Stinger Resources Inc. — Capital/Financing Update 2021

Feb 25, 2021

Notice of Change in Corporate Structure Pursuant to Section 4.9 of National Instrument 51-102

Item 1. Names of the Parties to the Transaction

American Creek Resources Ltd. (“ American Creek ”) and Stinger Resources Inc. (“ Stinger ”)

Item 2. Description of the Transaction

On February 25, 2021 (the “ Effective Date ”), American Creek and Stinger completed a spinout of the common shares of Stinger (each, a “ Stinger Share ”) to the shareholders of American Creek (the “ American Creek Shareholders ”) by way of a share capital reorganization effected through a statutory plan of arrangement pursuant to the arrangement provisions of the Business Corporations Act (British Columbia) (the “ Arrangement ”).

As a result of the Arrangement, American Creek exchanged its interest in certain assets (including: the three mineral properties commonly referred to as the Dunwell Property, the Gold Hill Property and the D1 McBride Property; optioned interests in the three mineral properties commonly referred to as the Silver Side Property, the Ample Goldmax Property and the Glitter King Property; 1,400,499 Tudor Gold Corp. shares; $2,500,000 cash; the right to receive further cash payments on exercise of previously issued American Creek warrants; real property located at #92 – 2[nd] Avenue West, Cardston, Alberta, together with office furniture, computers and other equipment therein; and certain vehicles and exploration equipment) for shares in Stinger, and the American Creek Shareholders at the Effective Date received Stinger Shares by way of a share exchange, pursuant to which each existing common share of American Creek held at the close of business the day before the Effective Date (each, an “ American Creek Share ”) was exchanged for one new common share of American Creek (each, a “ New American Creek Share ”) and 0.11324 of a Stinger Share. Holders of American Creek options and warrants are entitled to receive the same number of New American Creek Shares and 0.11324 of that number of Stinger Shares.

The Arrangement was approved at the annual and special meeting of the American Creek Shareholders held on December 3, 2020, and by the Supreme Court of British Columbia on December 7, 2020. The share exchange/plan of arrangement became effective February 25, 2021.

The New American Creek Shares are listed on the TSX Venture Exchange (the “ TSXV ”) under the same symbol as the American Creek Shares, “AMK”. Subject to the final approval of the TSXV, the Stinger Shares will be listed on the TSXV under the symbol “STNG”.

Item 3. Effective Date of the Transaction

February 25, 2021

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• Item 4. Name of Each Party that Ceased to be a Reporting Issuer Subsequent to the Transaction and the Name of Each Continuing Entity After the Completion of the Transaction

In connection with the Arrangement, American Creek continues to be a reporting issuer in British Columbia, Alberta, Saskatchewan and Ontario and Stinger became a reporting issuer in British Columbia, Alberta, Saskatchewan and Ontario. No party ceased to be a reporting issuer as a result of the Arrangement.

• Item 5. Date of the Reporting Issuer’s First Financial Year-End Subsequent to the Transaction

The first financial year-end for Stinger subsequent to the Arrangement will be December 31, 2021.

• Item 6. The Periods, including the Comparative Periods, if any, of the Interim and Annual Financial Statements Required to be Filed for the Reporting Issuer’s First Financial Year after the Transaction.

• (a) unaudited interim financial statements of Stinger for the three month period ended March 31, 2021; and

• (b) audited financial statements of Stinger for the year ended December 31, 2021, with comparatives to the period from incorporation on September 22, 2020 to December 31, 2020.

Item 7. Documents Filed that Describe the Transaction

Further details of the Arrangement are set forth in the Information Circular dated October 29, 2020, filed under American Creek’s profile on SEDAR at www.sedar.com and the Listing Application of Stinger dated February 25, 2021, filed under Stinger’s profile on SEDAR at www.sedar.com.

DATED this 25[th] day of February, 2021.