House of Doge Inc.: enters LOI to acquire McQueen Labs assets

What happened

• The filing reports that on Oct 23, 2026 House of Doge Inc. entered into a binding letter of intent with McQueen Labs Inc. to acquire assets used in McQueen Labs’ MCQ Markets token platform and its microlending business, subject to a definitive agreement and closing conditions.
• The filing also reports that House of Doge (U.S.) Inc. entered on Oct 19, 2026 into a non-exclusive trademark license with Dogecoin Foundation, Inc. and MadeUpNumbers Ltd., and into an asset transfer agreement with ABJ Labs Inc. (doing business as Dogecoin Labs).
• The filing reports that on Oct 22, 2026 Marco Margiotta resigned as chief executive officer and Charles Park resigned as chief financial officer, and the board appointed Curtis Hopkins as interim chief executive officer and interim chief financial officer.

Key details

• LOI: Token Platform purchase price for $15,000,000 payable in common stock equal to 19.99% of outstanding common stock, shares of a new series of non-voting convertible preferred stock representing 30.0% of such outstanding common stock, and a promissory note for the balance; $5,000,000 of the promissory note is contingent on milestones by Apr 30, 2027. Seller notes bear interest at 3.0% per year, mature on the second anniversary of closing and are secured by the purchased assets. The LOI automatically terminates if a definitive agreement is not executed by Dec 15, 2026.
• Trademark license: New non-exclusive license dated Oct 19, 2026 grants HOD US rights to use DOGECOIN and DOGE marks for the Existing 21Shares products and any additional products the Foundation approves; initial term is 3 years ending Oct 19, 2029; revenue share for new products to be negotiated; governed by Texas law.
• Asset transfer: HOD US agreed to transfer Such App assets to Dogecoin Labs for equity valued at $4,000,000 based on a $120,000,000 fully diluted pre-money valuation; closing is subject to consents from secured lenders (including holders of Senior Secured Convertible Notes of $833,333 each and a Secured Short Term Demand Note of $5,500,000) and other customary conditions.
• Securities and leadership: The filing says Deposit Shares will be issued to McQueen Labs in a private placement exempt under Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D; Curtis Hopkins, age 58, was appointed interim CEO and interim CFO effective Oct 22, 2026 and has been CEO and a director of McQueen Labs since Mar 4, 2024.

Why it may matter

• The filing reports Item 1.01 (entry into material definitive agreements) covering the LOI with McQueen Labs and the license and asset transfer agreements; Item 3.02 (unregistered sales of equity securities) covering issuance of Deposit Shares; Item 5.02 (departure and appointment of executive officers) covering the CEO and CFO resignations and interim appointment; Item 8.01 (other events) noting a planned proxy to consider a reverse stock split and evaluation of financing and a corporate rebrand. A filing does not show why the insider traded or why the company acted.