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Liquid Meta Announces Closing of Reverse Takeover Transaction and Approval of Listing on the NEO Exchange

Published

3 years ago

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Trading on the NEO on or about December 22, 2021 under the ticker symbol “LIQD”

Toronto, Ontario–(Newsfile Corp. – December 17, 2021) – Liquid Meta Capital Holdings Ltd. (NEO: LIQD) (the “Company“), formerly 1287413 B.C. Ltd. (“413“), today announces the successful closing of its previously announced reverse takeover of 413 by Liquid Meta Capital Holdings Ltd. (the “Reverse Takeover“). The Company has also received approval for the listing of the Resulting Issuer Shares (as defined below) on the NEO Exchange Inc. (“NEO“) under the ticker symbol “LIQD”, with trading to commence at market open on or about December 22, 2021.

“Liquid Meta will be the first publicly traded pure-play institutional liquidity provider for Decentralized Finance in the world. DeFi is one of the fastest growing segments in the cryptocurrency industry and has expanded to nearly $300B of capital locked in the space over the last 2-years. Liquid Meta has identified a significant opportunity to be a scale mover in this swiftly growing market. The completion of a Reverse Takeover between Liquid Meta and 1287413 B.C. Ltd., and approval of final listing on the NEO Exchange marks an important milestone for Liquid Meta and its shareholders,” commented Jonathan Wiesblatt, CEO of the Company.

The Reverse Takeover was effected by way of an amalgamation between 413 and Liquid Meta Capital Holdings Ltd. (“LM“) pursuant to an amended and restated amalgamation agreement dated December 13, 2021. Immediately prior to and in connection with the Reverse Takeover, 413 effected a consolidation (the “Consolidation“) of the common shares of 413 (the “413 Shares“) on a one post-Consolidation 413 Share (a “Resulting Issuer Share“) for every 5.5146 pre-Consolidation 413 Shares basis. Shareholder approval for certain of these matters where required was obtained by written consent of the Company’s shareholders dated December 8, 2021.

In addition, an aggregate of 20,475,487 subscription receipts of LM (including subscription receipts issued to the agents as part of a corporate finance fee), which were issued pursuant to the previously announced concurrent private placement of LM for aggregate gross proceeds of $20,349,880 (the “Current Financing“), were converted for no additional consideration into an aggregate of 20,475,487 Resulting Issuer Shares in connection with the closing of the Reverse Takeover. An aggregate of 13,700 subscription receipts of 413 which were issued pursuant to the previously announced concurrent private placement of 413 (the “413 Financing“), for aggregate gross proceeds of $13,700, were converted for no additional consideration into an aggregate of 13,700 Resulting Issuer Shares in connection with the closing of the Reverse Takeover.

In connection with the Reverse Takeover, shareholders of LM received one Resulting Issuer Share for every common share of LM held, and now hold an aggregate of 52,825,329 (inclusive of subscribers in the Concurrent Financing). In addition, all existing warrants and options of LM were exchanged for similar securities of the Company following completion of the Reverse Takeover on a one-for-one basis (post-Consolidation) on substantially similar terms and conditions.

Following closing of the Reverse Takeover, the Company has 53,627,840 Resulting Issuer Shares issued and outstanding, of which 802,511 Resulting Issuer Shares result from the Consolidation of the pre-Reverse Takeover Common Shares held by the shareholders of 413 (inclusive of subscribers 413 Financing), and 52,825,329 Resulting Issuer Shares were issued to former shareholders and securityholders of LM. In addition, the Company has reserved for issuance (i) an aggregate of 3,675,740 Resulting Issuer Shares issuable upon the exercise of stock options of the Company, (ii) an aggregate of 723,496 Resulting Issuer Shares issuable upon the exercise of warrants of the Company, and (iii) an aggregate of 1,081,992 Resulting Issuer Shares issuable upon the exercise of compensation warrants granted to brokers or agents in connection with the Current Financing.

New Board and Management

Following the Reverse Takeover, the leadership team of the Company is as follows:

  • Jonathan Wiesblatt (Chief Executive Officer and Director);
  • Nicolas del Pino (Chief Operating Officer and Director);
  • Stephen Harper (Director);
  • Thomas Kang (Director);
  • David Prussky (Director); and
  • Sendy Shorser (Chief Financial Officer and Corporate Secretary).

Further details of the Reverse Takeover are contained in news releases of 413 dated August 20, 2021 and November 30, 2021. Readers are also referred to the filing statement of the Company dated December 17, 2021 (the “Filing Statement“) which was prepared in accordance with the requirements of the NEO and filed under the Company’s issuer profile on SEDAR at www.sedar.com.

Early Warning Report

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Nico Nolledo, a holder of Resulting Issuer Shares individually and through entities which he controls directly or directly, Eden International Holdings Pte. Ltd. and Wi-Zone International Limited, makes the following announcement in accordance with National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues (“NI 62-103“).

In connection with the Reverse Takeover, Mr. Nolledo acquired ownership, control or direction over Resulting Issuer Shares requiring disclosure pursuant to the early warning requirements of NI 62-103. Immediately prior to completion of the Reverse Takeover, Mr. Nolledo did not have ownership of, or exercised control or direction over, any voting or equity securities of the Company.

Pursuant to the Reverse Takeover, Mr. Nolledo acquired ownership, directly and indirectly, of 14,928,999 Resulting Issuer Shares representing approximately 27.84% of the outstanding Resulting Issuer Shares on a non-diluted basis and 258,580 options to acquire Resulting Issuer Shares (the “Options“). Assuming the exercise in full of the Options, Mr. Nolledo will hold 15,187,579 Resulting Issuer Shares representing 28.18% of the then issued and outstanding Resulting Issuer Shares on a partially diluted basis.

The Company understands that each of Mr. Nolledo acquired the aforementioned securities for investment purposes and may, from time to time and depending on market and other conditions and subject to the requirements of applicable securities laws, acquire additional Resulting Issuer Shares through market transactions, private agreements, treasury issuances, dividend reinvestment programs, exercise of options, convertible securities or otherwise (if and when granted), or may, subject to the requirements of applicable securities laws, sell all or some portion of the Resulting Issuer Shares they own or control (upon release of the securities from escrow, or otherwise in accordance with the terms of the escrow restrictions), or may continue to hold the Resulting Issuer Shares.

This portion of this news release is issued pursuant to NI 62-103, which also requires an early warning report to be filed with the applicable securities regulators containing additional information with respect to the foregoing matters. A copy of the early warning reports will be filed by Mr. Nolledo in accordance with applicable securities laws and will be available on the Company’s issuer profile on SEDAR at www.sedar.com. Mr. Nolledo can be contacted at +63 917 143 1444 or +1 562 269 8440, or [email protected], attention Samantha Cruz, to obtain a copy of Mr. Nolledo’s early warrant report. The Company’s head office is located at 66 Hendel Drive, Thornhill, Ontario L4J 9H7.

About Liquid Meta

Liquid Meta leverages innovative technology and its operational expertise into building proprietary software and tools to access, automate, and scale operations within the fast-growing DeFi segment of the blockchain industry. Liquid Meta is scaling a Defi and Web3 focused business within proof-of-stake (PoS) based networks.

For further information contact:

Liquid Meta Capital Holdings Ltd.
Jonathan Wiesblatt, Chief Executive Officer
Phone: 647-203-9190
Email: [email protected]

Forward-Looking Information

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This news release contains forward-looking statements including, but not limited to, statements about the Company’s strategies, expectations, planned operations or future actions; the listing of the Resulting Issuer Shares on the NEO; and statements with respect to future intentions of Mr. Nolledo. Often, but not always, these Forward-looking Statements can be identified by the use of words such as “estimated”, “potential”, “open”, “future”, “assumed”, “projected”, “used”, “detailed”, “has been”, “gain”, “planned”, “reflecting”, “will”, “containing”, “remaining”, “to be”, or statements that events, “could” or “should” occur or be achieved and similar expressions, including negative variations.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any results, performance or achievements expressed or implied by the Forward-looking Statements, including those factors discussed under “Risk Factors” in the Filing Statement. Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in Forward-looking Statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended.

Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully and readers should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in this news release are based upon what management believes to be reasonable assumptions, the Company cannot assure readers that actual results will be consistent with these forward-looking statements. The Forward-looking statements contained herein are made as of the date hereof and the Company disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise, except where required by law. There can be no assurance that these forward-looking 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 forward-looking statements.

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 or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. Not for distribution to U.S. newswire services or for dissemination in the United States. Any failure to comply with this restriction may constitute a violation of U.S. securities laws.

Neither the NEO nor its Regulation Services Provider (as that term is defined in policies of the NEO) has in any way passed upon the merits of the Reverse Takeover and neither of the foregoing entities accepts responsibility for the adequacy or accuracy of this release or has in any way approved or disapproved of the contents of this press release.

NOT FOR DISTRIBUTION TO U.S. 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/108046

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Fintech Latvia Association Releases Fintech Pulse 2024: A Guide to Latvia’s Growing Fintech Hub

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11 hours ago

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November 25, 2024

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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.

The post Fintech Latvia Association Releases Fintech Pulse 2024: A Guide to Latvia’s Growing Fintech Hub appeared first on News, Events, Advertising Options.

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Quantum Security and the Financial Sector: Paving the Way for a Resilient Future

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13 hours ago

on

November 25, 2024

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The World Economic Forum (WEF) has released a pivotal white paper in collaboration with the Financial Conduct Authority (FCA), titled “Quantum Security for the Financial Sector: Informing Global Regulatory Approaches”. This January 2024 publication underscores the urgent need for global cooperation as the financial sector transitions from a digital economy to a quantum economy, highlighting both the immense opportunities and cybersecurity challenges posed by quantum computing.

Quantum: A Double-Edged Sword for Finance

Quantum computing offers transformative benefits for the financial sector, such as accelerated portfolio optimization, enhanced fraud detection, and improved risk management. Yet, it simultaneously threatens the very foundation of cybersecurity. With quantum’s ability to break traditional encryption methods, sensitive data and financial transactions face significant risks. The white paper warns that such vulnerabilities could erode trust in the financial system and destabilize global markets.

The urgency to prepare is evident, with some quantum threats, such as “Harvest Now, Decrypt Later” attacks, already emerging. Governments and regulators, including the United States with its National Security Memorandum on Quantum (2022), have begun advocating for quantum security readiness by 2035. However, as noted in the paper, transitioning to a quantum-secure infrastructure is a monumental task requiring unprecedented coordination between regulators, industry leaders, and technology providers.

A Collaborative Framework: Four Guiding Principles

To address the complex challenges posed by quantum technologies, the WEF and FCA have proposed four guiding principles to inform global regulatory and industry approaches:

  1. Reuse and Repurpose: Leverage existing regulatory frameworks and tools to address quantum risks, rather than creating entirely new systems.
  2. Establish Non-Negotiables: Define baseline requirements for quantum security, ensuring consistency and interoperability across organizations and jurisdictions.
  3. Increase Transparency: Foster open communication between regulators and industry players to share best practices, strategies, and knowledge.
  4. Avoid Fragmentation: Prioritize global collaboration to harmonize regulatory efforts and avoid inconsistencies that could burden multinational organizations.

These principles aim to create a unified, forward-looking strategy that balances innovation with security.

A Four-Phase Roadmap for Quantum Security

The white paper introduces a phased roadmap to help the financial sector transition toward quantum security:

  1. Prepare: Raise awareness of quantum risks, assess cryptographic infrastructure, and build internal capabilities.
  2. Clarify: Formalize engagement between stakeholders, map current regulations, and model the cost and complexities of transitioning to quantum-safe systems.
  3. Guide: Address regulatory gaps, translate technical standards into actionable frameworks, and develop industry-wide best practices.
  4. Transition and Monitor: Implement cryptographic management modernization and adopt iterative, adaptable regulatory approaches to remain resilient in the quantum economy.

This roadmap emphasizes adaptability, encouraging stakeholders to continuously refine their strategies as quantum technologies evolve.

The Path Forward: Collaboration as a Catalyst

The transition to a quantum-secure financial sector is not merely a technological shift but a comprehensive rethinking of how industries and regulators approach cybersecurity. The interconnected nature of global finance means that collaboration between mature and emerging markets is crucial to avoid vulnerabilities that could undermine the entire system.

Regulators and financial institutions must act with urgency. As Sebastian Buckup, Head of Network and Partnerships at the World Economic Forum, notes in the report:
“The quantum economy era is fast approaching, and we need a global public-private approach to address the complexities it will introduce. We welcome this opportunity to collaborate with the FCA to chart the roadmap for a seamless and secure transition for the financial services sector.”

Similarly, Suman Ziaullah, Head of Technology, Resilience, and Cyber at the FCA, emphasizes:
“Quantum computing presents considerable opportunities but also threats. The financial sector relies heavily on encryption to protect sensitive information, the exposure of which could cause significant harm to consumers and markets. Addressing this requires a truly collaborative effort to transition to a quantum-secure future.”

Global Impact: Ensuring Resilience in an Evolving Landscape

As quantum technologies mature, they will redefine the landscape of cybersecurity. The financial sector, as one of the most sensitive and interconnected industries, must prioritize preparedness to ensure stability, protect consumers, and maintain trust.

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The Quantum Security for the Financial Sector: Informing Global Regulatory Approaches white paper offers an essential foundation for continued dialogue and action. By adhering to the guiding principles and roadmap outlined in the report, stakeholders can navigate this transformation with foresight and cooperation.

The full report, published by the World Economic Forum, highlights the need for a unified global approach to quantum security, serving as a rallying call for industry and regulatory leaders alike.

Source: World Economic Forum, “Quantum Security for the Financial Sector: Informing Global Regulatory Approaches”, January 2024.

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Fintech Pulse: Daily Industry Brief – A Dive into Today’s Emerging Trends and Innovations

Published

4 days ago

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November 21, 2024

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The fintech landscape continues to redefine itself, driven by innovation, partnerships, and groundbreaking strategies. Today’s roundup focuses on the latest digital wallet offerings, evolving payment trends, strategic collaborations, and notable funding achievements. This editorial explores the broader implications of these developments, casting light on how they shape the future of fintech and beyond.

Beacon’s Digital Wallet for Immigrants: A Gateway to Financial Inclusion

Beacon Financial, a leading player in financial technology, recently launched a digital wallet tailored to meet the unique needs of immigrants moving to Canada. This offering bridges a critical gap, enabling seamless financial integration for newcomers navigating a foreign system.

By combining intuitive technology with user-centric features, Beacon aims to empower immigrants with tools for payments, savings, and remittances. This aligns with the growing demand for tailored financial products that resonate with specific demographics.

Op-Ed Insight:
Financial inclusion is more than just a buzzword; it’s a moral imperative in the fintech space. Products like Beacon’s digital wallet highlight the industry’s potential to create tangible change. As global migration trends increase, such offerings could inspire similar initiatives worldwide.

Source: Fintech Futures.

Juniper Research Highlights 2025’s Payment Trends

Juniper Research’s latest report unveils pivotal payment trends poised to dominate in 2025. Central themes include the adoption of instant payment networks, a surge in embedded finance solutions, and the rise of crypto-backed financial products.

The research underscores the rapid adoption of real-time payment systems, fueled by increasing consumer demand for speed and efficiency. Meanwhile, embedded finance promises to blur the lines between traditional banking and non-financial services, delivering personalized and context-specific solutions.

Op-Ed Insight:
As the lines between financial services and technology continue to blur, these trends emphasize the industry’s shift toward convenience and personalization. The growing role of crypto-based solutions reflects an evolving consumer mindset, where decentralization and digital-first experiences gain precedence.

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Source: Juniper Research.

MeaWallet and Integrated Finance Partner to Revolutionize Digital Wallets

MeaWallet, a prominent fintech solutions provider, has partnered with Integrated Finance to advance digital wallet capabilities and secure card data access for fintech companies. This collaboration focuses on empowering fintechs to deliver better, safer digital payment experiences.

MeaWallet’s role as a technology enabler aligns seamlessly with Integrated Finance’s goal of simplifying complex financial infrastructures. Together, they aim to create scalable, robust platforms for secure payment solutions.

Op-Ed Insight:
Partnerships like this underscore the importance of collaboration in driving innovation. As security concerns grow in tandem with digital payment adoption, solutions addressing these challenges are essential for maintaining consumer trust. The fintech ecosystem thrives when synergy and innovation coalesce.

Source: MeaWallet News.

Nucleus Security Among Deloitte’s Fastest-Growing Companies

Nucleus Security has achieved a remarkable milestone, ranking 85th on Deloitte’s 2024 Technology Fast 500 list. This achievement is attributed to its robust cybersecurity solutions, which cater to the increasingly digital fintech environment.

With cyberattacks becoming more sophisticated, fintech companies are under immense pressure to safeguard their platforms. Nucleus Security’s growth reflects the rising demand for comprehensive, scalable security solutions that protect sensitive financial data.

Op-Ed Insight:
In a digital-first world, robust cybersecurity isn’t optional—it’s fundamental. The recognition of companies like Nucleus Security signals the growing importance of protecting fintech infrastructure as the industry scales globally.

Source: PR Newswire.

OpenYield Secures Funding to Transform the Bond Market

OpenYield has announced a successful funding round, aiming to revolutionize the bond market through innovative technology. The platform promises greater transparency, efficiency, and accessibility in fixed-income investments.

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This funding underscores the growing appetite for digitizing traditionally opaque financial markets. By leveraging cutting-edge technology, OpenYield seeks to democratize bond investments, making them accessible to a broader audience.

Op-Ed Insight:
The bond market, long viewed as complex and inaccessible, is ripe for disruption. OpenYield’s efforts to modernize this space highlight fintech’s transformative potential to democratize finance and empower individual investors.

Source: PR Newswire.

Key Takeaways: Shaping the Future of Fintech

Today’s developments underscore several critical themes in the fintech landscape:

  1. Personalization and Inclusion: Products like Beacon’s wallet highlight the importance of understanding and addressing specific user needs.
  2. Collaborative Ecosystems: Partnerships, like that of MeaWallet and Integrated Finance, emphasize the power of collaboration in solving industry challenges.
  3. Emerging Technologies: Juniper Research’s predictions affirm the continued influence of blockchain, embedded finance, and instant payment networks.
  4. Security at the Core: The recognition of Nucleus Security underscores the essential role of cybersecurity in fintech.
  5. Market Transformation: OpenYield’s funding signifies the ongoing disruption of traditional financial markets, paving the way for broader accessibility.

 

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