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Parties1.Great American Minerals Exploration, Inc. (“GAME”) is a Nevadacorporation in good standing with its principal place of business at 2825 E CottonwoodParkway, Suite 500, Salt Lake City, UT 84121.2.Defendant Sumitomo Metal Mining America Inc. (“Sumitomo Metal”) is aDelaware corporation in good standing with its principal place of business at 701 FifthAvenue, Suite 2150, Seattle, WA 98104. Sumitomo’s registered agent for purposes ofservice is DWT Alaska Corp., 188 W. Northern Lights Blvd., Suite 1100, Anchorage, AK99503 (“DWT”).Sumitomo Metal is the parent company of SMM ExplorationCorporation (“SMM”) and, through its common officers and directors, directs, controls anduses as its own SMM’s day-to-day operations, management and property.3.Defendant SMM is a Washington corporation in good standing with itsprincipal place of business at 701 Fifth Avenue, Suite 2150, Seattle, WA 98104. SMM’sregistered agent for purposes of service is DWT. SMM is a wholly-owned subsidiary andalter ego of Sumitomo Metal, whose purpose was (and is) to commit the wrongful conductalleged herein.4.Defendant SC Minerals America Inc. (“SC Minerals”) is a Delawarecorporation in good standing with its principal place of business at 300 Madison Avenue,New York, NY 10017. SC Minerals’ registered agent for purposes of service is DWT.SC Minerals is an affiliate of SMM.HOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-63455.Sumitomo Metal, SMM and SC Minerals are collectively referred to hereinVERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 2 OF 30

as the “Sumitomo Defendants.”6.Defendant Stone Boy, Inc. (“Stone Boy”) is an Alaska corporation in goodstanding with its principal place of business at Level 1, 388 Hay Street, Subiaco, WA 8006Australia. Stone Boy’s registered agent for purposes of service is Andrea N. Canfield, 510L Street, Suite 500, Anchorage, AK 99501. Stone Boy was the wholly-owned subsidiaryof SMM (95% owner) and SC Minerals (5% owner) prior to the purported August 2018sale of the assets of Stone Boy to Northern Star (Alaska) LLC (“NS Alaska LLC”).Currently, Stone Boy purports to be a wholly-owned subsidiary of NS Alaska LLC. StoneBoy is the alter ego of NS Alaska LLC, which owns 100% of the shares of Stone Boy andtreats, controls and uses as its own the day-to-day operations, finances and property ofStone Boy through common officers and directors, each of whom also serve as officers anddirectors of Northern Star Resources, Ltd. (“Northern Star Resources”), an internationalmining conglomerate based in Perth, Australia. Stone Boy is the mere instrumentality ofNS Alaska LLC and Northern Star (Alaska) Inc. (“NS Alaska Inc.”), whose actions were(and are) the actions involved in the wrongful conduct alleged herein.7.Defendant RCI Capital Group, Inc. (“RCI”) is a Canadian corporation ingood standing with its principal place of business at Four Bentall Centre, 1030 Georgia St.W, Suite 1300, Vancouver, B.C., V6E 2Y3, Canada.8.Defendant NS Alaska Inc. is a Delaware corporation in good standing withits principal place of business at Level 1, 388 Hay Street, Subiaco WA 6008 Australia.HOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345NS Alaska Inc.’s registered agent for purposes of service is Andrea N. Canfield, 510 LVERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 3 OF 30

Street, Suite 500, Anchorage, AK 99501. NS Alaska Inc. owns 100% of the membershipinterest in and serves as the Managing Member of NS Alaska LLC, and directs, uses andcontrols as its own the day-to-day operations, finances and property of NS Alaska LLCand its wholly-owned subsidiary, Stone Boy, in relation to the actions involved incommitting the wrongful conduct alleged herein.9.Defendant NS Alaska LLC is a Delaware limited liability company in goodstanding with its principal place of business at Level 1, 388 Hay Street, Subiaco WA 6008Australia. NS Alaska LLC’s registered agent for purposes of service of is Joseph Perkins,510 L Street, Suite 500, Anchorage, AK 99501. NS Alaska LLC is a mere instrumentalityand alter ego of NS Alaska Inc. which, through common officers and directors, uses, directsand controls as its own the day-to-day operations, finances and property of NS Alaska LLCin relation to the actions involved in committing the wrongful conduct alleged herein.10.Unless otherwise noted, NS Alaska Inc. and NS Alaska LLC are referred toherein as the “Northern Star Defendants.”Jurisdiction and Venue11.This Court has jurisdiction pursuant to the choice of law provision at Section11.9 of the Option Agreement dated August 29, 2016 by and between the Plaintiff andDefendants SMM, SC Minerals and Stone Boy (“Option Agreement”). The OptionAgreement is attached hereto as Exhibit A.12.HOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345In addition, this Court has jurisdiction because Defendants are engaged insubstantial and not isolated activities in Alaska. AS § 09.05.015(a)(1)(d).VERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 4 OF 30

13.Venue is proper pursuant to Alaska Rule of Civil Procedure Rule 3(c)because the Sumitomo Defendants and the Northern Star Defendants can be personallyserved in Anchorage, Alaska and proper pursuant to Rule 3(e) because Defendant RCI isnot located in Alaska.Factual AllegationsA.The Parties and the Agreement14.The foregoing allegations are incorporated herein by reference.15.Plaintiff is a mining company dedicated to the exploration for and potentialdiscovery and development of gold resources, with a focus on both developing high qualityprospects and mitigating financial risk by creating joint venture opportunities for selectmajor and junior mining companies.16.As more fully described in the Option Agreement, Defendants SMM and SCMinerals were the 100% owners of Stone Boy, which itself owned a 100% interest in andto certain mineral claims or rights situated in the State of Alaska (e.g., the “Monte CristoProperty”).17.The Monte Cristo Property and the Pogo Gold Mine, being mining claimsdirectly to the east of the Monte Cristo Property, were included in the Stone Boy area ofinterest as of 2016. Exhibit B.18.Plaintiff aimed to acquire and control 100% of the interest in mining claimslocated on Alaska State lands pursuant to certain option agreements with severalHOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345underlying claimants (the “SAM Project”). The SAM Project includes the Monte CristoVERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 5 OF 30

Property. Exhibit C.19.Plaintiff and Defendant SMM entered into a Confidentiality Agreementdated January 11, 2016, applicable to the review and possession of certain informationrespecting the Monte Cristo Property. Exhibit D.20.On March 29, 2016, Plaintiff and Defendants SMM and SC Minerals enteredinto a letter of intent to establish the terms of a transaction to offer GAME an option topurchase 100% of the Monte Cristo Property. Exhibit E.21.Plaintiff and Defendants SMM, SC Minerals and Stone Boy (together, the“Sale Defendants”), entered into the Option Agreement, whereby the Sale Defendantsgranted to Plaintiff an irrevocable and exclusive right and option to purchase and acquirean undivided 100% interest in the Monte Cristo Property in exchange for a payment of anoption fee in the aggregate amount of 700,000.00 (“Option Fee”) and payment of certaincosts and expenses related to Exploration Activities on the Monte Cristo Property,consisting of a minimum expenditure of not less than 5,000,000.00 in the aggregate overa time period ending on December 31, 2019 (“Minimum Work Commitment”). ExhibitA, Sections 2.1 and 2.4. The Effective Date of the Option Agreement was August 29,2016.22.The Option Fee was required to be paid pursuant to the following schedulein order to maintain the Option:a. On the Effective Date: 200,000.00HOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345b. On the first anniversary of the Effective Date: 250,000.00VERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 6 OF 30

c. On the second anniversary of the Effective Date: 250,000.00Exhibit A, Section 2.2.23.The Minimum Work Commitment was required to be made on the followingschedule in order to maintain the Option:a. Beginning on the Effective Date and for the first calendar year followingthe Effective Date ending on December 31, 2017 (“Year 1”): 1,000,000.00b. Upon completion of the second calendar year ending December 31, 2018(“Year 2”): Aggregate amount of 2,500,000.00c. Upon completion of the third calendar year ending December 31, 2019(“Year 3”): Aggregate amount of 5,000,000.00Exhibit A, Section 2.4.24.Plaintiff and the Sale Defendants entered into certain amendments to theOption Agreement extending the deadlines for the Option Fees and Minimum WorkCommitments. On August 21, 2017, the Sale Defendants and Plaintiff entered intoAmendment #1, extending the date for payment of the second Option Fee payment of 250,000 to October 6, 2017. Exhibit F. On October 4, 2017, the Sale Defendants andPlaintiff entered into Amendment #2, extending the date of the second Option Fee paymentto December 8, 2017 and agreeing that the remaining portion of the Minimum WorkCommitment to have been incurred in Year 1 be deferred and added to the Minimum WorkHOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345Commitment to be incurred in Year 2. Exhibit G.VERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 7 OF 30

25.Pursuant to the Option Agreement, Plaintiff is permitted to exercise theOption at any time during the Option Period, being the period of time between August 29,2016 and December 31, 2019, or any extension thereof, by delivering to the SaleDefendants written notice of the exercise of the Option. Exhibit A, Section 2.6.26.The Option Agreement includes options to be elected by the Sale Defendantsfor GAME’s payment of the Purchase Price, including either: (i) 15,000,000; or (ii) 10,000,000 plus a royalty of 1.5% from the proceeds received by the operator from thesale of the Removed Product (all ores, minerals, metals or concentrates mined or extractedor derived from the Monte Cristo Property) in respect of the Property in the form and onthe terms set out in Schedule “C.” Exhibit A, Section 2.7. Under the Option Agreement,the Sale Defendants must elect the Purchase Price in writing within forty-five (45) days oftheir receipt of an Exercise Notice from GAME.27.The Option Agreement also states that if the Option is exercised, then theAgreement shall constitute a binding agreement for the purchase and sale of the MonteCristo Property, which transaction shall be completed within 90 days after the ExerciseNotice is delivered to the Sale Defendants (“Closing Date”). Exhibit A, Section 2.6.4.28.Each of the Sale Defendants made certain representations and warranties inthe Option Agreement with respect to the Monte Cristo Property as of the Effective Dateand continuing through and including the Closing Date, including:“(i) the Property is in good standing, free and clear of all encumbrances HOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345(ii) the Owner [defined in the Option Agreement as each of the SaleVERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 8 OF 30

Defendants] has full power, right and authority to enter into this Agreementand to complete the transactions required and contemplated hereby (iii) this Agreement will, on the Effective Date and on the Closing Date, bea legal, valid and enforceable obligation of the Owner, enforceable againstthe Owner in accordance with its terms ”.Exhibit A, Sections 4.1 and 4.2.29.Each of the Sale Defendants agreed to indemnify and save harmless Plaintiff“in respect of any and all losses, costs, damages, claims and expenses of any kindwhatsoever which may be suffered, sustained, paid or incurred by the [Plaintiff] inconnection with any material inaccuracy in relation to any of the [Sale Defendants’]representations and warranties contained in this Agreement.” Exhibit A, Section 4.2.30.Plaintiff and each of the Sale Defendants agreed that the “Agreement or anypart of th[e] Agreement may not be assigned, conveyed, or transferred by either Partywithout the prior written consent of the other Party. Any and all transfers, conveyancesand/or assignments made contrary to the provisions of this Agreement are void and of noforce or effect ab initio.” Exhibit A, Section 11.1. Section 11.1 prohibits SMM, SCMinerals and Stone Boy from assigning their respective interests in the Monte CristoProperty.B.Plaintiff’s Performance under the Option Agreement31.HOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345From the Effective Date of the Option Agreement, August 29, 2016, topresent, Plaintiff has met all conditions under the Agreement to exercise the Option.VERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 9 OF 30

32.On December 30, 2016, Plaintiff paid to Sale Defendants 200,000 pursuantto Section 2.2 of the Option Agreement.33.On November 30, 2017, Plaintiff paid to Sale Defendants 250,000 pursuantto Section 2.2 of the Option Agreement.34.On August 29, 2018, Plaintiff paid to Sale Defendants 250,000 pursuant toSection 2.2 of the Option Agreement.35.In regard to the Minimum Work Commitment under Section 2.4 of theOption Agreement, Plaintiff made the required minimum expenditures in Years 1 and 2 bythe required deadlines under the Option Agreement. Although Plaintiff’s deadline to meetits obligation for Year 3 has not yet expired, Plaintiff completed its Minimum WorkCommitment on or about September 15, 2019, by completing the work in the amount ofthe aggregate amount of 5,000,000.00.36.Between 2016 and 2019, Plaintiff engaged in numerous discussions withfunding sources and potential investors, including without limitation, John King Burns, arepresentative of China Gold, seeking funding for the development of the SAM Project,including but not limited to providing funding for the Purchase Price under the OptionAgreement. Exhibit H, ¶ 3.37.Mr. Burns was discouraged by RCI from taking the investment opportunityin GAME’s SAM Project to China Gold due to false and misleading information conveyedto him by certain representatives of RCI, to wit: that GAME was not, and would not be,HOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345able to meet its financial commitments under the Option Agreement to maintain its OptionVERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 10 OF 30

rights to purchase the Monte Cristo Property. Exhibit H, ¶¶ 7-12. Had Mr. Burns notconfirmed with Mr. McDowell the falsity of RCI’s statements, CGG would not have evenconsidered GAME or the SAM Project as a potential investment. Id., ¶¶ 15-16, 19.38.Another investor was ready and willing to invest under a binding letter ofintent with Plaintiff to complete the transaction contemplated by the Option Agreement.However, due to uncertainties regarding the ownership and/or title to the Monte CristoProperty – uncertainties created by Defendants – that investor reduced its valuation of theMonte Cristo Property, and as a result Plaintiff was unable to complete the investment.39.The false and misleading information conveyed by RCI to potential fundingsources about GAME’s performance under the Option Agreement and the confusion sownby Defendants regarding the ownership and/or title to the Monte Cristo Property effectivelyeliminated investor interest in making investments into GAME and the SAM Project.40.Faced with an impending deadline for its obligations under the OptionAgreement and investors’ (misplaced) concerns about its performance, GAME had nochoice but to proceed with an onerous funding arrangement memorialized in that certainLimited Liability Company Agreement of Sam Alaska LLC dated effective November 20,2018, and Private Placement Subscription Agreement for Common Stock between Plaintiffand Koza Ltd. (“Koza Agreement”). Although the Koza Agreement provided GAME withfunding of the SAM Project necessary to complete the purchase transaction contemplatedby the Option Agreement, it did so on far less favorable terms as a result of the negativeHOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345and misleading information spread by RCI.VERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 11 OF 30

41.In order to exercise the Option, Plaintiff must submit to Sale Defendants byor before December 31, 2019 a written notice of exercise of the Option (“Exercise Notice”).Exhibit A, Section 2.6. Sale Defendants must then elect, in writing, within forty-five (45)days of the Exercise Notice the form of Purchase Price pursuant to Section 2.7 of theOption Agreement. Finally, the Closing Date must be completed by no later than ninety(90) days after receipt by Sale Defendants of the Exercise Notice. Exhibit A, Section 2.6.4.42.C.Plaintiff has yet to submit its Exercise Notice to Sale Defendants.Defendants’ Actions in Breach of the Agreement43.Although Plaintiff has met all obligations under the Option Agreement toexercise the Option, on August 29, 2018, the Northern Star Defendants and SumitomoDefendants entered into a Definitive Agreement for the sale and purchase of the Pogo GoldMine, in which the Sumitomo Defendants agreed to transfer their 100% interest in StoneBoy to Northern Star (“Pogo Agreement”).44.Prior to September 2017, RCI and Plaintiff discussed a possible arrangementfor RCI to seek funding on behalf of GAME and the SAM Project.45.Beginning in approximately September 2017, after breaking contact withGAME, Defendant RCI acted as the sole financial advisor and conducted the entire saleprocess on behalf of the Sumitomo Defendants by marketing Stone Boy, including thePogo Gold Mine and the Monte Cristo Property, for sale during the Option Period.46.HOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345Upon information and belief, Defendants structured a deal between theSumitomo Defendants and Northern Star Defendants for the asset purchase of the PogoVERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 12 OF 30

Gold Mine and the Monte Cristo Property.47.On August 30, 2018, upon information and belief, the Pogo Agreementclosed for the sale of the Stone Boy assets, including the Pogo Gold Mine and the MonteCristo Property, to the Northern Star Defendants.48.Defendant RCI announced the entry of the Pogo Agreement by press releasedated August 30, 2018, disclosing the asset sale of the 100% interest in the Pogo GoldMine to Northern Star Resources. Notably, however, RCI failed to disclose to Plaintiff theasset sale to Northern Star of the Monte Cristo Property. Exhibit I. On the same date, theSumitomo Defendants received Plaintiff’s final Option Fee payment.49.Thereafter, the Sumitomo Defendants and Northern Star Defendants changedthe structure of the Pogo Agreement to a stock purchase of Stone Boy in order to attemptto avoid the anti-assignment provision in the Option Agreement.50.During a September 7, 2018 telephone call between Dennis McDowell ofGAME and John Park of RCI, Mr. Park expressed his surprise that Plaintiff was able tomake the final Option Fee payment and stated that there was no way that GAME wouldcomplete its other obligations under the Option Agreement.51.Concerned by Mr. Park’s statements, Mr. McDowell requested by e-maildated September 7, 2018, additional information from Eiichi Fukuda, an officer of theSumitomo Defendants, regarding RCI’s involvement in the Pogo Agreement. In hisresponse e-mail, Mr. Fukuda confirmed that the Sumitomo Defendants had engaged RCIHOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345VERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 13 OF 30

for the sale of the Pogo Gold Mine and Stone Boy, including the Monte Cristo Project.Exhibit J.52.In another September 7, 2018 e-mail communication, Mr. McDowellprovided GAME’s permission to RCI to contact an investor to discuss its potential interestin making an investment in GAME. Mr. McDowell clarified that GAME would not agreeto an investment resulting in a change of control for GAME and instead sought investmentwith an opportunity for the investor to earn into a joint venture on the Monte CristoProperty. Exhibit K.53.On September 11, 2018, Mr. McDowell met with Mr. Fukuda in Vancouver,Canada, to discuss GAME’s concerns regarding RCI’s statements to potential investorsthat GAME was unable to meet its obligations under the Option Agreement. During theSeptember 11, 2018 meeting, Mr. Fukuda stated that all of Stone Boy, including the MonteCristo Property, was included in the sale to the Northern Star Defendants (the PogoAgreement). Mr. Fukuda added that the Monte Cristo Property was included in the salebecause he had received assurances from RCI that GAME was unable to meet itsobligations under, and would default on, the Option Agreement.54.After their meeting, Messrs. McDowell and Fukuda met with Mr. Park andAndrew Shannon of RCI, during which Mr. Park stated that he had a contact that wantedto purchase GAME. Coincidentally, RCI’s contact for the purchase of GAME wasNS Alaska Inc.HOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345VERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 14 OF 30

55.On September 24, 2018, GAME sent to the Sumitomo Defendants a noticeof default regarding the assignment provision in Section 11.1 of the Option Agreement(“Default Notice”).In addition, the Default Notice demanded that the SumitomoDefendants inform RCI, their agent, that GAME was (and is) in good standing under theOption Agreement and to refrain from making statements to third parties that GAME wasunable to fulfill its commitments under the Option Agreement. Exhibit L. GAME has noknowledge whether or not its demand was met by the Sumitomo Defendants.56.On December 12, 2018, and after the entry of the Pogo Agreement, theNorthern Star Defendants and Sumitomo Defendants requested that Plaintiff agree to theassignment of the Option Agreement from SMM and SC Minerals to NS Alaska LLC.Plaintiff refused. GAME had no prior knowledge of and did not agree to the assignment.57.In January 2019, Plaintiff provided all required reports under the OptionAgreement to the Sumitomo Defendants to meet its Minimum Work Commitments andrequested confirmation from the Sumitomo Defendants that GAME was and had alwaysbeen in good standing under the Option Agreement.58.On February 10, 2019, the Sumitomo Defendants provided the requestedconfirmation that Plaintiff had met its requirements under the Option Agreement.Exhibit M.59.On April 2, 2019, GAME sent to the Sumitomo Defendants a proposed letterof intent regarding an offer to purchase the Monte Cristo Property on certain terms thatHOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345were different that those in the Option Agreement. Exhibit N. On April 24, 2019, theVERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 15 OF 30

Sumitomo Defendants rejected the proposed letter of intent. Exhibit O.60.Upon information and belief, during the timeframe between March and April2019, the Sumitomo Defendants and Northern Star Defendants changed the terms of thePogo Agreement from an asset sale of the Pogo Gold Mine and Monte Cristo Property toan equity sale of Stone Boy to NS Alaska LLC.61.On April 23, 2019, the Northern Star Defendants closed on their acquisitionof Stone Boy. Exhibit P.62.After the April 23 closing, the Northern Star Defendants and the SumitomoDefendants once again requested that GAME consent to the Sale Defendants’ assignmentof the Option Agreement pursuant to a Deed of Consent, Assignment and Assumption(“Consent Deed”). The Consent Deed clearly states that by the “Purchase Agreement datedAugust 29, 2018: a) SC has on certain conditions agreed to assign its beneficial interest inthe Monte Cristo Project to [Northern Star]; b) an affiliate of SMM has agreed to procurethat SMM will on certain conditions assign its beneficial interest in the Monte CristoProject to [Northern Star]; and c) SC and an affiliate of SMM have agreed to procure thatStone Boy Inc. will transfer its legal interest in the Monte Cristo Project to [NorthernStar].” Exhibit Q. By this provision, Northern Star Defendants confirm that the SaleDefendants planned to assign, and did indeed assign, the Option Agreement without theprior consent of GAME as required under the Option Agreement. GAME again refused toexecute the requested assignment.HOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345VERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 16 OF 30

63.GAME refused to consent to the Sale Defendants’ assignment and did notexecute the Consent Deed. Nevertheless, Northern Star reported as of June 30, 2019 in its2019 Annual Report that it is the 100% “Joint holder (option)” of the Monte CristoProperty. Exhibit R at 151-154. This inaccurate representation made on behalf of and atthe direction of the Northern Star Defendants places a cloud on the title to the Monte CristoProperty.64.Upon information and belief, pursuant to the Pogo Agreement, the SumitomoDefendants assigned and sold all of their interest in Stone Boy, including the Monte CristoProperty, to Northern Star, effectively assigning the Option Agreement to Northern Star.65.As a result of the wrongful assignment of the Option Agreement to NorthernStar without the required prior written consent from Plaintiff, Plaintiff’s ability to obtainfinancing for the Purchase Price has been negatively impacted.66.As a result of their breach of the assignment prohibition in the OptionAgreement, the Sale Defendants no longer have the authority or ability to complete thetransactions as represented and warranted in the Option Agreement, and the unauthorizedassignment has created a cloud on the title to the Monte Cristo Property in breach of Section4.1 of the Option Agreement.D.Defendants’ Bad Faith and Interference with Contract and Business Relations67.Despite the Sumitomo Defendants’ assurances that there would be noassignment of the Option Agreement, within months of entering into the OptionHOLLAND &KNIGHT LLP420 L Street, Suite 400Anchorage, AK 99501Phone: (907) 263-6300Fax: (907) 263-6345Agreement, the Sumitomo Defendants retained RCI to market and purportedly sell StoneVERIFIED COMPLAINT AND JURY DEMANDGREAT AMERICAN MINERALS EXPLORATION, INC. V. SMM EXPLORATION CORPORATION, ET AL.CASE NO. 3AN-19- CIPAGE 17 OF 30

Boy, inclusive of the Monte Cristo Property. Upon information and belief, the SumitomoDefendants had no intention of complying with the assignment prohibition of the OptionAgreement.68.During the course of Defendant RCI’s marketing of Stone Boy, including thePogo Gold Mine and the Monte Cristo Property, RCI and the Sumitomo Defendantsengaged in a smear campaign against Plaintiff to drive lenders and investors away fromPlaintiff, and thereby prevent Plaintiff’s performance of its financial obligations, in orderto secure a more favorable transaction for themselves, i.e., the Pogo Agreement.69.RCI, acting at the behest of and serving as the Sumitomo Defendants’ agentand with full knowledge of the Option Agreement, made it known to potential buyers andinvestors with whom they met or communicated through false representations that Plaintiffwas financially incapable of performing its obligations under the Option Agreement.Exhibit H, ¶¶ 8-12. RCI made these assertions to potential interested parties or investorsto gain an advantage to complete the sale of Stone Boy, including the Monte CristoProperty, at the direct instruction or acquiescence of the Sumitomo Defendants.70.RCI’s repeated falsehoods to GAME’s potential interested parties orinvestors regarding Plaintiff’s inability to meet its obligations and supposed imminentdefault on its Option Fees and Minimum Work Commitments was a bad faith effort toavoid and undermine the completion of the transaction contemplated by the OptionAgreement. U

2. Defendant Sumitomo Metal Mining America Inc. (“Sumitomo Metal”) is a Delaware corporation in good standing with its principal place of business at 701 Fifth Avenue, Suite 2150, Seattle, WA 98104 Sumitomo. ’s registered agent for purposes of service is DWT Alaska Corp., 188 W. Northern Lights Blvd., Suite 1100, Anchorage, AK

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