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Friday, 02/23/2018 8:27:08 AM

Friday, February 23, 2018 8:27:08 AM

Post# of 54410
Updates: tiny OS (just above 100M) & Up-listing (Can. Stock Ex. & OTCQB with Blue-sky*)

Gunpowder Capital Corp. Provides Update on Franchise Holdings International, Inc.
https://www.newsfilecorp.com/release/32979/Gunpowder-Capital-Corp.-Provides-Update-on-Franchise-Holdings-International-Inc
Toronto, Ontario--(Newsfile Corp. - February 22, 2018) - Gunpowder Capital Corp., (CSE: GPC), (CSE: GPC.PR.A), (OTCQB: GNPWF) (FSE: YS6N), ("Gunpowder" or the "Corporation") announced today that its client Franchise Holdings International Inc. (OTC Pink: FNHI) ("FHI") can resume the process of qualifying to become a reporting issuer in Canada.
In January of 2017, the Board of Directors of FHI concluded that the audit reports related to FHI's Form 10-K for fiscal 2015 and subsequently the quarterly reports, on Form 10-Q, for the periods ending March 31, 2016, June 30, 2016 and September 30, 2016 and the registration statement on Form S-1/A filed on September 23, 2016 (collectively, the "Filings") could no longer be relied upon. The Board of Directors of FHI discussed this matter with FHI's newly appointed independent auditor, who concurred with this determination. FHI has completed adjusting the applicable financial statements and has completed the amended Filings. Furthermore, FHI has also completed filing its Form's 10-Q, for the periods ending March 31, 2017, June 30, 2017 and September 30, 2017 and with these filing's, FHI is now currently up-to-date in its required regulatory filings and is once again in "good standing" on the OTC Markets.
With the completed filing's FHI, with GPC's assistance, is now in a position where it can immediately resume the process of qualifying in becoming a reporting issuer in Canada which is required in order for FHI to have the ability to apply in having its common shares listed onto the Canadian Securities Exchange (the "CSE"). The Ontario Securities Commission ("OSC") has been designated as the principal regulator of FHI, and FHI is currently working on amending its preliminary non-offering prospectus so that it can be reviewed by the OSC. Both GPC and FHI expect that FHI will be in a position to submit preliminary non-offering prospectus to the OSC within the next ten to fifteen business days.
Mr. Paul Haber Stated: "We are very pleased that FHI is back in 'good standing' and that it's now in a position where collectively we can continue and finalize the reporting issuer approval process which we had to put on pause back in May of 2017. Despite the set-back we at GPC are still very confident in both FHI's business plan and its business model."

Excellent Share Structure:
Authorized Shares 300,000,000 a/o 02/21/2018
Outstanding Shares 119,127,240 a/o 02/21/2018
http://www.otcmarkets.com/stock/FNHI/profile

Franchise Holdings International, Inc.'s CEO, Steven Rossi, Retires 100,000,000 Common Shares; Reduces the issued and outstanding shares of common stock by approximately 45%

TORONTO, ON -- (Marketwired) -- 09/22/17 -- Steven Rossi, CEO of Franchise Holdings International, Inc., the parent company of Truxmart LTD Inc., (OTC PINK: FNHI), an innovative manufacturer of high quality, functional, and aggressively priced tonneau covers for the light truck market, has retired 100,000,000 FNHI common shares, reducing the issued and outstanding shares by approximately 45 percent, from 222,000,000 to 122,000,000 shares. The OTC Markets site should be updated to reflect the new share structure within one week following this announcement.

Franchise Holdings International, Inc. Defers Private Placement Offering

TORONTO, ON -- (Marketwired) -- 10/04/17 -- Franchise Holdings International, Inc.(FNHI), the parent company of Truxmart LTD Inc., an innovative manufacturer of high quality, functional, and aggressively priced tonneau covers for the light truck market, has delayed its previously announced $1,000,000 private placement for inventory and revenue development. Steven Rossi, CEO of FNHI, believes "it can bring better shareholder value by raising capital in the near future when market conditions are better." The planned new capital raise will target between US $1,000,000 - $2,000,000. It will occur after FNHI achieves the following:
Resumes & Completes listing on the Canadian Stock Exchange (CSE), with GunPowder Capital.
Relists with OTC:QB (with Blue-sky monitoring).
"Our market continues to grow rapidly," Rossi commented. Consumers, retailers, dealers, and distributors need an alternative to the present market leaders. As a result, the demand for our tonneau covers is overwhelming and requires new capital to meet it globally. Once we become current and achieve the CSE listing and OTC:QB quotation we will be ready to raise and deploy new funds and begin to achieve our highly ambitious growth plans and targets."
Accredited investors interested in investing with FNHI can sign up in advance by visiting www.investfnhi.com, where there will be further details.

Recent Media Coverage:

https://seekingalpha.com/instablog/822743-rise51/5044941-sleeping-giant-worksport

Social Media:

https://twitter.com/thehonest_ceo

* ref: Blue Sky Up-list Solutions

https://www.otcmarkets.com/services/companies/bluesky-solutions
Blue Sky Monitoring Service offers companies a customized daily audit of their Blue Sky compliance status in each U.S state or territory to help companies reach a larger pool of U.S. investors. Companies use this service to streamline their compliance process, receive guidance and information on available exemptions and registering in non-compliant states, and be informed with daily updates on which state brokers can or cannot discuss the security with investors.
Blue sky laws are U.S. state laws that regulate the offer and sale of securities to protect investors from fraud. In order for broker-dealers to be able to recommend, solicit or even discuss a security with investors in any of the 50 states or 4 U.S. territories, the security must comply with the blue sky laws of the state the investor resides in. Securities that are not listed on NASDAQ and NYSE do not have automatic “Blue Sky” exemption across the 50 states and additional U.S. territories.
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