Atmofizer and House of Doge Merger Overview

Mar 3, 2025

Atmofizer and House of Doge Business Combination

Overview

  • Date: March 03, 2025
  • Location: Vancouver, British Columbia
  • Companies Involved: Atmofizer Technologies Inc. (CSE: ATMO) (OTC Pink: ATMFF) and House of Doge Inc.
  • Transaction Structure: Atmofizer is acquiring House of Doge through a stock-for-stock merger, resulting in a reverse-takeover.

Key Elements

  • Definitive Agreement: Dated March 3, 2025
  • New Company Name: "House of Doge Inc." or another agreed name
  • Stock Exchanges: Delisting from the Canadian Securities Exchange, listing on Cboe Canada and Nasdaq

House of Doge & Dogecoin Foundation Partnership

  • Purpose: Accelerate Dogecoin adoption as a global currency
  • Role: House of Doge is the commercialization partner to integrate Dogecoin into mainstream commerce
  • Vision: Transforming Dogecoin into a decentralized, accessible digital currency

Transaction Details

  • Board Approval: Unanimous from Atmofizer, House of Doge, and Merger Sub
  • Expected Completion: Second quarter of 2025
  • Shareholder Approvals: Required from Atmofizer and House of Doge
  • Regulatory Approvals: Necessary for stock exchange listings and other conditions
  • Merger Sub: House of Doge to merge with Merger Sub, which survives the merger
  • Equity Distribution: Atmofizer shareholders to hold $1,200,000 in equity, remaining equity to House of Doge stockholders

Legal Advisors

  • Atmofizer: Gowling WLG (Canada) LLP
  • House of Doge: Dorsey & Whitney LLP

About Atmofizer Technologies Inc.

  • Technology: Ultrafine particle agglomeration and neutralization
  • Product Lines: Includes personal and large-scale air purification systems
  • Business Model: Patent-protected technology for consumer and industrial solutions

About House of Doge Inc.

  • Mission: Make Dogecoin a widely accepted digital currency
  • Operations: U.S.-based Dogecoin liquidity aggregation and infrastructure development

Forward-Looking Statements

  • Nature: Based on current expectations, involves risks and uncertainties
  • Approval Risks: Shareholder and regulatory approvals needed
  • Market Risks: Includes digital currency market volatility and regulatory impacts
  • Financial Risks: Concerns about capital needs and operational costs

Additional Information

  • Definitive Agreement: Publicly available on Atmofizer's profile at sedarplus.ca
  • Caution: This release is not an offer to buy/sell securities or proxies

Contact Information

Note: Forward-looking statements may not be accurate as they involve risks and predictions. Readers should not rely solely on them. Atmofizer and House of Doge do not guarantee any updates to these statements.