Item
1.01. Entry into a Material Definitive Agreement
Letter
Agreement – Mineral Claims
Pursuant
to the terms and conditions of a letter agreement dated December 31, 2018 between Sustainable Projects Group Inc. and John Leliever,
SPGX has sold all of its rights, title, and interest in 13 mineral claims in the Thunder Bay Mining Division Rickaby and Lapierre
Townships. As consideration for the sale of the mineral claims Mr. Leliever returned 1,052,631 shares in the common stock of SPGX.
The shares have been received by SPGX, and the shares have been cancelled and returned to treasury.
As
additional consideration for the sale of the mineral claims, the 3.0% net smelter return granted on the 13 minerals claims, as
owed by SPGX and granted in favor of Mr. Leliever, has been cancelled effective December 31, 2018.
See
Exhibit 10.15 - Letter Agreement for more details.
The
13 mineral claims were initially purchased by SPGX in March 2017. See Exhibit 10.2 - Property Purchase Agreement for more details.
Purchase
Agreement – Falcon Projects AG
Pursuant
to the terms and conditions of a purchase agreement dated December 26, 2018 between Sustainable Projects Group Inc. and Workplan
Holding AG, SPGX sold 10 shares in the capital of Falcon Projects AG (the “
Falcon Shares
”). Falcon Projects
AG is real estate company involved in the financing, buying, selling, holding, managing, and brokering of real estate worldwide,
with its primary focus on real estate in Switzerland. The Falcon Shares represented a 10% interest in Falcon Projects AG. As consideration
for the sale of the Falcon Shares, Workplan paid SPGX $11,000 as full payment for the Falcon Shares. See Exhibit 10.16 - Purchase
Agreement for more details.
Call
Option Agreement – Falcon Projects AG
As
a condition for the sale of the shares in the capital of Falcon Projects AG, Workplan Holding AG granted a call option to SPGX
on four shares of Falcon Projects AG pursuant to the terms and conditions of a call option agreement dated December 26, 2018 between
Sustainable Projects Group Inc. and Workplan Holding AG. At its own discretion, SPGX is entitled to acquire up to a maximum of
four shares in the capital of Falcon Projects AG at an exercise price of $1,100 per share. The call option may be exercised at
any time between March 1, 2019 and September 30, 2020, after which time the option will expire and be null and void. See Exhibit
10.17 – Call Option Agreement for more details.
Purchase
Agreement – SP Group (Europe) AG
Pursuant
to the terms and conditions of a purchase agreement dated December 26, 2018 between Sustainable Projects Group Inc. and SP Group
(Europe) AG, SPGX sold 750,000 shares in the capital of SP Group (Europe) AG (the “
SP Group Shares
”). As consideration
for the sale of the SP Group Shares, SP Group paid SPGX $15,000 as full payment for the SP Group Shares. See Exhibit 10.18 - Purchase
Agreement for more details.
Call
Option Agreement – SP Group (Europe) AG
As
a condition for the sale of the shares in the capital of SP Group (Europe) AG, SP Group (Europe) AG granted a call option to SPGX
on 250,000 shares of SP Group (Europe) AG pursuant to the terms and conditions of a call option agreement dated December 26, 2018
between Sustainable Projects Group Inc. and SP Group (Europe) AG. At its own discretion, SPGX is entitled to acquire up to a maximum
of 250,000 shares in the capital of SP Group (Europe) AG at an exercise price of $0.02 per share. The call option may be exercised
at any time between March 1, 2019 and September 30, 2020, after which time the option will expire and be null and void. See Exhibit
10.19 – Call Option Agreement for more details.