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Shell Summary for July 24, 2014

2014-07-24 21:27 ET - Market Summary

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by Stockwatch Business Reporter

The TSX Venture Exchange fell a fraction to 1,011.65 Wednesday. James Varanese's halted capital pool shell, Triox Ltd. (TTL), has signed an agreement to acquire eQube Technology and Software Inc. as its qualifying transaction. The target is an Edmonton bingo company (with one other office in Las Vegas) that develops software and builds hardware for bingo halls, lottery corporations and casinos.

The shell will roll back its shares 1:3, leaving it with 3,766,667 postconsolidated shares, and then issue 28,519,402 postconsolidated shares to the shareholders of eQube, after which the shell will change its name to that of its target. Triox and eQube also recently signed an agreement with another company, Catalyst Gaming Corp., in which Catalyst will help eQube develop "strategic growth opportunities," promoter speak for finding new business. Catalyst will also help eQube raise $1.5-million in a private placement. For these services, Catalyst will receive warrants of eQube equal to 20 per cent of the company's outstanding shares. The warrants are convertible into common shares within 18 months of eQube going public, subject to financial conditions regarding gross margins. Triox and Catalyst Gaming have a close relationship. They share the same address in Hong Kong and one of Catalyst's two named "principals" is Mr. Varanese, Triox's largest shareholder and a director of the shell. The other named Catalyst principal is Graham Martin, a London promoter who has managed many on-line casino companies. Mr. Martin will also join the board of eQube after the QT. Principal is a vague term and although Triox's documents do not further define Mr. Varanese's role with Catalyst, it notes that Mr. Martin is president of Catalyst.

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