Form 51-102F3
Material Change Report
Item 1. Name and Address of Company
CIBT Education Group Inc. (the "Company" )
Suite 1200, 777 West Broadway
Vancouver, BC, V5Z 4J7
Item 2. Date of Material Change
March 15, 2010
Item 3. News Release
A news release dated March 15, 2010 was disseminated to various media outlets and other
publications.
Item 4. Summary of Material Change
The Company reports that it has completed the acquisition of the assets (other than real estate
holdings) of the education business operated by KGIC Education Group Inc. ( “KGIC” ).
Item 5.1 Full Description of Material Change
The Company has completed the acquisition of KGIC. The Company has acquired substantially all
of the assets of KGIC for a total of $9 million payable as follows: $5 million in cash, subject to a
working capital adjustment, and an additional $4 million which will be paid by way of an earn-out
subject to KGIC achieving certain revenue and EBITDA milestones over the next three
years. KGIC’s existing management team will continue to operate KGIC under an executive
management contract.
Item 5.2 Disclosure for Restructuring Transactions
Not applicable.
Item 6. Reliance on subsection 7.1(2) of National Instrument 51-102
If this Report is being filed on a confidential basis in reliance on subsection 7.1(2) of National
Instrument 51-102, state the reasons for such reliance.
Not applicable.
Item 7. Omitted Information
Not applicable.
Item 8. Executive Officer
Toby Chu, chief executive officer
Telephone: 604 871 9909 ext. 308
Item 9. Date of Report
March 16, 2010.