Mr. Geoff Balderson reports
GOGO AI NETWORK SHAREHOLDERS APPROVE ARRANGEMENT WITH ALGO8 INDUSTRIAL AI; RECEIVES FINAL COURT ORDER FOR PLAN OF ARRANGEMENT WITH ALGO8
Gogo AI Network Inc. has obtained a final order from the Supreme Court of British Columbia approving the company's previously announced plan of arrangement pursuant to which Gogo will spin out its investment in Algo8 Industrial AI Inc. into 1589675 B.C. Ltd. (SpinCo), a wholly owned subsidiary, and Spin Co will complete a concurrent acquisition of the remaining interests in Algo8 to create a new listed company.
Prior to the receipt of the final order, the shareholders of Gogo approved the arrangement at the special shareholders' meeting of Gogo held on Aug. 31, 2026.
The arrangement, which remains subject to the satisfaction or waiver of certain customary closing conditions, is expected to close in the September. Further details with respect to the arrangement are included in Gogo's management information circular dated July 29, 2026, prepared in connection with the meeting, which is available under Gogo's profile on SEDAR+.
What the arrangement means for shareholders
Under the terms of the plan of arrangement:
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Each outstanding Gogo share will be redesignated as a Gogo Class A share and then exchanged for (i) one new common share of the resulting issuer (new Gogo shares), and (ii) 0.25 of a common share of SpinCo, giving Gogo shareholders a continuing position in the resulting public company alongside a direct stake in the go-forward Algo8 operating business.
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SpinCo will change its name to Algo8 AI Inc., becoming the entity that carries the Algo8 operating business forward, while the current Algo8 entity will be renamed Algo8 Industrial AI Holdings Inc.
- Algo8 shareholders will exchange their shares for SpinCo shares on a one-for-one basis, subject to standard escrow release schedules for founder and non-founder shares.
The exchange mechanics, escrow terms and treatment of outstanding Algo8 options, RSUs and warrants are set out in full in the plan of arrangement, attached as Appendix A to the final order and previously filed on SEDAR+.
About Gogo AI Network Inc.
Gogo AI Network 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.
About Algo8 Industrial AI Inc.
Algo8 is a global deep-tech pioneer in industrial AI and the developer of PlantBrain, a full-stack industrial AI operating system purpose-built for manufacturing, energy and logistics. Leveraging advanced machine learning, computer vision and generative AI, Algo8 drives transformational impact across industries through scalable, explainable and responsible AI solutions built by a multidisciplinary team of AI specialists.
With over 50 successful deployments worldwide, Algo8 has consistently delivered breakthrough AI innovations that enhance efficiency, boost profitability and accelerate digital transformation.
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