RTO & Stock Exchange Listing
Building a Public Market Platform
Leeward Capital Corp. and Burton Growers Ltd. are proceeding with a Reverse Takeover Transaction designed to combine their businesses and establish a publicly traded cannabis market-access company.
The Proposed Transaction
Combining Market Access With Licensed Operations
Leeward Capital Corp. has agreed to acquire upto 100% of the outstanding shares of Burton Growers Ltd. through a proposed Reverse Takeover Transaction.
The combination brings together Leeward's public-company platform and market-access strategy with Burton Growers' licensed cultivation, processing, distribution and export capabilities.
The Transaction is intended to provide the combined company with additional capital to support its business strategy and complete the RTO.
Leeward Capital Corp. has agreed to acquire 100% of the out anding shares of Burton Growers Ltd. through a proposed Reverse Takeover Transaction.
The combination brings together Leeward's public-company platform and market-access strategy with Burton Growers' licensed cultivation, processing, export, distribution, and cultivation capabilities.
The transaction is intended to provide the combined company with additional capital to support its business strategy and complete the RTO.
Coincident with the completion of the RTO Leeward intends to complete a financing of up to $1 million.
Key Transaction Terms
100%
Burton Growers Shares to be Acquired
$0.05
Deemed Price per Leeward Share
$0.10
Deemed Value per Burton Share
2 : 1
Leeward Shares per Burton Share
$500K – $1M
Target Concurrent Private Placement
Public Market Strategy
Positioned for International Market Visibility
Following completion of the proposed transaction and required approvals, Leeward intends to pursue public-market access across Canada, Europe and the United States.
CSE
Canadian Securities Exchange
The proposed RTO is intended to establish Leeward's Canadian public-market presence.
Frankfurt
European Market Access
A proposed Frankfurt listing is intended to provide additional visibility and access to European investors.
OTC
United States
A proposed OTC presence would extend Leeward's public-market reach into the United States.
Proposed listings remain subject to applicable approvals, requirements and completion of the transaction.
CSE
OTC
Frankfurt
Transaction Structure
POST RTO FORECAST SHARES OUTSTANDING AFTER TEN FOR ONE ROLLBACK
The proposed transaction establishes a defined share structure for combining Leeward Capital Corp. and Burton Growers Ltd.
Common Shares
Financing $1,000,000
Max Priv Placement
Post 10 for 1 Rollback
Leeward Common Shares Currently Outstanding
20,560,000
26,404,562
Post Transaction and Financing
Current Leeward Common Shareholders
264,045,623
6.92%
26,404,562
Burton Shareholders
2,553,398,607
66.89%
255,339,861
Private Placement
1,000,000,000
26.2%
100,000,000
TOTAL
3,817,444,230
381,744,423
Under the proposed transaction, each Burton Growers share is exchanged for two Leeward shares, based on the deemed transaction values outlined in the agreement.
The proposed RTO is designed to combine Burton Growers' licensed operating platform with Leeward's public-market strategy and provide additional capital for the combined business.
The transaction, financing and proposed exchange listings remain subject to applicable conditions, approvals and other requirements.