Golden Leaf Holdings (GLH) backed out of their much anticipated marriage with Terra Tech (TRTC) today in a very brief and unloving press release. Golden Leaf gave no reason as to why it has decided to ‘stop pursuing’ Terra Tech and has left the door open to many questions. The merger was a potential chance to create ‘a whole out of two halves’ as they would say in co-dependant therapy circles.
While Golden Leaf gave no reason for the sudden arrival of cold feet, it came out 24 hours ago that Terra Tech was being hit by fraud allegations in Nevada. In all, there were 50 claims in the complaint, most of which named Terra Tech or its executive officers.
In November of this year Terra Tech issued a press release announcing an LOI to merge with Golden Leaf where:
“The LOI provides that Golden Leaf shareholders will be entitled to receive 0.1203 common shares of Terra Tech for each common share of Golden Leaf held (the “Exchange Ratio”). Terra Tech currently has 79.2 million shares outstanding. As a condition of closing, Terra Tech will be required to list its shares on the CSE. Listing will be subject to satisfying all of the CSE’s requirements. Upon closing, Derek Peterson will remain in his position as CEO, with William Simpson to become President of the combined company. All references to currency are in U.S. dollars, unless otherwise indicated. There is no assurance that the transaction will be consummated on the terms outlined above or at all.”
Both companies have had a pretty rough last 12 months.