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Solid Impact Investments Regulatory Filings 2022

Apr 14, 2022

48229_rns_2022-04-14_24d3d1df-1851-40dd-a890-13ec2df96d8b.pdf

Regulatory Filings

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FORM 51-102F3 MATERIAL CHANGE REPORT

Item 1. Name and Address of Company

Solid Impact Investments Corp. (the "Company" or "Solid Impact") Suite 409, 221 West Esplanade North Vancouver, BC, V7M 3J3

Item 2. Date of Material Change

April 12, 2022

Item 3. News Release

A news release was disseminated on April 12, 2022.

Item 4. Summary of Material Change

The Company announced closing of their initial public offering.

Item 5.1 Full Description of Material Change

Closing of Initial Public Offering

Solid Impact, a capital pool company, submitted all materials for final listing approval for its common shares to the TSX Venture Exchange (the "Exchange") and on April 12, 2022 closed its initial public offering of 3,000,000 common shares (the "Common Shares") at $0.10 per share for aggregate gross proceeds of $300,000 (the "Offering") through Canaccord Genuity Corp. (the "Agent"), which acted as agent for the Offering. The Common Shares commenced trading on the TSX Venture Exchange (the "Exchange") at the opening of markets on April 14, 2022 under the trading symbol of "SOLI.P".

For its services, the Agent received a cash commission equal to 10% of the gross proceeds of the Offering, a corporate finance fee of $15,000, and was reimbursed for its expenses in connection with the Offering. In addition, the Company also granted the Agent non-transferrable warrants to acquire an aggregate of 300,000 Common Shares (the "Agent's Warrants") at a price of $0.10 per Common Share, exercisable for a period of five years from the date the Common Shares are listed on the Exchange.

After completion of the Offering, the Company now has 5,600,000 Common Shares issued and outstanding, with an aggregate of 2,600,000 Common Shares subject to escrow restrictions and deposited with the Company's escrow agent.

The Company has also granted incentive stock options to acquire an aggregate of 560,000 Common Shares at an exercise price of $0.10 per option to the directors and officers of the Company. Such options expire five years from the date of grant.

The net proceeds of the Offering 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 Exchange.

Item 5.2 Disclosure for Restructuring Transactions

Not applicable

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

No information has been omitted in this material change report on the basis that it is confidential information.

Item 7. Omitted Information

Not Applicable.

Item 8. Executive Officer

Gabriel Kabazo, Chief Financial Officer Telephone: (604) 833-6820

Item 9. Date of Report

April 14, 2022