Corporate

Business

The Corporation was incorporated under the Business Corporations Act (British Columbia) on November 26, 2014, as "Valhalla Game Studios International Ltd." The following organizational chart sets out the inter-corporate relationships of the Corporation and its subsidiaries.

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Overview

Valhalla is an emerging global entertainment software and content creation company primarily engaged in the creation, development, co-development and operation of high quality interactive entertainment software in the form of video games, mobile applications and gaming machine content through its subsidiaries. The Corporation's products include unique games for multi-gaming software platforms such as PCs, smart phones, tablets, and video gaming consoles. The Corporation also produces software and content for specialty gaming machines targeting the Japanese Pachinko and Pachislot market.

The Corporation's main focus is on the promotion and marketing of its PC online games, particularly its recently released game, Devil's Third ("DT"). DT is an action adventure melee combat game that combines elements of martial arts, sword fights, and shooting and was released on the Nintendo® Wii U™ in 2015. The Corporation has developed a PC online version of DT, which will be a free-to-download game where players can make regular small cash purchases of in-game weapons, characters, basecamp materials, additional life and other powers to enhance their enjoyment of the game. The PC online version of DT has attracted publishers in Japan and Russia who have signed contracts for the rights to publish the game in their respective jurisdictions. The Corporation is in negotiations with publishers in North America, China, South America and Europe for the rights to publish the game in their respective jurisdictions. Valhalla is completing, on a country-by-country basis, modifications necessary for each market's regulations and preferred game features. As a free download, there is no cost to acquire the game. This makes player acquisition and in-game purchases growth far larger than otherwise, with the ability to generate cash flows in the global market.

Valhalla operates through five subsidiaries. VGS Japan focuses on high-quality game development as does its wholly-owned subsidiary, Soleil. VGS Japan has developed the Real Ultimate Ninja Engine ("RUNE") which allows for the creation of high quality, realistic combat action movements and visuals in VGS Japan's games, including DT, the Corporation's flagship title.

VGS Japan's wholly-owned subsidiary, Soleil, engages in work for hire arrangements with game development companies where it provides personnel, such as software engineers and programmers, to develop high quality action games online, as well as for video gaming consoles and PCs. In such arrangements, Soleil provides specifically commissioned services to the game development companies and does not retain any of the associated intellectual property ("IP") rights. Soleil has a team of approximately 40 experienced programmers, designers and developers, including a core group of team leaders who have been involved with the creation of many leading, high-end games.

V7 is the gaming machine content development arm of the Corporation and focuses on the design and development of gaming software and content for Pachinko and Pachislot machines. Pachinko and Pachislot are a unique type of mechanical game originating in Japan and used as a form of recreational arcade game that can be compared to a pin-ball or a slot machine. It is a large and long-standing business in Japan with gross turnover of approximately $245 billion per year in 2014. Pachinko and Pachislot arcades are found in neighbourhoods all over Japan and consist of rows of standing Pachinko or Pachislot machines that pay off in steel balls or tokens. It is a very competitive industry and parlour owners are constantly striving to provide newer, more entertaining machines to attract players.

VN focuses on the development, operation and management of mass multi-player online games for PC users in addition to the maintenance and management of the Corporation's network infrastructure for online games. VN is located in South Korea, a leader in the development and management for on-line PC games. VN intends to develop on-line game security protocols and game distribution for both Valhalla and on a contract-basis with third parties. The multi-player version of DT is hosted, operated, and managed by VN.

EIN develops and operates mobile applications for the users of smartphones, tablets and other mobile devices. To date, EIN has published more than 20 internally-developed mobile applications in addition to more than 10 co-development contracts with third party publishers.