Independent Proxy Advisory Firm ISS Recommends Eastmain Shareholders Vote FOR Proposed Arrangement with Auryn Resources Inc. and Supplemental Disclosure in Respect of the Eastmain Arrangement - Seite 2

How to Vote

At the Meeting, Securityholders (being holders of Eastmain Shares and holders of options and warrants of Eastmain) will be asked to consider and vote upon the Arrangement Resolution to approve the Eastmain Arrangement. Your vote is important regardless of the number of Eastmain securities you own.

As a Securityholder, it is very important that you carefully read the Meeting Materials and then vote your Eastmain securities. You are eligible to vote your Eastmain Shares, options and warrants if you were a holder of record on August 24, 2020. Securityholders may vote online or by the other methods listed on their form of proxy or voting instruction form and should carefully follow the voting instructions provided in the Meeting Materials.

For registered Securityholders, the deadline for the receipt of proxies is 1:00 p.m. (Toronto time) on October 1, 2020 (or two business days prior to any adjournment of the Meeting). Beneficial holders of Eastmain Shares should contact the intermediary through which they hold their Eastmain Shares to determine their cut-off time for voting.

Supplemental Disclosure for Eastmain Information Circular

The Company also wishes to provide the following additional disclosure to supplement the disclosure in the Eastmain Information Circular for the Meeting to be held on October 5, 2020 in connection with the Transaction. Capitalized terms not otherwise defined below shall have the meanings ascribed to such terms in the Eastmain Information Circular.

The Company is subject to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). MI 61-101 provides that, in certain circumstances, where a “related party” (as defined in MI 61-101) of an issuer is entitled to receive a “collateral benefit” (as defined in MI 61-101) in connection with an arrangement transaction such as the Eastmain Arrangement, such transaction may be considered a “business combination” for the purposes of MI 61-101 and subject to minority shareholder approval requirements. Since certain related parties of Eastmain will be entitled to a collateral benefit if the Eastmain Arrangement is completed (such parties being referred to as the “interested parties”), the Arrangement Resolution will require “minority approval” in accordance with MI-61-101. This means the Arrangement Resolution must be approved by a majority of the votes cast, excluding the votes in respect of the 5,430,745 Eastmain Shares beneficially owned, or over which control or direction is exercised, by the interested parties (which represents approximately 1.8% of the Eastmain Shares outstanding as of the date of the Eastmain Information Circular). This approval is in addition to the requirement that the Arrangement Resolution be approved by at least two-thirds of the votes cast by (i) Eastmain Shareholders; and (ii) Securityholders at the Meeting, voting as a single class. Accordingly, all references to Eastmain Securityholder Approval in the Circular shall be supplemented to include the majority of the minority approval referred to above. This was also reflected in the Interim Order, which was amended and restated by the Ontario Superior Court of Justice (Commercial List) on September 16, 2020, a copy of which has been filed by Eastmain under its profile on SEDAR and is available at www.sedar.com and is incorporated by reference into the Eastmain Information Circular.