Odd Burger Corporation has announced it will raise $1.5 million through a private placement of shares. The company will issue 8,311,110 common shares at a price of $0.18 per share. The funds will be used for expanding the company’s operations, including opening new franchises, increasing retail distribution, and supporting product development.
McInnes makes a move
The funding comes after Odd Burger entered into an agreement with Rockcliffe Capital, which will assist in managing the transaction. As part of the deal, Odd Burger CEO James McInnes will sell 8,823,529 of his shares to Rockcliffe Capital, while receiving newly issued shares in return. The transaction includes a 10% premium on the share price, which means McInnes will receive more shares for his sale, further supporting the company’s capital needs.
The deal follows a previous agreement with Rockcliffe Capital that allows Odd Burger to raise capital in stages. On September 11, 2025, the company notified Rockcliffe of its intention to draw down $1.5 million. The terms of the transaction involve McInnes, as an insider, selling shares to Rockcliffe, who will then pay Odd Burger for newly issued shares. This results in a net amount of $1.36 million for the company, after fees.
Insider deal without the red tape
The private placement is classified as a “related party transaction” because it involves McInnes, a key figure in the company. However, the deal falls within certain exemptions as it is below a set value threshold, and the company does not need to undergo additional formal approval processes.
Before the transaction, McInnes owned about 22.8% of Odd Burger’s shares. Following the deal, his stake will be reduced to around 20.5%. McInnes has stated that he will continue to monitor his shareholding and may adjust it in the future.
The proceeds from the placement will be used to fund Odd Burger’s growth strategies, including expanding its restaurant network, increasing retail sales, and developing new plant-based products. Additionally, the company plans to use some of the funds for general working capital.
Approval pending
While the deal and private placement have been announced, they are still subject to approval by the TSX Venture Exchange (TSXV), which oversees companies like Odd Burger that are publicly traded.
Odd Burger operates a chain of vegan fast-food restaurants and manufactures plant-based products for both its restaurant locations and retail distribution. Recently, the company entered into a distribution agreement with Vegan Supply to expand its packaged goods line and opened a new location in Edmonton. It also appointed a new Chief Financial Officer earlier this year.