This is the form of a material change report required under
section 85(1) of the Securities Act and section 151 of the Securities
FORM 53-901F (Previously Form 27)
NOTE: This form is intended as a guideline. A letter or other document may be used if the substantive requirements of this form are
NOTE: If this report is filed on a confidential basis, put at the beginning of the report in block capitals "CONFIDENTIAL - SECTION
85", and file in an envelope marked "Confidential - Attention: Supervisor, Financial Reporting:".
1. Reporting Issuer
The full name and address of the principal office in Canada of the reporting issuer is:
Atna Resources Ltd.
1550-409 Granville Street
Vancouver, B.C. V6C 1T2
2. Date of Material Change
The date of the material change is December 16, 2003.
3. Press Release:
The date and place of issuance of the press release(s) issued under section 85(1) of the Act is as follows:
Date of Issuance: December 16, 2003
Place of Issuance: Vancouver, British Columbia
4. Summary of Material Change
The Issuer has closed a private placement financing of $2,299,850.
5. Full Description of Material Change
The Issuer has closed a private placement financing of $2,299,850 (the
Offering). The Offering consisted of a private placement of
6,571,000 units (the Units) priced at $0.35 per Unit, with each Unit consisting of a common share (a Share) and one-half of one common share purchase warrant (a Warrant). One full Warrant entitles the holder to purchase one additional common share at a price of $0.45 per Warrant Share on or before December 16, 2004.
Pacific International Securities Inc. and members of its selling group
(collectively the "Agent") acted as agent for the financing.
The Agent received:
(i) A corporate finance fee comprised of:
- $15,000 plus GST ($16,500); and
- 30,000 Units
(ii) A commission comprised of:
- a payment of $98,735 in cash and $131,250 in the form of 375,000 Units (the Agents Units); and
- an option (the Agents Option) entitling the Agent to purchase that 657,100 units (the Agents Option Units). The Agents Option is exercisable at $0.425 per Agents Option Unit for a period of 12 months from the Closing. Each Agents Option Unit consists of one common share (an Agents Option Share) and one-half of one non-transferable common share purchase warrant of the Issuer (an Agents Option Warrant). Each Agents Option Warrant is exercisable into one common share of the Issuer (an Agents Option Warrant Share) at $0.45 per Agents Option Warrant Share for a period of 12 months from December 16, 2003.
Agents Option Units have the same terms and conditions as the Agents Units and the Units.
In accordance with securities legislation currently in effect, the Shares, the Agents Option Shares, the Warrants, and Agents Option Warrants, the Warrant Shares and the Agents Option Warrant Shares will be subject to a hold period of four months plus one day expiring on April 17, 2004.
The proceeds from the private placement will be used for exploration and development and general working capital. The proceeds from the exercise of the Warrants and Agents Option, if any, will provide general working capital.
6. Reliance on Section 85(2) of the Act
7. Omitted Information
No significant facts remain confidential and no information has been omitted in this report.
8. Senior Officers
The name and business telephone number of a senior officer of the Company who is knowledgeable about the material change and the report or an officer through whom the Commission may contact that senior officer is as follows:
Name: David H. Watkins, President, or Michael Williams, Vice-President
Bus. Tel: (604) 684-2285
9. Statement of Senior Officer
The foregoing accurately discloses the material change referred to herein.
Dated at Vancouver, British Columbia, this 17th day of December, 2003.
David H. Watkins