FinCanna Capital Corp (FNNZF)

[vikingzskillz]

Published 02/21/2018 FORM 51-102F3 MATERIAL CHANGE REPORT

https://www.otcmarkets.com/stock/FNNZF/disclosure

Item 1 Name and Address of Company
Astar Minerals Ltd.
#1910, 925 West Georgia Street
Vancouver, British Columbia
V6C 3L2
(the “Company”)
Item 2 Date of Material Change
January 4, 2017
Item 3 News Release
A news release was disseminated on January 4, 2017 through the facilities of
Marketwired Canada.
Item 4 Summary of Material Change
The Company announced that it has closed its previously announced private
placement (the “Private Placement”) and issued a total of 6,855,332 units of the
Company (each, a “Unit”) at a price of $0.15 per Unit for gross proceeds of
approximately $1,028,299. Each Unit consists of one common share (a “Share”)
and one-half of one common share purchase warrant (each whole warrant, a
“Warrant”). Each Warrant entitles the holder to purchase one additional Share (a
“Warrant Share”) of the Company at a price of $0.30 per Warrant Share for a
period of 36 months from the closing of the Private Placement.
Item 5 Full Description of Material Change
5.1 Full Description of Material Change
The Company announced that it has closed its previously announced Private
Placement and issued a total of 6,855,332 Units, at a price of $0.15 per Unit,
raising gross proceeds of approximately $1,028,299. All securities issued pursuant
to the Private Placement are subject to a statutory four month hold period.
In connection with the Private Placement, the Company paid aggregate cash
finders’ fees equal to approximately $74,800 and issued 498,667 finders’
warrants. The finders’ warrants have the same terms as the Warrants forming part
of the Units except that they are exercisable at a price of $0.20 per Warrant Share.
Certain insiders (the “Insiders”) of the Company subscribed for Units under the
Private Placement. The issuance of Units to insiders pursuant to the Private
- 2 -
Placement is considered to be a “related party transaction” under Multilateral
Instrument 61-101 - Protection of Minority Security Holders in Special
Transactions (“MI 61-101”). All of the independent directors of the Company,
acting in good faith, considered the transactions and have determined that the fair
market value of the securities being issued to the Insiders and the consideration
being paid is reasonable. The Company intends to rely on the exemptions from
the valuation and minority shareholder approval requirements of MI 61-101
contained in sections 5.5(b) and 5.7(1)(b) of MI 61-101.
5.2 Disclosure for Restructuring Transactions
Not applicable.
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
For further information, contact:
Stephen Stanley
President and Chief Executive Officer
Telephone: [phone]
Item 9 Date of Report
January 11, 2017