Exhibit 99.2
Form 51-102F3
Material Change Report
| Item 1 | Name and Address of Company |
Uranium Royalty Corp. (“URC” or the “Company”)
Suite 1830 – 1188 West Georgia Street
Vancouver, BC V6E 4A2
| Item 2 | Date of Material Change |
August 29, 2024.
On August 29, 2024, a news release in respect of the material change was disseminated through Canada Newswire and a copy thereof has been filed on SEDAR+.
| Item 4 | Summary of Material Change |
On August 29, 2024, the Company renewed its at-the-market equity program (“ATM Program”) that will allow the Company to issue up to US$39 million (or the equivalent in Canadian dollars) of common shares of the Company (the “ATM Shares”) from treasury to the public from time to time.
| Item 5 | Full Description of Material Change |
On August 29, 2024, the Company renewed its ATM Program that allows the Company to issue up to US$39 million (or the equivalent in Canadian dollars) of ATM Shares from treasury to the public from time to time.
Sales of ATM Shares through the ATM Program will be made pursuant to the terms of an equity distribution agreement dated August 29, 2024 (the “Distribution Agreement”) with a syndicate of agents led by BMO Nesbitt Burns Inc., and including BMO Capital Markets Corp., Canaccord Genuity, H.C. Wainwright & Co., LLC, National Bank Financial Inc., Paradigm Capital Inc. and TD Securities (collectively, the “Agents”).
The Company intends to use the net proceeds of any such sales under the ATM Program to finance the acquisition of additional royalties, streams, physical uranium and similar interests and for working capital.
Under the Distribution Agreement, sales of ATM Shares will be made by the Agents through “at-the-market distributions” as defined in National Instrument 44-102 – Shelf Distributions on the Toronto Stock Exchange, Nasdaq Capital Markets or any other trading market for the ATM Shares in Canada or the United States. The Company is not obligated to make any sales of ATM Shares under the Distribution Agreement. Unless earlier terminated by the Company or the Agents as permitted therein, the Distribution Agreement will terminate upon the earlier of (a) the date that the aggregate gross sales proceeds of the Offered Shares sold under the ATM Program reaches the aggregate amount of US$39 million (or the equivalent in Canadian dollars); or (b) August 20, 2025.
The ATM Program became effective upon the filing of a prospectus supplement dated August 29, 2024 to the Company’s short form base shelf prospectus dated July 20, 2023 and U.S. registration statement on Form F-10 dated June 8, 2023, as amended on July 20, 2023.
| Item 6 | Reliance on subsection 7.1(2) of National Instrument 51-102 |
Not applicable.
| Item 7 | Omitted Information |
None.
The following executive officer of the Company is knowledgeable about the material change and this report:
Josephine Man
Chief Financial Officer and Corporate Secretary
Phone: 604-396-8222
August 29, 2024.
