of arrangement (the “ Arrangement ”) under the provisions of Division 5 of Part 9 of the Business Corporations Act (British Columbia) (“ BCBCA ”) involving, among others, the Company and Steppe Gold Ltd. (the “ Purchaser ”), in accordance with the terms of the arrangement agreement dated May 5, 2023 between the Company and the Purchaser (as it may be amended, supplemented or otherwise modified from time to time); and

• (b) to transact such further and other business as may properly be brought before the Company Meeting or any adjournment or postponement thereof.

Specific details of the matters to be put before the Company Meeting are set forth in the accompanying Circular.

It is a condition to the completion of the Arrangement that the Company Arrangement Resolution is approved at the Company Meeting. If the Company Arrangement Resolution is not approved by the Company Shareholders at the Company Meeting, the Arrangement cannot be completed.

The board of directors of the Company (the “Company Board”) unanimously recommends that the Company Shareholders vote FOR the Company Arrangement Resolution.

The Company Board has set the close of business on May 10, 2023 as the record date (the “ Record Date ”) for the determination of Company Shareholders and the holders of warrants of the Company entitled to receive notice of and the determination of Company Shareholders entitled to vote at the Company Meeting. Holders of Company Shares as at the Record Date who either attend the Company Meeting in person or who have completed and delivered a proxy or voting instruction form in the manner and subject to the provisions described above shall be entitled to vote, or to have their Company Shares voted, on all matters to come before the Company Meeting.

Each Company Share entitled to be voted at the Company Meeting will entitle the holder thereof to one vote at the Company Meeting.

The Company Arrangement Resolution must be approved by at least: (i) two‐thirds of the votes cast by Company Shareholders present in person or represented by proxy and entitled to vote at the Company Meeting; and (ii) a simple majority of the votes cast on the Company Arrangement Resolution by Company

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Shareholders present in person or represented by proxy and entitled to vote at the Company Meeting, excluding for this purpose votes attached to the Company Shares beneficially held by James A. Currie, the President, CEO and a director of the Company in accordance with Multilateral Instrument 61‐101 — Protection of Minority Security Holders in Special Transactions . See “Part I — The Arrangement —Securities Law Matters — Canada” in the accompanying Circular .

A Company Securityholder may attend the Company Meeting in person or may be represented by proxy. Company Shareholders that are entitled to vote but are unable to attend the Company Meeting or any adjourned or postponed Company Meeting in person are requested to date, sign and return the accompanying form of proxy for use at the Company Meeting or any adjourned or postponed Company Meeting. In order to be acted upon at the Company Meeting, validly completed instruments of proxy must be received by Computershare Investor Services Inc., Attention: Proxy Department, by mail: 8th Floor, 100 University Avenue, Toronto, Ontario M5J 2Y1, or by facsimile: 1‐866‐249‐7775 for Toll Free within North America or 1‐416‐263‐9524 outside of North America, no later than 10:00 a.m. (Vancouver time) on June 15, 2023 or 48 hours (excluding weekends and holidays in the Province of British Columbia) prior to the time of any adjourned or postponed Company Meeting. Notwithstanding the foregoing, the Chair of the Company Meeting has the discretion to accept proxies received after such deadline. The time limit for the deposit of proxies may be waived or extended by the Chair of the Company Meeting at their discretion, without notice.

Registered Company Shareholders

Registered Company Shareholders will receive a proxy form enabling them to vote at the Company Meeting. Such proxy will not be valid unless a completed, dated and signed form of proxy is received by Computershare Investor Services Inc., Attention: Proxy Department, by mail: 8th Floor, 100 University Avenue, Toronto, Ontario M5J 2Y1, or by facsimile: 1‐866‐249‐7775 for Toll Free within North America or 1‐416‐263‐9524 outside of North America, no later than 10:00 a.m. (Vancouver time) on June 15, 2023 or 48 hours (excluding weekends and holidays in the Province of British Columbia) prior to the time of any adjourned or postponed Company Meeting as it may be adjourned or postponed from time to time. The deadline for the deposit of proxies may be waived or extended by the Chair of the Company Meeting at their sole discretion, without notice.

Non‐registered Company Shareholders

Non‐registered Company Shareholders who hold their Company Shares registered in the name of intermediaries may receive certain other materials from their intermediary, such as a voting instruction form to vote their Company Shares. If you are a non‐registered Company Shareholder and receive these materials through your broker or other intermediary, please complete and return the materials in accordance with the instructions provided to you by your broker and by the other intermediary.

For information regarding voting or appointing a proxyholder by internet or voting online or by telephone, see the form of proxy and/or the section entitled “Part V — General Proxy Matters” in the accompanying Circular.

Dissent Rights

Pursuant to the Interim Order, registered Company Shareholders have been granted the right to dissent in respect of the Company Arrangement Resolution and to be paid an amount equal to the fair value of their Company Shares as of the close of business on the business day before the Company Arrangement

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Resolution was approved, provided that they have strictly complied with the dissent procedures set forth in section 237 to 247 of the BCBCA, as modified by the plan of arrangement and the Interim Order. This dissent right and the dissent procedures are described in the accompanying Circular. Failure to comply strictly with the dissent procedures set forth in section 237 to 247 of the BCBCA, as modified by the plan of arrangement and the Interim Order, may result in the loss of any right of dissent. A Company Shareholder considering exercising dissent rights should seek independent legal advice. See the section entitled “ Part I —The Arrangement — Right to Dissent” and Appendix I, “Section 237 through Section 247 of the Business Corporations Act (British Columbia) ” in the accompanying Circular.

The proxyholder has discretion under the accompanying form of proxy or voting instruction form (“ VIF ”) with respect to any amendments or variations of the matters of business to be acted on at the Company Meeting or any other matters properly brought before the Company Meeting or any adjourned or postponed Company Meeting, in each instance, to the extent permitted by law, whether or not the amendment, variation or other matter that comes before the Company Meeting is routine and whether or not the amendment, variation or other matter that comes before the Company Meeting is contested. As of the date hereof, management of the Company knows of no amendments, variations or other matters to come before the Company Meeting other than the matter set forth in this Notice of Special Meeting. Company Shareholders that are planning on returning the accompanying form of proxy or VIF are encouraged to review the Circular carefully before submitting the form of proxy or VIF.

Dated this 17th day of May, 2023.

BY ORDER OF THE BOARD OF DIRECTORS OF ANACORTES MINING CORP.

“James A. Currie”

James A. Currie President and Chief Executive Officer

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