ProAm Explorations Corporation — Capital/Financing Update 2020

Jul 6, 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 3rd Street North Vancouver, BC V7P 1E2

1. Date of Material Changes

July 3, 2020

1. News Release

The Company disseminated the News Release through Canada Stockwatch on July 6, 2020 and filed the same with the TSX Venture Exchange, and the British Columbia and Alberta Securities Commission on SEDAR.

1. Summary of Material Change

ProAm Explorations Corporation announced that it has closed its private placement previously announced on May 14, 2020 and May 19, 2020, by issuing 3,385,000 units for gross proceeds of $236,950.

1. Full Description of Material Change

ProAm Explorations Corporation (“ProAm” or “the Company”) (TSX.V:PMX) announced that it has closed its private placement previously announced on May 14, 2020 and May 19, 2020, by issuing 3,385,000 units for gross proceeds of $236,950. Each unit is comprised of one common share of the Company and one share purchase warrant. Each common share purchase warrant will allow the holder to acquire an additional common share of the Company at a price of $0.15 per share for a period of two years from the date of closing of the non-brokered private placement (the “warrant”), subject to certain acceleration provisions.

The units are subject to a hold period expiring on November 4, 2020. In connection with the private placement, the Company paid, in the aggregate, cash finder’s fees of $4,480.

Due to insider participation in the private placement, it is considered a related party transaction within the meaning of Multilateral Instrument 61-101 (“MI 61-101”). The participation is exempt from the need to obtain minority shareholder approval and a formal valuation on the basis that insider participation is less than 25% of the Issuer’s market capital.

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

Not applicable.

1. Omitted Information

Not applicable.

1. Executive Officer

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

1. Date of Report

July 6, 2020.