Mako Mining — Capital/Financing Update 2021

Feb 26, 2021

FORM 51-102F3 MATERIAL CHANGE REPORT

• Item 1. Name and Address of Reporting Issuer

Mako Mining Corp. (the “Company” or “Mako”) 595 Burrard Street P.O. Box 49195, Suite 2833, Three Bentall Centre Vancouver, British Columbia V7X 1K8

Item 2. Date of Material Change February 18, 2021.

Item 3. News Release

A news release was issued on February 22, 2021 through CNW and a copy was filed on SEDAR.

Item 4. Summary of Material Changes

Mako announced that further to its press release of February 16, 2021, it has now entered into the main credit facility with Nebari Natural Resources Credit Fund I, LP (“Nebari”) to provide financing of US$6.34 million (the “Principal Amount”).

Item 5. 5.1 – Full Description of Material Change

Mako announced that further to its press release of February 16, 2021, it has now entered into the main credit facility with Nebari to provide financing of the Principal Amount.

The Company proposes to use the funds to accelerate the ramp up of mining operations at the San Albino gold project (“San Albino”) in northern Nicaragua, the acceleration of the previously announced US$8.5 million 2021 exploration program (see press release dated February 1, 2021), and for fees and expenses incurred in connection with the Nebari financing.

The interest rate on the Principal Amount will be 8% with an original issue discount of 5.3% and a maturity date of March 31, 2022. There will be no prepayment penalties and no hedging. Closing of the credit facility is expected on or before February 28, 2021.

The Company intends to repay the previously announced bridge loan from Nebari in full with the proceeds of the main credit facility. The credit facility is secured by a pledge of shares in favour of Nebari of the Company’s Nicaraguan subsidiaries, Gold Belt, S.A. and Nicoz Resources, S.A. It is contemplated that the share pledges will be granted for the benefit of both Nebari and Mako’s existing lender and controlling shareholder, Wexford Capital LP upon the closing on the main credit facility.

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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

Not applicable.

Item 8. Executive Officer

Contact: Akiba Leisman, Chief Executive Officer, Mako Mining Corp.

Telephone: (203) 862-7059

Item 9 Date of Report

This Material Change Report is dated as February 25, 2021.

Forward-Looking Information: Certain statements contained herein may be considered “forward-looking information” within the meaning of applicable securities laws. Forwardlooking information can be identified by words such as, without limitation, “propose”, “estimate”, “project”, “believe”, “anticipate”, “intend”, “expect”, “plan”, “predict”, “may” or “should” or variations thereon or comparable terminology. The forward-looking information contained herein reflects the Company’s current beliefs and expectations, based on management’s reasonable assumptions as of the date hereof, and includes, without limitation, the Company’s expectation that it will successfully close on the Principal Amount with Nebari by February 28, 2021, and that the bridge loan will be repaid in full using the proceeds of the credit facility without any interest penalty; that it will use the funds to accelerate the ramp up of mining operations at San Albino, to accelerate the 2021 exploration program and to pay fees and expenses incurred in connection with the debt financing. Such forward-looking information is subject to a variety of risks and uncertainties which could cause actual events or results to differ materially from those reflected in the forward-looking information, including, without limitation, the Company not being successful closing on the Principal Amount by February 28, 2021, or at all, and that, as a result, the Company potentially becomes subject to the payment of interest penalty and required to repay the bridge loan without the expected additional funding from Nebari; that the Company is not able to ramp up mining operations at San Albino and accelerate its 2021 exploration program as a result of lack of funding or other factors; and changes in plans and parameters related to San Albino and the Company’s exploration prospectus in Nicaragua and other risks and uncertainties as disclosed in the Company’s public disclosure filings on SEDAR at www.sedar.com. Such information contained herein represents management’s best judgment as of the date hereof, based on information currently available and is included for the purposes of providing investors with information regarding the Company’s current funding arrangements with Nebari, and may not be appropriate for other purposes. Mako does not undertake to update any forward-looking information, except in accordance with applicable securities laws.