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British Columbia
The principal business of the Issuer will be the identification and evaluation of a technology within the gaming space. The target company has been developing an online sports viewing and betting platform to license to leading sports books as a white label solution to enhance their online portfolio of products and services using Artificial Intelligence and Deep Learning.
It is the intent to complete a merger or business combination with a view to completing an acquisition. The Issuer has not commenced commercial operations and has no assets other than a minimum amount of cash. Until completion of an acquisition, the Issuer will not carry on any business other than the identification and evaluation of assets or businesses with a view to completing an acquisition.
Here's how SINGULARITY SPORTSBOOK TECHNOLOGIES INCORPORATED is planning on using the funds raised from this crowdfunding:
Minimum Raise | Maximum Raise | |
General Working Capital | $4,600 | $230,250 |
Portal Fees | $400 | $19,750 |
Total | $5,000 | $250,000 |
The principal business of the Issuer will be the identification and evaluation of a technology within the gaming space. The target company has been developing an online sports viewing and betting platform to license to leading sports books as a white label solution to enhance their online portfolio of products and services using artificial intelligence and deep learning.
The Issuer’s long-term objective is to complete the targeted acquisition and commence final product development and deployment of its platform into the market.
In this regard, the main goals of the Issuer are to:
· utilise the capital markets to complete its financing requirements;
· select and build a Tier 1 management team with a deep understanding of the fundamentals of the gaming, sports, artificial intelligence and deep learning space;
· become a white label supplier of choice that licenses its platform to the world’s leading gaming companies; and
· create and accelerate value for all stakeholders on a sustainable basis.
Full legal name: SINGULARITY SPORTSBOOK TECHNOLOGIES INCORPORATED
Head office address: 1055 West Georgia Street 1500 Royal Centre PO Box 11117 Vancouver BC V6E 4N7 Canada
Telephone: +44 (0)7926 397 675 and +1.604.561.0840
Website URL: N/A
Fax: N/A
Full legal name: Andrew Male
Position held with the issuer: Director
Business address: 1055 West Georgia Street 1500 Royal Centre PO Box 11117 Vancouver BC V6E 4N7 Canada
Business telephone: +44 (0)7926 397 675 and +1.604.561.0840
Fax: N/A
Business e-mail: andrew@westridgemi.com
A more detailed description of the issuer's business is provided below.
The principal business of the Issuer will be the identification and evaluation of a technology within the gaming space. The target company has been developing an online sports viewing and betting platform to license to leading sports books as a white label solution to enhance their online portfolio of products and services using Artificial Intelligence and Deep Learning.
It is the intent to complete a merger or business combination with a view to completing an acquisition. The Issuer has not commenced commercial operations and has no assets other than a minimum amount of cash. Until completion of an acquisition, the Issuer will not carry on any business other than the identification and evaluation of assets or businesses with a view to completing an acquisition.
Full legal name: Westridge Management International Limited
Municipality of residence: Vancouver, BC
Email address: andrew@westridgemi.com
Position at issuer: Control Person
Principal occupation for the last five years: Management Company
Expertise, education, and experience that is relevant to the issuer's business:
Andrew Male is the Principal of Westridge Management International Limited. Mr. Male is an experienced Director & Executive Officer of public and private companies in the resource and investment sectors. A former Founder and CEO of a TSX Venture Exchange Top 50 Company Ranked 9th, Mr. Male guided the company through the initial financing phases, project acquisitions, deployment of exploration programs, development financing, transitioning mining assets from greenfield to brownfield and the acquisition of adjacent producers and eventual sale to Private Equity. As a seasoned Director and Officer Mr. Male has sat on a number of Boards and worked with multiple companies in varying capacities. Presently, Mr. Male also works with several Family Offices and specific investors that seek access to an array of transformational opportunities. Mr. Male is also a Director of Clarity Gold Corp., World High Life plc, Global UAV Technologies Ltd., He is an Associate of Columbus Energy Partners, an incubator and accelerator of companies in the energy sector and Managing Director of a privately held Corporate Finance & Investment entity.
Number and type of securities of the issuer owned: 3,000,000 Common Shares
Date securities were acquired and price paid for the securities: $15,000 @ $0.005 November 20, 2020
Percentage of the issuer's securities held as of the date of this offering document: 24.84%
A summary conviction or indictable offence under the Criminal Code (R.S.C., 1985, c. C-46) of Canada:
A quasi-criminal offence in any jurisdiction of Canada or a foreign jurisdiction:
A misdemeanour or felony under the criminal legislation of the United States of America, or any state or territory therein:
An offence under the criminal legislation of any other foreign jurisdiction:
(b) is or has been the subject of an order (cease trade or otherwise), judgment, decree, sanction, or administrative penalty imposed by a government agency, administrative agency, self-regulatory organization, civil court, or administrative court of Canada or a foreign jurisdiction in the last ten years related to his or her involvement in any type of business, securities, insurance or banking activity:
(c) is or has been the subject of a bankruptcy or insolvency proceeding:
(d) is a director or executive officer of an issuer that is or has been subject to a proceeding described in paragraphs (a), (b) or (c) above:
Full legal name: Velocia Investment Management Company SA
Municipality of residence: BVI
Email address: N/A
Position at issuer: Control Person
Principal occupation for the last five years: Management Company
Expertise, education, and experience that is relevant to the issuer's business:
Velocia is an investment management company that makes and manages investments in the financial technology, software technology, digital technology, health technology and data communications sectors, among other industries.
The Non-Executive Chairman of the Board of Advisors is Dr. David Bate. He has over 25 years of experience making an impact as an investment banker, entrepreneur and educator. Dr. Bate is the founder and Deputy Chairman of Brookwood Capital Corporation, an investment banking firm that specializes in emerging markets across M&A, privatizations, PPP’s, debt finance and private equity.
His sector experience includes information and communications technologies (ICT), telecommunications, financial technology, gambling, sports, entertainment, mining, natural resources, real estate and infrastructure projects. Dr Bate previously worked as Head of Corporate Finance for Sub-Saharan Africa for ABN AMRO Securities (Pty) Limited and Vice-President of ABN AMRO Bank NV in Johannesburg. Prior work experience includes positions with the Royal Bank of Canada in Singapore and the New York law firm of Whitman & Ransom in Tokyo. He has taught ICT, banking and public administration courses at post-secondary and professional levels. Dr Bate serves on the boards of directors of several companies. He holds numerous academic qualifications, including a Doctor of Public Administration from the University of South Africa; a Master of Science and Master of Business Administration from Institut des Hautes Etudes Economiques et Commerciales in France; and a Master of Public Administration, Juris Doctor and Bachelor of Arts from the University of Victoria in Canada.
Dr Bate has a passion for identifying and growing business and investments on a sustainable and profitable basis. He has significant experience with business development, strategy, operations, partnerships, corporate governance and building businesses, projects and teams from the ground up across all cycles (start-up, growth, turn around, maturity and exit). Among other organizations, he is a member of the Institute of Directors in Southern Africa (IoDSA) and Institute of Corporate Directors (ICD) in Canada.
Number and type of securities of the issuer owned: 3,000,000 Common Shares
Date securities were acquired and price paid for the securities: $15,000 @ $0.005 Date: November 20, 2020
Percentage of the issuer's securities held as of the date of this offering document: 24.84%
A summary conviction or indictable offence under the Criminal Code (R.S.C., 1985, c. C-46) of Canada:
A quasi-criminal offence in any jurisdiction of Canada or a foreign jurisdiction:
A misdemeanour or felony under the criminal legislation of the United States of America, or any state or territory therein:
An offence under the criminal legislation of any other foreign jurisdiction:
(b) is or has been the subject of an order (cease trade or otherwise), judgment, decree, sanction, or administrative penalty imposed by a government agency, administrative agency, self-regulatory organization, civil court, or administrative court of Canada or a foreign jurisdiction in the last ten years related to his or her involvement in any type of business, securities, insurance or banking activity:
(c) is or has been the subject of a bankruptcy or insolvency proceeding:
(d) is a director or executive officer of an issuer that is or has been subject to a proceeding described in paragraphs (a), (b) or (c) above:
Full legal name: Westward Consultants Limited
Municipality of residence: Gibraltar
Email address: N/A
Position at issuer: Control Person
Principal occupation for the last five years: Management Consultancy
Expertise, education, and experience that is relevant to the issuer's business:
Westward is a management consulting firm that provides advice to companies on a wide-range of business matters. It is singularly committed to helping organizations improve their performance and execute their business.
The range of advice provided by Westward includes but is not limited to corporate structuring; corporate finance; strategic planning; business planning; organizational planning; financial planning and budgeting; marketing objectives and policies; information systems planning; human resource planning; operations planning; and control planning. Beyond the delivery of strategic advice, Westward provides strategic services that ensure that accepted advice is implemented in the most efficient, cost-effective and timely manner.
Westward brings a bespoke approach to each client engagement and assembles the optimal team to identify the appropriate advice and execute the appropriate services to the highest industry standards. Westward’s principals offer advice and services based on decades of experience in management, private equity, capital markets, financial technologies and digital technologies. They have extensive experience with the formation, development and guidance of start-up businesses in numerous jurisdictions across the world, particularly currency platforms, payment processing platforms and other enterprises within the rapidly growing financial technology sector.
Number and type of securities of the issuer owned: 4,000,000 Common Shares
Date securities were acquired and price paid for the securities: $40,000 @ $0.01 Date: November 20, 2020
Percentage of the issuer's securities held as of the date of this offering document: 33.13%
A summary conviction or indictable offence under the Criminal Code (R.S.C., 1985, c. C-46) of Canada:
A quasi-criminal offence in any jurisdiction of Canada or a foreign jurisdiction:
A misdemeanour or felony under the criminal legislation of the United States of America, or any state or territory therein:
An offence under the criminal legislation of any other foreign jurisdiction:
(b) is or has been the subject of an order (cease trade or otherwise), judgment, decree, sanction, or administrative penalty imposed by a government agency, administrative agency, self-regulatory organization, civil court, or administrative court of Canada or a foreign jurisdiction in the last ten years related to his or her involvement in any type of business, securities, insurance or banking activity:
(c) is or has been the subject of a bankruptcy or insolvency proceeding:
(d) is a director or executive officer of an issuer that is or has been subject to a proceeding described in paragraphs (a), (b) or (c) above:
Name of the funding portal the issuer is using to conduct its start-up crowdfunding distribution: Vested Technology Corp. (Vested.ca)
List the name of all the participating jurisdictions (Canadian province or territory) where the issuer intends to raise funds and make this offering document available: British Columbia, Alberta, Manitoba, New Brunswick, Nova Scotia, Quebec, Saskatchewan
The date before which the issuer must have raised the minimum offering amount for the closing of the distribution (no later than 90 days after the date this offering document is made available on the funding portal): 90 days after the date on this offering document
The date(s) and description of any amendment(s) made to this offering document, if any: Amended to remove Ontario from the list of participating jurisdictions and revised the current shares outstanding on Dec 2, 2020
Type of securities being offered: Special Warrants
Voting rights: The Special Warrants do not carry the right to vote. However, each common share issuable upon conversion of the Special Warrants entitles the holder to notice of, and to attend and vote at, each meeting of shareholders on the basis of one vote for each common share held.
Dividends: Holders of Special Warrants are not entitled to receive dividends. Dividends may be paid on common shares from available net income if and when declared by the directors of the Issuer.
Rights on dissolution: Holders of Special Warrants are not entitled to participate in the allocation and distribution of assets upon the dissolution or liquidation of the Issuer. All common shares entitle the holders to participate rateably in the allocation and distribution of assets upon the dissolution or liquidation of the Issuer.
Conversion rights (describe what each security is convertible into): The Special Warrants automatically convert into common shares of the Issuer on a one to one basis (i) upon the issuance by a Canadian securities regulatory authority of a receipt for a final prospectus qualifying the issuance of the common shares upon conversion of the special warrants or (ii) on that date that is 18 months from the date of issuance of the Special Warrants.
Other:
N/A
Summary of any other material
restrictions or conditions that attach to the eligible
securities being offered, such as tag-along, drag along or
pre-emptive rights:
N/A
Total Amount ($) | Total number of eligible securities issuable | |
Minumum offering amount | $5,000 | 100,000 |
Maximum offering amount | $250,000 | 5,000,000 |
Price per eligible security | .05 | |
Price per flow-through share | N/A |
Minimum investment amount per purchaser: $100
Note: The minimum offering amount stated in this offering document may be satisfied with funds that are unconditionally available to SINGULARITY SPORTSBOOK TECHNOLOGIES INCORPORATED that are raised by concurrent distributions using other prospectus exemptions without having to amend this offering document.
Details about the issuer's industry and
operations:
The principal business of the Issuer will be the identification and evaluation of a technology within the gaming space. The target company has been developing an online sports viewing and betting platform to license to leading sports books as a white label solution to enhance their online portfolio of products and services using artificial intelligence and deep learning. The Issuer’s long-term objective is to complete the targeted acquisition and commence final product development and deployment of its platform into the market. In this regard, the main goals of the Issuer are to: · utilise the capital markets to complete its financing requirements; · select and build a Tier 1 management team with a deep understanding of the fundamentals of the gaming, sports, artificial intelligence and deep learning space; · become a white label supplier of choice that licenses its platform to the world’s leading gaming companies; and · create and accelerate value for all stakeholders on a sustainable basis.
Legal structure of the issuer and the
jurisdiction where the issuer is incorporated or
organized:
The Issuer is a company incorporated pursuant to the Business Corporations Act (British Columbia).
Issuer's articles of incorporation,
limited partnership agreement, shareholder agreement or
similar documents are available to purchasers at:
The Issuer’s certificate of incorporation, notice of articles and articles can be viewed at the Head Office of the Issuer.
Has never conducted operations
Is in the development stage
Is currently conducting operations
Has shown profit in the last financial year
Financial statements available
Information for purchasers: If you receive financial statements from an issuer conducting a start-up crowdfunding distribution, you should know that those financial statements have not been provided to or reviewed by a securities regulatory authority or regulator. They are not part of this offering document. You should ask the issuer which accounting standards were used to prepare the financial statements and whether the financial statements have been audited. You should also consider seeking advice of an accountant or an independent financial adviser about the information in the financial statements.
Describe the number and type of securities of the issuer outstanding as at the date of the offering document. If there are securities outstanding other than the eligible securities being offered, please describe those securities. Total securities outstanding as at the date of the offering is 14,325,000 common shares.
Information on all funds previously
raised and how they were used by the issuer:
The Issuer has raised $150,750 from the sale of common shares. These funds are being used by the Issuer for general working capital.
Description of intended use of funds listed in order or priority | Total amount ($) | |
Assuming minimum offering amount | Assuming maximum offering amount | |
General Working Capital | $4,600 | $230,250 |
Portal Fees | $400 | $19,750 |
Total | $5,000 | $250,000 |
Details for each start-up crowdfunding distribution in which the issuer and each promoter, director, officer and control person of the issuer have been involved in any of the participating jurisdictions in the past five years:
The full legal name of the issuer that made the distribution: N/A
The name of the funding portal: N/A
Whether the distribution successfully closed, was withdrawn by the issuer or did not close because the minimum offering amount was not reached and the date on which any of these occurred: N/A
The commission, fee and any other
amounts expected to be paid by the issuer to the funding
portal for this start-up crowdfunding distribution:
1. Compensation: 1.1 The Issuer has agreed to pay to Vested the following fees: (a) Portal Fee: A portal fee (the “Portal Fee”) in an amount equal to 5% of the aggregate amount of actual gross proceeds raised in the crowdfunding distribution described in this offering document (the “Offering Proceeds”); payable upon each date funds are released to Issuer; (b) Payment Processing Fees: Payment processing fees (the “Processing Fees”) in an amount equal to the aggregate of 2.9% of Offering Proceeds and a further $0.30 per investor subscription plus $200 for filing the 45-106F1 report with the applicable securities regulatory authorities; and (c) Compensation Special Warrants: 200,000 compensation special warrants, (collectively, the “Fees”).
Order of importance, starting with the
most important, the main risks of investing in the issuer's
business for the purchasers:
Investment in the Special Warrants is highly speculative given the proposed nature of the Issuer’s business and its present stage of development. The following are risk factors associated with the Issuer, but are not intended to be all inclusive: (a) The Issuer was only recently incorporated, has not commenced commercial operations and has no assets other than cash. It has no history of earnings, and will not generate earnings or pay dividends in the near future. (b) Investment in the Special Warrants is highly speculative given the proposed nature of the Issuer’s business and its present stage of development. (c) The directors and officers of the Issuer will only devote a portion of their time to the business and affairs of the Issuer and some of them are or will be engaged in other projects or businesses such that conflicts of interest may arise from time to time. (d) There can be no assurance that the Issuer will be successful in filing a prospectus, in which case the Special Warrants will have no economic value. The Special Warrants are subject to an indefinite hold period and the investor may have no ability to sell its Special Warrants. (e) If the Special Warrants are converted to common shares, there can be no assurance that an active and liquid market for the Issuer’s common shares will develop and an investor may find it difficult to resell its common shares. (f) The Issuer has only limited funds with which to identify and evaluate potential acquisitions and there can be no assurance that the Issuer will be able to identify a suitable acquisition. (g) Even if a proposed a transaction is identified, there can be no assurance that the Issuer will be able to successfully complete the transaction. (h) Any transaction may be financed in all or part by the issuance of additional securities by the Issuer and this may result in dilution to the investor, which dilution may be significant and which may also result in a change of control of the Issuer. As a result of these factors, an investment in the Special Warrants is only suitable for those investors who are willing to rely solely on management of the Issuer and who can afford to lose their entire investment. Those investors who are not prepared to do so should not invest in the Special Warrants.
Nature and frequency of any disclosure
of information the issuer intends to provide to purchasers
after the closing of the distribution and explain how
purchasers can access this information:
The Issuer does not anticipate providing purchasers with any additional disclosure, except as may be required under applicable laws.
The securities you are purchasing are subject to a resale restriction. You may never be able to resell the securities.
If you purchase these securities, your rights may be limited and you will not have the same rights that are attached to a prospectus under applicable securities legislation. For information about your rights you should consult a lawyer. You can cancel your agreement to purchase these securities. To do so, you must send a notice to the funding portal within 48 hours of your subscription. If there is an amendment to this offering document, you can cancel your agreement to purchase these securities by sending a notice to the funding portal within 48 hours of receiving notice of the amendment.
The offering of securities described in this offering document is made pursuant to a start up crowdfunding registration and prospectus exemptions order issued by the securities regulatory authority or regulator in each participating jurisdiction exempting the issuer from the prospectus requirement and the funding portal from the registration requirement.
About:
Andrew Male is the Principal of Westridge Management International Limited. Mr. Male is an experienced Director & Executive Officer of public and private companies in the resource and investment sectors. A former Founder and CEO of a TSX Venture Exchange Top 50 Company Ranked 9th, Mr. Male guided the company through the initial financing phases, project acquisitions, deployment of exploration programs, development financing, transitioning mining assets from greenfield to brownfield and the acquisition of adjacent producers and eventual sale to Private Equity. As a seasoned Director and Officer Mr. Male has sat on a number of Boards and worked with multiple companies in varying capacities. Presently, Mr. Male also works with several Family Offices and specific investors that seek access to an array of transformational opportunities. Mr. Male is also a Director of Clarity Gold Corp., World High Life plc, Global UAV Technologies Ltd., He is an Associate of Columbus Energy Partners, an incubator and accelerator of companies in the energy sector and Managing Director of a privately held Corporate Finance & Investment entity.
About:
Velocia is an investment management company that makes and manages investments in the financial technology, software technology, digital technology, health technology and data communications sectors, among other industries.
The Non-Executive Chairman of the Board of Advisors is Dr. David Bate. He has over 25 years of experience making an impact as an investment banker, entrepreneur and educator. Dr. Bate is the founder and Deputy Chairman of Brookwood Capital Corporation, an investment banking firm that specializes in emerging markets across M&A, privatizations, PPP’s, debt finance and private equity.
His sector experience includes information and communications technologies (ICT), telecommunications, financial technology, gambling, sports, entertainment, mining, natural resources, real estate and infrastructure projects. Dr Bate previously worked as Head of Corporate Finance for Sub-Saharan Africa for ABN AMRO Securities (Pty) Limited and Vice-President of ABN AMRO Bank NV in Johannesburg. Prior work experience includes positions with the Royal Bank of Canada in Singapore and the New York law firm of Whitman & Ransom in Tokyo. He has taught ICT, banking and public administration courses at post-secondary and professional levels. Dr Bate serves on the boards of directors of several companies. He holds numerous academic qualifications, including a Doctor of Public Administration from the University of South Africa; a Master of Science and Master of Business Administration from Institut des Hautes Etudes Economiques et Commerciales in France; and a Master of Public Administration, Juris Doctor and Bachelor of Arts from the University of Victoria in Canada.
Dr Bate has a passion for identifying and growing business and investments on a sustainable and profitable basis. He has significant experience with business development, strategy, operations, partnerships, corporate governance and building businesses, projects and teams from the ground up across all cycles (start-up, growth, turn around, maturity and exit). Among other organizations, he is a member of the Institute of Directors in Southern Africa (IoDSA) and Institute of Corporate Directors (ICD) in Canada.
About:
Westward is a management consulting firm that provides advice to companies on a wide-range of business matters. It is singularly committed to helping organizations improve their performance and execute their business.
The range of advice provided by Westward includes but is not limited to corporate structuring; corporate finance; strategic planning; business planning; organizational planning; financial planning and budgeting; marketing objectives and policies; information systems planning; human resource planning; operations planning; and control planning. Beyond the delivery of strategic advice, Westward provides strategic services that ensure that accepted advice is implemented in the most efficient, cost-effective and timely manner.
Westward brings a bespoke approach to each client engagement and assembles the optimal team to identify the appropriate advice and execute the appropriate services to the highest industry standards. Westward’s principals offer advice and services based on decades of experience in management, private equity, capital markets, financial technologies and digital technologies. They have extensive experience with the formation, development and guidance of start-up businesses in numerous jurisdictions across the world, particularly currency platforms, payment processing platforms and other enterprises within the rapidly growing financial technology sector.
2287% of Goal
Offering up to 5,000,000 Special Warrants at $ 0.05
Minimum Investment: $100
Funding Closed
187 Investors
This project will only be financed if at least $5,000 is raised by Nov 27, 2020
Note: All funds are expressed in Canadian dollars.