CANHaul International Corp. entered into a non-binding letter of intent to acquire Lateral Gold Corp. (TSXV:LTG) in a reverse merger transaction on April 29, 2016. CANHaul International Corp. entered into an amalgamation agreement to acquire Lateral Gold Corp. (TSXV:LTG) in a reverse merger transaction on June 13, 2016. Under the terms of the transaction, Lateral will issue one post-consolidation Lateral share for each common share of CANHaul issued and outstanding, grant Lateral shares to the current holders of restricted share units of CANHaul in accordance with the terms of CANHaul’s RSU Plan, grant stock options of Lateral to the current holders of stock options of CANHaul, take all necessary action to ensure that the share purchase warrants of CANHaul are exercisable into Lateral shares; covert the convertible debt of CANHaulinto Lateral shares, issue to the shareholders of CANHaul immediately, on a pro rata basis, a further 0.95 million Lateral shares if CANHaul succeeds in meeting certain performance milestones prior to closing and issue, upon closing, an aggregate of 1.8 million convertible securities to certain current officers and employees of CANHaul. Lateral will issue 1.8 million convertible securities in a manner such that 0.75 million convertible securities will be issued if the resulting entity achieves a minimum of $20 million in cumulative revenue after Closing, 0.75 million convertible securities will be issued if the resulting entity achieves a minimum of $50 million in cumulative revenue after closing and 0.3 million convertible securities will be issued if the resulting entity achieves a minimum of $25 million in revenue in any one fiscal year for fiscal years beginning on or after July 1, 2017. Upon successful completion, Lateral will cease all operations as a mineral exploration company, and will begin operating in the location-based connectivity and visibility space. Immediately prior to closing, Lateral will consolidate its shares on the basis of one post-consolidation Lateral share for every four pre-consolidation Lateral shares. All of the directors and officers of Lateral and each Lateral shareholder holding greater than 10% of the Lateral shares have entered into lateral support agreements with CANHaul in favor of the transaction. Immediately following completion of the transaction and the concurrent financing, current holders of Lateral Shares are expected to own approximately 2.5 million representing 11% of post-consolidation Lateral shares and former CANHaul shareholders are expected to own approximately 15.2 million post-consolidation lateral shares, representing approximately 66%. Upon closing, Lateral will change its name to Trakopolis IoT Corp. If either party terminates the letter of intent, the terminating party must pay a termination fee of $0.25 million. If CANHaul terminates the letter of intent to accept another transaction proposal, CANHaul will be required to repurchase the preferred shares issued pursuant to the bridge financing. Upon closing, Lateral’s management and Directors will be replaced with nominees of CANHaul. The Board of Directors and management of the resulting entity will be comprised of Paul Cataford as Chairman, Brent Moore as Chief Executive Officer, President and Director, Cameron Olson, Frank Turner, Anthony Dutton and Gilbert Sonnenberg as Directors, Richard Clarke as Chief Financial Officer, Laine Hotte as Chief Technology Officer and Ted Duffield as Chief Revenue Officer. The deal is subject to successfully negotiating and entering into a definitive business combination agreement on or before May 30, 2016, completion of a concurrent financing to raise gross proceeds of $5 million, customary due diligence, disinterested shareholder approval, approval of Board of Directors and shareholders of Lateral and CANHaul and third party approvals, execution of satisfactory employment or consulting agreements with the principals of CANHaul and approval of the Exchange. The amalgamation agreement is also conditional upon listing on the TSXV of the Lateral Shares to be issued to the former CANHaul shareholders, CANHaul debt restructuring shall have been completed and all of the directors and officers of Lateral shall have resigned, the offering of subscription receipts by Lateral for gross proceeds of CAD 5 million shall and have been completed on or before September 30, 2016. The Boards of Directors of both Lateral Gold and CANHaul have unanimously recommends the shareholder for the merger on August 31, 2016. The annual general and special meeting of shareholders of both CANHaul and Lateral Gold will be held on October 11, 2016. The transaction is expected to complete by October 12, 2016. Lateral has engaged Canaccord Genuity Corp. and Echelon Wealth Partners Inc. to act as co-lead agents to assist with the Concurrent financing. Computershare Trust Company Of Canada acted as registrar and Virgil Hlus of Clark Wilson LLP acted as legal advisor for Lateral. Also, Will Van Horne of McMillan LLP acted as legal advisor for CANHaul. CANHaul International Corp. completed the acquisition of Lateral Gold Corp. (TSXV:LTG) in a reverse merger transaction on October 28, 2016. Trakopolis is expected to resume trading on the TSXV on November 1, 2016.