What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2021-04-13 compared with 2020-05-14 · 223 added, 311 removed, 10 unchanged (98% of the section changed)

Description of the Business

Holdings was incorporated in the State of Nevada on April 2, 2003.

Franchise Holdings International, Inc.

completed a merger with

TMAN Global.com Inc.

on April 30, 2003.

This merger was in the nature of a change in domicile of the Florida corporation to the

State of Nevada, as well as the acquisition of a new business.

Since the inception of our current business operations, we have

been in the business of acquiring franchise, license and distribution rights in new and emerging growth companies.

December 16, 2014, Franchise Holdings International, Inc.

(FNHI) entered into an Agreement (the “Agreement”) to acquire

all issued and outstanding shares of Worksport Ltd.

(The Company”

or Worksport”), an Ontario (Canada) corporation

located at 8820 Jane St, Vaughan, Ontario, L4K 2M9 Canada.

was founded in 2011 to take advantage of the limited innovation provided by existing tonneau cover manufacturers.

Tonneau covers

have remained much the same in price and design since 2005, with one main company controlling a majority of the tonneau cover

This dynamic market segment is in need of a new innovative manufacturer of high quality, functional, and aggressively

priced tonneau covers.

Worksport has developed multiple products for the most prominent pick-up trucks available in North America.

Details of each product can be found at www.Worksport.com .

Worksport sells its products through wholesalers in Canada and

and through third-party online retailers.

Worksport also manufactures its patented designed covers for other businesses

under its private label and OEM manufacturing initiative.

April 20 th , 2018, the board of directors approved special resolutions to the articles of incorporation of Truxmart

Ltd, as incorporated in the province on Ontario, Canada.

The articles of the Corporation were amended to change the name of the

Corporation from Truxmart Ltd.

to Worksport Ltd.

of Products and Services

2018 SEMA Report shows the results of the previous year and indicates that 2017 was another good year for the specialty-equipment

The overall size of the market grew to $42.92 billion.

The 4% growth continues a multiple-year trend.

SEMA projects

that enter the market will continue to grow through the end of 2018 and bring retail sales close to $45 billion.

current growth trend is fueled by strong overall economic performance, including an ongoing decline in unemployment and growth

in consumer spending.

A strong economy paired with rising consumer confidence means that more people are willing to spend money

on discretionary items, such as specialty automotive parts.

While new vehicle sales have leveled off, they still remain at near-record

highs—close to 17 million per year.

Company designs and distributes pickup truck covers called tonneau covers throughout the United States and Canada.

Tonneau covers, described

below are useful aftermarket accessories that provide security and protection for cargo to personal pickup truck owners.

public, company, Franchise Holdings International, Inc.

( “FNHI”

), was incorporated in the state of Nevada on April

was formed in 2011 in Ontario, Canada ( “Worksport Ontario”

December 2014, FNHI acquired 100% of the outstanding equity of Worksport Ontario pursuant to which Worksport Ontario became a wholly-owned

subsidiary of FNHI.

Since acquiring Worksport Ontario, the Company has abandoned all previous business plans and has focused on developing

the tonneau business.

May 2020, FNHI changed its name to Worksport Ltd.

The Company’s common stock is currently quoted on the OTCQB under the symbol

“WKSP.”

All references to “Worksport,”

“WKSP,”

or “the Company”

as used herein refers to the consolidated operations of the Company and Worksport Ontario.

have developed soft vinyl tonneau covers and hard aluminum tonneau covers.

Covers are offered in three or four-panel options.

Once installed, our tonneau covers latch against the bed of the truck and fold up against the back window of the truck cab.

current products include the SC (Soft Cover) SC3, SC3pro and TC (Tough Cover) TC3 lines.

SC3 was Worksport’s first product introduced in 2011 and is fitted with a powder coated lightweight aluminum frame and rear cam

The tri-fold cover is ultra-violet (UV) protected vinyl tri-layer material that seals around the truck bed with a rubber gasket

designed to protect cargo from moisture and debris.

SC3pro was introduced in 2012 and has been upgraded from the SC3 to include our patented “Smart Latch”

offers the same features as the SC3;

however, the Smart Latch system allows the operator to open the cover by simply pulling a release

TC3 was introduced in 2011 but offers a 14 millimeter thick aluminum tri-cover panel with a honey-comb core coated in a durable black

scratch-resistant powder coating.

The TC3 is fitted with the same frame as the SC3 and seals and latches the same as the SC3.

in Production

is currently developing the following products:

SC4 is estimated to launch in the third quarter of 2021.

We believe that this will be the first vinyl wrapped tonneau cover to fold in

four sections.

This cover will also allow its users full bed access by being foldable upwards toward the rear window of the truck.

cover will be more compact when folded parallel to the back window of the truck which will reduce wind resistance and rear window obstruction.

TC4 is currently in the design stage with an estimated to launch in the third quarter of 2021.

The TC4 design will fold with four sections,

and rotate toward the truck cab’s rear window, allowing full bed access.

The cover will have three locking points, with two latching

points that are cable operated.

The cover will be made using FRP (fiberglass reinforced polymer) panels with a matte black silicate surface,

for a durable, matt-black finish.

the SC3pro, TC4 will offer cable operated latching system.

Options on the TC4 will include expandable cargo division and storage solutions.

are currently developing a two component system called the TerraVis that consists of a solar tonneau cover and portable core battery.

TerraVis tonneau cover will be the charging component of the TerraVis and is part of a larger proprietary system which uses mono-crystalline

high efficiency solar panels, rather than our standard FRP or Aluminum rigid panels.

The system will generate up to 1000-watts of low

voltage DC current.

The power will then be stored in an integrated, scalable Lithium Iron Phosphate (LiFeP04) battery bank, that can

expand to over 6 kilowatts (kw) of energy storage.

These components all combine to form the property TerraVis System, referenced above.

The energy can be stored and inverted to two 2000-watt 110V AC outlets or used to re-charge the vehicle’s onboard battery systems

as emergency.

on our TC4 design, our TerraVis cover is designed to provide portable power for pickup trucks and add driving range to next-generation

EV (Electric Vehicle) pickups by generating solar charge power.

While folded over the bed of the truck, the TerraVis cover is designed

to charge power banks and portable batteries, turning any truck into a mobile micro-grid power station.

will be designed with integrated track systems within the bed of the truck.

These tracks can be used for a variety of add-on options

such as, chrome trim, tie downs, cargo cleats, textile storage bags, seating, cargo racks, sliding system and others.

TerraVis COR will be the battery component of TerraVis and will be available to the broader consumer market as a standalone mobile power

system for off-grid power.

This will be a modular, scalable, portable power system.

Chargeable via the TerraVis solar panel tonneau cover,

any solar panel, or wall outlet.

the TerraVis COR is the battery pack that will produce power from the modular Worksport COR battery

packs and provide DC powder to charge mobile devices, as well as invert the power to 2000 watts of A/C power to power job sites, camp

sites, or where power may not be conveniently available.

sales efforts for our TerraVis System will be focused on the North American markets, for companies such as Rivian, Workhorse, Atlis,

Bollinger, Tesla, Hercules, as well as GM and Ford trucks.

Manufacturing

Worksport products are manufactured in a facility located Meizhou, China according to our specifications, schematics and blueprints.

We believe that production at the factory can be increased within 30 days to facilitate volumes up to 10 times the current output without

any adverse effects on quality or craftsmanship.

are currently in the process of establishing manufacturing presence within North America (the United States, Canada and Mexico).

is hopeful that an agreement can be reached between respective governments and that a new facility can be built sometime in 2021.

believes that having manufacturing capability in North America will increase quality control and production efficiency.

Company currently holds a broad collection of intellectual property rights relating to certain aspects of its parts and accessories,

and services.

This includes patents, trademarks, service marks, and other forms of intellectual property rights in the U.S.

foreign countries.

Although the Company believes the ownership of such intellectual property rights is an important factor in its business

and that its success does depend in part on such ownership, the Company relies primarily on the innovative skills, technical competence

and marketing abilities of its personnel.

current intellectual portfolio consists of:

four (4) issued U.S.

utility and divisional patents, four (4) completed international Patent

Cooperation Treaty (“

PCT ”) patents, one (1) issued Canadian utility and pending divisional patent.

We also in the

process of preparing five (5) U.S.

provisional patent applications and one (1) U.S.

design patent application.

Our patents and applications

relate, among others, to:

bag use for a tonneau cover;

system for use with a pickup truck;

and rails for use in tonneau truck covers;

power systems.

patents will expire between 2032 and 2039, excluding any patent term extensions that might be available following the grant of marketing

authorizations.

If issued, pending applications would expire in 2041, excluding any patent term adjustment that might be available following

the grant of the patent and any patent term extensions that might be available following the grant of marketing authorizations.

patents issued to our Chief Executive Officer, Steven Rossi, have been assigned to the Company or will be assigned to the Company upon

being issued by the USPTO.

Company has 15 trademarks in various states of pending, registered and allowed in the United States, Canada, China, the United Kingdom

than standard business licenses, no permits or regulatory approvals are required to distribute Worksport products to clients in any of

the areas in which we operate.

revenue is directly proportional to sales of pickup trucks.

The following graph shows sales of specialty equipment retail sales of aftermarket

automotive accessories in the United States in billions from 2016, through the third quarter of 2019 and estimates those sales into 2023.

worldwide COVID-19 pandemic has not critically affected the pickup truck market.

In 2020, new vehicle sales were under 15 million, with

light trucks accounting for approximately 74% of total sales in the United States.

current growth trend is fueled by a decade average of strong overall economic performance, including an ongoing decade average decline

in unemployment and growth in consumer spending.

A strong economy paired with rising consumer confidence suggest that consumers are willing

to spend capital on discretionary items, such as specialty automotive parts.

While new vehicle sales have leveled off, they still remain

at near-record highs—close to 15 million per year.

Recently announced tariffs on imported steel, aluminum, etc.

and other policy changes

could affect the economy and the industry in 2018, but to this point, demand has been strong.

from 2018 SEMA report, relating to the tonneau cover aftermarket in USA / non-oem dealer sales)

Truck Market:

New Pickup Truck Sales by Month (All Models)

sales data table looks at monthly sales performance for the pickup truck segment in Canada on a month to month basis for the entire

It includes all major pickup truck models sold in the Canadian market and you can see that the monthly pickup truck

sales trends clearly.

Seeing the individual pickup truck model sales performance in this way gives you a good sense of the momentum

(good or bad).

https://www.goodcarbadcar.net/2019-canada-pickup-truck-sales-figures-by-model/

States - best-selling light trucks –

and other policy

changes could affect the economy and the automotive industry, however, demand continues to remain strong for new pickup trucks in North

Statista Market Outlook suggests that pickup trucks will continue to be the number one selling vehicle in North America.

upgrades are the largest sector of the specialty equipment industry, accounting for 27% of total retail dollars (about $12.03 Billion).

In the United States alone, there are over 158.6 million registered light trucks.

Despite the growth of crossover vehicles (CUV) overall,

full-size pickups remain the most common vehicle subtype on the road today.

This is likely driven by the continued popularity of domestic

half-ton pickups ( e.g., Ford F-150, Chevrolet Silverado, Ram 1500) throughout the United States, especially in the U.S.

there is increasing interest in electrification by automakers, less than 1% of light vehicles are electrified thus far.

the decade where mass adoption takes place.

The electric pickup truck market is very promising.

Under the push of EV’s worldwide

and legal policies in states like California banning non-eco truck sales by 2035, we believe that a sizable amount of customers will

be looking to purchase and upgrade to newer trucks.

EV pickup truck sales are suggested to grow at a 58% change of annual grown rate

(CAGR) between 2020 and 2030.

top registered make and models of pickup trucks in the United States are shown below.

Registered Models

GM Full-Size Pickup

Ford F-Series

Toyota Tacoma

Chevrolet Silverado 2500

Toyota Tundra

the roughly 56 million pickups in the United States today, nearly 60% of them are either GM Full-Size or Ford F-Series, and account for

almost 12% of all vehicles on the road.

The Ram Pickup is third.

All three brands are ideal target markets for our products.

New Pickup Truck Sales in the United States by Month (All Models)

2019 year-end sales of almost 900,000 units, the Ford F-Series was the best-selling light truck in the United States.

1 unchanged sentence

is a series of full-size pickup trucks, the most popular variant being the F-150.

The 14th generation of this model will be released

best-selling light trucks in the United States

The 14th generation of this model was released in 2020.

years of recovery in demand for vehicles, U.S.

car and light truck sales growth slowed down in 2019, compared with the year before.

light vehicle sales came to around 17 million units in 2019, some 12.2 million of which were light trucks.

With the exception

of Toyota pickups, light trucks built by U.S.-based automakers continue to be favorites among U.S.

car and light truck sales growth slowed down in 2019, compared with 2018.

light vehicle

sales came to around 17 million units in 2019, some 12.2 million of which were light trucks.

With the exception of Toyota pickups, light

trucks built by U.S.-based automakers continue to be favorites among U.S.

vehicle buyers.

The Ford F-Series,

which has been one of the most popular automobiles with U.S.

buyers for years, was ranked as the best-selling light truck in the

United States at year-end 2019.

The second spot was claimed by Chrysler’s Ram Pickup, followed by GM’s Chevrolet Silverado

and the Toyota Tacoma.

The Ford F-Series, which has been one of the

most popular automobiles with U.S.

buyers for years, was ranked as the best-selling light truck in the United States at year-end 2019.

The second spot was claimed by Chrysler’s Ram Pickup, followed by GM’s Chevrolet Silverado and the Toyota Tacoma.

https://www.statista.com/statistics/204473/best-selling-trucks-in-the-united-states-from-january-to-october-2011/

many years, consumers have had very limited options available to them from tonneau cover manufacturers.

The leading manufacturers

in the North American market have had very few new model developments.

The tonneau cover market can be divided into four main

styles of covers:

Soft Folding & Roll-up covers (Vinyl covers)

Hard Folding & Standing Covers (Aluminum and FRP)

Solid one piece caps and lids (Plastic & Fiberglass)

Retractable Covers (Plastic & Aluminum)

believe the consumer favors models that are the least cumbersome, most functional, and lowest initial cost.

Solid one piece covers

and retractable covers are the least desirable because of their limited functionality and overall cost.

Therefore, the most popular

covers in today’s market are soft and hard folding/rolling tonneau covers.

Analysis and Distribution

Specialty Equipment (aftermarket) consists of three major types of customers which include;

master warehouse distributor, dealer/wholesaler,

and end retail consumer.

Master warehouse distributors will stock and distribute product to their customers, which are usually

local dealers and wholesalers.

Dealers and wholesalers are local stores which sell product to some businesses and retail consumers

in their area and online.

Dealers will purchase most of their product from their local distributor who will deliver to them regularly.

Retail end consumers are simply the end user of your product.

Worksport currently sells its product line through distributors

and dealer networks.

OEM market consists of vehicle manufactures with corporate offices and distribution points globally.

Specifically, within North

America the OEM market would consist of corporate offices and warehouses in Canada, USA, and Mexico.

Target OEM’s for Worksport

distribute our tonneau covers are through wholesalers and online retail channels in Canada and the United States.

We will also provide

our tonneau covers for private labels and Original Equipment Manufacturers.

specialty equipment (aftermarket) consists of three major types of customers which include master warehouse distributors, dealers and

wholesalers, and retail end consumers.

Master warehouse distributors will stock and distribute products to their customers, which

are usually local dealers and wholesalers.

Dealers and wholesalers are local stores which sell products to some businesses and retail

consumers in their area and online.

Dealers will purchase most of their products from their local distributor who will deliver to them

Retail end consumers are simply the end users of the products.

Original Manufacturing Market (OEM) consists of vehicle manufactures with corporate offices and distribution points globally.

Specifically,

within North America, Worksport’s target customers in OEM markets include but are not limited to:

Automotive (Ram Trucks).

2017, each vehicle manufacturer above, purchases their OEM brand tonneau covers (tonneau cover installed at the factory) from

an independent accessory manufacturer, such as Worksport.

No vehicle manufacturer designs and manufacturers their own tonneau

Worksport’s

target market includes master warehouse distributors and dealers.

the Canadian market, Worksport does the majority of its business with warehouse distributors, and select dealer customers.

the US market, Worksport’s customer base is mostly dealers and wholesalers.

USA is a supplying member of one of the largest after-market buying groups in the USA.

American Aftermarket Group (AAG), owned

by Line-X coatings, consists of over 700 car and truck accessory stores.

Being a supplying member of AAG gives Worksport access

to most of the large truck accessory dealers, wholesalers, and online stores in the USA.

Our products are sold to AAG members

by the sales staff at AAG and all customer service and maintenance is done through phone calls, emails, and infrequent visits.

Canada sells to only select dealers in Ontario as well as, the largest warehouse distributor in eastern Canada.

Robert Thibert

in Châteauguay, QC has over 600,000 square feet of warehouse space in three provinces in Canada.

Robert Thibert is responsible

for stocking and selling our product to their customer base in Canada.

Worksport dealer sales in Ontario are to only select dealers

who assist with product feedback.

contact is made with our customer base about new product, promotions, updates, and general sales by phone, email, and in person,

when possible.

partial list of our customers includes:

Robert Thibert (Québec, Canada)

(Florida, USA)

5 Distributing

that compete in this market are Truck Hero Group, Tonno Pro and Rugged Liner however not all companies charge competitive prices:

Extang (TruckHero) Trifecta retails in the USA for $425.

The Tonno Pro Tri Fold retails for $269.

The Rugged Liner Tri Fold retails

Whereas the Worksport Tri Fold retails for CAD$259;

Extang Solid Fold retails in the USA for $799.

The Rugged Liner Hard Fold retails for $689.

The Worksport Forte retails at CAD$699;

profile Roll-Up covers are manufactured by many different companies.

The two most popular Roll-Up covers are the Truxedo (TruckHero)

Low-ProQT, which retails for $499 and the Tonno Pro Low-Roll which retails for $269.

The Worksport Roll-Up retails for $CAD299;

Hero Group is the holding company for Extang Corporation, TruXedo, Inc., BedRug, Inc, UnderCover Inc., Advantage Truck Accessories

Inc, Retrax Inc, and BAK Industries, NFAB, RealTruck.Com, Auto Customs, and ARE Truck Caps.

They account for the majority of the

competing brands in North America.

area of biggest growth in the tonneau cover market is in the area of aggressively priced hard folding tonneau covers.

the market distribution is shared by three primary participants, with LKQ/Keystone considered the market leader.

Marketing and Distribution Strategy

Worksport’s

sales strategy is constantly changing and dynamic.

Sales are made through warehouse distributors, as they typically handle product

sales and promotion through their in-house sales department.

To fully saturate the market a business must entice the retail consumer

to purchase its product by way of a strong internet presence which will consist of YouTube videos and commercials, an interactive

website, search engine optimization, social media, etc.

The next step is to have strong working relationships and reputations

among dealers and wholesalers who purchase Worksport’s product, either directly or through distributors.

will continue to grow private label sales where Worksport sells products, branded as other companies’

who wish to participate in the tonneau cover market, but do not have the ability to navigate the complex manufacturing processes

paired with challenging intellectual property rights can utilize Worksports designs, patents, factories, and distribution infrastructure

to be able to stock and sell its own unique product without facing any challenges of directly manufacturing.

hopes to become the leader in the tonneau cover market through innovation.

currently has two OEM partnerships with the electric-truck manufacturers, Hercules Electric Vehicles and Atlis Motor Vehicles.

partnerships are currently in the development stage whereby we intend to work with these companies to explore integrating our TerraVis

solar tonneau cover with Hercules and Atlis’

EV pickup truck models.

our estimation, for many years, consumers looking to purchase tonneau covers have had a limited amount of options available to

them and mostly consisted of:

Folding & Roll-up covers (Vinyl covers);

one piece caps and lids (Plastic & Fiberglass);

Covers (Plastic & Aluminum);

Folding & Standing Covers (Aluminum and FRP).

one piece covers and retractable covers are the least desirable because of their limited functionality and overall cost.

We believe that

consumers want a less cumbersome tonneau cover with high functionality and at a lower cost.

is why the most popular covers in today’s market are soft and hard folding/rolling tonneau covers and the biggest growth opportunity

in the tonneau cover market is the aggressively priced hard folding tonneau cover market niche.

largest competitor is Truck Hero which has acquired upwards of 13 independent tonneau cover brands in North America.

Truck Hero’s

products directly compete with our products.

second largest competitor is Truck Accessory Group (TAG), however, TAG’s products do not directly compete with those of ours.

believe that by being independent, aggressively priced, innovative, and operationally sound, we will be able to grow revenues with minimal

sales effort while continuing to develop our relationships with our larger clients.

we believe our Company is currently the only independent Business-to-Business (B2B) producer of tonneau covers in the United States and

Canada that does not sell directly to customers (B2C).

Worksport believes that we can expand our current customer base throughout our

current and future markets and is evaluating entering various B2C channels to boost sales of new products.

business plan moving forward is to sell our products to the 60,000 existing auto parts retailers throughout the United States.

are currently being distributed to 17,000 of these stores.

Company also plans to eventually expand to other markets outside the United States and Canada.

We intend to generate revenue in new markets

from the automotive specialty equipment markets and global Original Equipment Manufacturers.

goal is to become the leader in the tonneau cover market through innovation.

Our main objective is to design and engineer our products

to better suit todays new, dynamic, and innovative models of light trucks.

hopes to become a significant player in our market segment by always maintaining a strong emphasis on customer service, innovation,

quality, and a robust global branding.

Worksport’s

target market is North, Central, and South America with future plans to expand globally to other market opportunities.

intends to earn revenues from both the automotive specialty equipment market as well as OEM production for vehicle manufactures,

also plans to gain market share and core value by internally engineering our products to best suit the evolving needs of the consumer

as well as a strong intellectual property portfolio (3 Granted Patents, 3 patent applications in Canada and USA –

Company’s current product lines are as follows:

Worksport SC3:

Tri Fold (introduced in 2011)

Worksport Tri Fold is our staple soft folding tonneau cover.

The Tri Fold is made with features such as stainless steel hardware,

double coated vinyl tarp, and all aluminum and plastic coated front clamps.

The Tri Fold is made available to our customer base

at an average cost savings of 5% over competing products.

Worksport has designed multiple unique variations of this product and

is currently manufacturing various versions for Worksport branded sales, as well as private label clients.

Worksport SC3Pro:

Smart Fold (introduced in 2012)

Worksport Smart Fold is our second product to market and offers our patented rear Smart Latch system.

The Smart Fold is the first

innovation in the rear latching system offered on soft folding tonneau covers.

The Smart Fold cover comes with all of the same

features as the Tri Fold but with a new rear latch system that allows the cover to be opened by simply pulling a release cable

which is a new innovation in the soft tri fold segment of our market.

Company introduced three new products at the Specialty Equipment Manufacturers Association (SEMA) show in Las Vegas in November

These products were the following:

Worksport SC4:

Quad-Fold (Introduced 2015)

Worksport Quad-Fold will be the first vinyl wrapped tonneau cover to fold in four sections.

This cover will also allow its users

full bed access by being foldable upwards towards the rear window of the truck.

We chose to make the world’s first quad

folding cover so this cover is more compact when standing parallel to the back window of a truck, thus eliminating wind resistance

and rear window obstruction.

Worksport HC3:

Forte (2 nd Gen launched in 2016 as Private Label in Canada Only)

valuable information learned from the launch of the first generation Worksport Forte.

The all-new redesigned Worksport Forte “GEN2”

has been engineered to be easy to install and operate while being offered at an MAP price that fills a much needed void between

soft and hard tonneau covers.

GEN2 Forte cover will now be built using 6MM thick aluminum panels with a robust honeycomb core, coated in a durable matte-black

scratch resistant powder coating.

The GEN2 Forte cover will be 30% lighter and cost 25-30% less to manufacture.

With robust packaging,

the lighter weight GEN2 Forte will also save time and money with up to 10% more load quantity in a standard 40’

HC container,

therefore maximizing value and product profitability.

Notably, the GEN2 Forte will not come with the same cargo-division and tool

bags as its predecessor, as cargo division and storage solutions are being closely reviewed and implemented with the Worksport

Alpha series of products.

GEN2 Forte will be manufactured as a Worksport branded product as well as a cornerstone product for private label manufacturing

in North, Central, and South American markets.

addition, we redesigned the Worksport Smart Fold latch system based on consumer feedback.

As a consequence, the next generation

Smart Fold covers will be far easier to install and will be available for both domestic and imported light trucks.

also launched its new Alpha series of tonneau covers at SEMA 2015.

The Alpha products are set to be released late 2020, upon successful

capital raise for new research and development.

The Alpha and TerraVis model covers are anticipated to be very successful in the

automotive aftermarket.

Page 10 of 40

products are manufactured to our specifications and design in China.

All of our soft (vinyl) covers are made in a factory in Meizhou,

All future Worksport hard products are manufactured in China.

Our soft cover factory is capable of producing 3,000 pieces

per month and our hard cover factory is capable of producing 1,500 pieces per month.

Production at both factories can be increased

within thirty days to facilitate volumes up to ten times the Chinese contract manufacturers’

current output without any

stress on their capacity.

we employ 1 full-time person.

We may hire additional employees in the future to facilitate anticipated growth projections.

reimburse our employee for all necessary and customary business related expenses.

have no plans or agreements which provide health care, insurance or compensation on the event of termination of employment or

change in our control.

Property Rights

at the time of filing of this Report, the Corporation has obtained three patents in the US.

As disclosed below, the patents are

for the company’s “Smart Fold”

and “Quad-Fold”

tonneau covers and for the “Tool Bag”

which s an accessory and part of the “GEN2 Forte”

tonneau covers.

October 2014, the Corporation also filed two provisional patent applications with the US Patent and Trademark ffice which were

subsequently granted.

Worksport has paid $7,718 since October 2012 for the cost of obtaining US Patent No.

8,814,249 –

system for securing a truck bed cover.

This patent is owned by Steven Rossi, previously the sole stockholder of Worksport.

an exclusive license agreement between the Corporation and Steven Rossi, dated November 26, 2014, Worksport has the right to commercialize

Under this agreement, Worksport is not obligated to pay any royalties to Steven Rossi.

Worksport is, however, obligated

to pay any expenses incurred to keep the patent in full force and effect.

2015, Steven Rossi filed three patent applications and one provisional patent application, all under exclusive license to Worksport,

with the US Patent and Trademark Office.

As at the date of filing of this Report, the status of the patent applications are as

Worksport for life of patent is expected to be granted within 2019 and includes the Adjustable/Removable Tool

This feature relates to removable and adjustable bag under tonneau cover and is

used on Alpha and GEN 2 Forte.

The patent was granted on April 9, 2019.

Worksport Quattro cover is a full bed access soft folding cover.

The patent was granted on March 3, 2019.

Alpha full-featured tonneau cover system (discussed above) is expected to be branched into two separate

The Alpha patent is expected to be granted within 2019.

Page 11 of 40

at the date of filing of this Report, Worksport also has submitted a US, Canada and China Trademark application for “WORKSPORT”

on September 17, 2017.

The Corporation expects to be granted trademark ownership rights to the mark “Worksport”

As of the date hereof, the Corporation has applied for the Worksport logo and word mark in China and is awaiting confirmation

through its Chinese trademark agent.

Applicant’s

English address

RUTHERFORD, VAUGHN, ONTARIO, CANADA L4K 0B1

Chinese address

加拿大安大略省沃恩市卢瑟福路 414-3120 号

Patent Portfolio

table below contains a record of the patents and trademarks that the Corporation currently owns and holds:

US20170355251A1

WO2017070786A1

OFF TERRAVIS)

APPLICATION IN

APPLICATION IN US

APPLICATION IN THE

believe that governmental regulation will not be significant to us now or in the future.

and Development

will spend for research and development activities on an ongoing basis.

Environmental

believe that we are not subject to any material costs for compliance with any environmental laws.

Page 12 of 40

to Obtain our SEC Filings

file annual, quarterly, and special reports, proxy statements, and other information with the Securities Exchange Commission (SEC).

Reports, proxy statements and other information filed with the SEC can be inspected and copied at the public reference facilities

of the SEC at 100 F Street N.E., Washington, DC 20549.

Such material may also be accessed electronically by means of the SEC’s

website at www.sec.gov.

investor relations department can be contacted at our principal executive office at 3120 Rutherford Road, Suite 414, Vaughan,

Ontario, Canada L4K 0B2.

Our phone number is 1 (888) 554-8789.

Our website is www,franchiseholdingsinternational.com

a “smaller reporting company,”

are not required to provide the information required by this Item 1A.

to better suit today’s new, dynamic, and innovative models of light trucks and electric trucks with TerraVis.

currently employ four full-time employees inclusive of our Chief Executive Officer.

We intend to hire additional employees as

operations grow.

We rely on independent contractors for additional labor as needed.

principal executive offices and warehouse is located at 3120 Rutherford Road, Suite 414, Vaughan, Ontario, Canada L4K 0B2.

lease this 3,600 square foot space at a price of $2,222 per month that commenced August 1, 2019 and ends July 31, 2022.

main telephone number is (888) 554-8789.

Our main website is www.worksport.com , the contents of which are not incorporated by

reference into this report.

Risk Factors.

are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934, as amended, and are not required to

provide the information under this item.

However, our activities are subject to significant risks and uncertainties including failure

to secure funding to properly fund our business plan.

Unresolved Staff Comments.

a “smaller reporting company,”

as defined by Rule 12b-2 of the Exchange Act, we are not required to provide the information

in this Item.

currently occupy office space in Toronto, Ontario.

All Worksport product in the USA is stocked by a bonded third party logistics

warehouse at an annual rent of approximately $10,000.

We have virtually no owned equipment and rely on contracted logistics partners

and their equipment to support Worksports supply chain and distribution.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business