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GASE Energy, Inc. (OTC-PINK:GASE) has signed a Definitive Acquisition Agreement with Btab Group Inc. to acquire five subsidiaries for a robust transaction valued at over $75 million. The business combination is set to generate annual revenues exceeding $11 million and approximately $1 million in EBITDA. GASE will issue 63 million new common shares and 5 million Class B shares to Btab, giving Btab the right to nominate three directors to GASE’s board. Post-acquisition, GASE shareholders will control around 20% of the combined entity.
Positive
Acquisition valued at over $75 million, enhancing GASE's market position.
Anticipated annual revenue exceeding $11 million and EBITDA over $1 million post-acquisition.
Strategic partnership set to expand GASE's reach in the e-commerce sector.
Negative
Existing GASE shareholders will only retain approximately 20% control post-acquisition, potentially diluting their influence.
Acquisition dependent on shareholder and regulatory approvals, posing uncertainties in completion.
SOUTHPORT, Conn.--(BUSINESS WIRE)--
GASE Energy, Inc. (“Gase” or the “Company”; OTCMKTS:GASE), formerly an energy service provider, is pleased to announce today its signing of a Definitive Acquisition Agreement (the “Agreement”) with Btab Group Inc., a Delaware corporation (“Btab”) to acquire 5 Btab subsidiaries (the “Btab Subs”). Pursuant to the principal terms of the Agreement, the Company will issue approximately 63 million new shares of common stock and 5 million of Class B Common Shares with voting rights, in exchange for the entire equity of the Btab Subs, in a business combination (the “Business Combination”) that will produce a combined entity with an approximate valuation of over $75 million with an annual revenue over $11 million, over $3 million in approximate gross profit, and over $1 million in EBITDA, (fy21-fy22). Btab has a group of 12 other subsidiaries which, once they prepare applicable audited financial statements, will have an estimated combined revenue of over $40mm. Gase may acquire additional subsidiaries from Btab in the future.
The Agreement is subject to various conditions, including satisfactory due diligence as well as the approval of shareholders of the Company and that of the regulatory authorities. Following the acquisition, the current Gase shareholders will control approximately 20% of the combined equity. Btab will have the right to nominate three directors to the Board of the Company and both parties anticipate a corporate name change.
Btab is a next-generation e-commerce company with significant social impact. The business was founded in 2014 and primarily operates through its subsidiaries in Australia and the ASEAN region, as well as locations in the US and UK, providing affordable ecommerce services, online technology and product supplies to small businesses to allow them to compete in an underserved market segment. Btab has multiple warehouses as fulfilment centers for expedited delivery of goods to customers. Btab gives small businesses platforms in which to grow their business and customer base whilst maintaining costs to remain profitable. The Btab Network is quickly looking to expand further into Europe and the Americas where it will be able to network tens of thousands of small businesses to hundreds of millions of dollars’ worth of products in a time where many products are still “out of reach” for these small businesses. Btab believes the e-commerce growth in Asia alone should still be significant well into the next decade, fueled by increasing numbers of internet users, greater familiarity with online shopping, and improved consumer spending power.
Speaking after the signing of the Agreement, Sean Martin, the Chairman and CEO of Gase, said “We are very excited to partner with the Btab Group in a new era of growth for the Company, taking our combined experience globally to enhance partnerships and new areas of growth. Btab’s new access to capital markets will enhance its image and access to new investors and new markets. Our partnership offers tremendous promise for the e-commerce industry and for companies such as ours that have an international reach to both suppliers and consumers. We hope in the future, after compliance and applicable metrics being reached, Gase will uplist to the Nasdaq.”
Binson Lau, CEO of Btab Group further added, “We are on target to have more resellers onboarding and the visitors on all our networks are increasing daily, our networks have served millions of visitors. Our growth is a gain of over 100% from the previous year and we expect to continue making impressive gains for the next 5 years.
About Gase Energy, Inc.
Founded in 2013, located in Southport, Connecticut. Formerly an Energy Services company, GASE has been in search of a business combination.
About Btab Group Inc.
Founded in 2014 and established as a holding company in 2018, the Btab Group of Companies has a central location in Sydney, Australia with offices in other parts of that country, China, UK and the USA. It is an e-commerce services provider and a product supplier to small businesses.
Forward Looking Statements
Certain information set forth in this press release contains "forward-looking information", including "future-oriented financial information" and "financial outlook", under applicable securities laws (collectively referred to herein as forward-looking statements). Forward-looking statements are provided to allow potential investors the opportunity to understand management's beliefs and opinions in respect of the future so that they may use such beliefs and opinions as one factor in evaluating an investment. These statements are not guarantees of future performance and undue reliance should not be placed on them. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause actual performance and financial results in future periods to differ materially from any projections of future performance or result expressed or implied by such forward-looking statements. Although forward-looking statements contained in this press release are based upon what management of the Company believes are reasonable assumptions, there can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The Company undertakes no obligation to update forward-looking statements if circumstances or management's estimates or opinions should change except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking statements.
