Bingo Nation Inc. (fka BLTO)

[236T568]

Item 1.02 - Termination of a Material Definitive Agreement

On February 29, 2015, Nexgen Applied Solutions Inc. (the “Company”) reported that it had entered into a share exchange agreement to acquire 100% of the outstanding shares of Teascom UK Limited (“Teascom”). The acquisition was expected to close on April 15, 2016.

On April 7, 2016, Secure Channels Inc. (the “Plaintiff”) filed a complaint in the Superior Court of California alleging that Teascom and others (the “Defendants”) were in breach of a contract between one of the Defendants and the Plaintiff related to the Plaintiff’s planned use of the intellectual property owned by Teascom.

A hearing on this matter was held on April 11, 2016. The court dismissed the lawsuit but granted leave for the Plaintiff to amend their complaint and re-file.

With the uncertainty surrounding the lawsuit, the Company and Teascom have mutually agreed to terminate the share exchange agreement effective April 13 th 2016.


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