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
Fintech Pulse: Your Daily Industry Brief – January 24, 2025 (Pomelo Group, Arrow Checkout, Open Payments, HSBC, Zing, DoubleCheck)
The fintech landscape is buzzing with activity today as innovative startups and seasoned industry leaders make headlines. From acquisitions to groundbreaking launches and funding rounds, these developments underscore the relentless pace of innovation in the financial technology sector. Here’s your comprehensive daily fintech briefing, featuring the latest updates and analysis.
Pomelo Group Acquires Arrow Checkout: A Power Play in Singapore Fintech
Pomelo Group, a leading name in the payment technology space, has announced its acquisition of Arrow Checkout, a fellow Singapore-based fintech company specializing in seamless online payment solutions. This strategic move not only strengthens Pomelo’s portfolio but also signals its commitment to becoming a dominant force in the Asian payment ecosystem.
Why This Matters:
Consolidation in fintech is nothing new, but this acquisition highlights how regional players are vying for dominance in Asia’s burgeoning e-commerce market. Singapore’s fintech scene has been thriving, and with this merger, Pomelo Group is poised to offer a more comprehensive suite of services to merchants looking for efficient, secure, and scalable payment solutions.
Commentary:
This acquisition could set the stage for further M&A activity in Southeast Asia, as fintech firms race to gain competitive advantages. Pomelo’s move shows that innovation and growth in fintech aren’t confined to the West—Asia remains a hotbed for cutting-edge developments.
Source: Fintech Finance News
The Gender Gap in European Fintech Funding: A Glimmer of Progress?
Stockholm-based Open Payments has raised €3 million in its latest funding round, marking a significant milestone for female founders in European fintech. Led by Louise Brandt, the company’s API-driven platform empowers businesses to integrate banking and payment systems seamlessly.
Why This Matters:
Despite ongoing challenges, Open Payments’ success reflects a slow but encouraging shift toward better funding opportunities for female-led fintech companies in Europe. Historically, women founders have faced an uphill battle in securing venture capital, but this story highlights that persistence and innovation are winning out.
Commentary:
Louise Brandt’s leadership and the company’s ability to raise €3 million indicate a turning point for underrepresented groups in fintech. While Europe still has a long way to go, Open Payments’ triumph serves as a testament to the growing appetite for diversity and inclusion in financial technology.
Source: Tech Funding News, EU-Startups
HSBC’s Closure of Zing Marks a Stark Warning for Neobanks
HSBC recently announced the closure of Zing, its digital-first challenger bank, due to profitability challenges. The news comes as a blow to neobank enthusiasts and raises questions about the viability of digital-only banking ventures in today’s competitive environment.
Why This Matters:
The closure highlights a recurring theme in fintech: profitability versus innovation. While neobanks have disrupted traditional banking, the struggle to maintain sustainable business models is evident. HSBC’s decision to wind down Zing underscores the difficulties of scaling digital-only offerings while competing against established players.
Commentary:
For startups, HSBC’s retreat may serve as a cautionary tale. Neobanks must focus on diversifying their revenue streams and offering unique value propositions to thrive in an increasingly saturated market.
Source: Sifted
DoubleCheck Names New CEO Amid Strategic Expansion
DoubleCheck, a fintech company revolutionizing overdraft management, has appointed Bryan Weatherford as its new CEO. With his extensive background in financial services and leadership, Weatherford is expected to drive the company’s growth and further establish its market presence.
Why This Matters:
Leadership transitions often signal new phases of growth and strategic shifts. DoubleCheck’s appointment of Weatherford highlights its ambition to expand its offerings and increase adoption of its innovative approach to managing overdrafts—a long-overlooked pain point in consumer banking.
Commentary:
With financial inclusion and customer-centricity becoming critical pillars of fintech innovation, DoubleCheck’s leadership shake-up may pave the way for broader adoption of fair and transparent financial tools.
Source: Fintech Finance News
SC Ventures and kiya.ai Unveil Akashaverse for Inclusive Digital Experiences
SC Ventures, the innovation arm of Standard Chartered, and fintech innovator kiya.ai have teamed up to launch Akashaverse, a digital ecosystem designed to promote inclusivity in financial services. The platform leverages the latest in AI, blockchain, and metaverse technologies to create immersive digital experiences tailored to a wide range of users.
Why This Matters:
Akashaverse represents a significant leap in bridging digital divides and making financial services accessible to underserved populations. By integrating cutting-edge technology into a user-friendly platform, SC Ventures and kiya.ai aim to redefine how financial services are consumed.
Commentary:
The launch of Akashaverse demonstrates the growing importance of collaboration in fintech. It’s a prime example of how partnerships between established financial institutions and nimble fintech startups can lead to transformative solutions.
Source: IBS Intelligence
Open Payments Secures €3 Million to Accelerate Growth
In addition to its groundbreaking impact on diversity in fintech, Open Payments’ €3 million funding round is set to drive its ambitious growth strategy. The company plans to enhance its API-driven platform, which streamlines bank and payment system integrations, and expand its reach across Europe.
Why This Matters:
As APIs continue to be the backbone of fintech innovation, Open Payments is positioning itself as a leader in this space. With fresh funding, the company can accelerate its mission to make financial services integration seamless and efficient.
Commentary:
This funding round not only validates Open Payments’ business model but also signals growing investor confidence in fintech infrastructure companies. As open banking gains traction, solutions like Open Payments are becoming increasingly vital.
Source: EU-Startups
From strategic acquisitions and funding milestones to leadership transitions and digital ecosystem launches, today’s fintech stories showcase the resilience and innovation driving the industry forward. As the sector evolves, certain key themes emerge:
- Regional Focus: Stories like Pomelo Group’s acquisition and Akashaverse’s launch highlight how regional initiatives are shaping global trends.
- Diversity and Inclusion: Open Payments’ success underscores the growing importance of leveling the playing field for underrepresented groups in fintech.
- Sustainability of Business Models: The closure of Zing serves as a reminder that profitability must go hand in hand with disruption.
For stakeholders, staying ahead requires a keen eye on these trends and a willingness to adapt. As fintech continues to redefine traditional financial services, one thing remains clear: innovation is the heartbeat of this industry.
Fintech Pulse will return tomorrow with more insights, updates, and analysis.
The post Fintech Pulse: Your Daily Industry Brief – January 24, 2025 (Pomelo Group, Arrow Checkout, Open Payments, HSBC, Zing, DoubleCheck) appeared first on News, Events, Advertising Options.
Fintech
Fintech Pulse: Your Daily Industry Brief (Kingdee Credit Tech, Jar, Neonomics, Ordo, Pomelo Group, Arrow Checkout, Clutch)
Fourth Consecutive Recognition for Kingdee Credit Tech on KPMG’s China Fintech 50
In a remarkable feat that underscores its consistency and innovation, Kingdee Credit Tech has secured its place on the 2024 KPMG China Fintech 50 list for the fourth consecutive year. This recognition is a testament to the company’s robust financial solutions and unwavering commitment to digital transformation.
Kingdee Credit Tech’s platform integrates big data, cloud computing, and AI to provide intelligent credit and risk management solutions. With a strong focus on enabling small and medium enterprises (SMEs), the company has carved a niche in empowering businesses to navigate complex financial landscapes seamlessly. The KPMG recognition highlights Kingdee’s ability to address industry challenges while maintaining its competitive edge in China’s rapidly evolving fintech ecosystem.
Source: PR Newswire
Indian Fintech Jar Turns Cash Flow Positive
In a significant milestone for the Indian fintech ecosystem, savings and investment platform Jar has announced achieving cash flow positivity. This accomplishment sets Jar apart in a market often criticized for prioritizing growth over profitability.
Jar’s journey began with the aim of simplifying savings for the everyday user by leveraging India’s love for gold. Over time, the platform diversified its offerings to include mutual funds and other financial products, attracting a wide user base. The company’s transition to profitability reflects its efficient business model, operational discipline, and customer-centric approach.
In an era where venture funding has become selective, Jar’s achievement sends a strong signal to the fintech community: sustainability is the new growth metric.
Source: TechCrunch
Neonomics Accelerates UK Expansion with Ordo Acquisition
Neonomics, a leading open banking platform, has strengthened its footprint in the UK by acquiring payments fintech Ordo. This strategic move underscores Neonomics’ ambition to dominate the open banking payments space while expanding its services in one of Europe’s most competitive financial markets.
Ordo, known for its innovative payment solutions, aligns seamlessly with Neonomics’ mission to make financial transactions faster, cheaper, and more secure. The acquisition will enhance Neonomics’ product portfolio and provide a gateway to a larger customer base in the UK. As open banking gains traction globally, this partnership is expected to set new benchmarks in digital payments.
Source: Fintech Futures
Pomelo Group Acquires Singaporean Fintech Arrow Checkout
Singapore-based fintech Pomelo Group has announced the acquisition of Arrow Checkout, another prominent player in the region’s fintech landscape. This deal highlights the growing consolidation trend in Southeast Asia’s fintech industry as companies seek synergies to scale operations and expand market reach.
Arrow Checkout’s expertise in providing seamless payment solutions will complement Pomelo’s existing offerings, creating a more comprehensive suite of services for merchants and consumers alike. The acquisition is also expected to bolster Pomelo’s technological capabilities, enabling it to innovate and stay ahead in the competitive payments market.
Source: PRWeb
Clutch Secures $65M Series B Funding to Empower Credit Unions
Fintech startup Clutch has raised $65 million in a Series B funding round, aiming to revolutionize the way credit unions operate in the digital age. The funding, led by prominent venture capital firms, will be used to enhance Clutch’s platform and expand its market presence.
Clutch’s platform focuses on modernizing credit union operations by providing tools for digital onboarding, member engagement, and personalized financial services. The infusion of capital will enable Clutch to accelerate its mission of bridging the gap between traditional financial institutions and cutting-edge fintech solutions. As credit unions face increasing pressure to adapt to digital-first preferences, Clutch’s solutions are poised to become indispensable.
Source: PR Newswire
The post Fintech Pulse: Your Daily Industry Brief (Kingdee Credit Tech, Jar, Neonomics, Ordo, Pomelo Group, Arrow Checkout, Clutch) appeared first on News, Events, Advertising Options.
Trump Meme Coin Sparks Debate on Crypto’s Role in Political Movements
The launch of a Trump-inspired meme coin has reignited discussions about the intersection of cryptocurrency and political movements. While some view this as an innovative way to engage supporters and raise funds, others criticize it as a volatile and unregulated medium.
This development reflects the broader trend of using blockchain for political and social causes, raising questions about regulation, ethics, and the long-term implications of such initiatives.
Source: Axios.com
Central Banks and Stablecoins: A Shifting Landscape
As central banks continue to explore digital currencies, the role of stablecoins in the global financial system is undergoing rapid evolution. According to recent reports, central banks are considering partnerships with private sector players to accelerate the adoption of digital currencies while addressing regulatory concerns.
This collaboration could redefine cross-border payments and financial inclusion, offering a more efficient and accessible alternative to traditional banking systems.
Source: FT.com
Blockchain as a Trust Mechanism in AI
Blockchain technology is emerging as a key tool for building customer trust in AI. By ensuring transparency and traceability in AI decision-making processes, blockchain can address concerns about bias and accountability.
Organizations leveraging blockchain to validate AI outputs are setting new standards for ethical AI, demonstrating how the two technologies can complement each other to foster trust and innovation.
Source: HBR.org
Blockchain’s Role in Global Economies
Blockchain is increasingly being recognized as a transformative force in global economies. From enhancing supply chain transparency to enabling decentralized finance, the technology is reshaping how businesses and governments operate.
Thought leaders emphasize the importance of regulatory frameworks and international cooperation to maximize blockchain’s potential while mitigating risks such as fraud and misuse.
Source: FinanceMagnates.com
True I/O and OroBit: Transforming Real-World Asset Markets
True I/O and OroBit have announced a groundbreaking partnership to bring blockchain security to Bitcoin Layer 2, aiming to revolutionize real-world asset markets. By integrating blockchain’s transparency with Bitcoin’s robust network, the collaboration seeks to create a more secure and efficient market for tokenized assets.
This initiative highlights the growing trend of integrating blockchain with traditional asset markets to enhance security, liquidity, and accessibility.
Source: GlobeNewswire.com
Analysis and Implications
Political Cryptocurrency: A Double-Edged Sword
The Trump meme coin exemplifies how cryptocurrencies can be harnessed for political and social engagement. However, the lack of regulation and high volatility associated with such projects pose significant risks. Policymakers must address these challenges to ensure a balanced approach to innovation and security.
Stablecoins and CBDCs: Partners or Competitors?
The collaboration between central banks and stablecoin providers underscores the need for synergy in the digital currency ecosystem. By working together, they can leverage each other’s strengths to create a more inclusive and efficient global financial system.
Blockchain + AI: A Recipe for Trust
The integration of blockchain with AI represents a promising solution to address issues of transparency and accountability. This synergy could redefine how businesses and consumers perceive and interact with AI technologies, paving the way for broader adoption.
Blockchain’s Economic Impact
The transformative potential of blockchain in global economies cannot be overstated. As adoption grows, it is crucial to establish robust regulatory frameworks to harness its benefits while minimizing risks.
Revolutionizing Asset Markets
The True I/O and OroBit partnership is a testament to blockchain’s ability to disrupt traditional markets. By enhancing security and liquidity, such initiatives can unlock new opportunities for investors and issuers alike.
The post Blocks & Headlines: Today in Blockchain appeared first on News, Events, Advertising Options.
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