YDreams Brazil SA signed a non-binding letter of intent to acquire Apple Capital Inc. (TSXV:ALE) from TAD Mineral Exploration Inc (TSXV:TJ) and others in a reverse merger transaction on June 10, 2015. Under the terms of the agreement, approximately 55 million post-consolidated shares of Apple Capital Inc. will be issued as consideration. Apple is preparing to execute a definitive agreement with YDreams, which when executed will be binding and constitute a change of business. Apple Capital Inc. will change its name to YDreams International or or YDreams Global Interactive Technologies Inc. Daniel Cavalcanti Japiassú will serve as Director and Chief Executive Officer, Karina Pinheiro Israel Bento will serve as Director and Chief Operating Officer, José Miguel Rodrigues Remédio, Conrad Clemiss and James Nelson will serve as Director and Audit Committee Member and Yangping (Cindy) Cai will serve as Chief Financial Officer and Corporate Secretary of the combined entity.

Pursuant to the terms, Apple Capital Inc. will seek shareholder approval to consolidate its share capital, settle the majority of its debt prior to issuing shares to YDream, resulting in Apple Capital Inc. having approximately 8.5 million shares issued prior to closing. Apple will also engage sponsorship from a TSX.V member firm, conduct a brokered or non-brokered private placement of up to CAD 1.5 million. Apple Capital Inc. will provide YDreams with board representation of at least two seats. Apple will be paying finders fees on both the financing and acquisition. The transaction is subject to TSX Venture Exchange approval, regulatory approval, the approval of the board of directors of the Corporation and the administrators of YDreams, third party approval, consummation of private placement and shareholder approval. As announced on June 23, 2016, TSX Venture Exchange approved the transaction. PI Financial Corp. acted as financial advisor for Apple Capital Inc. Clark Wilson LLP acted as legal advisor for Apple Capital.


YDreams Brazil SA completed the acquisition of Apple Capital Inc. (TSXV:ALE) from TAD Mineral Exploration Inc (TSXV:TJ) and others in a reverse merger transaction on July 15, 2016. YDreams Brazil SA expects trading under the symbol "YD". Apple Capital Inc. paid 2,111,110 shares as a finder's fee in connection with the completion of the reverse takeover.