Integra Resources — Capital/Financing Update 2024

Jan 16, 2024

FORM 51-102F3

MATERIAL CHANGE REPORT

1. Name and Address of Company

Red Lake Gold Inc. (the “Issuer”) # 1890 – 1075 West Georgia Street Vancouver, BC V6E 3C9

2. Date of Material Change

January 12, 2024

3. News Release

The news release was filed on SEDAR+, disseminated through the facilities of The Newswire and posted to the Issuer’s disclosure hall with the CSE.

4. Summary of Material Change

The Issuer closed a non-brokered common share unit financing (the “Common Share Unit Financing”) consisting of one million common share units (the “Units”).

5.1 Full Description of Material Change

The Issuer closed the Common Share Unit Financing previously announced on December 13, 2023 and issued the Units. The Units issued under the Common Share Unit Financing are subject to a customary four-month hold period pursuant to applicable securities laws of Canada.

There were no finder’s fees payable by the Issuer under the Common Share Unit Financing.

The Issuer intends to use the proceeds of the Common Share Unit Financing for general working capital purposes.

One Insider of the Issuer (as that first term is defined by securities laws) supported the working capital position of the Issuer by way of participation in the Common Share Unit Financing and purchased one million Units, on an indirect basis, for a subscription amount received by the Issuer of $50,000.00.

The Common Share Unit Financing is exempt from the valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 by virtue of the exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 in that the fair market value of the consideration for the securities of the Issuer to be issued to the Insider does not exceed 25% of its market capitalization.

5.2 Disclosure for Restructuring Transactions

Not applicable

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

Not applicable.

7. Omitted Information

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

8. Executive Officer

Contact: Ryan Kalt, CEO Telephone: 604-687-2038

9. Date of Report

January 16, 2024