Fintech PR
8i Enterprises Acquisition Corp. Announces Execution of Share Exchange Agreement with Diginex Limited
8i Enterprises Acquisition Corp. (NASDAQ: JFK) (“JFK” or “8i”), a special purpose acquisition company, today announced that it has entered into a definitive share exchange agreement with Diginex Limited (“Diginex” or the “Company”), a global blockchain financial services and technology company headquartered in Hong Kong. Upon completion of the transaction, Diginex is anticipated to have an initial enterprise value of approximately $276 million[1].
Headquartered in Hong Kong with a presence in Tokyo, London, Boston, Dubai, Lausanne and Berlin, Diginex provides an ecosystem to enable the broader adoption of digital assets across financial markets through three interlocking pillars: (i) Advisory – capital markets origination and distribution of securities via digital assets; and broader blockchain solutions for corporate and financial industry institutions, as well as governments (ii) Markets – a full infrastructure for digital assets exchange trading and custody, and (iii) Asset Management – providing an accessible and credible on-ramp into digital assets for institutional allocators of capital. In furtherance of its focus on global collaboration, Diginex is developing partnerships with institutional investors, corporations, and governments to improve the efficiency and security of business processes while driving institutional adoption of blockchain technologies and the regulated use of digital assets.
James Tan, Chairman and Chief Executive Officer of JFK, commented, “The execution of the share exchange with Diginex comes as the need for increased regulation, transparency, and traceability around the growing use of digital assets has never been greater. After a thorough review of multiple opportunities in this industry, we have determined Diginex is the trusted operator of choice with the advanced technology infrastructure necessary to meet the standards of institutional investors and partners. With their thoughtful ecosystem approach, we believe Diginex is well-positioned to continue unlocking opportunities and driving institutional adoption of blockchain technologies.”
Richard Byworth, Chief Executive Officer at Diginex, said, “Diginex has been built to provide the financial services infrastructure required to take digital assets and blockchain technology to the next level of adoption by institutional investors and corporations globally. We believe that this exciting transaction will enhance our broader market visibility as we further roll out our global platform including our exchange infrastructure, product offering, licenses and market expansion into key geographies around the world.”
Miles Pelham, Chairman of Diginex, added, “Upon the completion of this transaction, as a publicly-listed Nasdaq company, Diginex will continue to pursue its vision of leveraging blockchain technology for both social good and the disruption of financial intermediaries. Our seasoned and diverse team of financial service professionals, compliance experts, and technologists, are dedicated to regulatory compliance and transparency, standards which are essential to furthering our goal of growing the global propagation of digital assets.”
[1] Assuming no redemption from the trust, excluding earn out shares. |
Transaction Details
Under the terms of the agreement, JFK will acquire Diginex, with JFK continuing as the listed company on the Nasdaq Capital Market. Upon closing, JFK will change its name to “Diginex Limited”. At the effective time of the share exchange, Diginex’s shareholders will receive 20 million ordinary shares of JFK, valued at $10.00 per share, of which two million ordinary shares will be held in escrow for 12 months after closing of the transaction to satisfy potential indemnification claims under the terms of the agreement. In addition, Diginex shareholders will be entitled to receive earn-out consideration of an additional five million JFK ordinary shares, subject to Diginex achieving share price thresholds of $15, $20, and $30 over the next three years as set forth in the agreement. All options held by Diginex option holders under its current employee share option plan, whether vested or unvested, will automatically be cancelled as of the closing of the transaction and in exchange for the cancelled options and upon payment of the exercise price of the options, the option holders will receive 4.2 million ordinary shares of JFK, in the aggregate, which will be subject to lock-up agreements for a period of fifteen (15) months following closing of the transaction, and shall be released in three (3) equal installments over a period of six (6) months following the expiration of such lock-up period.
The Board of directors of JFK at closing will consist of seven directors, to be designated by the Diginex shareholders.
The closing conditions include, among others, the approval of the transaction as a whole by JFK’s existing shareholders and the aggregate dollar amount of the redemptions does not cause the balance of JFK’s trust account (less any fees and costs relating the transaction) to be an amount less than $5,000,001.
Chardan is acting as a financial advisor to JFK, and Loeb and Loeb LLP is acting as legal counsel to JFK. Winston & Strawn LLP is acting as legal counsel to Diginex.
The description of the transaction contained herein is only a summary and is qualified in its entirety by reference to the definitive agreement relating to the transaction, a copy of which will be filed by JFK with the SEC as an exhibit to a Current Report on Form 8-K.
SOURCE 8i Enterprises Acquisition Corp.
Fintech PR
FXCess CFD Broker Now Empowers Partners with up to $5,000 Monthly Earning Opportunity via Referrals
HAMILTON, Bermuda, Dec. 23, 2024 /PRNewswire/ — FXCess CFD broker, a leading brand in the trading landscape, has introduced a new opportunity for its partners. The IB Reward program is a recently launched initiative that pays participants up to $5,000 per month for referring active traders. Unlike other income opportunities, this program involves zero risk, which makes it a perfect option for partners who want to maximize their financial potential.
“We are genuinely excited to bring this opportunity to our partners. The IB Reward Program is designed with simplicity and high returns in mind,” stated Thomas Pavlatos, the spokesperson for FXCess. “Participants will be able to earn substantial monthly rewards by referring new traders to our platform while enjoying the thrill of a risk-free earning process. This showcases our efforts to help our clients achieve consistent financial success.”
A Structure That Rewards Effort and Success
The FXCess CFD broker offers a Reward Program that is structured into five unique tiers. Starting at the Bronze level, partners can earn $450 if their network meets a net deposit of $10,000 and 100 traded lots in a month. Rewards grow progressively on Silver, Gold, and Platinum tiers, and reach the Master level with a maximum of $5,000 earnings for $150,000 net deposits and 1,250 traded lots. The eligibility is checked at the end of every qualifying month to make sure the participants get their due rewards for fluffing the criteria.
“Our Reward Program is more than a simple referral initiative. It is a reflection of our commitment to providing high-value benefits that align with the needs of our partners,” Pavlatos added. “With no risk of loss and the potential to earn up to $5,000 every month, this program sets a new standard in rewards. Moving forward, we remain dedicated to introducing further innovative programs for all of our valued partners.”
About FXCess
FXCess CFD broker is a trusted name for traders worldwide. The company offers over 300 trading instruments, from forex pairs to futures, for both beginners and seasoned professionals. Moreover, they provide competitive trade conditions, multiple account options, and solid customer support so that every client is served with the best services. Supported by advanced platforms like MT4 and PMAM, FXCess CFD broker delivers trading excellence with a focus on transparency and trust.
FXCess is a trade name of Notesco Int Limited; a company incorporated in Anguilla with registration number A000001800 and registered address The Valley, AI2640, Cosely Drive, 1338, AI.
All trading involves risk. It is possible to lose all your capital.
View original content:https://www.prnewswire.co.uk/news-releases/fxcess-cfd-broker-now-empowers-partners-with-up-to-5-000-monthly-earning-opportunity-via-referrals-302338245.html
Fintech PR
Smartkem Closes $7.65 Million Offering
MANCHESTER, England, Dec. 23, 2024 /PRNewswire/ — Smartkem (Nasdaq: SMTK), which is seeking to change the world of electronics using its disruptive organic thin-film transistors (OTFTs), announced it has completed its previously announced concurrent public and private offerings of its securities, including shares of its common stock and common stock equivalents, for an aggregate total gross proceeds of $7.65 million.
Smartkem issued 1,449,997 registered shares of common stock and unregistered Class D warrants to purchase up to 1,449,997 shares of common stock to investors in concurrent public and private offerings at a price of $3.00 per share and related Class D warrant. Each investor received one Class D warrant for each share purchased in the public offering.
Pursuant to the separate concurrent private placement, the Company sold to certain institutional investors, including existing investors in the Company, 169,784 unregistered shares of common stock, unregistered pre-funded warrants to purchase up to 930,215 shares of common stock and unregistered Class D warrants to purchase up to 1,099,999 shares of common stock at a price of $3.00 per share and related Class D warrant and a price of $2.9999 per pre-funded warrant and related Class D warrant. Each investor received one Class D warrant for each share of common stock or pre- funded warrant purchased in the offering.
The Class D warrants are immediately exercisable at an exercise price of $3.00 per share and expire on December 31, 2025. The pre-funded warrants are immediately exercisable at an exercise price of $0.0001 per share and may be exercised at any time until all of the pre-funded warrants have been exercised in full.
The gross proceeds of the offerings described above were $7.65 million before deducting placement agent fees and other offering expenses payable by the Company. The Company intends to use the net proceeds of the offerings for working capital and general corporate purposes.
Craig-Hallum Capital Group LLC acted as the Company’s exclusive placement agent for the offerings.
In connection with the offerings described above, the Company has entered into a registration rights offering pursuant to which it has agreed to register the shares of common stock issued in the private placement, the shares of common stock issuable upon the exercise of the Class D warrants and the pre-funded warrants sold in the offerings and certain other securities for resale by the holders thereof no later than the earlier of (i) the 10th day after the filing of the Company’s annual report on Form 10-K for the year ended December 31, 2024 or (ii) April 25, 2025.
The sale of the registered shares of common stock was made pursuant to Smartkem’s effective shelf registration statement on Form S-3 (file no. 333- 281608), including a base prospectus, filed with the Securities and Exchange Commission (the “SEC”) and declared effective by the SEC on August 22, 2024 and a prospectus supplement dated December 18, 2024 filed with the SEC. Copies of the prospectus supplement and the accompanying base prospectus may be obtained from Craig-Hallum Capital Group LLC, Attention: Equity Capital Markets, 222 South Ninth Street, Suite 350, Minneapolis, MN 55402, by telephone at (612) 334-6300 or by email at [email protected]. Alternatively, copies of the prospectus supplement and the accompanying base prospectus may be obtained for free at the SEC’s EDGAR website at www.sec.gov.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any Smartkem securities.
About Smartkem
Smartkem is seeking to reshape the world of electronics with its disruptive organic thin-film transistors (OTFTs) that have the potential to revolutionize the display industry. Smartkem’s patented TRUFLEX® liquid semiconductor polymers can be used to make a new type of transistor that can be used in a number of display technologies, including next generation microLED displays. Smartkem’s organic inks enable low temperature printing processes that are compatible with existing manufacturing infrastructure to deliver low-cost displays that outperform existing technology.
Smartkem develops its materials at its research and development facility in Manchester, UK and provides prototyping services at the Centre for Process Innovation (CPI) at Sedgefield, UK. It has a field application office in Taiwan. The company has an extensive IP portfolio including 138 granted patents across 18 patent families, 16 pending patents and 40 codified trade secrets.
Forward-Looking Statements
All statements in this press release that are not historical are forward-looking statements, including, among other things, the expected use of proceeds received from the offerings. These statements are not historical facts but rather are based on Smartkem Inc.’s current expectations, estimates, and projections regarding its business, operations and other similar or related factors. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expect,” “intend,” “plan,” “project,” “believe,” “estimate,” and other similar or related expressions are used to identify these forward-looking statements, although not all forward-looking statements contain these words. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties, and assumptions that are difficult or impossible to predict and, in some cases, beyond the Company’s control. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described in the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to revise or update information in this release to reflect events or circumstances in the future, even if new information becomes available.
View original content:https://www.prnewswire.co.uk/news-releases/smartkem-closes-7-65-million-offering-302337973.html
Fintech PR
Designing for the future: SM’s vision through an architect’s lens
PASAY CITY, Philippines, Dec. 23, 2024 /PRNewswire/ — The SM Group, through its integrated property developer arm, SM Prime Holdings, Inc., is setting a benchmark in sustainable and disaster-resilient design. Embracing innovation, the company integrates environmental considerations and community well-being into its projects, reflecting a commitment to long-term sustainability.
The SM group’s foresight to incorporate best building practices continues with the next generation, as Jessica Sy, Vice President and Head of Design, Innovation, and Strategy of SM Prime and its residential arm SM Development Corporation (SMDC) emphasizes respecting the land through the creation of green buildings.
“We want to make sure that when we develop a building, it’s going to last for a long time,” said Ms. Sy. “We’ve seen that what’s good for our communities is actually good for our company because addressing their needs also strengthens our connection with them as our customers.”
Drawing from lessons on her first year in studying architecture, Ms. Sy noted the role of water in any development. It can be both beautiful—a source of life or unpredictable in nature.
“As architects, this was one of the first few things we were taught,” Ms. Sy added. “Water is life-giving but it can also change everything. Floods in properties could heavily impact and uproot the lives of many families.”
Field Residences is an example of SM’s commitment in meeting the highest standards of disaster resilience in its development.
A new rainwater detention tank was completed in September this year after SMDC found that water levels in Field Residences had risen over the years. It is designed to handle extreme rainfall similar to those during Typhoon Ondoy (Ketsana), which brought 455 millimeters of rain in 24 hours.
How architecture can also build values
SMDC also promotes local identity in its projects by specifically choosing native plants that are more well-suited to the area.
“We try to reduce the types of plants that don’t benefit the local environment nor enliven its biodiversity,” she said. “What we do is to identify plants that can prosper here such as the endemic katmon [Dillenia philippinensis] tree.”
SMDC initiated to have future nurseries of these plants in various developments.
“The decisions that we have today are going to impact the long-term future,” she added. “With sustainability at the forefront of our conversations nowadays, we see that that’s part of the legacy that we need to complete.”
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View original content:https://www.prnewswire.co.uk/news-releases/designing-for-the-future-sms-vision-through-an-architects-lens-302338285.html
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