Bravio Technologies Limited signed a non-binding letter of intent to acquire LottoGopher Holdings Inc. in a reverse merger transaction.
Upon completion, it is anticipated the Board of Directors of Bravio Technologies will consist of up to five members, with the officers being James Morel, David van Herwaarde, Paul Carroll and such other persons as designated by the board. As of February 13, 2019, Greg Cavers has been appointed to the Board of Directors LottoGopher Holdings and as Chief Financial Officer and Edward J. Tobin has been appointed to the Board of Directors of LottoGopher Holdings and as interim Chief Executive Officer. The transaction is subject to customary conditions precedent including completion of satisfactory due diligence by each of Bravio and LottoGopher, negotiation of a definitive agreement and the entering into of a binding definitive agreement in connection with the proposed transaction, receipt of all required corporate approvals from the Board of Directors and all regulatory and shareholder approvals, as applicable, by each of Bravio and LottoGopher and any required third-party consent. As a condition to completion of the transaction, Bravio Technologies will have a closed private placement of Bravio Technologies for aggregate gross proceeds of CAD 3 million. As of April 10, 2019, LottoGopher announced that a special meeting of the shareholders will be held in order to seek shareholder approval. As on April 29, 2019, the transaction was approved by the shareholders of LottoGopher Holdings. As of September 24, 2019, LottoGopher anticipates that the group audits and financing will conclude week commencing September 28, 2019.