EX-99.3 4 materialchange110906pp.htm MATERIAL CHANGE REPORT Form 51-102F3

Form 51-102F3

Material Change Report


1.

Name and Address of Company


Titan Trading Analytics Inc.

2nd Floor East, 9735 42nd Avenue

Edmonton, Alberta, T6E 5P8


2.

Date of Material Change


November 9, 2006


3.

News Release


November 9, 2006 via CCNMatthews


4.

Summary of Material Change


Titan Trading Analytics Inc. (“Titan”) announced that it intends to proceed with a non-brokered private placement offering of up to 5,000,000 units (“Units”) at a subscription price of $0.35 Canadian ($0.31 US) per Unit for gross proceeds of up to $1,750,000 (US$1,550,000).  


5.

Full Description of Material Change


Titan announced that it intends to proceed with a non-brokered private placement offering of up to 5,000,000 units (“Units”) at a subscription price of $0.35 Canadian ($0.31 US) per Unit for gross proceeds of up to $1,750,000 (US$1,550,000). Each Unit will consist of one (1) common share in the capital of Titan and one-half (½) of one common share purchase warrant (a “Warrant”). Each whole Warrant will entitle the holder to purchase one common share for a price of $0.50 Canadian ($0.45 US) for a period of twenty four (24) months from closing.


The private placement will be conducted in reliance upon certain prospectus and registration exemptions. The net proceeds from the placement will be used to enhance marketing and training programs, software development and for working capital. The Corporation may pay, in accordance with all regulatory requirements, finder’s fees to agents for obtaining subscriptions for Units pursuant to TSX Venture Exchange Policy, and the Units will be subject to a four month hold period.  

Completion of the offering is subject to all required regulatory approvals, including the acceptance of the TSX Venture Exchange.


6.

Reliance of subsection 7.1(2) or (3) of National Instrument 51-102


N/A




7.

Omitted Information


N/A


8.

Executive Officer


Ken W. Powell, President & CEO

Telephone:  780-438-1239


9.

Date of Report


November 9, 2006