Terra Tech Corp., a California-based, vertically integrated cannabis company, announced Monday that it has signed a nonbinding letter of intent to merge with Toronto-based Golden Leaf Holdings.
If the deal is consummated, Golden Leaf shareholders would receive 0.1203 common shares of Terra Tech for each common share of Golden Leaf held, valuing the deal at roughly $125 million, according to a joint news release.
Under the terms of the letter of intent, Golden Leaf would merge with an unnamed, wholly owned subsidiary of Terra Tech to create a new wholly owned subsidiary.
The new entity would control 41 cultivation, processing, distribution and retail licenses in California, Nevada and Oregon.
Terra Tech also would gain access to the Canadian market through the deal.
Here are more details from the letter of intent:
- Completion of the transaction is subject to a number of conditions, including due diligence, a definitive agreement and various regulatory and corporate board and shareholder approvals.
- Terra Tech CEO Derek Peterson would serve as CEO of the merged entity, while Golden Leaf CEO William Simpson would become president of the combined company.
- Golden Leaf trades on the Canadian Securities Exchange (CSE) under the ticker symbol GLH and on the over-the-counter venture market as GLDFF.
- Terra Tech, which trades on the U.S. over-the-counter markets as TRTC, would list its shares on the CSE.
Peterson and Simpson talked earlier this year about the need to build their companies amid the heightened pace of consolidation in the cannabis industry.
Terra Tech operates through multiple subsidiaries, including Blum, IVXX, Edible Garden and MediFarm in California and Nevada.
Golden Leaf is known for its Chalice Farms dispensaries in Oregon.