Tesoro Minerals Corp. — Proxy Solicitation & Information Statement 2020

Aug 1, 2020

TESORO MINERALS CORP.

Suite 615, 800 West Pender Street Vancouver, British Columbia, V6C 2V6 Tel: (604) 349-1224

ADDENDUM

TO THE MANAGEMENT PROXY CIRCULAR DATED JULY 13, 2020

This management proxy circular addendum (the “ Information Circular Addendum ”) adds to and replaces certain information contained in Tesoro Minerals Corp.’s management information circular dated July 13, 2020 (the “ Information Circular ”) and should be read in conjunction with the information contained in that Information Circular. All terms capitalized and not otherwise defined herein shall have the meaning ascribed thereto in the Information Circular.

The Information Circular is hereby amended to disclose the following information:

• (i) The paragraph under the heading “Voting Securities and Principal Holders of Voting Securities” on page 4 of the Information Circular is replaced in its entirety with the following text below:

VOTING SECURITIES AND PRINCIPAL HOLDERS OF VOTING SECURITIES

The Corporation is authorized to issue an unlimited number of Common Shares, which are the only shares entitled to be voted at the Meeting. As at the Record Date, the Corporation had 72,294,549 Common Shares issued and outstanding. Shareholders are entitled to one vote for each Common Share held. As at the Record Date, there are no Common Shares held in escrow.

To the knowledge of the directors and executive officers of the Corporation, no person beneficially owns, or exercises control or direction, directly or indirectly, over Common Shares carrying 10% or more of the voting rights attached to all outstanding Shares of the Company which have the right to vote in all circumstances, other than David B. Elliott who holds 7,967,660 Common Shares of the Company.

The board of directors of the Corporation has approved the contents of the Information Circular Addendum.

DATED at Vancouver, British Columbia, the 28[th] day of July, 2020.

ON BEHALF OF THE BOARD

“ Peter Tegart ”

Peter Tegart President, Chief Executive Officer and a Director