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Ynvisible Interactive Inc. — Capital/Financing Update 2025
Apr 10, 2025
43745_rns_2025-04-10_60ed659b-e099-4b95-8b4d-8eedcf978b1d.pdf
Capital/Financing Update
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FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 Name and Address of Company
Ynvisible Interactive Inc. (the “Company”)
Suite 830, 1100 Melville Street
Vancouver, BC, Canada
V6E 4A6
Item 2 Date of Material Change
March 21, 2025
Item 3 News Release
The Company disseminated a news release announcing the material change described herein through the news dissemination services of Newsfile on March 21, 2025, and a copy was subsequently filed on SEDAR.
Item 4 Summary of Material Change
The Company announced that it that it has now closed its non-brokered private placement financing of common shares (the “Private Placement”) originally announced in its new release of February 21, 2025..
Item 5 Full Description of Material Change
5.1 Full Description of Material Change
The Company received subscriptions for 4,563,765 common shares of the Company (the “Shares”, and each, a “Share”) at a price of $0.12 per Share, raising aggregate gross proceeds of $547,651.80.
Proceeds from the Private Placement will be used as working capital and for general corporate purposes. All Shares issued by Ynvisible pursuant to the Private Placement are subject to a statutory hold period expiring July 22, 2025, being four months and one day from the date of closing of the Private Placement in accordance with applicable Canadian securities laws.
In connection with the closing of the Private Placement, the Company paid finders’ fees in the aggregate amount of $17,896.32 to certain brokers in accordance with applicable securities laws.
The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities laws or pursuant to available exemptions therefrom. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States.
5.2 Disclosure for Restructuring Transactions
Not applicable.
Item 6 Reliance on Subsection 7.1(2) of National Instrument 51-102
The report is not being filed on a confidential basis.
Item 7 Omitted Information
There are no significant facts required to be disclosed herein which have been omitted.
Item 8 Executive Officer
The name and business number of the executive officer of the Company who is knowledgeable of the material change and this report is:
Ramin Heydarpour
Executive Chairman and Interim Chief Executive Officer
Telephone: 310-801-6662
Item 9 Date of Report
March 21, 2025