GoGo AI Network Completes Arrangement with Algo8

News related to:GoGo AI Network Inc. and Algo8 AI Inc · 3 min read

The release of October 6, 2026, from TheNewswire, details the closing of a plan of arrangement between GoGo AI Network Inc. and Algo8 AI Inc. The arrangement, which saw GoGo spin out its investment in Algo8 Industrial AI Inc. into a new entity, has now been completed. The Resulting Issuer, formerly known as 1589675 B.C. Ltd., has received conditional approval to list its common shares on the Canadian Securities Exchange (CSE) and has filed a listing statement in the form of CSE Form 2A, effective September 30, 2026.

The Resulting Issuer's principal business now revolves around Algo8, a global deep-tech pioneer in industrial AI. Leveraging advanced machine learning, computer vision, and Generative AI, Algo8 has delivered breakthrough innovations across industries, including manufacturing, energy, and logistics. With over 50 successful deployments worldwide, Algo8 has consistently enhanced efficiency, boosted profitability, and accelerated digital transformation.

Under the terms of the Arrangement, GoGo shareholders as of 12:01 a.m. on October 6, 2026, received 0.25 of a Resulting Issuer Share for each GoGo common share held, and they retained their existing GoGo shares in full. Following the issuance of Resulting Issuer Shares to GoGo shareholders, each Algo8 shareholder exchanged their Algo8 common shares for Resulting Issuer Shares on a one-for-one basis. Additionally, each outstanding Algo8 option automatically became fully vested and exercisable into Resulting Issuer Shares in lieu of Algo8 shares on a one-for-one basis. Each outstanding Algo8 RSU will continue in accordance with its original terms, with holders entitled to receive Resulting Issuer Shares in lieu of Algo8 shares on a one-for-one basis. Each holder of an outstanding Algo8 warrant will receive Resulting Issuer Shares in lieu of Algo8 shares on a one-for-one basis.

The Resulting Issuer Shares issued to former Algo8 shareholders are subject to certain contractual restrictions on transfer, with release schedules varying depending on whether the Algo8 Shares exchanged were originally issued as founder shares or non-founder shares. In addition, holders of outstanding Algo8 Options and Algo8 RSUs have agreed to voluntary lock-up provisions restricting the transfer of certain securities for periods of up to 12 months following the initial trading date. In accordance with the policies of the CSE, Resulting Issuer securities held by "Related Persons" (as defined in the policies of the CSE) are subject to an escrow agreement, a copy of which will be available on the Resulting Issuer's SEDAR+ profile at www.sedarplus.ca. Further details are included in the Listing Statement.

Following completion of the Arrangement, GoGo shareholders hold an aggregate of approximately 33.1% of the issued and outstanding Resulting Issuer Shares, while former Algo8 shareholders hold an aggregate of approximately 62.4% of the issued and outstanding Resulting Issuer Shares. The board of directors of the Resulting Issuer is comprised of Brandon Kou, Nandan Mishra, Himanshu Singh, Douglas Steinberg, and Nicholas Mersch.

On closing of the Arrangement, the Resulting Issuer issued an aggregate of 3,883,402 Resulting Issuer Shares as finders' fees to arm's length parties. The Resulting Issuer Shares to be issued pursuant to the Arrangement have not been and will not be registered under the United States Securities Act of 1933, as amended, and will be issued in reliance upon the exemption from registration provided by Section 3(a)(10) thereof.

GoGo AI Network Inc. is an investment issuer focused on identifying, investing in, and supporting early-stage and growth-stage companies developing artificial intelligence, automation, and next-generation software technologies. The Company targets opportunities across multiple sectors and geographies and seeks to create long-term shareholder value through disciplined capital allocation, active portfolio support, and the strategic monetization of its investments over time. For more information, visit www.gogonetwork.ai.

The Resulting Issuer Shares to be issued pursuant to the Arrangement have not been and will not be registered under the United States Securities Act of 1933, as amended, and will be issued in reliance upon the exemption from registration provided by Section 3(a)(10) thereof.

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