Gold Strike Resources Corp. — Capital/Financing Update 2020

Aug 12, 2020

Form 51–102F3 MATERIAL CHANGE REPORT

Item 1. Name and Address of Company

Sanatana Resources Inc. (“ Sanatana ” or the “ Company ”) 1910 – 925 West Georgia Street Vancouver, BC V6C 3L2

Item 2. Date of Material Change

August 6, 2020

Item 3. News Release

News Release dated August 6, 2020 was disseminated via Globe News Wire and filed on SEDAR on August 6, 2020.

Item 4. Summary of Material Change

The Company has closed the non-brokered private placement of flow-through units and non-flow-through units and raised gross proceeds of approximately $2,000,000.

Item 5. Full Description of Material Change

5.1 Full Description of Material Change

The Company closed a private placement (the “ Private Placement ”) for aggregate gross proceeds to the Company of approximately $2,000,000. In connection with the Private Placement, Sanatana issued an aggregate 11,500,000 non-flow through units (the “ Units ”), at a price of $0.10 per Unit, for aggregate proceeds of $1,150,000 and 7,083,332 flow-through units (the “ FT Units ”), at a price of $0.12 per FT Units, for aggregate gross proceeds of $849,999.84.

Each Unit consists of one common share in the capital of Sanatana (a “ Share ”) and one-half of a share purchase warrant (each whole warrant, a “ Unit Warrant ”). Each FT Unit consists of one flow-through share (a “ FT Share ”) pursuant to the Income Tax Act (Canada) and one half of a share purchase warrant (each whole warrant, a “ FT Unit Warrant ”). Each Unit Warrant will entitle the holder to purchase one non-flow-through Share at a price of $0.18 per Share for a period of 18 months from the date of closing of the Private Placement, subject to acceleration in accordance with its terms. Each FT Unit Warrant will entitle the holder to purchase one non-flow through Share at a price of $0.20 per Share for a period of 18 months from the date of closing of the Private Placement, subject to acceleration in accordance with its terms.

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In connection with the Private Placement, the Company (i) paid eligible finders (the “ Finders ”) aggregate cash finders fees of $107,565.99; (ii) issued an aggregate 564,000 compensation options (the “ Compensation Options ”) to purchase units (“ Finder’s Units ”) of the Company at an exercise price of $0.10 per Finder’s Unit. Each Finders Unit consists of one Share of the Company and one half of one non-transferable common share purchase warrant (“ Finder’s A Warrant ”), with each full Finder’s A Warrant entitling the holder to acquire one Share at a price of $0.18 per Share, for a period of 18 months from the date of issuance, subject acceleration in accordance with its terms; and (iii) issued an aggregate 429,216 non-transferable common share purchase warrants (each, a “ Finder’s Warrant ”), with each Finder’s Warrant entitling the holder to acquire one Share at a price of $0.25 per Share, for a period of 12 months from the date of issuance.

All securities issuable pursuant to the Private Placement are subject to a statutory 4-month hold period from closing in accordance with applicable securities legislation.

The proceeds from the Private Placement are expected to be used by the Company for its existing portfolio of exploration projects along with initial funding for recently announce Option Agreement on the Gold Rush Property and for general and corporate purposes.

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

None.

Item 8. Executive Officers

The following senior officer of the Company is knowledgeable about the material change and this Material Change Report and may be contacted:

Peter Miles, President and Chief Executive Officer Telephone: 604-408-6680.

Item 9. Date of Report

DATED at Vancouver, BC, this 12[th] day of August, 2020.

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