ProAm Explorations Corporation — Board/Management Information 2020

May 5, 2020

Form 51-102F3 MATERIAL CHANGE REPORT

Section 7.1 of National Instrument 51-102

Continuous Disclosure Obligations

1. Name and Address of Company

State the full name or your company and the address of its principal office in Canada.

ProAm Explorations Corporation 867 West 3[rd] Street North Vancouver, BC V7P 1E2

2.

Date of Material Changes

State the date of the material change: May 5, 2020

3.

News Release

The news release dated May 5, 2020, was filed with the TSX Venture Exchange and the British Columbia and Alberta Securities Commissions via SEDAR and disseminated through Canada Stockwatch, and Market News Publishing.

4.

Summary of Material Change

ProAm Explorations Corporation announced the appointment of Al Fabbro as a Director of the Company and grants stock options.

5. Full Description of Material Change

ProAm Explorations Corporation (TSXV: PMX) (“ProAm” or the “Company) announced the appointment of Al Fabbro as a Director of the Company. Mr. Fabbro has over 30 years’ experience in both the finance and mining industries. He also currently serves at a director and COO of Midnight Sun Mining Corp. (TSXV: MMA).

The Company also announced that it granted 775,000 incentive stock options to certain Officers, Directors and consultants at an exercise price of $0.07 for a period of five years.

6.

Reliance on Section 7.1(2) or (3) of National Instrument 51-102

Not applicable.

7. Omitted Information

Not applicable.

8. Executive Officer

Give the name and business telephone number of an executive officer of your company who is knowledgeable about the material change and the Report, or the name of an officer through whom such executive officer may be contacted.

Donald L. MacDonald, President Tel: 604/988-3306

9. Date of Report

May 5, 2020.