FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1. | Name and Address of Company |
WEALTH MINERALS LTD.
Suite 1901, 1177 West Hastings Street
Vancouver, B.C.
V6E 2K3
Item 2. | Date of Material Change |
June 22, 2006
Item 3. | News Release |
The date of the press release issued pursuant to section 7.1 of National Instrument 51-102 with respect to the material change disclosed in this report is June 20, 2006. The press release was issued in Vancouver, British Columbia through the facilities of the TSX Venture Exchange via CCN Matthews, Canada Stockwatch and Market News Publishing.
Item 4. | Summary of Material Change |
The Issuer has arranged a $822,500 non-brokered private placement of up to 470,000 units at a price of $1.75 per Unit. Each unit consists of one common share and one-half of a transferable common share purchase warrant. Each full warrant is exercisable for 18 months from closing at an exercise price of $2.25.
Item 5. | Full Description of Material Change |
The Issuer has arranged a non-brokered private placement, of up to 470,000 units (the “Units”) at a price of $1.75 per Unit, for gross proceeds of up to $822,500 (the “Offering”). Each Unit will consist of one common share of the the Issuer (“Share”) and one-half of a transferable common share purchase warrant. Each full warrant (the “Warrant”) will be exercisable to acquire one additional Share for a period of 18 months from closing at an exercise price of $2.25. Finder’s fees may be payable in respect of those subscribers introduced to the Issuer.
All securities issued in the Offering will have a hold period in Canada of four months from the closing of the Offering.
The net proceeds from the Offering are intended to be used to fund exploration programs on the Company’s uranium exploration projects in Argentina, ongoing mineral property investigations and potential acquisitions, and for general working capital.
The Offering is subject to acceptance for filing by the TSX Venture Exchange of the Offering on behalf of the Company and receipt of any required regulatory approvals.
This material change report does not constitute an offer to sell, or a solicitation of an offer to sell, any of the foregoing securities in the United States. None of the foregoing securities have been and, nor will they 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 or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Item 6. | Reliance on subsection 7.1(2) or (3) of National Instrument 51-102 |
Not applicable
Item 7. | Omitted Information |
No information has been omitted on the basis that it is confidential.
Item 8. | Senior Officer |
The following senior officer of the Issuer is knowledgeable about the material change disclosed in this report.
Jerry Pogue, Acting President
Business Telephone No.: (604) 331-0096
Item 9. | Date of Report |
July 4, 2006
