GoLogiq, Inc. (OTCPK:GOLQ) signed a binding letter of intent to acquire Nest Egg for $30 million on January 9, 2023. GoLogiq, Inc. has signed a definitive share exchange agreement to acquire Nest Egg Investments, LLC on January 30, 2023. The Members have agreed to exchange all of their Nest Egg Units, or the right to receive such units, for an aggregate of thirty million ($30,000,000) equivalent of newly issued shares of the Common Stock, $0.001 par value, of GOLQ (the “ GOLQ Stock ”), priced on the fifteen (15) trading day volume weighted average price (“ VWAP ”) immediately prior to the Closing.

The Transaction shall be subject to and conditioned upon the negotiation, execution and delivery of the Merger Agreement between GoLogiq, Acquisition, and Nest Egg and the Nest Egg Holders (if required), subject to and containing the basic terms and conditions set forth herein. Contions to merger are: Complete and satisfactory due diligence review of Nest Egg by GoLogiq, Approval of the Transaction by the Board of Directors of GoLogiq, Approval of the Transaction by the Board of Directors of GoLogiq, Approval of the Transaction by the Board of the Directors of Nest Egg and the Nest Egg Holders, Any necessary third-party consents shall be obtained prior to Closing, including but not limited to consents necessary from FINRA, Nest Egg's lenders, creditors, vendors, lessors, etc, GoLogiq shall have obtained the necessary Board approval and shareholder approvals for the Transaction prior to Closing and shall have put any necessary regulatory approvals regarding such in process. As of January 31, 2023, the transaction has been approved by the board of directors of the GoLogiq and Nest Egg.

The parties intend that the closing of the Acquisition occur as soon as practicable after the execution of the definitive transaction documents but not later than March 31, 2023. The parties anticipate the Nest Egg acquisition will close in the current first quarter of 2023.