Interfield Global Software Inc. — Capital/Financing Update 2020

Feb 7, 2020

51-102F3 MATERIAL CHANGE REPORT

Item 1 Name and Address of Company

Highbury Projects Inc. (the “Company”) Suite 1240 – 1140 West Pender Street Vancouver, BC V6E 4G1

Item 2 Date of Material Change

February 7, 2020

Item 3 News Release

A news release was issued in Vancouver, British Columbia on February 7, 2020 and distributed through Stockwatch and Baystreet.

Item 4 Summary of Material Change

The Company has closed a non- brokered private placement.

Item 5 Full Description of Material Change

The Company announced the close of its non-brokered private placement of 333,333 common shares (each, a “Share”) at a price of $0.30 per Share. No finder’s fees were paid in connection to the private placement.

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

This report is not being filed on a confidential basis in reliance on subsection 7.1(2) of National Instrument 51-102.

Item 7 Omitted Information

No information has been omitted on the basis that it is confidential information.

Item 8 Executive Officer

The following officer of the Company is knowledgeable about the material change disclosed in this report: Anish Sunderji, President & Chief Executive Officer Tel: (604) 428-8289

Item 9 Date of Report

February 7, 2020

HIGHBURY PROJECTS INC. Suite 206 - 595 Howe Street Vancouver, British Columbia V6C 2T5, CANADA Telephone Number: (604) 428-8289

NOT FOR DISTRIBUTION TO U.S. WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Highbury Projects Announces Close of Non-Brokered Private Placement

Vancouver, British Columbia, February 7, 2020 – Highbury Projects Inc. (the “ Company ”) (TSX-V: “HPI”) announces the close of its non-brokered private placement of 333,333 common shares (each, a “ Share ”) at a price of $0.30 per Share. No finder’s fees were paid in connection to the private placement.

The proceeds from the private placement will be used to carry out exploration work on the Company’s Moore Creek Property and for general corporate purposes.

All securities are subject to a four-month hold period from the closing date. The private placement is subject to the approval of the TSX Venture Exchange.

ON BEHALF OF THE BOARD OF DIRECTORS

“Anish Sunderji”

Anish Sunderji President & Chief Executive Officer

Forward Looking Statements

This news release includes "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of applicable securities legislation. All statements, other than statements of historical fact, included herein are forward-looking statements that involve known and unknown risks and uncertainties. Forward-looking statements are necessarily based upon the current belief, opinions and expectations of management that, while considered reasonable by the Company, are inherently subject to significant business, economic, competitive, political and social uncertainties and other contingencies. Many factors could cause the Company’s actual results to differ materially from those expressed or implied in the forwardlooking statements. Accordingly, readers should not place undue reliance on forward-looking statements and forward-looking information. The Company does not undertake to update any forward-looking statements or forward-looking information that are incorporated by reference herein, except in accordance with applicable securities laws. Investors are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty therein.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.