Azarga Metals Corp. — Capital/Financing Update 2022

Nov 23, 2022

MATERIAL CHANGE REPORT

1. Name and Address of Company:

Azarga Metals Corp. (“Azarga Metals” or the “Company”) Unit 1 – 15782 Marine Drive White Rock, British Columbia V4B 1E6

PHONE: (604) 536-2711

2. Date of Material Change

November 21, 2022

3. Press Release

Issued November 21, 2022, distributed through Accesswire to the TSX Venture Exchange, being the only exchange upon which the shares of the Company are traded, and through various other approved public media.

4. Summary of Material Change(s):

Azarga Metals reports, that subject to TSX Venture Exchange approval, the Company will extend the closing date of its previously announced private placement by a further 30 days, from the date of this announcement.

5.

Full Description of Material Change

Azarga Metals reports, that subject to TSX Venture Exchange (the “ Exchange ”) approval, the Company will extend the closing date of its previously announced private placement (the “ Offering ”) by a further 30 days, from the date of this announcement. The Offering of up to 40,000,000 units (the ” Units ”) at a price of $0.015 per Unit.

Each Unit consists of one common share of the Company (each, a “ Share ”) and one Share purchase warrant (each whole warrant, a “ Warrant ”). One Warrant entitles the holder thereof to purchase one Share of the Company at a price of $0.05 per Share for a period of three years from the date of issue. The Company has issued a total of 26,650,001 Units of the Offering, in two tranches raising a total of $399,750 to date.

6. Reliance on subsection 7.1(2) or (3) of National Instrument 51-102

Not Applicable

7. Omitted Information

Not Applicable

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8. Executive Officer

The following senior officer of the Company is knowledgeable about the material change and may be contacted by the Commission at the following address and telephone number:

Ben Meyer, Corporate Secretary Unit 1- 15782 Marine Drive White Rock, British Columbia V4B 1E6 PHONE: (604) 536-2711

9. Date of Report

DATED at White Rock, British Columbia this 23[rd] day of November 2022.

“Ben Meyer” Ben Meyer, Corporate Secretary