60.5% stake in Ceniako Limited and Craven House Industries Ltd agreed to acquire DLC Holdings Corp from Mark Pajak in a reverse merger transaction on August 23, 2017. Under the terms, DLC Holdings will be issuing its 64.7 million shares to Craven House Capital. DLC Holdings also agreed to issue up to an additional 4.7 million common shares to Craven Holdings on a date that is 24 months from the completion the transaction in the event DLC Holdings’s subsidiary, Superior Macadamias (Pty) Ltd. is either: i.) not generating a minimum of $0.4 million (CAD 0.5 million) in EBITDA on an annual basis on or before the 2nd anniversary of closing; or ii.) Subco’s macadamia nut factory in Mpumalanga, South Africa has been sold and the proceeds of such sale received by Subco is less than $2.5 million (CAD 3.1 million) on or before the 2nd anniversary of closing. In the event the minimum EBITDA is not met, Craven Holdings will be entitled to undertake an independent valuation of the White River Factory and the additional shares that will be issued to the Craven Holdings will be made on the basis of a ratio of 6.361 common shares of the company for every US dollar for which the valuation is below $2.5 million (CAD 3.1 million) for a maximum issuance of 4.7 million common shares of the company. Upon completion of the transaction, DLC Holdings will become a majority-owned, publicly traded subsidiary of Craven House Capital plc with Craven House holding 68% in DLC Holdings. Mark Pajak will own 20.3% stake in DLC Holdings on completion. DLC Holdings expects to raise up to CAD 0.5 million in connection with the closing of the transaction in order to satisfy the requirements of the exchange. There is currently no change contemplated to the Board of Directors of DLC Holdings. The current Board is comprised of Messrs. Mark Pajak, Craig Goldenberger, Balbir Bindra and Barry Allen. The completion of the transaction is subject to approval by over 50% of the non-related shareholders of DLC Holdings and regulatory approvals in Canada. The transaction will also require approval by the TSX and third party consents. Approval of the TSX is anticipated to be received in approximately four to six weeks from the date of the circular. A general meeting of Carvan House capital shareholders will be held on September 7, 2017 to approve the transaction. As of April 24, 2018, the transaction was approved by Toronto Stock Exchange. Matt Davis and Mark Brady of SPARK Advisory Partners Limited acted as financial advisors and Nick Emerson of SI Capital acted as broker to Craven House Capital, the parent company of Ceniako Limited and Craven House Industries.