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Impact Development Group Regulatory Filings 2021

Aug 27, 2021

48077_rns_2021-08-27_8f430942-bb3a-4d32-8f31-af1628a1e0f5.pdf

Regulatory Filings

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FORM 51-102F3 MATERIAL CHANGE REPORT

1. Name and Address of Company

Yubba Capital Corp. (the “ Company ”) 2131 Lawrence Avenue East, Suite 207 Toronto, Ontario M1R 5G4

2. Date of Material Change

August 26, 2021

3. News Release

A press release disclosing the material change was released on August 26, 2021, through the facilities of Newsfile Corp.

4. Summary of Material Change

The Company announced that it completed an initial public offering (the “ Offering ”) in British Columbia, Alberta and Ontario of an aggregate of 2,220,000 common shares (“ Common Shares ”) in the capital of the Company at a price of $0.10 per Common Share for aggregate gross proceeds of $222,000. Following the closing of the Offering, a total of 5,220,000 Common Shares were issued and outstanding, of which, 3,000,000 are currently held in escrow pursuant to the policies of the TSX Venture Exchange (the “ TSXV ”).

The net proceeds of the Offering, together with the proceeds from prior sales of Common Shares will be used by the Company to identify and evaluate assets or businesses for acquisition with a view to completing a “Qualifying Transaction” under the capital pool company program of the TSXV.

5. Full Description of Material Change

The Company announced that it completed the Offering in British Columbia, Alberta and Ontario of an aggregate of 2,220,000 Common Shares in the capital of the Company at a price of $0.10 per Common Share for aggregate gross proceeds of $222,000. Following the closing of the Offering, a total of 5,220,000 Common Shares were issued and outstanding, of which, 3,000,000 are currently held in escrow pursuant to the policies of the TSXV.

The net proceeds of the Offering, together with the proceeds from prior sales of Common Shares will be used by the Company to identify and evaluate assets or businesses for acquisition with a view to completing a “Qualifying Transaction” under the capital pool company program of the TSXV.

Haywood Securities Inc. (the “ Agent ”) acted as Agent for the Offering. In connection with the Offering, the Company granted to the Agent options to acquire up to an aggregate of 177,600 Common Shares at a price of $0.10 per share for a period of five years from the closing of the Offering. In connection with the Offering, the Agent also received a cash commission of $17,760, representing 8% of the aggregate gross proceeds of the Offering.

At the closing of the Offering, the Company also granted stock options (the “ Options ”) to directors and officers of the Company to acquire up to an aggregate of 300,000 Common Shares. The Options may be exercised any time prior to August 26, 2026 at a price of $0.10 per Common Share.

The current directors and officers of the Company are Jason Smart, Brian Morales and Edward (Ted) Yew.

The Common Shares commenced trading on the TSXV under the stock symbol “YUB.P” starting August 26, 2021.

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

The report is not being filed on a confidential basis.

7. Omitted Information

No significant facts have been omitted from this Material Change Report.

8. Executive Officer

For further information, contact Brian Morales, Director of the Company at (647) 241-7202.

9. Date of Report

August 27, 2021.

Cautionary Statement Regarding Forward-Looking Information

This material change report includes certain statements that may be deemed to be “forward-looking statements”. All statements in this material change report, other than statements of historical fact, that address events or developments that management of the Company expect, are forward-looking statements. Actual results or developments may differ materially from those in forward-looking statements. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, save and except as may be required by applicable securities laws.

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