/NOT FOR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS
RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW./
LONDON,
ON, Nov. 22, 2024 /CNW/ - Odd Burger
Corporation ("Odd Burger" or the
"Company") (TSXV: ODD) (OTCPK: ODDAF) (FSE: IA9) is
pleased to announce the grand opening of its new Vancouver restaurant and Food Truck.
The Vancouver restaurant is
located at 2821 Main Street and the grand opening event will take
place on Saturday, November
23rd, 2024, from 12pm to
6pm. The event will include $1 soft serve, a donation to local charity
partners, a tote bag for the first 30 guests in line and a ribbon
cutting ceremony at 12pm.
"We could not be more excited to finally bring Odd Burger to
Vancouver," says James McInnes, CEO and Co-Founder of Odd
Burger. "We see tremendous potential in the B.C. market, and
we believe that our expansion strategy will be instrumental to the
future growth of Odd Burger."
Odd Burger will also open its first food truck in British Columbia on November 23rd, 2024, and will soon be
attending local festivals and events across the province. The
food truck is expected to provide additional exposure for the Odd
Burger brand as it seeks to establish itself in Western Canada. The food truck is currently
taking reservations for corporate events, weddings, festivals and
other private functions. Food truck inquiries can be sent to
yvrfoodtruck@oddburger.com.
Private Placement
The Company is pleased to announce that its convertible
debenture announced on September
20th, 2024, has been terminated and that the
company instead intends to complete a non-brokered private
placement (the "Offering") of up to 4,000,000 units of the
Company (the "Units") at a price of $0.25 per Unit for aggregate gross proceeds of up
to $1,000,000.
Each unit will consist of one common share in the capital of the
Company (a "Common Share") and one Common Share
purchase warrant (a "Warrant"). Each Warrant will entitle
the holder thereof to purchase one Common Share at a price
of $0.30 per Common Share (the
"Warrant Exercise Price") at any
time up to 4:00 p.m. (Toronto time) on or before the earlier of the
date that is two years following the closing date of the
Offering.
The completion of the Offering will be subject to acceptance of
the Offering by the TSX Venture Exchange. Closing of the Offering
is expected to occur on or about December 23rd,
2024, subject to satisfaction of all closing conditions. The Units,
including all underlying securities thereof, will have a hold
period of four months and one day from the date of issue. The
net proceeds of the Offering will be used by the Company for
expanding its franchise operations in Canada and in the US, upgrading its
manufacturing facilities, advancing the Company's restaurant
automation technology and for general working capital purposes.
A finder's fee of up to 8% of the gross proceeds of the Offering
may be paid in cash. In addition, the Company may issue finders'
warrants equal to up to 8% of the number of Units issued in
connection with the Offering. Each finder's warrant will
entitle the holder to purchase one Common Share at a price of
$0.30 for a period of two years from
issuance.
Certain insiders of the Company may participate in the Offering.
Such participation is considered a related party transaction within
the meaning of Multilateral Instrument 61-101 – Protection
of Minority Security Holders in Special
Transactions ("MI 61-101"). The related party
transaction will be exempt from minority approval and valuation
requirements pursuant to the exemptions contained in Section 5.5(a)
and 5.7(1)(a) of MI 61-101, as neither the fair market value of the
securities to be issued under the Offering nor the consideration to
be paid by insiders will exceed 25% of the Company's market
capitalization.
About Odd Burger Corporation
Odd Burger Corporation is a technology company that is
transforming the fast-food industry. The Company operates a
franchised restaurant chain that is focused on improving the
sustainability and efficiency of fast food. Its restaurants
utilize state-of-the-art automated cooking technology to deliver a
consistent food experience at prices comparable to other fast- food
chains. Odd Burger also operates its own manufacturing
facility that produces most of the plant-based proteins and
dairy-free sauces served at its restaurant chain. The
manufacturing facility also produces a consumer-packaged goods line
that is currently available at various grocery retailers across
Canada.
Odd Burger is building the restaurant of the future by
continuing its development of automated restaurant technology,
deepening its vertically integrated supply chain and continuing to
focus on sustainable and delicious food that can be enjoyed at its
restaurants or prepared at home through its retail line. Odd Burger
Corporation is traded on the TSX Venture Exchange under the symbol
"ODD" and on the OTCPK under the symbol "ODDAF". For more
information visit https://www.oddburger.com.
Forward-Looking Information
This news release contains forward-looking information for the
purpose of providing information about management's current
expectations and plans relating to the future. Readers are
cautioned that reliance on such information may not be appropriate
for other purposes. Any such forward-looking information may be
identified by words such as "proposed", "expects", "intends",
"may", "will", and similar expressions. Forward looking information
contained or referred to in this news release includes statements
relating to future restaurant openings, potential franchisees,
demand for our products and other similar statements.
Forward-looking information is based on several factors and
assumptions which have been used to develop such information, but
which may prove to be incorrect including, but not limited to
material assumptions with respect to the continued strong demand
for the Company's products, the availability of sufficient
financing on reasonable terms to fund the Company's capital
requirements and the ability to obtain necessary equipment,
production inputs and labour. Although the Company believes that
the expectations reflected in such forward-looking information are
reasonable, undue reliance should not be placed on forward looking
information because the Company can give no assurance that such
expectations will prove to be correct. Risks and uncertainties that
could cause actual results, performance or achievements of the
Company to differ materially from those expressed or implied in
such forward-looking information include, among others, negative
cash flow and future financing requirements to sustain and grow
operations, limited history of operations and revenues and no
history of earnings or dividends, expansion of facilities,
competition, availability of raw materials, dependence on senior
management and key personnel, general business risk and liability,
regulation of the food industry, change in laws, regulations and
guidelines, compliance with laws, unfavourable publicity or
consumer perception, product liability and product recalls, risks
related to intellectual property, difficulties with forecasts,
management of growth and litigation, as well as the impact of,
uncertainties and risks associated with the ongoing COVID-19
pandemic, many of which are beyond the control of the Company. For
a more comprehensive discussion of the risks faced by the Company,
please refer to the Company's Annual Information Form filed with
Canadian securities regulatory authorities at www.sedar.com. The
forward-looking information in this news release reflects the
current expectations, assumptions and/or beliefs of the Company
based on information currently available. Any forward-looking
information speaks only as of the date on which it is made and,
except as may be required by applicable securities laws, the
Company disclaims any intent or obligation to update any
forward-looking information, whether as a result of new
information, future events or results or otherwise. The
forward-looking information contained in this news release is
expressly qualified by this cautionary statement.
Non-GAAP Measures
This news release may refer to certain non-GAAP measures. These
measures are not recognized measures under IFRS, do not have a
standardized meaning prescribed by IFRS, and are therefore unlikely
to be comparable to similar measures presented by other companies.
Rather, these measures are provided as additional information to
complement those IFRS measures by providing further understanding
of our results of operations from management's perspective.
Accordingly, these measures should not be considered in isolation
nor as a substitute for analysis of our financial information
reported under IFRS. The TSX Venture Exchange has neither approved
nor disapproved the contents of this news release. Neither the TSX
Venture Exchange nor its Regulation Services Provider (as that term
is defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this news
release
SOURCE Odd Burger Corporation