Alianza Minerals Ltd. (formerly Tarsis Resources Ltd.)

  • Date: 2016-01-05

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REPORT PURSUANT TO NATIONAL INSTRUMENT 62-103 1.

Name and Address of Offeror Pacific Opportunity Capital Ltd. (the “Offeror”) 410-325 Howe Street, Vancouver, BC V6C 1Z7

2.

The designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities of which the offeror acquired ownership or control in the transaction or occurrence giving rise to the obligation to file the news release, and whether it was ownership or control that was acquired in those circumstances: Between July 4, 2015 and December 31, 2015, the Offeror and the controlling shareholder of the Offeror, Mark T. Brown, acquired ownership and control a total of 276,500 common shares of Alianza Minerals Ltd. (the “Company”) in the public market with prices ranging from $0.12 to $0.215 per share.

3.

The designation and number or principal amount of securities and the offeror's securityholding percentage in the class of securities immediately after the transaction or occurrence giving rise to the obligation to file the news release: Following the acquisition described in paragraph 2 above, the Offeror and its controlling shareholder together own and control 2,610,300 common shares, 1,018,000 warrants and 150,000 options of the Company, representing approximately 18.9% (basic) and 25.3% (partially diluted) of the issued and outstanding common shares of the Company.

4.

The designation and number or principal amount of securities and the percentage or outstanding securities of the class of securities referred to in paragraph 3 over which: a) the offeror, either alone or together with any joint actors, has ownership and control: See paragraph 3 above. b) the offeror, either alone or together with any joint actors, has ownership but control is held by other persons or companies other than the offeror or any joint actor: Not applicable.

c) the offeror, either alone or together with any joint actors, has exclusive or shared control but does not have ownership: Not applicable. 5.

The name of the market in which the transaction or occurrence that gave rise to the news release took place: The common shares described in paragraph 2 above were purchased through the facilities of the TSX Venture Exchange.

6.

The value, in Canadian dollars, of any consideration offered per security if the offeror acquired ownership of a security in the transaction or occurrence giving rise to the obligation to file a news release: The common shares described in paragraph 2 above were purchased at prices ranging from $0.12 to $0.215 per share.

7.

The purpose of the offeror and any joint actors in effecting the transaction or occurrence that gave rise to the news release, including any future intention to acquire ownership of, or control over, additional securities of the reporting issuer: The common shares described in paragraph 2 above were purchased for investment purposes. The Offeror and its controlling shareholder have no present intention to acquire ownership of or control over additional securities of the Company, but may acquire additional securities of the Company in the future for investment purposes.

8.

The general nature and the material terms of any agreement, other than lending arrangements, with respect to securities of the reporting issuer entered into by the offeror, or any joint actor, and the issuer of the securities or any other entity in connection with the transaction or occurrence giving rise to the news release, including agreements with respect to the acquisition, holding, disposition or voting of any of the securities: Not applicable.

9.

The names of any joint actors in connection with the required disclosure: Not applicable.

10.

In the case of a transaction or occurrence that did not take place on a stock exchange or other market that represents a published market for the securities, including an issuance from treasury, the nature and value, in Canadian dollars of the consideration paid by the offeror Not applicable.

11.

If applicable, a description of any change in any material fact set out in a previous report by the entity under the early warning requirements or Part 4 of the Instrument in respect of the reporting issuer’s securities Not applicable.

12.

If applicable, a description of the exemption from securities legislation being relied on by the offeror and the facts supporting that reliance Not applicable.

DATED: January 5, 2016 Pacific Opportunity Capital Ltd. Per:

“Mark T. Brown” President