We are pleased to announce the completion of the Definitive Agreement with the target company, GoGallop Studios, and are on track to go live for trading on the Canadian Securities Exchange (CSE) in the coming months.
Our legal team has allowed us to share the following press release—see below.
1280673 B.C. Ltd. (DBA SAK1; the “Company”) is pleased to announce that the Company has entered into a definitive share exchange agreement with GoGallop Studios Pty Ltd (“GoGallop”), dated December 14, 2021 (the “Definitive Agreement”), in respect of the purchase of all issued and outstanding ordinary shares in the capital of GoGallop (“GoGallop Shares”) from its existing shareholders (the “Transaction”).
Pursuant to the Definitive Agreement, in consideration for the acquisition of the GoGallop Shares, the Company will issue to the shareholders of GoGallop (the “Shareholders”) an aggregate of 54,385,500 common shares of the Company (the “Payment Shares”) in proportion to the holdings of each Shareholder at the time of the closing of the Transaction (the “Closing”).
The Company and GoGallop are working towards submitting a non-offering prospectus with the British Columbia Securities Commission (the “BCSC”) as principal regulator and a listing application with the Canadian Securities Exchange (“CSE”). The Definitive Agreement contains a number of customary conditions precedent to closing, including but not limited to (i) completion of due diligence; and (ii) the receipt of all requisite regulatory, stock exchange, or governmental authorizations, approvals and consents, including from the BCSC and the CSE.
Upon successful completion of the Transaction, the resulting company (the “Resulting Issuer”) will continue the business of GoGallop, being a publisher of licensed equestrian sports games and will change its name to “GoGallop Ltd.”, or such other name as the Company and GoGallop may determine.
Additional information in respect of the Transaction will be included in the Company’s listing statement and non-offering prospectus to be filed with the BCSC and the CSE, as applicable, in connection with the Transaction and which will be available on the Company’s SEDAR profile at www.sedar.com.
1280673 B.C. Ltd. is a private company incorporated in Vancouver, British Columbia. The Company does not own any assets, other than cash or cash equivalents and its rights under the Definitive Agreement. The Company was formed with the intention to identify and evaluate opportunities for the acquisition of an interest in a suitable business and, once identified and evaluated, to negotiate an acquisition subject to applicable corporate and securities laws, so as to complete a transaction.
GoGallop, headquartered in Melbourne, Australia, is a gaming studio providing mobile e-Sports games being played globally. GoGallop’s first game, ‘Equestriad World Tour’ (EWT) features a simple and fun user interface that allows players to be totally immersed in a fully licensed equestrian world of show jumping, dressage, and cross-country online competitions.
Players can take care of their horse (wash, groom, feed, train), as well as participate in the multi-player feature that includes 15 of the world's top riders and three of their famous horses, collectible in-game. EWT has over 2.3 million app downloads across Apple App Store and Google Play Store and achieved over 125% download growth in the last 11 months.
GoGallop also has a 5-year exclusivity with Fédération Équestre Internationale (FEI), the international governing body of equestrian sports and known as the “FIFA” of the equestrian sports world. The partnership allows GoGallop to leverage FEI's racecourses and events in-game.
The company is expecting to release future games, including horse racing and polo in 2022. The GoGallop team has over 70 years of collective experience in the gaming industry, business development, international distribution management, programming, and publishing across the USA, Europe, and Asia-Pacific regions.