AI assistant
Unigold Inc. — Capital/Financing Update 2021
Oct 6, 2021
43364_rns_2021-10-06_9ae6a987-7496-4225-bd8c-aae19d620f3e.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 Name and Address of the Company Unigold Inc. (" Unigold " or the " Company ") P.O. Box 936, STN Adelaide Toronto, Ontario M5C 2K3 Item 2 Date of Material Change October 6, 2021. Item 3 News Release A news release with respect to the material change referred to in this report was issued and filed by the Company on October 6, 2021. Item 4 Summary of Material Change On October 6, 2021, the Company completed a private placement of 18,000,000 units of the Company (the " Units ") at a price of $0.13 per Unit for gross proceeds of $2,340,000 (the " Offering "). Each Unit consisted of one common share of the Company (a " Common Share ") and one common share purchase warrant (a " Warrant "). Each Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of $0.15 until February 7, 2022.
Pursuant to the Offering, provided that Barview Management Inc. and Caney Holdings, S. de R. L., beneficially own, directly or indirectly, in the aggregate, 10% or more of the issued and outstanding common shares (on a non-diluted basis) of the Company, Barview Management Inc. will have the right to designate one nominee for election to the board of directors of the Company, subject to such individual being acceptable to the Company, acting reasonably, and to the TSXV or such other stock exchange on which the securities of the Company may then be listed.
Item 5 Full Description of Material Change
On October 6, 2021, the Company completed a private placement of 18,000,000 Units at a price of $0.13 per Unit for gross proceeds of $2,340,000. Each Unit consisted of one common share of the Company and one Warrant. Each Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of $0.15 until the date February 7, 2022.
The net proceeds from the Offering will be used to fund the Company's continued exploration and development on its Neita Concession in the Dominican Republic, and for general working capital purposes. All securities issued under the Offering are subject to a four-month hold period, which will expire February 7, 2022. The Offering is subject to final acceptance of the TSX Venture Exchange.
Pursuant to the Offering, provided that Barview Management Inc. and Caney Holdings,
S. de R. L., beneficially own, directly or indirectly, in the aggregate, 10% or more of the issued and outstanding common shares (on a non-diluted basis) of the Company, Barview Management Inc. will have the right to designate one nominee for election to the board of directors of the Company, subject to such individual being acceptable to the Company, acting reasonably, and to the TSXV or such other stock exchange on which the securities of the Company may then be listed.
The Offering was approved by each of the directors of the Company entitled to vote. No special committee was established in connection with the transaction, and no materially contrary view or abstention was expressed or made by any director. The Company will send a copy of this material change report to any security holder of the Company upon request and without charge.
Item 6 Reliance on subsection 7.1(2) of National Instrument 51-102
Not applicable.
Item 7 Omitted Information
Not applicable.
Item 8 Executive Officer
Mr. Joseph Hamilton Chairman & CEO Unigold Inc. (416) 866-8157
Item 9 Date of Report
October 6, 2021.