Technosteel Construction LLC signed a letter of intent to acquire Sayward Capital Corp. (TSXV:SAWC.P) in a reverse merger transaction on June 13, 2024. The LOI was negotiated at arm?s length. The terms and conditions outlined in the LOI are expected to be superseded by the Definitive Agreement. In connection with the Proposed Transaction, Technosteel intends to complete a private placement of Technosteel Shares to raise gross proceeds of between $2 million and $5 million at a price acceptable to Technosteel. It is contemplated that the Concurrent Financing will close prior to the closing of the Proposed Transaction. Current directors and officers of Sayward will resign from their respective positions with Sayward in connection with the closing of the Proposed Transaction. It is anticipated that upon closing of the Proposed Transaction, the board of directors of the Resulting Issuer shall consist of Dana Ahmed Abdulrahman Abdulrahman Albana, Ahmed Abdulrahman Abdulrahman Albanna, and Chittransh Verma. It is further anticipated that Mr. Shyamrup Roy Choudhury will be appointed Chief Executive Officer and Nasser Zaki will be appointed Chief Financial Officer, and Technosteel will appoint the Corporate Secretary of the Resulting Issuer in its sole discretion.

Completion of the Proposed Transaction is subject to a number of conditions, including, but not limited to, receipt of applicable regulatory and stock exchange approvals, including the approval of the Exchange for the Proposed Transaction, completion of satisfactory due diligence and the execution of the Definitive Agreement and related transaction documents.