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GoLogiq and GammaRey sign a definitive share exchange agreement for a $320m merger

By Edlyn Cardoza

January 04, 2023

  • Embedded Finance Solution
  • FinTech
  • GammaRey
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GoLogiq, GammaRey, FinTech, New World Digital Economy, Embedded Finance Solution, USAGoLogiq, Inc., a U.S.-based global provider of FinTech and consumer data analytics, has signed a definitive share exchange agreement with GammaRey, Inc., a privately held FinTech ecosystem for the New World Digital Economy.

Under the now definitive terms of the proposed agreement announced in December, GammaRey has merged with GoLogiq as a wholly-owned subsidiary in an all-stock transaction. GoLogiq will issue $320 million in common stock valued at $3.00 per share in exchange for 100% of GammaRey’s outstanding shares. The transaction is anticipated to be completed within the next few weeks, subject to customary closing terms. The transaction will follow the spin-off of GoLogiq from Logiq, Inc., which was completed early last year.

The combined company plans to initially focus on the high-growth wealth management market for Generation Z and Millennials. This new generation of wealth-builders represents the sharing economy that will be powered by digital banking solutions, such as virtual payments, lending, and loyalty, all of which can reside in a single, easy-to-use mobile application or embedded finance solution.

Millennial and Gen Z financial wealth reportedly jumped 25% last year (higher than for Gen Xs and Baby Boomers), and their aggregate assets grew from $2.9 trillion to $3.6 trillion. With this trend as a significant driver, Bain & Company recently issued a report that projects the wealth management market to double in size and exceed $500 billion by 2030.

Coinciding with the signing of the definitive agreement, GoLogiq chairman Brent Suen has been appointed interim CEO of GoLogiq, succeeding Matthew Brent, who has left the company to take a new executive position at a leading video game publisher. The company has begun an executive search process to identify candidates for the CEO position who possess strong skills and experience in building global FinTech enterprises.

“Through this highly synergistic merger, we will have achieved our goal for GoLogiq to become a comprehensive fintech platform for underserved businesses and consumers that is generating strong revenue growth and cash flow,” said Brent Suen, Interim CEO of GoLogiq. “We see huge opportunities ahead as we integrate our respective powerful fintech platforms and set the stage for continued growth and profitability in the new year.”

The company also plans to appoint additional board directors and board advisors with complementary backgrounds and professional experience, similar to the recent appointment of Candice Beaumont to its board of directors.

“This merger also paves the way to complete a new acquisition target introduced by GammaRey with whom we are in late stages of negotiation,” continued Suen. “We anticipate that its more than $9 billion in managed assets will further strengthen our value proposition to not only prospective customers but also the additional high-value acquisition targets we are pursuing this year. Assuming the completion of certain prospective acquisitions, we are currently targeting more than $50 million in annualized revenues for 2023.”

Following the merger transaction with GammaRey, GoLogiq would continue to trade under the symbol ‘GOLQ’ on the securities marketplace maintained by The OTC Markets, and until such time FINRA would approve a planned name change and new logo. GoLogiq also intends to apply for an uplisting to a listed exchange, such as Nasdaq or the NYSE. Such an application would be subject to approval based on several factors, including satisfaction with minimum listing requirements.

While the company believes that the GammaRey transaction will be completed as agreed, it is dependent on specific closing terms, and so no assurances can be provided that the transaction will be completed as described.

Suen concluded, “On behalf of our board of directors and executive team, I would also like to extend our deep gratitude and appreciation for Matt, who has been instrumental in leading the company to this pivotal stage in its growth and development. We wish him the very best in his new endeavor.”

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