BUSINESS ACQUISITION REPORT

Item 1 Identity of Company 1.1 Name and Address of Company

Wildpack Beverage Inc. (" Wildpack " or the " Company ") 550 Burrard Street, Suite 2900 Vancouver, British Columbia V6C 0A3

1.2 Executive Officer Telephone: 443-619-3860 Item 2 Details of Acquisition 2.1 Nature of Business Acquired

Mitch Barnard, Chief Executive Officer Telephone: 443-619-3860

The Company completed, through Wildpack Holdings US Inc. (a wholly owned subsidiary of Wildpack), the acquisition of KT Murray Corporation dba Land and Sea Packaging (" Land and Sea "), a high-volume aluminum can brokering business based in Grand Rapids, Michigan and operating in the North Central region (the “ Acquisition ”).

2.2 Acquisition Date

November 23, 2021.

2.3 Consideration

The purchase price of the Acquisition was US$37.26 million (the “ Purchase Price ”). The Purchase Price was paid through a combination of US$26.1 million cash and the issuance of 12,718,499 common shares of Wildpack (" Common Shares "), subject to certain adjustments and holdbacks.

Concurrently with the closing of the Acquisition, the Company completed a bought deal public offering (the “ Offering ”) of units of Wildpack (the “ Units ”). The Offering was conducted by Stifel GMP, as sole bookrunner and lead underwriter, on behalf of a syndicate of underwriters including Roth Capital Partners LLC, PI Financial Corp., and Leede Jones Gable Inc. (collectively, the " Underwriters ") pursuant to which the Underwriters purchased, on a bought deal basis, an aggregate of 22,680,412 Units at a price of C$0.97 per Unit for aggregate gross proceeds to the Company of C$22 million.

The Company also completed a bought deal private placement (the “ Private Placement ”) for 20,000 debenture units of the Company (the " Debenture Units ") resulting in aggregate gross proceeds to the Company of C$20 million which were used, in part, to complete the Acquisition. The Private Placement was conducted by

Stifel GMP, as sole bookrunner and lead underwriter, on behalf of the Underwriters, and closed concurrently with the Offering and the Acquisition.

2.4 Effect on Financial Position

Wildpack does not presently plan or propose to make any material changes in its strategy, either generally or with respect to Land and Sea, that would reasonably be expected to have a significant effect on the financial performance or financial position of Wildpack.

2.5 Prior Valuations

No valuation opinion has been obtained within the last 12 months.

2.6 Parties to Transaction

The Acquisition was not with an “informed person” (as such term is defined in Section 1.1 of National Instrument 51-102 – Continuous Disclosure Obligations (“ NI 51-102 ”)), associate or affiliate of Wildpack.

For greater certainty, neither the Offering nor the Private Placement were with an “informed person” (as such term is defined in Section 1.1 of NI 51-102, associate or affiliate of Wildpack either.

2.7 Date of Report

January 10, 2022.

Item 3 Financial Statements and Other Information

For the purposes of this Business Acquisition Report, in accordance with section 8.4 of NI 51-102, the following financial statements are included herein:

i. Audited annual financial statements of Land and Sea for the years ended December 31, 2020 and 2019, attached hereto as Schedule “A”; and
ii. Unaudited interim financial statements of Land and Sea for the period ended September 30, 2021, attached hereto as Schedule “B”.

SCHEDULE “A”

[ See Attached ]

K.T. Murray Corporation dba Land & Sea Packaging

Financial Statements Years Ended December 31, 2020 and 2019

K.T. Murray Corporation dba Land & Sea Packaging

Independent Auditor’s Report ...............................................................................................3-4

Financial Statements

Statement of Financial Position as of December 31, 2020 and 2019 ...................................................... 6
Statement of Income Year Ended December 31, 2020, 2019, and January 1, 2019 ............................................................ 7
Statement of Changes in Shareholder’s Equity Year Ended December 31, 2020 and 2019 ..................................................................................... 8
Statement of Cash Flows Year Ended December 31, 2020 and 2019 ..................................................................................... 9
Notes to Financial Statements .................................................................................................... 10-17

Independent Auditor’s Report

Board of Directors K.T. Murray Corporation dba Land & Sea Packaging Grand Rapids, MI

Opinion

We have audited the accompanying financial statements of K.T. Murray Corporation dba Land & Sea Packaging (the Company), which comprise the statements of financial position as of December 31, 2020 and 2019, and the related statements of income, changes in shareholder’s equity, and cash flows for the years then ended and the related notes to the financial statements.

In our opinion, the accompanying balance sheets of K.T. Murray Corporation dba Land & Sea Packaging as of December 31, 2020 and 2019, and the statements of income, changes in stockholders' equity, and cash flows for the year ended December 31, 2020, present fairly, in all material respects, the financial position of K.T. Murray Corporation dba Land & Sea Packaging as of December 31, 2020 and 2019, and the results of its operations and its cash flows for the year ended December 31, 2020, in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board (collectively “IFRS”).

Disclaimer of Opinion on 2019 Operations and Cash Flows

Because of the significant of the matters described in the Basis for Disclaimer of Opinion paragraph, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on the results of operations and cash flows for the year ended December 31, 2019 or on the consistency of application of accounting principles with the preceding year. Accordingly, we do not express such an opinion on the results of operations and cash flows for the year ended December 31, 2019.

Basis for Opinion

We conducted our audits in accordance with auditing standards generally accepted in the United States of America (GAAS). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of K.T. Murray Corporation dba Land & Sea Packaging and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the balance sheets as of December 31, 2020 and 2019, and the statements of income, changes in stockholders' equity, and cash flows for the year ended December 31, 2020.

Basis for Disclaimer of Opinion on 2019 Operations and Cash Flows

We did not observe the taking of the physical inventory as of December 31, 2018, because that date was prior to our engagement as auditors for K.T. Murray Corporation dba Land & Sea Packaging, and we were unable to satisfy ourselves regarding inventory quantities by means of other auditing procedures. Inventory amounts as of December 31, 2018, enter into the determination of net income and cash flows for the year ended December 31, 2019.

Other Matter

The comparative information presented herein as of January 1, 2019 has not been audited, reviewed, or compiled, and, accordingly, we express no opinion on it.

Responsibilities of Management for the Financial Statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board (collectively “IFRS”), and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about K.T. Murray Corporation dba Land & Sea Packaging's ability to continue as a going concern.

Auditor’s Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users made on the basis of these financial statements. In performing an audit in accordance with GAAS, we:

Exercise professional judgment and maintain professional skepticism throughout the audit.
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of K.T. Murray Corporation dba Land & Sea Packaging's internal control. Accordingly, no such opinion is expressed.
Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements.
Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about K.T. Murray Corporation dba Land & Sea Packaging's ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control–related matters that we identified during the audit.

Echelbarger, Himebaugh, Tamm and Co. Grand Rapids, MI

October 26, 2021

Financial Statements

K.T. Murray Corporation dba Land & Sea Packaging

Statements of Financial Position

			January 1, 2019
December 31,	2020	2019	(Unaudited)
Assets
Current Assets
Cash	$ 1,065,263	$ 298,655	$ 435,165
Accounts receivable, net of allowance of $0 and $144,028	1,695,794	1,056,809	1,105,397
Inventories	1,340,390	612,310	523,574
Prepaid expenses	-	83,846	-
Rebate receivable	523,100	247,153	49,898
Undeposited funds	29,709	1,044	4,351
Total Current Assets	4,654,256	2,299,817	2,118,385
Property and Equipment
Machinery and equipment	7,185	7,185	7,185
Office furniture and fixtures	28,305	28,305	28,305
Vehicles	55,064	37,000	37,000
Less accumulated depreciation	(17,777)	(22,918)	(10,448)
Net Property and Equipment	72,777	49,572	62,042
Total Assets	$ 4,727,033	$ 2,349,389	$ 2,180,427
Liabilities
Current Liabilities
Accounts payable	$ 3,988	$ 42,206	$ 154,433
Accrued payroll and related liabilities	15,677	12,289	1,233
Customer deposits	57,899	18,349	-
Total Current Liabilities	77,564	72,844	155,666
Total Liabilities	77,564	72,844	155,666
Shareholder’s Equity
Common Stock, $.01 par value – shares authorized 50,000; issued and outstanding 10,000	100	100	100
Retained Earnings	4,649,369	2,276,445	2,024,661
Total Shareholder’s Equity	4,649,469	2,276,545	2,024,761
Total Liabilities and Shareholder’s Equity	$ 4,727,033	$ 2,349,389	$ 2,180,427

See accompanying notes to financial statements.

K.T. Murray Corporation dba Land & Sea Packaging

Statements of Income

Year Ended December 31,	2020	2019
Sales	$ 15,772,583	$ 7,315,072
Cost of Sales	11,745,649	5,670,716
Gross Profit	4,026,934	1,644,356
Operating Expenses
Selling	20,366	41,879
Office and administrative	117,456	154,016
Production tools & other	130,450	109,790
Professional fees	22,279	25,332
Salaries, wages and benefits	618,320	396,983
Depreciation	17,060	12,470
Rent	180,000	217,750
Other operating expenses	20,274	178,589
Total Operating Expenses	1,126,205	1,136,809
Other Income
Gain on sale of assets	20,200	-
SBA PPP loan forgiveness	98,124	-
Total Other Income	118,324	-
Net Income	$ 3,019,053	$ 507,547

See accompanying notes to financial statements.

K.T. Murray Corporation dba Land & Sea Packaging

Statements of Changes in Shareholder’s Equity

	Common Stock	Retained Earnings	Total Shareholder’s Equity
Balance,January 01, 2019	$ 100	$ 2,024,661	$ 2,024,761
Distributions	-	(255,763)	(255,763)
Net income	-	507,547	507,547
Balance,December 31, 2019	100	2,276,445	2,276,545
Distributions	-	(646,129)	(646,129)
Net income	-	3,019,053	3,019,053
Balance,December 31,2020	$ 100	$ 4,649,369	$ 4,649,469

See accompanying notes to financial statements.

K.T. Murray Corporation dba Land & Sea Packaging

Statements of Cash Flows

Year Ended December 31,	2020	2019
Operating Activities
Net income	$ 3,019,053	$ 507,547
Adjustments for items not affecting cash:
Depreciation	17,059	12,470
Gain on disposal of assets	(20,200)	-
SBA PPP loan forgiveness	(98,124)	-
Change in non-cash working capital:
Accounts receivable	(638,985)	48,588
Inventories	(728,080)	(88,736)
Prepaid expenses and other assets	(220,766)	(277,794)
Accounts payable	(38,218)	(112,227)
Accrued other liabilities	3,388	11,056
Customer deposits	39,550	18,349
Cash provided by operating activities	1,334,677	119,253
Financing Activities
SBA PPP loan proceeds	98,124	-
Distributions	(646,129)	(255,763)
Cash used in financing activities	(548,005)	(255,763)
Investing Activities
Purchase of vehicles	(55,064)	-
Proceeds from sale of vehicles	35,000	-
Cash used in investing activities	(20,064)	-
Net Increase (Decrease) in Cash	766,608	(136,510)
Cash,beginning of year	298,655	435,165
Cash,end ofyear	$ 1,065,263	$ 298,655

See accompanying notes to financial statements.

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Note 1 – Nature of Operations

Business Activity

Land & Sea Packaging (the Company) is a manufacturer that provides packaging solutions to entrepreneurs in the beverage industry (craft beer, craft cider and Spirits) along with packaging solutions for food products, and cleaning/chemical industries. The Company has expertise in logistics and planning the technical areas of packaging and container decoration. Land & Sea Packaging provides a single source for a customer’s packaging needs.

Risks and Uncertainties

On March 11, 2020, the World Health Organization declared the novel strain of coronavirus (COVID-19) a global pandemic and recommended containment and mitigation measures worldwide. COVID-19 continues to spread throughout the U.S. and the world and compliance with the various containment measures implemented by governmental authorities has impacted the Company's business, as well as the businesses of its customers, suppliers and other counterparties, and this impact could last for an indefinite period of time. There are no comparable recent events that provide guidance as to the effect of the spread of COVID-19 as a global pandemic, and as a result, the Company is unable to predict the full impact that COVID-19 will have on its results from operations, financial condition, liquidity and cash flows due to numerous uncertainties, including the duration and severity of the pandemic and containment measures.

Note 2 – Basis of Presentation

(a) Statement of compliance

The financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”). These are the Company’s first financial statements prepared in accordance with IFRS and as such, IFRS 1, First-time Adoption of International Financial Reporting Standards (“IFRS 1”), has been applied January 1, 2019. A summary of the Company’s significant accounting policies under IFRS is presented below. These policies have been applied retrospectively and consistently applied except where specific exemptions permitted an alternative treatment upon transition to IFRS in accordance with IFRS 1.

These are the Company’s first financial statements prepared for financial reporting purposes. Accordingly, an explanation of the impact of the application of IFRS is not presented.

(b) Basis of Presentation

The financial statements have been prepared in accordance with IFRS as issued by the International Accounting Standards Board (“IASB”), on the historical cost basis except for certain financial instruments, which are measured at fair value, as explained in the accounting policies set out in Note 3.

In addition, these financial statements have been prepared using the accrual basis of accounting, except for cash flow information.

(c) Use of critical accounting judgements and estimates

The preparation of the financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. See note 4 for disclosure over the Company’s significant accounting judgments and estimates.

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Note 3 – Summary of Significant Accounting Policies

Cash

Cash includes cash on hand and cash held in banks which are readily convertible into known amounts of cash. The Company maintains deposits at one financial institution, which at times may exceed amounts covered by insurance provided by the Federal Deposit Insurance Corporation (FDIC).

Inventories

Inventory consists of finished product packaging components (cans, bottles, cartons, etc.) and are stated at the lower of cost and net realizable value.

Inventories are initially recognized at cost, and subsequently measured at the lower of cost and net realizable value (the estimated selling price in the ordinary course of business less estimated costs of completion and estimated costs necessary to make the sale) using the “weighted average cost” method. Cost comprises all costs of purchase, and other costs incurred in bringing the inventories to their present location and condition.

Inventory is regularly reviewed for obsolescence and is recorded net of any obsolescence provisions. Where there is a significant change in economic circumstances, inventory that had been previously written down below cost may be written back up provided the reversal does not exceed the original write down.

Revenue from contract with customers

Revenue is recognized at the transaction price, which is the amount of consideration to which the Company expects to be entitled in exchange for transferring promised goods and/or services to a customer. The performance obligations in the agreements are considered one distinct performance obligation. The Company’s agreements with customers for the sales of packaging components (aluminum cans, bottles, cartons etc.) are recognized when control is transferred to the customers on shipment or delivery, depending on the contract.

The Company provides storage to the customer in situation where the customer requires storage of the packaging components outside of a certain time frame. The fees charged for these services are recognized in revenue as the storage service is provided to the customer. Total fees charged for these services are immaterial.

The Company has certain agreements in which shipment of packaging components are made to customers. The prices for such shipments are generally fixed in the agreements and revenue is recognized at the point of shipment as this is when control transfers to the customer. The Company estimates the expected return of packaging components based on historical experience which reduces the amount of revenue recognized.

The transaction price is generally fixed in the agreements. In certain cases, these agreements do offer a volume discount for customers who make certain volume commitments.

The Company elected to apply the following practical expedients when applying IFRS 15:

The Company elects not to disclose the amount of the transaction price allocated to performance obligations that are unsatisfied or partially unsatisfied as of the end of the reporting period as the Company has the right to consideration and recognizes revenue in an amount that directly corresponds with the performance completed to date.

The Company’s credit terms to its customers vary by customer type. For certain customers, payment is due prior to shipment. Payments received in advance of the completion of performance obligations are deferred on the statement of financial position as deferred revenue and are only recognized in revenue once the performance obligation is completed.

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Research and Development costs

Research costs are expensed as incurred. Development costs are capitalized only if development costs can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and the Company intends to and has sufficient resources to complete development to use or sell the asset. Other development expenditures are recognized in the statement of income as incurred. As of December 31, 2020 and 2019, no development costs have been capitalized.

Property, plant and equipment

Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses. Cost includes expenditures that are directly attributable to the acquisition of the asset. When parts of an item of property and equipment have different useful lives, they are accounted for as separate items of property and equipment. Assets are depreciated from the date they are placed into use.

The methods and rates of depreciation applicable for each class of asset during the year ended December 31, 2020 and 2019 are as follows:

	Method	Rate
Machinery and equipment	Straight-line	7 years
Office furniture and fixtures	Straight-line	7 years
Vehicles	Straight-line	5 years

The Company reassesses the useful life of its assets periodically.

Income taxes

The Company has elected to be taxed under the provisions of Subchapter S of the Internal Revenue code. Under those provisions, the Company does not pay federal corporate income taxes on its taxable income. Instead, the shareholder is personally liable for income taxes on the Company’s taxable income. Therefore, no provision for liability for federal or state income taxes has been included in these financial statements.

Financial Instruments

Financial assets and financial liabilities, including derivatives, are recognized on the statement of financial position when the Company becomes a party to the financial instrument or derivative contract.

Classification

The Company classifies its financial instruments in the following measurement categories: (a) fair value through profit and loss (“FVTPL”), (b) fair value through other comprehensive income (“FVTOCI”), and (c) amortized cost. The classification of financial assets depends on the business model for managing the financial assets and the contractual terms of the cash flows. Financial liabilities are classified as those to be measured at amortized cost unless they are irrevocably designated at initial recognition as those to be measured at FVTPL. For assets and liabilities measured at FVTPL, gains and losses are recorded in the statement of income. For liabilities designated at FVTPL, changes due to the Company’s own credit are recorded in other comprehensive income. The Company has no liabilities designated at FVTPL in the period presented.

The Company reclassifies financial assets when its business model for managing those assets changes. Financial liabilities are not reclassified. Derivatives are recognized at their fair value. The Company does not have any derivatives in the year presented.

Expected credit loss (“ECL”) impairment model

The Company uses the expected credit loss impairment model, which is based on changes in credit quality since initial application. This model is applied to assets measured at amortized cost.

A maximum 12-month allowance for ECL is recognized from initial recognition reflecting the portion of lifetime cash shortfalls that would result if a default occurs in the 12 months after the reporting date, weighted by the risk of a default occurring.

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

A lifetime ECL allowance is recognized if a significant increase in credit risk is detected subsequent to the instrument’s initial recognition reflecting lifetime cash shortfalls that would result over the expected life of a financial instrument.
A lifetime ECL allowance is recognized for credit impaired financial instruments.

The Company assumes that the credit risk on a financial asset has increased significantly if it is more than 60 days past due. The Company considers a financial asset to be in default when the borrower is unlikely to pay its credit obligations to the Company in full or when the financial asset is more than 180 days past due. For trade receivables, the Company applies a simplified approach in calculating ECLs. Therefore, the Company does not track changes in credit risk, but instead recognizes a loss allowance based on lifetime ECLs at each reporting date. The Company has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

The carrying amount of a financial asset is partially or fully written off when there is no realistic prospect of recovery. This typically occurs when the Company determines that the debtor does not have sufficient assets or cash flows to repay the amounts.

Amortized Cost

This category includes financial assets that are held within a business model with the objective to hold the financial assets in order to collect contractual cash flows that meet the solely principal and interest (“SPPI”) criterion. The SPPI criterion effectively outlines that cashflows on an instrument that are not solely principal, and interest generally result in the instrument not meeting the criteria to be recorded at amortized cost. Financial assets classified in this category are measured at amortized cost using the effective interest method.

FVTPL

This category includes derivative instruments as well as quoted equity instruments which the Company has not irrevocably elected, at initial recognition or transition, to classify at FVTOCI. This category would also include debt instruments whose cash flow characteristics fail the SPPI criterion or are not held within a business model whose objective is either to collect contractual cash flows, or to both collect contractual cash flows and sell.

Financial assets in this category are recorded at fair value with changes recognized in profit or loss.

FVTOCI

Equity instruments that are not held-for-trading can be irrevocably designated to have their change in FVTOCI instead of through profit or loss. This election can be made on individual instruments and is not required to be made for the entire class of instruments. Attributable transaction costs are included in the carrying value of the instruments. Financial assets at FVTOCI are initially measured at fair value and changes therein are recognized in other comprehensive income (loss).

Measurement

All financial instruments are measured at fair value on initial recognition, plus, in the case of a financial asset or financial liability not at FVTPL, transaction costs that are directly attributable to the acquisition or issuance of the financial asset or financial liability. Transaction costs of financial assets and financial liabilities carried at FVTPL are expensed in profit or loss. Financial assets with embedded derivatives are considered in their entirety when determining whether their cash flows are solely payment of principal and interest.

Financial assets that are held within a business model whose objective is to collect the contractual cash flows, and that have contractual cash flows that are solely payments of principal and interest on the principal outstanding are generally measured at amortized cost in subsequent accounting periods. All other financial assets including equity investments are measured at their estimated fair values at the end

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

of subsequent accounting periods, with any changes taken through profit and loss or other comprehensive income (loss).

For financial liabilities measured subsequently at FVTPL, changes in fair value due to credit risk are recorded in other comprehensive income (loss).

The Company’s classification of financial assets and liabilities is summarized below:

Cash Amortized cost Accounts receivable Amortized cost Accounts payable and accrued liabilities Amortized cost

Derecognition

Financial assets

The Company derecognizes financial assets only when the contractual rights to cash flows from the financial assets expire, or when it transfers the financial assets and substantially all the associated risks and rewards of ownership to another entity. Gains and losses on derecognition are generally recognized in the statement of income.

Financial liabilities

The Company derecognizes financial liabilities only when its obligations under the financial liabilities are discharged, cancelled or expired. The difference between the carrying amount of the financial liability derecognized and the consideration paid or payable, including any non-cash assets transferred or liabilities assumed, is recognized in the statement of income.

Fair value hierarchy

The determination of fair value requires judgment and is based on market information, where available and appropriate. The Company classifies fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the following levels:

Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 – Inputs other than quoted prices included in Level 1 that are observable for the asset or
liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
Level 3 – Inputs for the asset or liability that are not based on observable market data
(unobservable inputs).

Leases

At inception of a contract, the Company assesses whether a contract is, or contains, a lease based on whether the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The Company then recognizes a right-of-use asset (“ROU asset”) and a lease liability at the lease commencement date.

The ROU asset is initially measured based on the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The Company did not apply the standard to short-term leases, (defined to be lease terms of 12 months or less) and low value leases. These are expensed over the lease term. The Company does not have any leases under IFRS 16 for the years ended December 31, 2020 and 2019.

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Note 4 – Significant Accounting Judgments and Estimates

Estimates

The preparation of these financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, revenue and expenses. On an ongoing basis, management evaluates its judgments and estimates in relation to assets, liabilities, revenue and expenses.

Management uses historical experience and various other factors it believes to be reasonable under the given circumstances as the basis for its judgments and estimates. Actual outcomes may differ from these estimates under different assumptions and conditions. These estimates are reviewed periodically, and adjustments are made to income as appropriate in the period they become known.

Expected credit losses on financial assets

Determining an allowance for ECLs for all debt financial assets not held at FVTPL requires management to make assumptions about the historical patterns for the probability of default, the timing of collection and the amount of incurred credit losses, which are adjusted based on management’s judgment about whether economic conditions and credit terms are such that actual losses may be higher or lower than what the historical patterns suggest.

Note 5 – Inventories

Inventory consists of aluminum cans, bottles and associated beverage packaging materials.

At December 31, 2020 and 2019, inventories consisted of the following:

	December 31, 2020	December 31, 2019
Finished goods	$ 1,340,390	$ 612,310

Note 6 - Lease Commitments

The Company previously leased an office and warehouse facility under a month to month operating lease with a related party. During 2019 the Company entered a new month to month operating lease with a related party. The leases require the Company to pay for specified amounts of property taxes, insurance and maintenance in addition to monthly lease payments. Rent expense under these agreements amounted to $180,000 and $217,750 in 2020 and 2019, respectively.

Note 7 - Related Party Transactions

The Company leases its office and warehouse facility from the spouse of the shareholder of the Company.

Key management compensation

Key management personnel are individuals responsible for planning, directing and controlling activities of the Company, and include executives and non-executive directors, officers and any employees. Compensation provided to key management personnel for the years ended December 31, 2020 and 2019 was as follows:

	December 31, 2020	December 31, 2019
Salaries and wages	$283,671	$207,036

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

related parties. For the years ended December 31, 2020 and 2019 there were no amounts due from or due to related parties.

Note 8 – Geographical Disclosures and Key Customers

The Company conducts activities in the United States and Canada. For the years ended December 31, 2020 and 2019, there are two customers that represented 33% and 23% of the Company’s revenue, respectively. For the year ended December 31, 2020 there are three customers that represented 58% of the Company’s accounts receivable and for the year ended December 31, 2019, there are two customers that represented 43% of the Company’s accounts receivable. For the year ended December 31, 2020, there is one vendor that represented 70% of the Company’s purchases and for the year ended December 31, 2019, there are two vendors that represented 74% of the Company’s purchases and 70% of the Company’s accounts payable, respectively. The Company also receives a volume related rebate from one of its significant vendors, this rebate amounted to $523,100 and $247,153 for the years ended December 31, 2020 and 2019, respectively, which is included in rebate receivable.

Note 9 – Financial Risk Management

Fair value

The carrying amount of cash and cash equivalents, cash held in trust, accounts receivable, notes receivable, line of credit, accounts payable and accrued liabilities, advances from related parties, current portion of long-term debt, on the consolidated statements of financial position approximate their fair value due to the relatively short-term maturity of these financial instruments.

Credit risk

Credit risk is the risk of loss associated with a counterparty’s inability to fulfill its payment obligations. Cash is held with reputable US chartered banks. Management believes that the credit risk concentration with respect to financial instruments is minimal. The maximum exposure to credit risk at year-end is limited to the accounts receivable balance. The ECL recorded as of December 31, 2020 and 2019 is $0 and $144,028, respectively.

The aging of accounts receivable at the year ends was:

	December Gross	31, 2020 Allowance	Decemb Gross	er 31, 2019 Allowance
Not past due	$ 1,080,086	$ -	$ 475,785	$ 2,072
Past due 1-30 days	494,184	-	261,746	2,005
Past due 31-60 days	17,412	-	129,055	-
Past due 61-90 days	20,522	-	110,893	2,072
Past due greater than 90 days	83,590	-	223,357	137,879
Total	$ 1,695,794	$ -	$ 1,200,836	$ 144,028

The movement in the allowance for doubtful accounts in respect of accounts receivable during the year ended was as follows:

	December 31, 2020	December 31, 2019
Balance, beginning of year	$ 144,028	$ -
Additional allowance	-	144,028
Reduction of allowance	(144,028)	-
Balance, end of year	$ -	$ 144,028

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Liquidity risk

Liquidity risk is the risk that the Company will not have sufficient cash resources to meet its financial obligations as they come due. The Company’s liquidity and operating results may be adversely affected if the Company’s access to the capital market is hindered, whether as a result of a downturn in stock market conditions generally or related to matters specific to the Company. The Company generates cash flow primarily from its financing activities.

As at December 31, 2020 and 2019, the Company had a cash balance of $1,065,263 and $298,655 to settle current liabilities of $76,756 and $72,844, respectively. Management believes there is sufficient capital in order to meet short-term business obligations, after taking into consideration the cash flows requirements from operations and its cash position as at the reporting date.

The undiscounted contractual maturity of all financial liabilities is as follows:

	Carrying amount	Contractual undiscounted cash flows	Within 1 year	1 to 3 years	3 to 5 years	Over 5 years
Accounts payable & accrued liabilities	$ 77,564	$ 77,564$	77,564	$ -	$ -	$ -
Total	$ 77,564	$ 77,564$	77,564	$ -	$	-$ -

Market risk

Market rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in interest rates and/or foreign currency exchange rates or other price risk. The Group holds no instruments which are subject to price risk and does not face any substantial market risk.

Note 11 – Commitments and Contingencies

The Company is not aware of any pending or outstanding litigation that would have a material impact on the Company’s financial condition. The Company’s accounting policy is to include the estimated net cost of disposition of known claims and lawsuits in its financial statements where it is possible to make such estimates.

In the opinion of management, all such claims and suits are adequately covered by insurance, or are provided in the financial statements or, if not so covered or provided for, the results are not expected to materially affect the Company’s financial position or results of operations.

Note 12 – Paycheck Protection Program Loan

In April 2020, the Company received funding of $98,124 for a forgivable Paycheck Protection Program (PPP) loan under the Coronavirus Aid Relief and Economic Security (CARES) Act. The Company met all conditions for forgiveness in 2020 and the PPP loan was forgiven by the U.S. Small Business Administration (SBA) in June 2021. The loan forgiveness has been recognized in the Statement of Income under Other Income in 2020 as all conditions for forgiveness had been met and the Company expected full forgiveness.

Note 13 - Subsequent Events

The Company has evaluated subsequent events through October 26, 2021, the date the financial statements were available for issuance.

SCHEDULE “B”

[ See Attached ]

K.T. Murray Corporation dba Land & Sea Packaging

Financial Statements For the Period Ended September 30, 2021

K.T. Murray Corporation dba Land & Sea Packaging

Independent Accountant’s Review Report .................................................................................3
Financial Statements
Statement of Financial Position as of September 30, 2021 ................................................................... 4
Statement of Income Period Ended September 30, 2021................................................................................................ 5
Statement of Changes in Shareholder’s Equity Period Ended September 30, 2021................................................................................................ 6
Statement of Cash Flows Period Ended September 30, 2021................................................................................................ 7
Notes to Financial Statements ...................................................................................................... 8-16

Independent Accountant’s Review Report

Board of Directors K.T. Murray Corporation dba Land & Sea Packaging Grand Rapids, MI

We have reviewed the accompanying interim financial statements of K.T. Murray Corporation dba Land & Sea Packaging (the Company), which comprise the statement of financial position as of September 30, 2021, and the related statements of income, changes in stockholder’s equity, and cash flows for the nine months then ended, and the related notes to the interim financial statements. A review includes primarily applying analytical procedures to management’s financial data and making inquiries of company management. A review is substantially less in scope than an audit, the objective of which is the expression of an opinion regarding the interim financial statements as a whole. Accordingly, we do not express such an opinion.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these interim financial statements in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board (collectively “IFRS”), this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of interim financial statements that are free from material misstatement whether due to fraud or error.

Accountant’s Responsibility

Our responsibility is to conduct the review engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. Those standards require us to perform procedures to obtain limited assurance as a basis for reporting on whether we are aware of any material modifications that should be made to the financial statements for them to be in accordance with IFRS. We believe that the results of our procedures provide a reasonable basis for our conclusion.

Accountant’s Conclusion

Based on our review, we are not aware of any material modifications that should be made to the accompanying interim financial statements in order for them to be in accordance with IFRS.

Echelbarger, Himebaugh, Tamm and Co. Grand Rapids, MI

October 26, 2021

Financial Statements

K.T. Murray Corporation dba Land & Sea Packaging

Statement of Financial Position

As of September 30,	2021
Assets
Current Assets
Cash	$ 3,064,786
Accounts receivable	1,315,212
Inventories	884,188
Rebate receivable	497,481
Undeposited funds	19,366
Total Current Assets	5,781,033
Property and Equipment
Machinery and equipment	7,185
Office furniture and fixtures	28,305
Vehicles	55,064
Less accumulated depreciation	(29,839)
Net Property and Equipment	60,715
Total Assets	$ 5,841,748
Liabilities
Current Liabilities
Accounts payable	$ 43,474
Accrued payroll and related liabilities	9,771
Customer deposits	159,212
Total Current Liabilities	212,457
Total Liabilities	212,457
Shareholder’s Equity
Common Stock, $.01 par value – shares authorized 50,000; issued and outstanding 10,000	100
Retained Earnings	5,629,191
Total Shareholder’s Equity	5,629,291
Total Liabilities and Shareholder’s Equity	$ 5,841,748

See accompanying notes to financial statements.

K.T. Murray Corporation dba Land & Sea Packaging

Statement of Income

Period Ended September 30,	2021
Sales	$ 17,264,422
Cost of Sales	13,120,748
Gross Profit	4,143,674
Operating Expenses
Selling	6,660
Office and administrative	28,355
Production tools & other	51,464
Professional fees	20,586
Salaries, wages and benefits	460,188
Depreciation	12,062
Rent	135,000
Other operating expenses	1,233
Total Operating Expenses	715,548
Net Income	$ 3,428,126

See accompanying notes to financial statements.

K.T. Murray Corporation dba Land & Sea Packaging

Statement of Changes in Shareholder’s Equity

	Common Stock	Retained Earnings	Total Shareholder’s Equity
Balance,January 1, 2021	$ 100	$ 4,649,369	$ 4,649,469
Distributions	-	(2,448,304)	(2,448,304)
Net income	-	3,428,126	3,428,126
Balance,September 30,2021	$ 100	$ 5,629,191	$ 5,629,291

See accompanying notes to financial statements.

K.T. Murray Corporation dba Land & Sea Packaging

Statement of Cash Flows

Period Ended September 30,	2021
Operating Activities
Net income	$ 3,428,126
Adjustments for items not affecting cash:
Depreciation	12,062
Change in non-cash working capital:
Accounts receivable	380,582
Inventories	456,202
Prepaid expenses and other assets	35,962
Accounts payable	39,486
Accrued other liabilities	(5,906)
Customer deposits	101,313
Cash provided by operating activities	4,447,827
Financing Activities
Distributions	(2,448,304)
Cash used in financing activities	(2,448,304)
Net Increase in Cash	1,999,523
Cash,beginning of period	1,065,263
Cash,end ofperiod	$ 3,064,786

See accompanying notes to financial statements.

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Note 1 – Nature of Operations

Business Activity

Risks and Uncertainties

Note 2 – Basis of Presentation

(a) Statement of compliance

The financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”). A summary of the Company’s significant accounting policies under IFRS is presented below. These policies have been applied retrospectively and consistently applied except where specific exemptions permitted an alternative treatment upon transition to IFRS in accordance with IFRS 1.

(b) Basis of Presentation

In addition, these financial statements have been prepared using the accrual basis of accounting, except for cash flow information.

(c) Use of critical accounting judgements and estimates

Note 3 – Summary of Significant Accounting Policies

Cash

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Inventories

Inventory consists of finished product packaging components (cans, bottles, cartons, etc.) and are stated at the lower of cost and net realizable value.

Revenue from contract with customers

The transaction price is generally fixed in the agreements. In certain cases, these agreements do offer a volume discount for customers who make certain volume commitments.

The Company elected to apply the following practical expedients when applying IFRS 15:

Research and Development costs

Research costs are expensed as incurred. Development costs are capitalized only if development costs can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and the Company intends to and has sufficient resources to complete development to use or sell the asset. Other development expenditures are recognized in the statement of income as incurred. As of September 30, 2021 no development costs have been capitalized.

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Property, plant and equipment

The methods and rates of depreciation applicable for each class of asset as of September 30, 2021 are as follows:

	Method	Rate
Machinery and equipment	Straight-line	7 years
Office furniture and fixtures	Straight-line	7 years
Vehicles	Straight-line	5 years

The Company reassesses the useful life of its assets periodically.

Income taxes

Financial Instruments

Classification

Expected credit loss (“ECL”) impairment model

The Company uses the expected credit loss impairment model, which is based on changes in credit quality since initial application. This model is applied to assets measured at amortized cost.

A maximum 12-month allowance for ECL is recognized from initial recognition reflecting the portion of lifetime cash shortfalls that would result if a default occurs in the 12 months after the reporting date, weighted by the risk of a default occurring.
A lifetime ECL allowance is recognized if a significant increase in credit risk is detected subsequent to the instrument’s initial recognition reflecting lifetime cash shortfalls that would result over the expected life of a financial instrument.
A lifetime ECL allowance is recognized for credit impaired financial instruments.

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

the Company does not track changes in credit risk, but instead recognizes a loss allowance based on lifetime ECLs at each reporting date. The Company has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment.

Amortized Cost

FVTPL

Financial assets in this category are recorded at fair value with changes recognized in profit or loss.

FVTOCI

Measurement

For financial liabilities measured subsequently at FVTPL, changes in fair value due to credit risk are recorded in other comprehensive income (loss).

Notes to the Financial Statements

K.T. Murray Corporation dba Land & Sea Packaging

The Company’s classification of financial assets and liabilities is summarized below:

Cash Amortized cost Accounts receivable Amortized cost Accounts payable and accrued liabilities Amortized cost

Derecognition

Financial assets

Financial liabilities

Fair value hierarchy

Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 – Inputs other than quoted prices included in Level 1 that are observable for the asset or
liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
Level 3 – Inputs for the asset or liability that are not based on observable market data
(unobservable inputs).

Leases

Note 4 – Significant Accounting Judgments and Estimates

Estimates

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

liabilities, revenue and expenses. On an ongoing basis, management evaluates its judgments and estimates in relation to assets, liabilities, revenue and expenses.

Note 5 – Inventories

Inventory consists of aluminum cans, bottles and associated beverage packaging materials.

At September 30, 2021, inventories consisted of the following:

	September 30, 2021
Finished goods	$ 884,188

Note 6 - Lease Commitments

Note 7 - Related Party Transactions

The Company leases its office and warehouse facility from the spouse of the shareholder of the Company.

Key management compensation

	September 30, 2021
Salaries and wages	$190,979

Key management personnel consist of one shareholder and three employees. These transactions are in the normal course of operations and are measured at the amount of consideration established and agreed by the related parties. As of September 30, 2021 there were no amounts due from or due to related parties.

Note 8 – Geographical Disclosures and Key Customers

The Company conducts activities in the United States and Canada. As of September 30, 2021, there are two customers that represented 37% of the Company’s revenue and 56% of the Company’s accounts receivable. As of September 30, 2021, there is one vendor that represented 73% of the Company’s purchases and 37%

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

of payables. The Company also receives a volume related rebate from one of its significant vendors, this rebate amounted to $497,481 as of September 30, 2021, which is included in rebate receivable.

Note 9 – Financial Risk Management

Fair value

Credit risk

Credit risk is the risk of loss associated with a counterparty’s inability to fulfill its payment obligations. Cash is held with reputable US chartered banks. Management believes that the credit risk concentration with respect to financial instruments is minimal. The maximum exposure to credit risk at the interim financial statement date is limited to the accounts receivable balance. There has been no ECL recorded as of September 30, 2021.

The aging of accounts receivable at the date of the financial statements was:

	September	30, 2021
	Gross	Allowance
Not past due	$ 1,003,546	$ -
Past due 1-30 days	234,122	-
Past due 31-60 days	12,671	-
Past due 61-90 days	62,450	-
Past due greater than 90 days	2,423	-
Total	$ 1,315,212	$ -

Liquidity risk

As of September 30, 2021, the Company had a cash balance of $3,064,786 to settle current liabilities of $212,457. Management believes there is sufficient capital in order to meet short-term business obligations, after taking into consideration the cash flows requirements from operations and its cash position as at the reporting date.

The undiscounted contractual maturity of all financial liabilities is as follows:

	Carrying amount	Contractual undiscounted cash flows	Within 1 year	1 to 3 years	3 to 5 years	Over 5 years
Accounts payable & accrued liabilities	$ 212,457	$ 212,457$	212,457	$ -	$ -	$ -
Total	$ 212,457	$ 212,457$	212,457	$ -	$	-$ -

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Market risk

Note 11 – Commitments and Contingencies

Note 12 - Subsequent Events

The Company has evaluated subsequent events through October 26, 2021, the date the financial statements were available for issuance.

AI assistant

Wildpack Beverage Inc. — M&A Activity 2022

47546_rns_2022-01-10_86e47980-1c73-40f0-b520-1e3943a85eed.pdf

BUSINESS ACQUISITION REPORT

Item 1 Identity of Company 1.1 Name and Address of Company

1.2 Executive Officer Telephone: 443-619-3860 Item 2 Details of Acquisition 2.1 Nature of Business Acquired

2.2 Acquisition Date

2.3 Consideration

2.4 Effect on Financial Position

2.5 Prior Valuations

2.6 Parties to Transaction

2.7

Date of Report

Item 3 Financial Statements and Other Information

SCHEDULE “A”

K.T. Murray Corporation dba Land & Sea Packaging

K.T. Murray Corporation dba Land & Sea Packaging

Table of Contents

Financial Statements

Independent Auditor’s Report

Opinion

Disclaimer of Opinion on 2019 Operations and Cash Flows

Basis for Opinion

Basis for Disclaimer of Opinion on 2019 Operations and Cash Flows

Other Matter

Responsibilities of Management for the Financial Statements

Auditor’s Responsibilities for the Audit of the Financial Statements

Financial Statements

K.T. Murray Corporation dba Land & Sea Packaging

Statements of Financial Position

K.T. Murray Corporation dba Land & Sea Packaging

Statements of Income

K.T. Murray Corporation dba Land & Sea Packaging

Statements of Changes in Shareholder’s Equity

K.T. Murray Corporation dba Land & Sea Packaging

Statements of Cash Flows

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Note 1 – Nature of Operations

Business Activity

Risks and Uncertainties

Note 2 – Basis of Presentation

(a) Statement of compliance

(b) Basis of Presentation

(c) Use of critical accounting judgements and estimates

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Note 3 – Summary of Significant Accounting Policies

Cash

Inventories

Revenue from contract with customers

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Research and Development costs

Property, plant and equipment

Income taxes

Financial Instruments

Classification

Expected credit loss (“ECL”) impairment model

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Amortized Cost

FVTPL

FVTOCI

Measurement

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Derecognition

Financial liabilities

Fair value hierarchy

Leases

K.T. Murray Corporation dba Land & Sea Packaging

Notes to the Financial Statements

Note 4 – Significant Accounting Judgments and Estimates

Estimates

Expected credit losses on financial assets

Note 5 – Inventories

Note 6 - Lease Commitments

Note 7 - Related Party Transactions

Key management compensation

Wildpack Beverage Inc. M&A Activity 2022