Universal Digital Inc. — Share Issue/Capital Change 2025

Jan 17, 2025

FORM 51-102F3
MATERIAL CHANGE REPORT

ITEM 1. NAME AND ADDRESS OF COMPANY
Minas Metals Ltd. (the "Company")
918-1030 West Georgia Street
Vancouver, BC V6E 2Y3

ITEM 2. DATE OF MATERIAL CHANGE
January 10, 2025

ITEM 3. NEWS RELEASE
Issued on January 10, 2025 and distributed through the facilities of Stockwatch Canada.

ITEM 4. SUMMARY OF MATERIAL CHANGE
The Company closed its previously announced non-brokered private placement of 12,000,000 common shares (each a "Share") at $0.05 per Share for total gross proceeds of $600,000 (the "Offering").

ITEM 5.1 FULL DESCRIPTION OF MATERIAL CHANGE
The Company closed its previously announced non-brokered private placement of 12,000,000 Shares at $0.05 per Share for total gross proceeds of $600,000.

The Offering remains subject to final acceptance from the Canadian Securities Exchange. All securities issued in connection with the Offering will be subject to a statutory hold period expiring four months plus one day from the Closing.

The Company intends to use the net proceeds of the Offering for general working capital purposes.

The securities being offered have not been and will not be registered under the U.S. Securities Act and may not be offered or sold in the United States, or to, or for the account or benefit of, U.S. persons or persons in the United States, absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

ITEM 5.2 DISCLOSURE FOR RESTRUCTING TRANSACTION
Not applicable.

ITEM 6. RELIANCE ON SUBSECTION 7.1(2) OF NATIONAL INSTRUMENT 51-102
Not applicable.

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ITEM 7. OMITTED INFORMATION

Not applicable.

ITEM 8. EXECUTIVE OFFICER

Contact: Jon Bey
Telephone: 604-375-4488
Email: jbey@minasmetals.ca

ITEM 9. DATE OF REPORT

January 15, 2025