Fintech
Value Capital Trust and AIP Yield Fund LP Enter into Letter of Intent to Complete Qualifying Transaction
Toronto, Ontario–(Newsfile Corp. – December 22, 2020) – Value Capital Trust (TSXV: VLU.P) (“Value“), a Capital Pool Company as defined under the Policies of the TSX Venture Exchange (the “TSXV“), and AIP Yield Fund LP (“AIPYF“) are pleased to announce that they have entered into a letter of intent dated December 18, 2020 (the “LOI“), which outlines the terms and conditions pursuant to which Value and AIPYF will complete a transaction that will result in a reverse take-over of Value by AIPYF (the “Proposed Transaction“). The Proposed Transaction will be an arm’s length transaction, and, if completed, will constitute Value’s “Qualifying Transaction” (as such term is defined in TSXV Policy 2.4).
Value
Value was organized as a valid trust formed under the laws of the Province of Alberta by a Declaration of Trust on March 16, 2017, as amended and restated on April 30, 2017, and has a head office in Calgary, Alberta. The units of Value (“Value Units“) are currently listed on the TSXV and Value is a reporting issuer in the provinces of British Columbia, Alberta and Ontario. Value currently has 11,600,000 Value Units issued and outstanding as well as options exercisable for 1,021,180 Value Units.
AIPYF
AIPYF is a limited partnership organized under the Limited Partnerships Act (Ontario) as of March 14, 2019 and has a head office in Toronto, Ontario. AIPYF finances the construction of, acquires and manages light industrial flex multi-tenant properties being developed across North America. AIPYF holds the exclusive rights to purchase all completed AllTrades Industrial Properties, Inc. (“AllTrades“) properties being developed across North America, including six facilities under development in the Dallas Fort Worth, Texas submarkets with a projected completion value of approximately US$81,000,000.
Proposed Transaction Summary
It is currently anticipated that the Proposed Transaction will be completed by way of a three-cornered amalgamation or other similarly structured transaction whereby a subsidiary of Value Capital and AIPYF will amalgamate, such transaction structure subject to corporate, securities and tax advice of each of Value Capital and AIPYF. Pursuant to the Proposed Transaction, Value has agreed to acquire, directly or indirectly, all 100,000 issued and outstanding AIPYF Units and purchase all the assets of AIP Eagle Court, LLC at a price of US$5,500,000 for a combination of cash and assumption of the permanent mortgage.
It is anticipated that the issuer resulting from the Proposed Transaction (the “Resulting Issuer“) will list as a Tier 1 Real Estate Issuer on the TSXV. In order to align the value of the Value Units with the value per AIPYF Unit at which the Proposed Transaction will be completed, it is anticipated that Value will consolidate the Value Units on the basis of one post-consolidation Value Unit for each 30 existing Value Units (the “Consolidation“). The Value Units will have an implied valuation of US$0.125 per unit on a pre-Consolidation basis in accordance with the terms of the Proposed Transaction. Outstanding convertible securities of Value will be correspondingly adjusted and will be convertible into units of the Resulting Issuer following closing.
Pursuant to the Proposed Transaction, holders of AIPYF Units will receive one unit of the Resulting Issuer on a post-Consolidation basis (each, a “Resulting Issuer Unit“) for each AIPYF Unit held, with an implied valuation of US$3.75 per AIPYF Unit so exchanged.
The LOI was negotiated at arm’s length and is effective as of December 18, 2020, and the Proposed Transaction is expected to close on or before March 1, 2021, or such other date as Value and AIPYF may mutually agree. Upon completion of the Proposed Transaction, Value will convert to reporting in US currency.
Bridge Loan and Break Fee
In accordance with the terms of the LOI, Value will apply for TSXV approval in respect of a bridge loan in the amount of C$225,000 proposed to be provided to AIPYF in accordance with TSXV Policy 2.4 (the “Bridge Loan“). In the event that the Proposed Transaction is not completed, the LOI provides that AIPYF will pay Value the amount of C$50,000 as a broken deal fee. AIP Eagle Court, LLC, the sole owner of the completed AllTrades Eagle Court Lewisville, Texas facility and AllTrades will provide a signature guarantee to Value for the combined amount of C$275,000 to cover the repayment of the Bridge Loan and the broken deal fee.
Private Placement
In connection with and as a condition to the Proposed Transaction, AIPYF intends to complete an equity financing of AIPYF Units in connection with a majority arm’s length private placement to be completed prior to the closing of the Proposed Transaction (the “Private Placement“), which Private Placement will be completed on terms determined by AIPYF, provided that the Private Placement is completed in accordance with Section 4.2(h) of TSXV Policy 5.4 to provide value for AIPYF. Further details in relation to the Private Placement will be provided by in a subsequent news release.
Sponsorship
Sponsorship of a qualifying transaction of a capital pool company is required by the TSXV unless exempt in accordance with the policies of the TSXV. It is expected that Value will apply for an exemption from the sponsorship requirements pursuant to the policies of the TSXV.
Trading Halt
Trading in the Value Units will remain halted until such time as the Proposed Transaction is completed.
Additional Information
The Proposed Transaction, the Private Placement and the Bridge Loan are each subject to the applicable parties entering into definitive documentation to be negotiated between the parties, which will supersede the LOI. Completion of the Proposed Transaction, the Private Placement and the Bridge Loan will be subject to a number of conditions, including but not limited to, satisfactory due diligence and receipt of all director/trustee, unitholder/shareholder and regulatory approvals, including TSXV approval, as may be applicable.
APIYF is represented by Cassels Brock & Blackwell LLP. Borden Ladner Gervais LLP acts as legal counsel to Value.
There can be no assurance that the Proposed Transaction, the Private Placement or the Bridge Loan will be completed as currently proposed or at all. If and when definitive documentation is executed for the Proposed Transaction, Private Placement or the Bridge Loan, Value will issue subsequent press releases in accordance with the policies of the TSXV containing applicable details including information relating to sponsorship, summary financial information in respect of AIPYF, and to the extent not contained in this press release, additional information with respect to the Private Placement, history of AIPYF and the proposed trustees, officers, and insiders of the Resulting Issuer upon completion of the Proposed Transaction.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“) or any state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws, unless an exemption from such registration is available.
Cautionary Note Regarding Forward-Looking Information
This press release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking statements”) within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this press release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected” “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”. “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this press release, forward-looking statements relate, among other things, to: the Proposed Transaction and certain terms and conditions thereof; the business of AIPYF and the Resulting Issuer, the proposed Private Placement; the Bridge Loan; the listing of the Resulting Issuer Units on the TSXV; unitholder/shareholder, director/trustee and regulatory approvals, including TSXV approval; and future press releases and disclosure. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; and the delay or failure to receive unitholder/shareholder, director/trustee or regulatory approvals. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this press release. All information in relation to AIPYF has been provided by management of AIPYF and has not been independently verified by Value, and Value is not responsible for any information related thereto. Except as required by law, Value assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law. Neither TSXV nor its Regulation Services Provider (as that term is defined in the Policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.
For further information:
AIP Yield Fund LP Value Capital Trust
Leslie Wulf
Director
Email: [email protected]
Nathan Smith
Trustee
[email protected]
Completion of the Proposed Transaction is subject to a number of conditions, including but not limited to TSXV acceptance and, if applicable pursuant to TSXV requirements, majority of the minority unitholder/shareholder approval. Where applicable, the Proposed Transaction cannot close until the required unitholder/shareholder approval is obtained. There can be no assurance that the Proposed Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the filing statement or joint management information circular of Value and AIPYF to be prepared in connection with the Proposed Transaction, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Value should be considered highly speculative.
The TSXV has in no way passed upon the merits of the Proposed Transaction and has not approved or disapproved of the contents of this news release.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED STATES
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/70832
Fintech
Former MD of SUI Foundation, Greg Siourounis, Joins xMoney Global as Co-Founder and CEO to build MiCA-Regulated Stablecoin Platform
xMoney Global, the global, inter-bank and cross crypto/fiat integrated payments platform has appointed award-winning economist Dr. Greg Siourounis as Co-Founder and CEO. The company is a Mastercard principal member, with strategic European licenses, such as e-Money and VASP.
As the digital landscape continues to evolve with the coming MiCA regulation, xMoney Global intends to lead Europe into this new transformative EU regulated stablecoin era. Greg Siourounis will lead the integration of xMoney’s advanced blockchain-enabled payments infrastructure with its upcoming stablecoin program. Stablecoins are a key driver of blockchain adoption in today’s market, now surpassing Bitcoin, remittances, and PayPal in annual transaction volume. As such, xMoney’s Global reputation positions it to bridge Web3 innovation with traditional finance, leading Europe into a new transformative EU regulated stablecoin era.
Dr. Greg, who has played a pioneering role in the growth of Sui Foundation as its former Managing Director and who previously founded Everypay, will drive xMoney Global’s next wave of growth. Beyond the standard reference of his academic work in 2024’s Nobel Prize in Economics, Dr. Greg’s career is also decorated with awards such as the 2005 Young Economist Award from The European Economic Association and the 2008 Austin Robinson Prize from The Royal Economic Society. His immediate target will be to focus on partnerships, regulatory alignment and market expansion, as xMoney Global looks to build a comprehensive payments platform that bridges legacy financial systems with the potential of decentralized finance.
Commenting on his appointment, Dr. Greg Siourounis, CEO of xMoney Global, said, “As Europe prepares to embrace MiCA regulation, xMoney Global is positioned to redefine what compliant, secure, and seamless digital payments can be. Our goal is to deliver a solid and trusted ecosystem that combines the strengths of traditional finance with the flexibility of blockchain technology to create a future-ready payment experience.”
Beniamin Mincu, Co-founder of MultiversX, said, “xMoney Global’s mission aligns perfectly with the vision of MultiversX to bring scalable and secure blockchain solutions to mainstream finance. This appointment marks a significant step toward building a more inclusive and resilient financial system.”
The launch of xMoney Global aims to offer a next-gen blockchain-as-a-service module backed by its native stablecoin, with key white-labeled services including acquiring, issuing, onramps/offramps and a sticky loyalty program, all backed by MultiversX’s state-of-the-art sharding technology. Following the surge in crypto markets after Trump’s pro-crypto Presidential win, xMoney will be ideally placed to accelerate real-world adoption as the easiest way for everyone (consumers, retail and e-commerce) to seamlessly access fiat and crypto currencies in an app, card or payment gateway.
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The financial technology sector continues to evolve at a rapid pace, offering innovations that disrupt traditional paradigms. Today’s briefing underscores fintech’s diverse growth avenues: from substantial venture capital plays and strategic partnerships to groundbreaking implementations in lending. Here’s a closer look at recent developments shaping the landscape.
Synapse’s Comeback and Andreessen Horowitz’s Strategic Bet
Source: Axios
Synapse, a financial infrastructure company previously embattled by controversy, is staging a remarkable comeback, backed by none other than venture capital heavyweight Andreessen Horowitz (a16z). With this new infusion of funds, Synapse aims to consolidate its position as a premier platform for building financial services tools.
This resurgence demonstrates the resilience of the fintech ecosystem, where innovation often prevails over turbulence. Synapse’s renewed vigor also signals that top-tier investors remain bullish on infrastructural solutions pivotal to the future of digital finance. Andreessen Horowitz’s participation not only validates Synapse’s model but also underscores the VC giant’s enduring interest in fintech infrastructure, even amid global economic uncertainties.
Analysis:
This partnership exemplifies the dynamism within fintech, highlighting the interplay of innovation, capital, and resilience. It also raises questions about the broader implications of giving second chances to firms with turbulent histories. While Synapse’s evolution could inspire others, it also places a spotlight on governance and accountability in high-growth sectors.
Israel’s Fintech Scene Gets a Boost with Investment in Finova Capital
Source: Calcalistech
Israeli fintech startup Finova Capital has raised an impressive $20 million in a funding round led by prominent institutional investors. This marks a significant milestone for the company as it seeks to expand its suite of financial solutions aimed at underserved markets.
Israel’s fintech ecosystem has long been recognized as a hub of innovation, and this latest investment only reinforces its global standing. Finova Capital’s focus on empowering smaller businesses and fostering financial inclusivity aligns with emerging trends where tech-driven solutions bridge critical gaps in financial services.
Analysis:
With this funding, Finova is poised to enhance its technological offerings while contributing to economic inclusion. However, the broader fintech industry will watch closely to see how the company leverages this capital amid increasing competition from regional and global players.
India’s Yubi Plans a Fundraising Push
Source: Bloomberg
Yubi, a prominent Indian fintech platform backed by Insight Partners, is reportedly preparing for a new fundraising round. Having already established itself as a leader in credit infrastructure, Yubi aims to bolster its offerings and expand its market footprint.
India’s fintech landscape is witnessing explosive growth, with platforms like Yubi playing a critical role in the credit ecosystem. Yubi’s planned fundraising reflects the broader appetite for scaling solutions that streamline credit access, particularly in emerging markets where traditional lending models often fall short.
Analysis:
This development highlights two key trends: the increasing reliance on credit platforms in high-growth economies and the strategic role of international investors like Insight Partners in driving fintech innovation. Yubi’s expansion plans could set a precedent for other regional fintech players seeking to scale amid global economic headwinds.
Provenir and Hastings Financial Services Win Global Recognition
Source: Business Wire
In a testament to the transformative power of digital lending solutions, Provenir and Hastings Financial Services have been jointly recognized for the Best Digital Lending Implementation at the IBSi Global Fintech Innovation Awards. This accolade underscores the success of their collaboration in modernizing the lending process through cutting-edge technology.
Provenir’s advanced decision-making platform and Hastings Financial Services’ lending expertise have delivered a solution that significantly enhances user experience, operational efficiency, and risk management. Such innovations highlight the increasing role of partnerships in advancing fintech’s digital transformation.
Analysis:
This recognition not only validates the efficacy of digital lending but also emphasizes the importance of partnerships in driving innovation. It signals to the industry that collaboration can be a powerful tool for staying ahead in a rapidly evolving marketplace.
Microf and Quantum Financial Technologies Forge New Alliances
Source: PR Newswire
Microf, a financial solutions provider, has announced a strategic partnership with Quantum Financial Technologies. This collaboration aims to expand lending solutions for contractors, providing streamlined access to capital for businesses in need of flexible financing options.
This partnership is a timely response to the growing demand for specialized financial products in niche markets. By leveraging Quantum’s technology, Microf can now offer more tailored solutions, particularly to contractors navigating complex financial requirements.
Analysis:
This development reflects a growing trend: the diversification of fintech offerings to serve specific market segments. As competition in mainstream fintech intensifies, targeting underserved niches could become a defining strategy for success.
Key Takeaways for the Fintech Ecosystem
- Resilience in Fintech Funding: Despite economic uncertainties, venture capital continues to fuel innovative fintech players like Synapse and Finova Capital.
- Regional Growth Stories: From Israel to India, fintech ecosystems are thriving, attracting global attention and investment.
- Collaboration as a Catalyst: The success of partnerships like Provenir-Hastings and Microf-Quantum underscores the importance of strategic alliances.
- The Power of Recognition: Awards like the IBSi Fintech Innovation Awards validate industry achievements, inspiring others to push the envelope.
- Focus on Inclusion: Whether through credit platforms or lending solutions, fintech is playing a pivotal role in fostering financial inclusivity worldwide.
Looking Ahead: Challenges and Opportunities
The fintech sector’s journey is far from linear. Regulatory complexities, technological disruptions, and market volatility remain persistent challenges. However, as seen in today’s developments, the opportunities far outweigh the risks. By prioritizing innovation, collaboration, and inclusivity, fintech players can navigate the complexities of the global financial landscape.
This moment in fintech history is pivotal. It’s a time for bold decisions, strategic partnerships, and a commitment to bridging financial divides. As industry players rise to the occasion, the road ahead promises a future where technology and finance intertwine to empower individuals and businesses alike.
The post Fintech Pulse: A Daily Dive into Industry Innovations and Developments appeared first on News, Events, Advertising Options.
Fintech
Fintech Latvia Association Releases Fintech Pulse 2024: A Guide to Latvia’s Growing Fintech Hub
The Fintech Latvia Association has launched the latest edition of its annual publication, Fintech Pulse 2024, unveiling insights and resources that position Latvia as a thriving hub for European fintech.
Announced at this year’s Fintech Forum, the magazine is now available in digital format, offering a comprehensive guide for fintech professionals and entrepreneurs navigating the Latvian market and exploring its advantages.
This issue covers essential topics, from support tools provided by Latvijas Banka and newcomer roadmaps to Riga’s investor resources and fintech education opportunities. Readers will find the latest fintech news from Latvia, coverage of this year’s key industry events, and member insights on the future of fintech. The Fintech Landscape section provides a comprehensive overview of the Latvian fintech ecosystem.
Tina Lūse, Managing Director of Fintech Latvia Association, expressed excitement about the ecosystem’s growth: “We are excited to unveil the third annual edition of Fintech Pulse. This year has been pivotal for our ecosystem, and together with public sector stakeholders, we are enhancing financial inclusion, democratizing investments, and driving innovation throughout the sector. This is a testament to Latvia’s emergence as a fintech hub, establishing itself as an equal partner in innovation and support within the Baltic region.”
Minister of Finance Arvils Ašeradens highlighted Latvia’s fintech potential in the magazine, stating: “Latvia has already made strides in adapting its regulatory framework to support a stable financial system. Now, we encourage financial market players to invest in modern technologies to meet the growing demand for inclusive financial services and solidify Latvia’s position in the fintech landscape. We are confident that with the combined offer of the government, Latvijas Banka and Riga city, we are a great place to start your next scalable European FinTech!”
Minister of Economics Viktors Valainis expressed Latvia’s ambition in the magazine, stating: “Latvia wants to become a WEB 3.0. innovation hub and solidify itself as one of the leaders of a newly regulated EU crypto-asset market. We welcome international companies to choose Latvia, a flexible and fast-paced country, where you can obtain a MICA license in just 3 months. Open your office in Latvia, receive a MICA license and serve the whole EU market!”
The Fintech Latvia Association brings together fintech and non-banking financial service providers to represent their interests at both the national and international levels. It promotes sustainable development in Latvia’s financial sector by fostering reliable, responsible, and long-term industry practices that earn trust from consumers and regulatory authorities. The association is committed to supporting innovation and growth opportunities within the fintech landscape.
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