Fintech
AF1 Enters into a Letter of Intent to Acquire Interest in PureKana, LLC
Vancouver, British Columbia–(Newsfile Corp. – May 12, 2020) – AF1 Capital Corp. (TSXV: AFC.P) (“AF1” or the “Corporation“) is pleased to announce that AFI has entered into a non-binding letter of intent (the “LOI“) dated May 11, 2020, with Heavenly RX Ltd. (“Heavenly RX“), PureKana, LLC (“PureKana“), Cody J. Alt, and Jeff Yauck, outlining the terms and conditions of a proposed transaction (the “Proposed Transaction“) pursuant to which AF1 would acquire Heavenly RX’s indirectly-held 50.1% equity interest in PureKana. The LOI was negotiated at arm’s length.
AF1 is a “Capital Pool Company” (“CPC“) and intends the Proposed Transaction to constitute a “Qualifying Transaction” as such terms are defined in Policy 2.4 – Capital Pool Companies (the “CPC Policy“) of the TSX Venture Exchange (the “TSXV“). Upon successful completion of the Proposed Transaction, the Corporation will change its name to “PureKana Corp.”, or such other name as agreed by the parties, subject to applicable regulatory approvals.
About PureKana, LLC
Recognized as a leading cannabidiol (“CBD“) brand in the United States, PureKana has operated a profitable direct-to-consumer online business since its inception in 2017. Their product lineup includes high quality CBD that can be consumed in the form of tinctures, capsules, topical salves, oral sprays, and gummies. PureKana’s brand and direct-to-consumer marketing expertise has helped to establish PureKana as one of the leading online CBD brands in the United States.
Details of the Proposed Transaction
The LOI sets out certain non-binding understandings and binding agreements between AF1 and Heavenly RX, PureKana, Cody J. Alt, and Jeff Yauck, including the following terms and conditions set out on a non-binding basis in the LOI, including:
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AF1 will acquire Heavenly RX’s indirectly-held 50.1% equity interest in PureKana (the “Significant Assets“) for US$68,857,500 (the “Purchase Price“), to be satisfied through the issuance of shares and assumption of certain debts related to the Significant Assets, subject to negotiation and adjustment based on the parties’ due diligence investigations and final agreement on the valuations of PureKana and AF1.
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Prior to closing of the Proposed Transaction, the common shares of AF1 (the “AF1 Shares“) will be consolidated on a 5:1 basis, or such other ratio as the parties may determine.
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Concurrently with closing of the Proposed Transaction, or shortly thereafter, Heavenly RX will distribute a portion of the post-consolidation AF1 Shares issued in partial satisfaction of the Purchase Price to its shareholders by way of a dividend or return of capital.
The Proposed Transaction is subject to, among other things, completion of satisfactory due diligence, the negotiation of a definitive agreement (the “Definitive Agreement“) setting out binding transaction terms, receipt of all requisite security holder and regulatory approvals, including approval of the TSXV, and additional conditions to be set out in the Definitive Agreement. The Proposed Transaction is not a Non-Arm’s Length Transaction, as defined under applicable TSXV policies.
In connection with the Proposed Transaction, AF1 expects to pay a finders’ fee of up to US$500,000 to be satisfied through the issue of post-consolidation AF1 Shares upon closing of the Proposed Transaction.
Further details, including the definitive terms of the Proposed Transaction, will be provided by AF1 in a subsequent news release.
Trading in AF1 Shares on the TSXV has been voluntarily halted and will remain so until the documentation required by the TSXV has been reviewed and accepted by the TSXV.
Bridge Financing
Upon entering into a Definitive Agreement, AF1 will provide to Heavenly RX a secured loan or refundable deposit of up to C$225,000 on terms to be agreed upon and in compliance with section 8.5 of the CPC Policy.
Exclusivity
The parties have agreed that from the date of the LOI until the earlier of the termination of the LOI or the closing of the Proposed Transaction, they will not enter into or continue negotiations or discussions with any third party, in any manner in respect of the transaction contemplated by the LOI or any transaction which would be inconsistent with the matters contemplated by the LOI.
Change of Director
Effective May 11, 2020, Mr. Peter Simeon has resigned as a director of AF1, and Mr. Steven Agnew has been appointed to the board. Mr. Agnew is a corporate and securities lawyer with fourteen years of experience advising public companies on capital markets and M&A transactions.
About the Corporation
AF1 is a CPC within the meaning of the CPC Policy that has not commenced commercial operations and has no assets other than cash. Except as specifically contemplated in the CPC Policy until the completion of its Qualifying Transaction, the Corporation will not carry on business, other than the identification and evaluation of companies, business or assets with a view to completing a proposed Qualifying Transaction.
For further information, please contact: Michael Galloro, Chief Executive Officer, Chief Financial Officer, Corporate Secretary and Director of AF1 at:
Telephone: (416) 907-5644 ext. 105
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 shareholder approval. Where applicable, the Proposed Transaction cannot close until the required 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 management information circular or filing statement 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 a capital pool company should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the Proposed Transaction and has neither approved nor disapproved the contents of this press 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 news release.
All information contained in this news release with respect to Heavenly RX and PureKana was supplied by Heavenly RX, and AF1 has relied on the accuracy of such information without independent verification.
This press release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities described herein 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.
Cautionary Statement Regarding Forward-Looking Information
This press release contains “forward-looking information” within the meaning of applicable securities laws. All statements contained herein that are not clearly historical in nature may constitute forward-looking information. In some cases, forward-looking information can be identified by words or phrases such as “may”, “will”, “expect”, “likely”, “should”, “would”, “plan”, “anticipate”, “intend”, “potential”, “proposed”, “estimate”, “believe” or the negative if these terms, or other similar words, expressions and grammatical variations thereof, or statements that certain events or conditions “may”, or “will” happen. Forward-looking information contained in this press release includes, without limitation, expectations regarding entry into a Definitive Agreement, the terms of the Proposed Transaction, the advance of any bridge financing from AF1 to Heavenly RX and the amount of such financing, the satisfaction of conditions to closing of the Proposed Transaction, and expectations for other economic, business, and/or competitive factors.
Forward-looking information is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management’s perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances. While management of AF1 considers these assumptions to be reasonable based on information currently available, there is no assurance that such expectations will prove to be correct. By its nature, forward-looking information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information include: the ability to consummate the Proposed Transaction; the ability to obtain requisite regulatory and security holder approvals and to satisfy other conditions to the consummation of the Proposed Transaction on the terms and at the times proposed; the impact of the announcement or consummation of the Proposed Transaction on relationships, including with regulatory bodies, employees, suppliers, customers and competitors; changes in general economic, business and political conditions, including changes in the financial markets; changes in applicable laws; changes in government regulation and regulatory compliance; and the diversion of management time on the Proposed Transaction. Should one or more of these risks, uncertainties or other factors materialize, or should assumptions underlying the forward-looking information or statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Readers are cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking information.
The forward-looking information contained in this press release is stated as of the date of this press release, and AF1 does not undertake any obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable law.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/55774
Fintech
Doo Financial Now in Indonesia: Offering Local Investors A Gateway to Global Markets
Doo Group’s brokerage brand, Doo Financial is thrilled to announce its expansion into Indonesia by acquiring a reputable Indonesian broker to expand the business. This move brings its global investment services to local investors. Backed by the strength of Doo Group’s extensive international presence, cutting-edge technology, and 10 years of expertise, Doo Financial is well positioned to support investors at every level.
As a brand encompassing investment services offered by various legal entities within the Doo Group, Doo Financial provides a comprehensive range of global brokerage services. This wide range of products empowers investors to pursue their financial goals.
With a diversified portfolio, Doo Financial empowers investors to navigate various market conditions effectively, manage risks, and focus on long-term growth. This entry into the Indonesian market reflects Doo Financial’s commitment to supporting investors with flexible, high-quality investment options tailored to today’s dynamic financial landscape.
Supervision by International Regulatory Institutions to Ensure Top-Tier Safety
As a global leading finance group, Doo Group has licensed entities regulated by top regulatory authorities worldwide, ensuring a secure and reliable trading environment.
Our global credentials include licenses from the U.S. Securities and Exchange Commission (US SEC), the Financial Industry Regulatory Authority (US FINRA) in the U.S., the Financial Conduct Authority (UK FCA) in the UK, the Australian Securities and Investments Commission (ASIC), the Hong Kong Securities and Futures Commission (HK SFC), Badan Pengawas Perdagangan Berjangka Komoditi (BAPPEBTI) in Indonesia. These licenses enable us to provide secure and reliable financial services globally.
Dedication to Shape the Industry with Innovative Solutions
Doo Financial’s expansion into Indonesia brings advanced technology and a global perspective to empower local investors. As an international investment firm committed to secure and seamless trading, Doo Financial offers a diverse range of products and services to help diversify portfolios and open up new opportunities.
This growth elevates opportunities for Indonesian investors by offering seamless access to global markets and advanced trading platforms within a secure and regulated environment. It broadens investment choices and enhances the trading experience, aligning it with international standards and empowering local investors with comprehensive tools and resources for success.
Driven by unwavering commitment, this growth marks a significant milestone in Indonesia’s investment landscape, equipping our clients with the tools to navigate global markets. We remain dedicated to delivering exceptional service, exploring new opportunities, and driving future breakthroughs. With continued support from the FinTech community, we are excited to innovate and shape the future of finance.
Stay updated with the latest insights from Doo Financial. Join our community of empowered investors and let us be your trusted partner!
E-mail: [email protected]
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Fintech
Fintech Pulse: Evolving Fintech Investments and Partnerships Signal Industry Transformation
Fintech is on an accelerated trajectory of investment, collaboration, and innovation. This pulse tracks the most significant developments in the sector, from high-profile investments to global platform expansions. Each update in this briefing serves as a key indicator of where the industry is headed.
1. European Fintechs Face Regulatory Pressures Amid New Investment Surge
The European fintech sector finds itself at a crossroads with increasing scrutiny and rising costs due to stringent regulations. While investments continue to flow into the continent’s financial technology companies, challenges in meeting new compliance requirements, especially around data privacy and cybersecurity, create a complex landscape for scaling. This tension between opportunity and operational limitations might affect European fintechs’ growth strategies.
Source: Financial Times
2. Shopify, Slack Founders Join Peter Thiel in Fintech Investment Push
Tobi Lütke of Shopify and Stewart Butterfield of Slack, along with investor Peter Thiel, have co-invested in a new fintech initiative that aims to bolster small business access to capital. By merging technology with a streamlined funding model, this new initiative targets underserved SMBs, highlighting a broader trend of high-profile tech leaders pivoting to fintech investment. The participation of Lütke and Butterfield signals increased cross-sector collaboration in fintech, bringing expertise from e-commerce and communication technology into the financial arena.
Source: Yahoo Finance
3. Lean Technologies Raises $67.5 Million to Drive Fintech Innovation in the Middle East
Riyadh-based fintech platform Lean Technologies recently secured a $67.5 million Series B investment round, aiming to expand its operations across the Middle East. This funding reflects growing investor interest in emerging markets and the potential of Middle Eastern fintech to bridge regional gaps in financial services access. As Lean Technologies broadens its service offerings, the funding will support further technological integration and scalability across financial ecosystems in the region.
Source: Fintech Global
4. Apollo Global Management Invests in Fintech for Private Offerings Support
Apollo Global Management has taken steps to enhance its services for private offerings by investing in specialized fintech solutions. This development signifies a growing trend among private equity firms to adopt fintech as a core component in their service expansion, particularly for personalized client services. Apollo’s strategy of integrating fintech solutions into private offerings marks a strategic shift toward digitalization within traditional financial sectors.
Source: Bloomberg
5. Juniper Research Names 2025’s Future Leaders in Fintech
Juniper Research has revealed its picks for the top future leaders in fintech for 2025. This list emphasizes innovation in fields such as AI, open banking, and decentralized finance, highlighting startups that exhibit potential for reshaping industry standards. As these up-and-coming firms push the boundaries of traditional finance, they exemplify the rising tide of next-generation financial technology poised to become industry mainstays.
Source: Globe Newswire
Conclusion
The convergence of seasoned tech giants with fintech, new funding rounds for region-specific platforms, and the rise of future industry leaders underscore the momentum of the fintech sector. Each of these stories reflects a broader narrative: fintech is not only diversifying in services but also rapidly integrating into traditional finance and tech, paving the way for a transformative era.
The post Fintech Pulse: Evolving Fintech Investments and Partnerships Signal Industry Transformation appeared first on HIPTHER Alerts.
Fintech
Fintech Pulse: Industry Innovations and Partnerships Drive Global Fintech Forward
In this edition of Fintech Pulse, we delve into groundbreaking announcements from the 2024 Hong Kong Fintech Week, spotlight strategic collaborations fostering financial accessibility, and examine significant profit growth in global fintech companies. Here’s our comprehensive breakdown of the latest happenings in fintech.
1. Bairong’s Full-Scenario AI Products Showcase at Hong Kong Fintech Week
Source: PRNewswire
At the 2024 Hong Kong Fintech Week, Bairong showcased its range of AI-driven solutions designed to support the digital transformation of financial institutions. Their new “full-scenario” suite aims to enhance data analysis, financial risk management, and credit scoring. The offering underscores Bairong’s strategic vision to advance financial decision-making with AI technology that serves a variety of sectors, including banking, insurance, and asset management.
This development aligns with broader industry trends emphasizing the power of AI to bridge operational gaps in traditional finance. Bairong’s solutions promise to optimize financial workflows, identifying high-risk factors in real-time. The commitment to developing comprehensive, adaptable AI tools demonstrates Bairong’s ambition to stay at the forefront of AI-powered fintech innovations.
2. SBI and APIX Establish Innovation Hub to Propel Fintech Partnerships
Source: The Paypers
SBI Holdings, Japan’s major financial services group, recently announced the launch of an Innovation Hub in partnership with APIX to advance fintech collaboration and innovation. The hub will serve as a catalyst for startups and financial technology firms to collaborate, leveraging APIX’s open innovation platform for API exchange.
Through this hub, SBI and APIX aim to address critical technological needs in the fintech sector. Startups and established firms can collaborate on new technologies and bring forward interoperable systems for the industry. This initiative marks a new phase in fintech alliances, where regulatory support and open innovation can accelerate fintech growth on a global scale.
3. Wise’s Record Profits Point to Growing Market Dominance
Source: MSN
British fintech giant Wise reported a 55% surge in profits, driven by an expanding customer base and increased market share. The company’s cross-border payment solutions are seeing widespread adoption, as it provides individuals and businesses with affordable currency exchange options, bypassing high fees associated with traditional banks.
Wise’s success underscores the current demand for transparent, low-cost international payments. As the firm continues to focus on product expansion and market penetration, its financial trajectory showcases how fintech firms can challenge the status quo in cross-border transactions, maintaining profitability while serving a rapidly growing user base.
4. Parker Secures $20 Million Series B Funding for Fintech Data Suite
Source: Forbes
Fintech startup Parker raised $20 million in a Series B funding round, with the goal of expanding its suite of financial data tools. Parker’s product range enables small and medium enterprises (SMEs) to gather and analyze data, facilitating more informed financial decisions. This funding reflects investor confidence in the need for specialized financial data tools tailored to SMEs, a sector often underserved in financial innovation.
By addressing the needs of smaller businesses, Parker is positioning itself as a key player in the niche market of financial data, which has typically been dominated by larger corporate-focused platforms. This funding round highlights the growing trend of venture capital backing for niche fintech solutions aimed at smaller, agile businesses.
5. The Payments Group and HubPeople’s Cash Payments Initiative for Online Daters
Source: PRNewswire
The Payments Group, a digital payments solution provider, announced a collaboration with HubPeople, an online dating platform, to integrate cash payment solutions for over 100 million users globally. This partnership aims to reach users who may not have access to traditional banking or prefer alternative payment methods.
The initiative points to the broader trend of payments inclusivity in fintech, whereby payment firms are making financial transactions more accessible for underserved communities. By integrating cash payment solutions, The Payments Group and HubPeople highlight the importance of flexibility in payment options, acknowledging the diverse financial preferences of users worldwide.
Industry Implications and Observations
These stories collectively reveal several key trends and insights about the evolving fintech landscape. The focus on AI, digital collaboration hubs, profitability through transparency, specialized data tools, and inclusive payment solutions are reshaping financial services. Fintech’s current trajectory indicates a robust push towards not only digital transformation but also inclusivity and global accessibility.
As financial technology continues to innovate, these advancements illustrate the increasing overlap between technology and finance, as well as the potential for fintech to foster inclusive growth. With companies like Bairong and Wise setting benchmarks for AI and cross-border payments, respectively, and emerging startups like Parker developing new, data-centric tools, fintech’s future promises a dynamic shift towards improved service and enhanced user engagement.
The post Fintech Pulse: Industry Innovations and Partnerships Drive Global Fintech Forward appeared first on HIPTHER Alerts.
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