(THenewswire)
Vancouver, British Columbia, Canada September 26, 2025 THenewswire – Goat Industries Ltd. (the “company” or “goat”) (CSE: Goat: GOAT, OTC: BGTTF) (OTC: BGTTF) (FWB: 26b.f) is satisfied to announce, further to the press of the press release in a binding release (the “1509 agreement”) of 25 September 2025, to all issued and issued and issued and issued and issued and issued and issued and issued and issued and issued and issued and issued and issued and dated and dated and dated and dated and dated and. (“1509”) to be acquired (the “1509 suppliers”). The company is at the same time negotiating a binding share exchange agreement (the “Vroom Agreement”) with Veroom, Inc. DBA Vroom (“Vroom” and, together with 1509, the “goals”) and the security hovers of Vroom, are considering the company in the coming days in the coming days. Completion of the 1509 transaction is conditional when access to the Vroom agreement and completion of the Vroom transaction.
Affairs of De Doelen
The company of De Doelen is aimed at the worldwide market for sports betting, most directly on the US $ 40B+ North -American market, including the 500+ tribal casinomarkets I . 1509 is the owner of certain technologies and American licenses (the ” Technology and licenses “) That Enable Casinos, Sports Books and Sports Book Platforms To Have A Distinctive Advantage by Using A Combination of Content Recognition and AI Enabling Personalization. This Includes A Combination of Live Sports Content Distribution Rights Forthaches and Advertision Rights Forthaches and Advertision Rights and Advert. Vroom is a sales and marketing business that activates a Combination of Live Sports Rights Within Casinos and Sports Books and is Responsible for Ensuring that the Technology and Licenses Penetrate the Market Effective.
Together these two entities are on the market known as “Betsource”.
Transaction conditions
On the basis of the 1509 agreement, the company will all acquire and outstanding effects of 1509 of the 1509 suppliers, in exchange for a total of 54,322,500 ordinary shares in the capital of the company (each, a ” Company share “), published to the 1509 suppliers, The Pro At the end of the transaction at an assumed price of $ 0.21 per company share for a total purchase price of $ 11.407.725 (the ” 1509 Purchase price “). 46,822.500 of the shares of the company (the” Blocked shares “) Published to the 1509 suppliers will be subject to a voluntary Escrow (the” Escrow “) With which such shares will be released on a time -based release schedule (the” Time -based release “) Explained below, provided that the blocked shares are eligible for earlier release in the event that the following performance slide is reached: (i) 50% of the EscredWed shares will be established on 1509 booking of annual income (consolidated basis) of USD $ 10,000,000, as reasonably determined by the” The “The” The “The” The “The” The “The” The “The” The “The” The “The” The “The” The “The” The “The” The “The” The “The” The “.”. Plate “”) (” Milestone 1 “); and (ii) The remaining 50% of the EscredWed shares will be established at 1509 The booking of annual income (on a consolidated basis) of USD $ 20,000,000, as reasonably determined by the board (” Milestone 2 “And, together with Milaten 1, the” Milestones “). The release schedule based on time is explained as follows:
% of the released shares | Release date |
What 25% of the Escr cledend shares | 4 months and one day from the closing date |
with 18.75% of the Escropredwed shares | 7 months from the closing date |
with 18.75% of the Escropredwed shares | 10 months from the closing date |
with 18.75% of the Escropredwed shares | 13 months from the closing date |
with 18.75% of the Escropredwed shares | 16 months from the closing date |
In addition to the Escrow and notwithstanding the milestones that are reached, all company shares issued to the 1509 suppliers in connection with the 1509 transaction will be subject to a hold period of four months and one day of the date of issue based on the national instrument 45-106- Prospectus -exemptions .
Completion of the 1509 transaction is subject to (i) receipt of all necessary approvals of the regulations, including, if applicable, all required archives at the Canadian Securities Exchange (” CSE “); (ii) completion of the Vroom Transaction; (iii) the Shareholder Approval (defined below); and (iv) completion of an equity financing by the Company of a minimum of $2,000,000 and up to $6,000,000 through the sale of units of the Company, at a price of $0.30 per unit, with each unit being Comprised of One Company Share and One Half of One Company Share Purchase Warrant, With Each Whole Warrant Exercisable at A Price of $ 0.45 for a period of two years.
The transaction is not a fundamental change or change to the business community, within the meaning of the CSE policy, since the transaction will, however, lead to the company issuing more than 100% of the current and outstanding shares of the company, the approval of the shareholders will be required in accordance with CSE policy 4 (de ” Approval of the shareholders “). In connection with the approval of the shareholders, the company expects to send the disclosure with regard to the transaction, including the provision of shareholders of Auditor assessed financial statements for the goals. It is expected that the transaction will activate a business recruitment report under National instrument 51-102-if concluded Continuous disclosure obligations .
The effects described herein are and will not be registered under the United States Securities Act of 1933, as amended (the ” US Securities Act “), or any state effects laws, and may not be offered or sold in the United States, except in accordance with the registration requirements of the US Securities Act and the applicable state effect requirements or in accordance with exemptions from this. This press release is not an offer for selling or a application to buy effects in any jurisdiction.
About Goat Industries Ltd.
GOAT is an investment publisher aimed at investing in companies with a high potential asset that are active in various industries and sectors. The aim of the company is to generate maximum returns from its investments.
For more information about the company, visit https: // www.goatindustries.co/ . The final prospectus of the company, the financial statements and the discussion and analysis of management, including documents, are all available on the profile page on Sedar+ on www.sedarplus.ca .
On behalf of the Board of Directors
Chief Executive Officer Kevin Cornish
Head office Suite 2300, 550 Burrard Street, Vancouver, BC V6C 2B5 telephone 1-204-801-3613
Website www.goatindustries.co
E -Mail info@goatindustries.co
The CSE and Information Service provider have not assessed and accepts no responsibility for the accuracy or adequacy of this release.
Future -oriented information
This press release contains “Future-oriented information” within the meaning of the applicable Canadian securities legislation, including with regard to the transaction, the 1509 agreement, the Vroom Agreement, the conditions for completing the transaction and the expected activities of the goals. Generally, Forward-Looking Information Can Be Identified by the Use Of Forward-Looking Terminology Such As “Plans”, “Expects” Or “Does Not Expect”, “Is Expected”, “Budget”, “Scheduled”, “Estimates”, “Forecasts”, “Intends”, ” “Believes”, or variations of Such Words and Phrases or State That Certain Acts, Events or Results “May”, “Could”, “would”, “would” or “be taken”, “performance” or “are reached”. Forward -looking information is subject to well -known and unknown risks, uncertainties and other factors that can cause the actual results, the level of activity, performance or performance of the company, as can be the case to vary substantially from those expressed or implied by such future -oriented information. Although the company has tried to identify important factors that can lead to the actual results in a material from those in future -oriented information, there may be other factors that ensure that results are not expected, estimated or intended. There can be no certainty that such information will prove to be accurate, because the actual results and future events may differ material from those expected in such statements. Accordingly, readers are not allowed to place unnecessary dependence on future -oriented information. Actual results and developments may differ substantially from those considered by these statements, depending on, among other things, the risks with regard to the transaction, the objectives and results, the shareholders of the company that approve the transaction. The company does not undertake to update future -oriented information, except in accordance with the applicable securities laws.
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