Giyani Metals Corp. — Capital/Financing Update 2021

Jan 6, 2021

FORM 51-102F3 MATERIAL CHANGE REPORT

Item 1 Name and Address of Company

Giyani Metals Corp. (the " Company " or " Giyani ") 199 Bay Street, Suite 5300 Commerce Court West Toronto, Ontario M5L 1B9

Item 2 Date of Material Change

December 23, 2020

Item 3 News Release

A news release with respect to the material change referred to in this report was disseminated through the facilities of a recognized newswire service on December 23, 2020 and subsequently filed under the Company’s profile on the System for Electronic Document Analysis and Retrieval.

Item 4 Summary of Material Change

On December 23, 2020, Giyani announced that it closed its previously announced and upsized brokered private placement of 37,375,000 units (each, a " Unit ") at a price of $0.20 per Unit for gross proceeds of $7,475,000 (the " Offering "). The Offering was led by Cormark Securities Inc., as lead agent, and included Richardson Wealth Limited and Beacon Securities Limited as agents.

Item 5 Full Description of Material Change

On December 23, 2020, the Company announced that it has closed its previously announced and upsized Offering, which included the exercise in full of the Agents' option. Each Unit consists of one (1) common share (each, a " Common Share ") and one half of one (½) Common Share purchase warrant (a " Warrant "). Each whole Warrant will entitle the holder to purchase one Common Share at an exercise price of $0.35 per share until June 23, 2022.

The Offering was led by Cormark Securities Inc. and included Richardson Wealth Limited and Beacon Securities Limited as agents (collectively, the " Agents "). In connection with the Offering, Giyani also issued 1,762,500 broker warrants to the Agents that entitle the holders thereof to purchase Common Shares for 18 months following the date hereof at a purchase price per Common Share of $0.35, in addition to a cash commission of 6% in respect of the gross proceeds raised, except that the commission is reduced to 1% on president's list subscriptions. The Company will also pay a finder’s fee to Tactex Asset Management Inc. (" Tactex ") in the amount of $55,750 in cash and 334,500 broker warrants on the same terms as issued to the Agents, in connection with Tactex identifying certain subscriptions. The broker warrants issued to the Agents and Tactex are subject to a four-month-and-one-day hold period from their date of issuance.

The net proceeds of the Offering will be used for drilling, demonstration plant (pilot plant), completion of a feasibility study and other general corporate purposes.

The Offering is subject to the final acceptance of the TSX Venture Exchange. All securities issued pursuant to the Offering are subject to a statutory four-month-and-one-day hold period, which will end on April 24, 2021.

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Item 6 Reliance on subsection 7.1(2) of National Instrument 51-102

Not applicable.

Item 7 Omitted Information

No confidential information has been omitted from this material change report.

Item 8 Executive Officer

For further information, please contact Robin Birchall at rbirchall@giyanimetals.com or +44 7711313019.

Item 9 Date of Report

January 5, 2020

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