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Toronto Cleantech Capital Inc. and Turkey Hill Sugarbush Ltd. Announce Proposed Qualifying Transaction

Toronto, Ontario--(Newsfile Corp. - May 8, 2023) - Toronto Cleantech Capital Inc. (TSXV: YAY) (" ...

articleThs Maple Holdings LtdMay 8, 20233/company/ths-maple-holdings-ltd/news/toronto-cleantech-capital-inc-and-turkey-hill-sugarbush-ltd-announce-proposed-qualifying-transaction
Toronto Cleantech Capital Inc. and Turkey Hill Sugarbush Ltd. Announce Proposed Qualifying Transaction

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[{"type":"text","content":"Toronto Cleantech Capital Inc. and Turkey Hill Sugarbush Ltd. Announce Proposed Qualifying TransactionToronto, Ontario--(Newsfile Corp. - May 8, 2023) - Toronto Cleantech Capital Inc. (TSXV: YAY) (\"TCC\" or the \"Corporation\") and Turkey Hill Sugarbush Ltd. (\"THS\"), are pleased to announce that they have entered into a non-binding letter of intent (the \"LOI\") dated May 8, 2023 with respect to a proposed reverse takeover whereby TCC will acquire all of the issued and outstanding shares of a newly incorporated corporation (\"NewCo.\"), following the acquisition by NewCo. of all of the business and assets of THS in consideration for the issuance of common shares of the Corporation (the \"Transaction\").TCC intends that the Transaction will constitute its Qualifying Transaction, as such term is defined in the Policy 2.4 - Capital Pool Companies (the \"CPC Policy\") of the TSX Venture Exchange (the \"TSXV\"). The deemed price of the Qualifying Transaction is $3,500,000. The Corporation, upon completion of the Transaction, expects to change its name to \"Turkey Hill Sugarbush Inc.\" or such other name as may be approved by THS (the \"Name Change\"), such entity to be referred to herein as the \"Resulting Issuer\". The Transaction does not constitute a Non-Arm's Length Qualifying Transaction, as such term is described in the CPC Policy of the TSXV.The Resulting Issuer will carry on its operation as a leader in the Maple Syrup Industry. It will remain focused on innovation and professional packaging while providing products ranging from Maple Cream Cookies to Maple Chocolates and Fudge to Maple Candies, Teas and Coffee. As one of Canada's leading Maple Syrup exporters, Turkey Hill Sugarbush Inc. will continue to ship products across Canada, throughout the United States and around the world.The price paid for the THS assets by NewCo shall be satisfied by such number of shares of NewCo equal to the balance of the purchase price owed to THS divided by the final purchase price of a Subscription Receipt (as described below) under the Offering (as described below).About the TargetStarting as a family owned maple syrup farm in Knowlton, Quebec, Turkey Hill Sugarbush Ltd. was incorporated in 1976, to package and sell maple products. Forty-four years later, the company continues to grow; having moved from a 1,200 sq ft building to a 50,000...

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