Bird Construction Inc. — Regulatory Filings 2021

Sep 8, 2021

• 1 -

FORM 51-102F3 MATERIAL CHANGE REPORT

Item 1 Name and Address of Company Bird Construction Inc. ("Bird") 5700 Explorer Drive, Suite 400 Mississauga, Ontario, L4W 0C6

Item 2 Date of Material Change September 1, 2021

Item 3 News Release

Bird issued a news release on August 31, 2021, which was disseminated through the facilities of CisionNewswire and subsequently filed under Bird's corporate profile on SEDAR at www.sedar.com.

Item 4 Summary of Material Change

On August 31, 2021, Bird announced it has agreed to acquire Dagmar Construction Inc. (“Dagmar”), effective September 1, 2021. The purchase price of the transaction is $32 million, before any adjustments for working capital.

Item 5.1 Full Description of Material Change

On August 31, 2021, Bird announced it has agreed to acquire Dagmar. All transaction agreements have been completed and the transaction was effective at 12:01 a.m. on September 1, 2021.

Dagmar is an Ontario-based construction company with extensive experience across key civil infrastructure sub-sectors including road, bridge, rail, sewer and water, and commercial-institutional sites.

The purchase price of the transaction is $32.0 million, before any adjustments for working capital. Bird financed approximately 80% of the transaction through debt and the remaining balance of $6.4 million was paid via the issuance of 656,364 common shares from treasury payable to the seven principal vendor shareholders.

The Dagmar management team will continue to operate the business with the support of Bird.

Item 5.2 Disclosure of Restructuring Transactions

Not applicable.

• 2 -

Item	6	Reliance on subsection 7.1(2) of National Instrument 51-102**Continuous Disclosure**
		Obligations
		Not applicable.
Item	7	Omitted Information
		Not applicable.
Item	8	Executive Officer
		For further information, please contact Wayne R. Gingrich, Chief Financial Officer of Bird
		at (905) 602-4122.
Item	9	Date of Report
		September 7, 2021