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Urbanimmersive Inc. Share Issue/Capital Change 2021

Oct 6, 2021

46821_rns_2021-10-05_82893462-9295-4298-83a1-eecfcfa7afb2.pdf

Share Issue/Capital Change

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FORM 51-102F3

MATERIAL CHANGE REPORT

1. Name and Address of Company

Urbanimmersive Inc. (the “ Company ”) Suite 203, 3899, Autoroute des Laurentides Laval, Quebec H7L 3H7

2. Date of Material Change

September 28, 2021

3. News Release

The news release describing the material change was disseminated on September 23, 2021 through Globe Newswire and filed on SEDAR.

4. Summary of Material Change

On September 23, 2021, the Company announced its intention to consolidate all of its issued and outstanding common shares on the basis of one new common share for every 5 existing common shares.

5. Full Description of Material Change

The Company announced its intention to consolidate all of its issued and outstanding common shares on the basis of one new common share for every 5 existing common shares. The consolidation was previously approved by the Company's shareholders at the annual and special meeting held on March 30, 2021.

The intended consolidation would result in the number of issued and outstanding common shares being reduced from 152,378,455 existing shares to approximately 30,475,691 new shares. The exercise or conversion price of warrants and options, and the number of common shares issuable under, will also be proportionately adjusted upon the completion of the consolidation. No fractional shares will be issued as a result of the consolidation. All fractions of new shares will be rounded down to the next lowest whole number. No cash consideration will be paid in respect of fractional shares.

This consolidation should provide a larger access to Canadian and US trading platforms as well a larger access to investors, brokers, and financial media outlets which should increase Company’s visibility and awareness.

The consolidation is subject to the receipt of all required regulatory approvals, including the approval of the TSX Venture Exchange. The Company will be obtaining a new set of CUSIP and ISIN numbers for the consolidation. The effective date for the consolidation and the new CUSIP and ISIN numbers will be September 28, 2021. The Company anticipates that its current name and trading symbol will remain unchanged.

6.

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

Not applicable.

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7. Omitted Information

No information has been omitted in respect of this material change.

8. Executive Officer

The following executive officer of the Company is knowledgeable about the material change disclosed in this report and may be contacted as follows:

Simon Bédard Telephone: (514) 394-7820

9. Date of Report

October 5, 2021