Edgewater Wireless Systems Inc. — Capital/Financing Update 2021

May 1, 2021

FORM 51-102F3 - MATERIAL CHANGE REPORT

1. NAME AND ADDRESS OF COMPANY

Edgewater Wireless Systems Inc. (“ Edgewater ” or the “ Company ”) 408 Churchill Avenue North Ottawa, Ontario K1Z 5C6

2. DATE OF MATERIAL CHANGE

April 26, 2021

3. NEWS RELEASE

News release dated April 28, 2021 was disseminated through the facilities of Business Wire, Stockwatch and Market News Publishing Inc.

4. SUMMARY OF MATERIAL CHANGE

Edgewater completed the final tranches of private placements.

5. FULL DESCRIPTION OF MATERIAL CHANGE

Edgewater Wireless Systems Inc. (YFI: TSX.V) (OTCQB: KPIFF) closed the final tranches of its previously announced non-brokered private placements.

The final tranche of Edgewater’s private placement of $0.115 units (each a “ Unit ”) consisted of the issuance of 669,347 Units for gross proceeds of $76,975. Combined with the first tranche, the Company raised aggregate gross proceeds of $803,362 through the sale of 6,985,752 Units from the $0.115 private placement.

The final tranche of Edgewater’s private placement of $0.13 Units consisted of the issuance of 557,692 Units for gross proceeds of $72,500. Combined with the first tranche, the Company raised aggregate gross proceeds of $1,331,055 through the sale of 10,238,881 Units from the $0.13 private placement.

Each Unit is comprised of one common share (a “ Share ”) and one warrant (a “ Warrant ”) of the Company. Each Warrant entitles the holder to acquire one additional Share of the Company at an exercise price of $0.23 for a period of twenty-four (24) months following the date of issuance.

It is intended that the proceeds from the private placements will be used for: operating expenses, including sales, marketing and business development; engineering and product development; and working capital. The Company may reallocate the proceeds from the private placements as may be required depending upon the development of the Company’s business.

In connection with the final tranche of the $0.115 private placement, the Company paid aggregate cash finders’ fees of $603.75 and issued an aggregate of 5,250 non-transferable finder’s warrants. Each finder’s warrant entitles the holder to acquire one Share of the Company at an exercise price of $0.23 for a period of twenty-four (24) months following the date of issuance.

In connection with the final tranche of the $0.13 private placement, the Company paid aggregate cash finders’ fees of $455 and issued an aggregate of 3,500 non-transferable finder’s warrants. Each finder’s warrant entitles the holder to acquire one Share of the Company at an exercise price of $0.23 for a period of twenty-four (24) months following the date of issuance.

The securities issued in connection with the final tranches of the private placements are subject to a four-month hold period expiring on August 27, 2021, in accordance with applicable securities laws. The private placements are subject to final acceptance of the TSX Venture Exchange.

6. RELIANCE ON SUBSECTION 7.1(2) OF NATIONAL INSTRUMENT 51-102

Not applicable.

7. OMITTED INFORMATION

Not applicable.

8. EXECUTIVE OFFICER

Andrew Skafel, President and CEO Telephone: +1 (613) 271‐3710 Email: Andrews@edgewaterwireless.com

9. DATE OF REPORT

April 30, 2021