EXHIBIT 99.1
FORM 51-102F3
MATERIAL CHANGE REPORT
Item 1. Name and Address of the Company
| | GOLD STANDARD VENTURES CORP. |
| | 610-815 West Hastings Street |
| | ("Gold Standard" or the "Issuer") |
Item 2. Dates of Material Changes
| | January 28, 2015 and February 3, 2015 |
Item 3. Press Releases
| | Press releases were disseminated through Marketwired news services on January 28, 2015 and February 3, 2015, respectively. |
Item 4. Summary of Material Change
January 28, 2015 - The Company has entered into an underwriting agreement with a syndicate of underwriters led by Macquarie Capital Markets Canada Ltd. and including H.C. Wainwright & Co., LLC to sell and distribute a total of 17,000,000 common shares of the Company at a price of US$0.47 per share to raise gross proceeds of US$7,990,000.
| | February 3, 2015 - The Company has closed its previously announced public offering of 19,032,000 common shares of the Company, including 2,032,000 common shares issued on partial exercise of the over-allotment option, at a price of US$0.47 per share for gross proceeds of US$8,945,040 (the “Offering”). The Offering was undertaken by a syndicate of underwriters led by Macquarie Capital Markets Canada Ltd. and including H.C. Wainwright & Co., LLC. |
Item 5. Full Description of Material Change
| | January 28, 2015 - See attached news release dated January 28, 2015. |
| | February 3, 2015 - See attached news release dated February 3, 2015. |
Item 6. Reliance on Subsection 7.1(2) or (3) of National Instrument 51-102
| | Nothing in this form is required to be maintained on a confidential basis. |
Item 7. Omitted Information
Item 8. Executive Officer
| | Richard Silas (Corporate Secretary) Ph. 604-669-5702 |
Item 9. Date of Report
| GOLD STANDARD VENTURES CORP. |
| |
| By: |
| |
| “Richard Silas” |
| |
| Corporate Secretary |
| (Official Capacity) |
| |
| Richard Silas |
(Please print here name of individual whose signature appears above.