FireFly Metals Ltd. — Capital/Financing Update 2025

Jun 17, 2025

FORM 51-102F3
MATERIAL CHANGE REPORT

Item 1. Name and Address of Company
Generation Mining Limited (the "Company")
100 King Street West
Suite 7010, PO Box 70
Toronto, ON M5X 1B1

Item 2. Date of Material Change
June 11, 2025

Item 3. Press Release
News release in respect of the material change referred to in this report was disseminated through the facilities of CNW on June 11, 2025. The news release was subsequently filed on SEDAR+.

Item 4. Summary of Material Change
On June 11, 2025, the Company entered into an agreement with Stifel Nicolaus Canada Inc. ("Stifel Canada") to act as lead underwriter and sole bookrunner on behalf of a syndicate of underwriters (collectively, the "Underwriters") in connection with a "bought deal" private placement offering of 27,028,000 Units of the Company at a price of $0.37 per Unit (the "Offering Price") for gross proceeds of $10,000,360 (the "Offering"), with the Units to be issued pursuant to the Listed Issuer Financing Exemption (as defined below).

Each Unit will consist of one common share in the capital of the Company (each, a "Common Share") and one-half of one Common Share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to purchase one Common Share at a price of $0.48 per Common Share at any time on or before that date which is 36 months after the date that is 61 days following the closing date of the Offering.

In addition, the Company granted to the Underwriters an option (the "Underwriters' Option"), exercisable up to 48 hours prior to the closing date, to purchase for resale up to an additional 15% of the number Units sold pursuant to the Offering at the Offering Price for additional gross proceeds of up to $1,500,054.

Item 5. Full Description of Material Change
On June 11, 2025, the Company entered into an agreement with Stifel Canada to act as lead underwriter and sole bookrunner on behalf of the Underwriters in connection with the Offering of 27,028,000 Units for gross proceeds of $10,000,360.

Each Unit will consist of one Common Share and one-half of one Warrant. Each Warrant will entitle the holder to purchase one Common Share at a

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price of $0.48 per Common Share at any time on or before that date which is 36 months after the date that is 61 days following the closing date of the Offering.

The Company granted to the Underwriters the Underwriters' Option to purchase up to an additional 15% of Units of the Offering at the Offering Price for additional gross proceeds of up to C$1,500,054.

The Company intends to use the net proceeds received from the Offering for development purposes at the Company's Marathon Project and general corporate purposes.

The Offering is expected to close on or about June 24, 2025, and is subject to the Company receiving all necessary regulatory approvals.

Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 – Prospectus Exemptions ("NI 45-106"), the Units will be offered for sale to purchasers resident in each of the provinces and territories of Canada, except Quebec, and/or other qualifying jurisdictions outside of Canada, pursuant to the listed issuer financing exemption under Part 5A of NI 45-106, as amended by Coordinated Blanket Order 45-935 – Exemptions from Certain Conditions of the Listed Issuer Financing Exemption (the "Listed Issuer Financing Exemption"). As the Offering is being completed pursuant to the Listed Issuer Financing Exemption, the securities underlying the Units issued pursuant to the Offering will not be subject to a hold period under applicable Canadian securities laws. An offering document related to the Offering can be accessed under the Company's issuer profile on SEDAR+ at www.sedarplus.ca and on the Company's website at www.genmining.com.

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

No information has been omitted on the basis that it is confidential information.

Item 8. Executive Officer

For further information, contact:

Jamie Levy
President and Chief Executive Officer
t: 416.640.2934

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Item 9.

Date of Report

June 17, 2025.

Cautionary Note Regarding Forward Looking Information

This material change report contains certain forward-looking information and forward-looking statements, as defined in applicable securities laws (collectively referred to herein as "forward-looking statements"). Forward-looking statements reflect current expectations or beliefs regarding future events or the Company's future performance. All statements other than statements of historical fact are forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "expects", "is expected", "budget", "scheduled", "estimates", "continues", "forecasts", "projects", "predicts", "intends", "anticipates", "targets" or "believes", or variations of, or the negatives of, such words and phrases or state that certain actions, events or results "may", "could", "would", "should", "might" or "will" be taken, occur or be achieved, including statements relating to Offering, the proposed use of proceeds of the Offering, receipt of all regulatory approvals related to the Offering, and the expected closing date of the Offering.

Although the Company believes that the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the statements. There are certain factors that could cause actual results to differ materially from those in the forward-looking information. These include the timing of the Offering and regulatory approval of the Offering; timing for a construction decision; the progress of development at the Marathon Project, including progress of project expenditures and contracting processes, the Company's plans and expectations with respect to liquidity management, continued availability of capital and financing, the future prices of palladium, copper and other commodities, permitting timelines, exchange rates and currency fluctuations, increases in costs, requirements for additional capital, and the Company's decisions with respect to capital allocation, inflation, global supply chain disruptions, global conflicts, including the wars in Ukraine and Israel, the project schedule for the Marathon Project, key inputs, staffing and contractors, continued availability of capital and financing, uncertainties involved in interpreting geological data and the accuracy of mineral reserve and resource estimates, environmental compliance and changes in environmental legislation and regulation, the Company's relationships with Indigenous communities, results from planned exploration and drilling activities, local access conditions for drilling, and general economic, market or business conditions, as well as those risk factors set out in the Company's annual information form for the year ended December 31, 2024, and in the continuous disclosure documents filed by the Company on SEDAR+ at www.sedarplus.ca.

Readers are cautioned that the foregoing list of factors is not exhaustive of the factors that may affect forward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements in this material change report speak only as of the date of this material change report or as of the date or dates specified in such statements. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law. For more information on the Company, investors are encouraged to review the Company's public filings on SEDAR+ at www.sedarplus.ca.