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GOAT Industries Signs Definitive Agreement To Acquire Epoxy AI Customer Contract Revenues
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Vancouver, British Columbia, Canada – October 23, 2026 - TheNewswire – GOAT Industries Ltd. (the “Company” or “GOAT”) (CSE: GOAT) (OTC: BGTTF) (FWB: 26B.F) is pleased to announce, further to its
August 17, 2026 news release, that it and its indirect wholly owned subsidiary, Source Gaming Company, operating as BetSource ("Source Gaming"), have entered into an arm’s length definitive contract revenue assignment agreement dated October 20, 2026 (the "Agreement") with Epoxy AI, LLC ("Epoxy") to acquire customer contract revenues from Epoxy (the "Transaction").
The Agreement represents a significant advancement of the Company's previously announced acquisition strategy, providing for the acquisition of all rights to revenues, receivables and other amounts payable under six Epoxy customer contracts with both US Tribal casinos, as well as other well known established casino and sports book operators, in exchange for 11,377,600 GOAT common shares at a deemed price of C$0.25 per share. The Company believes the six customer agreements represent a significant commercial opportunity relative to its existing operations.
Under the Agreement, Source Gaming will acquire the rights to revenues, receivables and other amounts payable under the six customer contracts (the "Contract Revenues") and Epoxy has agreed to assign the underlying customer contracts to Source Gaming within six months following closing, subject to obtaining any required customer consents. Until assignment, Epoxy will continue performing its contractual obligations under the six customer contracts and will hold revenues received under those contracts in trust for Source Gaming and remit them accordingly.
The Transaction supports GOAT's strategy to commercialize its BetSource technology platform across the U.S. Tribal gaming, commercial casino and sports betting markets. BetSource is designed to connect live sports, digital entertainment and personalized consumer experiences with new revenue opportunities, including advertising, sponsorships, customer acquisition and interactive gaming services.
"This Agreement marks an important step forward in delivering on the strategy we outlined to shareholders in August," said Hank Frecon, acting CEO of Source Gaming Company (BETSource) "The addition of these customer revenue streams represents a meaningful commercial opportunity for our business. By combining established customer relationships with our scalable BetSource technology platform, we believe we are building a foundation for continued growth across the gaming and sports entertainment industries."
In consideration for the Contract Revenues, GOAT will issue Epoxy 11,377,600 common shares (the "Consideration Shares") at a deemed price of C$0.25 per share. The Consideration Shares will be issued in reliance on the asset acquisition prospectus exemption under National Instrument 45-106 – Prospectus Exemptions and may be subject to resale restrictions under applicable securities laws and escrow requirements under Canadian Securities Exchange ("CSE") policies.
Completion of the Transaction remains subject to the satisfaction or waiver of certain conditions, including the release of all security interests in the Contract Revenues, receipt of necessary approvals and acceptance of the CSE. Either GOAT or Epoxy may terminate the Agreement if the Transaction is not completed by November 30, 2026. There can be no assurance that the Transaction will be completed on the terms described herein, or at all.
As previously disclosed, in connection with the parties' January 14, 2026 non-binding term sheet, GOAT advanced US$100,000 to Epoxy under a non-interest-bearing promissory note (the "Note"). The Note remains outstanding, will not be satisfied or extinguished as part of the Transaction, and will survive completion in accordance with its terms.
This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States. The securities referred to in this news release have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration requirements is available.
About Goat Industries Ltd.
GOAT Industries Ltd. is a digital media and technology company operating BetSource through its indirect wholly owned subsidiary, Source Gaming Company. BetSource provides technology infrastructure designed to integrate live sports content, gaming applications, personalized consumer engagement and new digital monetization opportunities for media companies, casinos and sportsbooks.
For more information about the Company, please visit https://www.goatindustries.co/. The Company’s final prospectus, financial statements and management's discussion and analysis, among other documents, are all available on its profile page on SEDAR+ at www.sedarplus.ca.
On Behalf Of The Board Of Directors
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Chief Executive Officer |
Kevin Cornish |
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Head Office |
Suite 1600, 1021 West Hastings Street, Vancouver, BC V6E 0C3 |
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Telephone |
1-204-801-3613 |
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Website |
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info@goatindustries.co |
The CSE and Information Service Provider have not reviewed and does not accept responsibility for the accuracy or adequacy of this release.
This news release contains "forward-looking information" within the meaning of applicable Canadian securities legislation, including statements respecting the Transaction, the anticipated benefits of the Transaction, the satisfaction of the conditions to closing, including acceptance by the CSE, the anticipated timing of closing, the issuance of the Consideration Shares, the integration of the Contract Revenues into the Company's business, the assignment of the underlying customer contracts to Source Gaming and the receipt of any required customer consents, the performance by Epoxy of its obligations under the Agreement, the Note, the Company's technology commercialization strategy, potential market opportunities and future business development activities. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", "does not expect", "is expected", "intends", "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied, including the risk that the conditions to closing are not satisfied, that the Agreement is terminated, including if the Transaction is not completed by November 30, 2026, that required customer consents are not obtained, that customers terminate, do not renew or reduce their business under the customer contracts, that the associated revenues are not realized as anticipated, or that Epoxy fails to perform its obligations under the Agreement, including its obligations to hold in trust and remit Contract Revenues received by it, as well as risks relating to technology integration, gaming and other regulatory requirements and market adoption of the BetSource platform. In making the forward-looking statements in this news release, the Company has applied several material assumptions, including that the conditions to closing will be satisfied in a timely manner, that the CSE will accept the Transaction, that required customer consents will be obtained, that customers will continue their business under the customer contracts, that the Contract Revenues will be realized substantially as anticipated, and that Epoxy will perform its obligations under the Agreement. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. There can be no assurance that the Transaction will be completed on the terms described herein, or at all. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
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