Bald Eagle Gold : Material Change Report dated June 10, 2022

FORM 51-102F3

MATERIAL CHANGE REPORT

Item 1 Name and Address of Company

Bald Eagle Gold Corp. ("Bald Eagle" or the "Corporation") 100 King Street West, Suite 1600

Toronto, ON M5X 1G5

Item 2 Date of Material Change

May 31, 2022

Item 3 News Release

A news release disclosing the material change was disseminated by the Corporation through the services of Cision on June 1, 2022 and was subsequently filed on SEDAR.

Item 4 Summary of Material Change

On May 31, 2022, the Corporation completed a non-brokered private placement of 30,666,666 Units (as defined below) of the Corporation for aggregate gross proceeds of $2,299,999.95.

Item 5 Full Description of Material Change

5.1 - Full Description of Material Change

On May 31, 2022, the Corporation completed a non-brokered private placement of 30,666,666 units of the Corporation (each, a "Unit") at a price of $0.075 per Unit for aggregate gross proceeds of $2,299,999.95 (the "Offering").

Each Unit consisted of one (1) common share in the capital of the Corporation (a "Common Share") and one (1) Common Share purchase warrant of the Corporation (a "Warrant"). Each Warrant shall be exercisable to purchase one additional Common Share at an exercise price of $0.11 until May 31, 2024.

In connection with the Offering, Crescat Portfolio Management LLC ("Crescat") and certain accounts managed by Crescat purchased an aggregate of 14,666,666 Units for gross proceeds of $1,099,999.95 (the "Crescat Investment"). In consideration of the Crescat Investment, the Corporation granted Crescat a right to participate in future financings of the Corporation so as to allow Crescat to maintain its current equity stake on a pro rata basis (the "Participation Right"). The Participation Right terminates on the date on which Crescat's ownership of Common Shares falls below two per cent of the then issued and outstanding Common Shares on a non- diluted basis.

The securities issued in connection with the Offering are subject to a four-month hold period ending on October 1, 2022 in accordance with applicable Canadian securities laws.

Christopher Paul, the Chief Executive Officer and a director of the Corporation, purchased 338,333 Units in the Offering. Prior to the Offering, Christopher Paul beneficially owned or controlled, directly or indirectly, 8,240,000 Common Shares. Following the issuance of such

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Units, Christopher Paul beneficially owns or controls, directly or indirectly, an aggregate of 8,578,333 Common Shares representing approximately 5.85% of the issued and outstanding Common Shares on a non-diluted basis. Assuming the exercise of all 338,3333 Warrants purchased in the Offering, Christopher Paul, would beneficially own or control an aggregate of 8,916,666 Common Shares representing approximately 6.06% of the issued and outstanding Common Shares on a partially diluted basis.

Luis da Silva, the Chairman and a director of the Corporation, purchased 1,666,667 Units in the Offering. Prior to the Offering, Luis da Silva did not beneficially own any Common Shares or Warrants. Following the issuance of such Units, Luis da Silva beneficially owns or controls, directly or indirectly, an aggregate 1,666,667 Common Shares representing approximately 1.14% of the issued and outstanding Common Shares on a non-diluted basis. Assuming the exercise of all 1,666,667 Warrants purchase in the Offering, Luis da Silva, would beneficially own or control an aggregate of 3,333,334 Common Shares representing approximately 2.24% of the issued outstanding Common Shares on a partially diluted basis.

Participation of such insiders in the Offering constituted a "related party transaction" as defined under Multilateral Instrument 61-101- Protection of Minority Security Holders in Special Transactions ("MI 61-101") but was exempt from the formal valuation and minority shareholder approval requirements of MI 61-101, as neither the fair market value of the securities issued to the insiders nor the consideration paid by the insiders exceeded 25% of the Corporation's market capitalization. None of the Corporation's directors expressed any contrary views or disagreements with respect to the foregoing. The Corporation did not file a material change report 21 days prior to the closing of the Offering as the details of the participation of any insiders of the Corporation had not been confirmed at that time.

The proceeds of the Offering are anticipated to be used for exploration purposes, to test carbonate replacement deposit targets, test for a deeper porphyry target if permitting is approved, and for general working capital.

5.2 - Disclosure for Restructuring Transactions

Not applicable.

Item 6 Reliance on subsection 7.1(2) or (3) of National Instrument 51-102

Not applicable.

Item 7 Omitted Information

Not applicable.

Item 8 Executive Officer

Christopher Paul Chief Executive Officer 604-721-7896

Item 9 Date of Report

June 10, 2022