STLLR Gold Inc. — Regulatory Filings 2021

FORM 51-102F3 MATERIAL CHANGE REPORT

Item 1

Name and Address of Company

Moneta Porcupine Mines Inc. (" Moneta " or the " Company ") 65 Third Avenue Timmons, ON P4N 1C2

Item 2

Date of Material Change

February 11, 2021

Item 3 News Release

A news release with respect to the material change referred to in this report was disseminated by Moneta through Newsfile Corp. and was filed on the System for Electronic Document Analysis and Retrieval (SEDAR) under Moneta's issuer profile on February 11, 2021.

Item 4 Summary of Material Change

In connection with Moneta’s previously announced agreement (the “ Purchase Agreement ”) with O3 Mining Inc. (“ O3 Mining ”), Moneta has received support in the form of written consent from a majority of holders comprised of more than 51.6% of Moneta’s outstanding common shares (“ Moneta Shares ”) to acquire all of the issued and outstanding shares of Northern Gold Mining Inc., a wholly-owned subsidiary of O3 Mining (the “ Transaction ”). Such written consent satisfies the Moneta shareholder approval requirement of the Toronto Stock Exchange (“ TSX ”).

Item 5 Full Description of Material Change

On January 14, 2021, Moneta entered into the Purchase Agreement in respect of the Transaction. Under applicable TSX rules, the Transaction requires the approval of holders of Moneta Shares, as the number of Moneta Shares to be issued as consideration pursuant to the Transaction exceeds 25% of the total number of currently outstanding Moneta Shares and may materially affect control of Moneta. Pursuant to the terms of the Purchase Agreement, O3 Mining will receive approximately 150 million Moneta Shares, representing approximately 30% of the outstanding Moneta Shares upon completion of the Transaction, prior to taking into account the effect of the closing of the $22.6 million financing announced on February 4, 2021.

As of February 11, 2021, Moneta received support for the Transaction in the form of written consent from a majority of holders comprised of more than 51.6% of outstanding Moneta Shares. As a result of obtaining written consent, Moneta will not hold a special meeting of its shareholders to approve the Transaction, and no information circular will be mailed to

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shareholders. The Purchase Agreement has been amended as of February 11, 2021 to give effect to the written consent. Moneta expects to seek shareholder approval for the previously announced consolidation of its share capital on a 6 for 1 basis at its next annual general meeting scheduled for the second quarter of 2021.

Closing of the Transaction remains subject to TSX approval and other closing conditions customary in transactions of this nature. The closing of the Transaction is anticipated to take place by the end of February 2021.

Forward Looking Information

This material change report includes certain forward-looking information and forwardlooking statements, collectively "forward-looking statements" within the meaning of applicable Canadian securities legislation. Forward-looking statements are frequently identified by such words as "may", "will", "plan", "expect", "anticipate", "estimate", "intend" and similar words referring to future events and results. Forward-looking statements include, but are not limited to information with respect to the closing of the Transaction and the completion of the Consolidation.

Forward-looking statements are based on the current opinions and expectations of management. All forward-looking information is inherently uncertain and subject to a variety of assumptions, risks and uncertainties, including the speculative nature of mineral exploration and development, fluctuating commodity prices, competitive risks and the availability of financing, as described in more detail in our recent securities filings available on SEDAR (www.sedar.com) under Moneta's issuer profile. Actual events or results may differ materially from those projected in the forward looking-statements and should not be unduly relied upon. Moneta assumes no obligation to revise or update these forward-looking statements.

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

Not applicable. This material change report is not being filed on a confidential basis.

Item 7 Omitted Information

No information has been omitted on the basis that it is confidential information.

Item 8 Executive Officer

For further information, please contact Gary V. O'Connor, Chief Executive Officer of Moneta Porcupine Mines Inc., at (416) 357-3319 or [email protected].

Item 9 Date of Report

February 17, 2021