QuantGate Systems Inc. Announces Memorandum of Understanding with YO Eleven Gaming Inc.

Rhea-AI Summary

QuantGate Systems Inc. (OTCQB: QGSI) has signed a Memorandum of Understanding (MOU) with YO Eleven Gaming Inc. for the sale of specific technology and patents from its Mobilotto Canadian subsidiary. The deal includes 9,000,000 common shares of YO Eleven and CAD $250,000 in cash consideration. QuantGate will maintain a 25% royalty on gross revenues from the technology's commercialization. The agreement features an anti-dilution clause protecting QuantGate's 19% equity stake during an initial CAD $500,000 capital raise. The transaction is expected to close by July 25, 2025, pending due diligence and approvals.

Positive

• Receives 9,000,000 common shares of YO Eleven plus CAD $250,000 cash consideration
• Retains 25% royalty interest on all gross revenues from the technology
• Protected 19% equity stake through anti-dilution clause during initial capital raise
• Strategic partnership could open new market opportunities in gaming sector

Negative

• Divestment of technology assets from Mobilotto subsidiary could impact future growth potential
• Transaction completion subject to various approvals and due diligence
• Success depends on YO Eleven's ability to commercialize the technology effectively

Toronto, Ontario and New York, New York--(Newsfile Corp. - June 18, 2025) - QuantGate Systems Inc. (OTCQB: QGSI) (the "QuantGate" or "Company"), an Artificial Intelligence ("AI"), Machine Learning ("ML") SaaS-based Fintech solutions company, is pleased to announce the signing of a Memorandum of Understanding (MOU) with YO Eleven Gaming Inc. ("YO Eleven"), a Vancouver-based gaming technology company, to enter into a definitive Asset Purchase Agreement for the sale of certain technology and patents held by QuantGate's Mobilotto Canadian subsidiary company.

The MOU outlines a strategic transaction whereby QuantGate will transfer specific technology and patent assets to YO Eleven in exchange for 9,000,000 common shares of YO Eleven and a cash consideration of CAD $250,000 upon closing. Additionally, QuantGate will retain a 25% royalty interest on all gross revenues generated from the commercialization, licensing, or monetization of the transferred technology. To support QuantGate's equity position, the MOU includes a temporary anti-dilution clause, preserving QuantGate's 19% equity stake in YO Eleven (on a fully diluted basis) during an initial capital raise of up to CAD $500,000.

This partnership aligns with QuantGate's mission to maximize shareholder value through strategic collaborations and innovative fintech solutions. The transaction is expected to close within 45 days, by July 25, 2025, subject to customary due diligence, board approvals, and any required regulatory approvals.

"We are excited to partner with YO Eleven Gaming Inc. to advance the application of our technology in new markets," said Nikolas Perrault, Chairman of QuantGate Systems Inc. "This MOU represents a significant step in leveraging our intellectual property to create long-term value for our shareholders."

Jake Kalpakian, President of YO Eleven Gaming Inc., added, "The acquisition of QuantGate's technology and patents will enhance our capabilities in the gaming technology sector. We look forward to integrating these assets to drive innovation and growth."

Further details of the transaction will be shared as the definitive Asset Purchase Agreement is finalized and key milestones are achieved.

About QuantGate Systems Inc.
QuantGate Systems Inc. (OTCQB: QGSI) (www.quantgatesystems.com) is a publicly-traded fintech company operating for over ten years, developing sophisticated Artificial Intelligence (AI), Machine Learning (ML), and proprietary big-data processing algorithms and analytics to deliver SaaS solutions and seamless API integration. The Opportunity Watchlist is a groundbreaking tool to deliver real-time market insights and data-driven predictions, providing users with a competitive edge through enhanced decision-making capabilities, optimizing real-time execution, and an overall improved trading experience.

About YO Eleven Gaming Inc.
YO Eleven Gaming Inc., based in Vancouver, British Columbia, is a technology company focused on advancing innovative solutions in the gaming industry. With a commitment to leveraging cutting-edge technology, YO Eleven aims to deliver transformative products and services to global markets.

Contact Information:
Jake H. Kalpakian
YO Eleven Gaming Inc.
Suite 575, 510 Burrard Street
Vancouver, BC V6C 3A8
E: info@yoelevengaming.com
T: +1 (604) 681-0204

Contact Information:
QuantGate Systems Inc.
150 Bloor Street West, M103
Toronto, ON, M5S 1M4
E: info@quantgatesystems.com
T: +1 (416) 479-0880

Forward-Looking Statements Disclaimer and Reader Advisory:
All statements included in this press release that address activities, events, or developments that the Company expects, believes, or anticipates will or may occur in the future are forward-looking statements. These forward-looking statements involve numerous assumptions made by the Company based on its experience, perception of historical trends, current conditions, expected future developments, and other factors it believes are appropriate in the circumstances. In addition, these statements involve substantial known and unknown risks and uncertainties that contribute to the possibility that the predictions, forecasts, projections, and other forward-looking statements will prove inaccurate, certain of which are beyond the Company's control. Readers should not place undue reliance on forward-looking statements. Except as required by law, the Company does not undertake to revise or update these forward-looking statements after the date hereof or revise them to reflect the occurrence of future unanticipated events.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/255978

FAQ

What are the key terms of the QuantGate Systems (QGSI) and YO Eleven Gaming deal?

QuantGate will receive 9,000,000 common shares of YO Eleven, CAD $250,000 in cash, and retain a 25% royalty on gross revenues from the technology commercialization.

When is the expected closing date for QGSI's asset sale to YO Eleven Gaming?

The transaction is expected to close within 45 days, by July 25, 2025, subject to due diligence and approvals.

What percentage stake will QuantGate Systems hold in YO Eleven Gaming?

QuantGate will hold a 19% equity stake in YO Eleven, protected by an anti-dilution clause during an initial CAD $500,000 capital raise.

What assets is QuantGate Systems (QGSI) selling to YO Eleven Gaming?

QuantGate is selling specific technology and patent assets from its Mobilotto Canadian subsidiary company.

How will QuantGate Systems benefit from the YO Eleven Gaming partnership?

QuantGate will receive shares, cash consideration, maintain a 25% royalty on revenues, and potentially benefit from new market opportunities in the gaming sector.