Unique Logistics International Inc (UNQL)

[Almost A Myth]

Unique Logistics Holdings, Inc. and Innocap, Inc.
Complete Reverse Merger and Financing
https://www.prnewswire.com/news-releases/unique-logistics-holdings-inc-and-innocap-inc-complete-reverse-merger-and-financing-301160958.html

Innocap, Inc.
Oct 27, 2020, 13:54 ET

NEW YORK, Oct. 27, 2020 /PRNewswire/ -- Unique Logistics Holdings Inc. ("Unique Logistics" or the "Company") announces that it has become a publicly-traded company via a reverse merger (the "Merger") with Innocap, Inc. ("INNO") (OTC: INNO), a fully reporting public company. The Merger was completed on October 8, 2020. Unique Logistics plans to file for a name change and symbol change in the near future to better reflect the new business operations.

Introducing Unique Logistics

Unique Logistics completes merger with Innocap, Inc. and closes $2 million of financing for growth.

Unique Logistics is a global logistics and freight forwarding company serving a large customer base in the United States that includes major well-known retailers and other companies that import goods to the United States, export goods from the United States to other countries, or require other supply chain services, including warehousing. Unique Logistics executes sections of the supply chain process for its customers and holds operating licenses issued by US Customs, the Federal Maritime Commission and the Transportation Security Administration for this purpose. Unique Logistics has offices throughout the United States and employs over 90 staff.

The Transaction

In connection with the Merger, on October 8, 2020, INNO, Star Exploration Corporation, a Texas corporation (the "Split-Off Subsidiary"), and Paul Tidwell former Chief Executive Officer of INNO, an individual in his capacity as the Split-Off Subsidiary purchaser, entered into a Split-Off Agreement (the "Split-Off Agreement"). Pursuant to the terms of the Split-Off Agreement, INNO, as seller, in consideration of the cancellation of 45,606,489 shares of the Company's common stock, any and all preferred stock issued or outstanding and the assignment and assumption of $797,000 of INNO's liabilities, sold to Mr. Tidwell all of the issued and outstanding shares of the Split-Off Subsidiary including all assets related to INNO's prior business.

Financing

On October 8, 2020, and on October 14, 2020, respectively, the Company entered into Securities Purchase Agreements (the "Purchase Agreements") with investors (the "Investors") pursuant to which the Company sold to the Investors 10% secured subordinated convertible promissory notes, (the "Notes") realizing gross proceeds of $2,000,000 and warrants to purchase shares of the Company's common stock.

Mr. Sunandan Ray, the new Chief Executive Officer of "INNO" stated "We are very pleased to announce the completion of Unique Logistics' merger with INNO. Becoming a public company is a key element of our growth strategy, and the completion of this merger is a significant accomplishment for Unique Logistics. A public listing will provide us with greater access to capital, enhance our ability to attract additional talent to our management team and will allow us to use our public equity to execute on our future acquisition strategy."

Mr. Ray continued, "We would like to thank our existing INNO shareholders and welcome our new shareholders. This merger is an important milestone as we continue to build shareholder value."

A copy of the merger agreement, and additional information related to the Merger and the Financing can be found in the Current Reports on Form 8-K's filed with the Securities and Exchange Commission on October 13, 2020 and October 19, 2020, respectively. Those reports may be accessed at www.sec.gov.

About Innocap, Inc.

Innocap, Inc (OTC: INNO) is a fully reporting publicly-held company that wholly-owns Unique Logistics.