FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1 Name and Address of Company
Merus Labs International Inc. (the “Company” or “Merus”)
100 Wellington Street West
Suite 2110, PO Box 151
Toronto, Ontario, M5K 1H1
Item 2 Date of Material Change
August 14, 2014
Item 3 News Release
A news release was issued by the Company on August 14, 2014 and distributed through Marketwired and filed on SEDAR.
Item 4 Summary of Material Change
Further to its news release dated July 4, 2014, the Company has completed its previously announced financing acquisition transaction (the “Acquisition”) with Dacha Strategic Metals Inc. (“Dacha”) on August 14, 2014. The Company issued 4,246,544 common shares to Dacha in exchange for all of the issued and outstanding shares of a newly incorporated subsidiary (“Newco”) incorporated by Dacha for the completion of the transaction. Newco held $6,975,001 in cash and had no other assets or liabilities upon completion of the Acquisition.
Item 5 Full Description of Material Change
5.1 Full Description of Material Change
Further to its news release dated July 4, 2014, the Company completed the financing acquisition transaction with Dacha on August 14, 2014. The Company issued 4,246,544 common shares to Dacha in exchange for all of the issued and outstanding shares of Newco for the completion of the transaction. Newco held $6,975,001 in cash and had no other assets or liabilities upon completion of the Acquisition.
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
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Item 8 Executive Officer
Andrew Patient
Chief Financial Officer
Telephone: (416) 593-3725
Item 9 Date of Report
August 28, 2014