Talisker Resources — Capital/Financing Update 2020

Aug 5, 2020

FORM 51-102F3 Material Change Report

MATERIAL CHANGE REPORT UNDER SECTION 7.1 OF NATIONAL INSTRUMENT NO. 51-102

Item 1. Reporting Issuer

Talisker Resources Ltd. (the “ Company ” or “ Talisker ”) 350 Bay Street, Suite 400 Toronto, Ontario M7A 0A7

Item 2. Date of Material Change

The material change occurred on July 22, 2020.

Item 3. Press Release

News releases relating to the material change described herein were disseminated on July 22, 2020 via GlobeNewswire.

Item 4. Summary of Material Change

On July 22, 2020, the Company announced that it entered into an agreement with Sprott Capital Partners LP and PI Financial Corp. as co-lead underwriters and cobookrunners (collectively the “ Underwriters ”) pursuant to which the Underwriters agreed to purchase 28,260,870 units (the “ Units ”) at $0.46 per Unit ($13,000,000) and 15,625,000 charity flow-through share units (the “ Charity FT Units ”) at $0.64 per Charity FT Unit ($10,000,000) for total gross proceeds of $23,000,000 (the “ Offering ”).

Item 5. Full Description of Material Change

On July 22, 2020, the Company announced that it entered into an agreement with the Underwriters pursuant to which the Underwriters agreed to purchase 28,260,870 Units at $0.46 per Unit ($13,000,000) and 15,625,000 Charity FT Units at $0.64 per Charity FT Unit ($10,000,000) for total gross proceeds of $23,000,000.

Each Unit and Charity FT Unit (the “ Offered Securities ”) will be comprised of one common share of the Company and one-half of one common share purchase warrant (each whole common share purchase warrant, a “ Warrant ”). Each Warrant will entitle the holder to purchase one common share at an exercise price of $0.70 for a period of 12 months from the date of issuance thereof. The common shares partially comprising the Charity FT Units will qualify as “flowthrough shares” within the meaning of the Income Tax Act (Canada).

The gross proceeds from the sale of the charity flow-through shares partially comprising the Charity FT Units will be used by the Company to incur eligible “Canadian exploration expenses” that will qualify as “flow-through mining expenditures” as such terms are defined in the Income Tax Act (Canada) (the “ Qualifying Expenditures ”) related to the Company’s projects in Canada. All

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Qualifying Expenditures will be renounced in favour of the subscribers of the Charity FT Units effective December 31, 2020. The net proceeds from the sale of the Units will be used by the Company for working capital and general corporate purposes.

The Offering is expected to close on or about August 13, 2020, or such other date as agreed between the Company and the Underwriters, and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and other approvals including the approval of the CSE.

The Company agreed to pay a cash commission of 6.0% of the gross proceeds of the Offering to the Underwriters.

Item 6. Reliance on subsection 7.1(2) of National Instrument 51-102

This report is not being filed on a confidential basis.

Item 7. Omitted Information

No information has been omitted.

Item 8. Executive Officer

Terence Harbort, Chief Executive Officer

Item 9. Date of Report

August 4, 2020

Caution Regarding Forward Looking Information

Certain statements contained in this material change report constitute forward-looking information. These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on Talisker's current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, this material change report contains forward-looking information relating to, among other things, the use of proceeds from the Offering and the closing date of the Offering. Various assumptions or factors are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking information. Those assumptions and factors are based on information currently available to Talisker. Although such statements are based on reasonable assumptions of Talisker's management, there can be no assurance that any conclusions or forecasts will prove to be accurate.

Forward looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include risks inherent in the exploration and development of mineral deposits, including risks relating to changes in project parameters as plans continue to be redefined, risks relating to variations in grade or recovery rates, risks relating to changes in mineral prices and the worldwide demand for and supply of minerals, risks related to increased competition and current global financial conditions, access and supply risks, reliance on key personnel, operational risks regulatory risks, including risks relating to the acquisition of the necessary licenses and permits, financing, capitalization and liquidity risks, title and environmental risks and risks relating to the failure to receive all requisite shareholder and regulatory approvals.

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The forward-looking information contained in this material change report is made as of the date hereof, and Talisker is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. Because of the risks, uncertainties and assumptions contained herein, investors should not place undue reliance on forward-looking information. The foregoing statements expressly qualify any forward-looking information contained herein.