Outcrop Silver & Gold — Capital/Financing Update 2021

Mar 31, 2021

FORM 51-102F3 MATERIAL CHANGE REPORT

ITEM 1 – NAME AND ADDRESS OF COMPANY

Outcrop Gold Corp. (the “ Company ”) 905-1111 W. Hastings Street Vancouver, B.C., V6E 2J3

ITEM 2 – DATE OF MATERIAL CHANGE

March 26, 2021

ITEM 3 – NEWS RELEASE

A news release announcing this material change was disseminated on March 26, 2021 through Newswire and a copy has been filed under the Company’s profile on SEDAR.

ITEM 4 – SUMMARY OF MATERIAL CHANGE

OUTCROP GOLD CLOSES $9.2 MILLION BOUGHT DEAL FINANCING

ITEM 5 – FULL DESCRIPTION OF MATERIAL CHANGE

March 26, 2021 – Vancouver, BC – Outcrop Gold Corp. ( TSXV:OCG, OTCQX:OCGSF, DE:MRG1 )

(“ Outcrop ”) is pleased to announce that it has closed its previously announced bought deal offering of units (the “ Units ”) pursuant to which Outcrop issued 21,401,500 Units at a price of $0.43 per Unit, for aggregate gross proceeds of approximately $9.2 million (the “ Offering ”), which included the full exercise of the over-allotment option. The Offering was led by Mackie Research Capital Corporation, as lead underwriter and sole bookrunner (the “ Lead Underwriter ”), and included Canaccord Genuity Corp. (collectively, the “ Underwriters ”).

Each Unit is comprised of one common share (a “ Common Share ”) and one-half of one Common Share purchase warrant (each whole warrant, a “ Warrant ”). Each Warrant is exercisable to acquire one Common Share (a “ Warrant Share ”) at a price of $0.60 per Warrant Share until March 26, 2023.

Outcrop intends to use the net proceeds from the Offering primarily to advance exploration at the Santa Ana project and for general corporate purposes as further described in the Prospectus.

The Units were offered by way of a short form prospectus dated March 22, 2021 (the “ Prospectus ”) filed in all provinces of Canada, except for Quebec, and were also offered by way of private placement in the United States. The Prospectus is available on Outcrop’s profile on www.sedar.com.

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “ U.S. Securities Act ”), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the

U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.

About Outcrop

Outcrop is a hybrid prospect generator active in Colombia acquiring silver and gold exploration projects with world-class discovery potential. Outcrop performs its own grass roots exploration and then employs a joint venture business model on its projects to maximize investor exposure to discovery and minimize financial risk. Outcrop has five primary projects in Colombia. While Outcrop’s other projects are available for joint venture, Outcrop will continue to drill and progress the Santa Ana high-grade silver project.

ITEM 6 – RELIANCE ON SUBSECTION 7.1(2) OF NATIONAL INSTRUMENT 51-102

None.

ITEM 7 – OMITTED INFORMATION

Not applicable.

ITEM 8 – EXECUTIVE OFFICER

The following executive officer of the Company is knowledgeable about the material change and this Report:

Joseph Hebert, Chief Executive Officer – Telephone: 778-372-2553

ITEM 9 – DATE OF REPORT

This Material Change Report is dated as of March 29, 2021