Fintech
Concerned Shareholders Announce Nominees to Replace the Directors of PesoRama Inc.
Toronto, Ontario–(Newsfile Corp. – November 16, 2020) – Concerned shareholders (the “Concerned Shareholders“) of PesoRama Inc. (“PesoRama“) led by The Ocean View Trust (“Ocean View“), a family trust of Rahim Bhaloo, the founder, a director and the former Chief Executive Officer of PesoRama, together with 2110958 Alberta Ltd., a company controlled by Mr. Bhaloo, announce that the Concerned Shareholders have notified PesoRama of their intention to propose four director nominees for election to the board of directors of PesoRama to replace five of its incumbent directors at PesoRama’s annual general and special meeting of shareholders (the “Meeting“) to be held on December 9, 2020.
Notice of Proposal
On November 10, 2020, in accordance with section 137 of the Canada Business Corporations Act (the “CBCA“), Ocean View submitted to PesoRama notice that it intends to make a proposal (the “Proposal“) at the Meeting that: (i) the following five incumbent directors of PesoRama be removed as directors: Charles Wachsberg, Edward Sivitilli, Allan White, Andrew Taylor and Robb McNaughton (collectively, the “Entrenched Directors“); (ii) the number of directors of PesoRama be fixed at four directors; and (iii) the following four individuals be elected as directors of PesoRama: Stephen Rosenberg, Rahim Bhaloo, Josef Arfin and Eric Lowy (the “Concerned Shareholder Nominees“), all in order to protect and preserve shareholder interests.
Entrenched Directors Ignore Notice of Proposal
The Concerned Shareholders understand that, in connection with the Meeting, management of PesoRama intends to solicit proxies for the election of the Entrenched Directors and to disregard the Concerned Shareholders’ Proposal to re-elect incumbent directors Rahim Bhaloo and Stephen Rosenberg and to elect the two other Concerned Shareholder Nominees. Mr. Bhaloo, the founder of PesoRama and Mr. Rosenberg have been instrumental in PesoRama’s success to date, but have recently been frustrated by the actions and inactions of the Entrenched Directors in their mismanagement of the business of PesoRama. The Entrenched Directors have squandered opportunities to advance PesoRama’s business, failed to properly manage and protect PesoRama’s available funds, have not properly observed expected corporate governance practices, and under their supervision, PesoRama has not achieved its key business objectives to raise additional financing, to complete its planned transaction with Skyscape Capital Inc. to achieve a listing of the resulting entity’s shares on a Canadian stock exchange, and to carry out the rapid expansion of its stores in Mexico. In this context, Ocean View submitted the Proposal and the Concerned Shareholders intend to nominate the Concerned Shareholder Nominees to put an end to the mismanagement of PesoRama’s business and to enable PesoRama to again continue to create value for its shareholders. To this end, on November 15, 2020, 2110958 Alberta Ltd. with the support of SPC Overseas (PTC) Inc. for itself and as trustee for on behalf of The Ocean View Trust, submitted to PesoRama its own notice that, at the Meeting, it intends to propose that shareholders pass a resolution fixing the fixing the number of directors to be elected at the Meeting at four and that it intends to nominate the Concerned Shareholder Nominees for election as directors of PesoRama.
Under the CBCA, a corporation that receives an eligible proposal is required to include it in its management proxy circular for the shareholders’ meeting and can reject a proposal and exclude it from its proxy circular only on the basis of certain specified procedural or substantive grounds, none of which are relevant with respect to the Proposal. However, since receiving notice of the Proposal, PesoRama has ignored repeated written requests by and on behalf of the Concerned Shareholders for confirmation that PesoRama will include the Proposal in its management proxy circular for the Meeting as it is required to do. The Concerned Shareholders are concerned that the Entrenched Directors, who represent five of the seven incumbent directors of PesoRama, plan to improperly reject the Proposal and fail to include it in PesoRama’s proxy circular for the Meeting in an effort to further entrench themselves, and to continue to deny shareholders of PesoRama their right to participate in meetings. Indeed, PesoRama has never held an annual meeting of its shareholders for the proper election of its directors and to place before them its annual financial statements, in each case, in violation of its legal obligations.
PesoRama’s inexcusable failure to respond to Ocean View regarding the Proposal and any refusal to include it in PesoRama’s management proxy circular will continue to be interpreted negatively by the Concerned Shareholders and other shareholders of PesoRama, and can be expected trigger the use of other necessary and more aggressive tactics by PesoRama shareholders. If PesoRama refuses to include the Proposal, Ocean View or another shareholder may apply to court to seek to force PesoRama to include it at a significant cost to PesoRama. Moreover, the Concerned Shareholders are also concerned that the Entrenched Directors may take other illegitimate actions to deny shareholders their right to nominate directors for election at the Meeting, even though there is no legal basis for so doing (in particular, since PesoRama has not notified its shareholders of any changes to its by-laws to provide for any advance notice requirements for director nominations). Any such other actions would also potentially result in legal action being taken to protect shareholders’ basic rights to nominate directors, resulting in significant unnecessary costs to PesoRama.
The Concerned Shareholders have beneficial ownership or control over 5,275,000 Class A common shares of PesoRama representing more than 11.49% of the Class common shares of PesoRama.
The Concerned Shareholders have engaged the services of Gryphon Advisors Inc. as its strategic adviser. Shareholders who have questions may contact Gryphon Advisors Inc. toll free at 1-833-261-9730 or by email at [email protected].
Additional Information
The information contained in this news release does not and is not meant to constitute a solicitation of a proxy within the meaning of applicable corporate and securities laws. Although the Concerned Shareholders intend to nominate the Concerned Shareholder Nominees for election at the Meeting, shareholders are not being asked at this time to execute a proxy in favour of the Concerned Shareholder Nominees or any other resolution set forth in any proposal described in this news release. However, the Concerned Shareholders expect to solicit proxies from PesoRama’s shareholders in connection with the Meeting, and in such an event, the Concerned Shareholders will send a dissident’s proxy circular in prescribed form stating the purposes of the solicitation and containing additional information about the Concerned Shareholder Nominees and other relevant proposed actions to each shareholder of PesoRama whose proxy is solicited if and as required under applicable laws.
For further information, please contact Rahim Bhaloo on behalf of the Concerned Shareholders:
By Email at [email protected]
By phone: +1 416-816-3291.
Shareholders may also contact the Concerned Shareholder’s strategic adviser: Gryphon Advisors Inc. Toll Free: 1-833-261-9730 or Email: [email protected].
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/68273
As we close out 2024, the fintech industry continues to deliver headlines that underscore its dynamism and innovation. From IPO aspirations to groundbreaking regulatory milestones, today’s updates highlight the transformative power of fintech partnerships, regulatory evolution, and disruptive technologies. Here’s what you need to know.
Chime’s Quiet Step Toward Public Markets
Chime, the U.S.-based financial technology startup best known for its digital banking services, has taken a significant step by filing confidential paperwork for an initial public offering (IPO). As one of the most valuable private fintechs in the U.S., Chime’s move could potentially signal a renewed appetite for fintech IPOs in a market that has been cautious following fluctuating valuations across the tech sector.
With a valuation that reportedly exceeded $25 billion in its last funding round, Chime’s IPO could set a new benchmark for the industry. Observers note that its strong customer base and revenue growth may make it an appealing choice for investors seeking to capitalize on the digital banking boom. However, the timing and success of the IPO will depend on broader market conditions and the regulatory landscape.
Source: Bloomberg
ZBD’s Pioneering Achievement: EU MiCA License Approval
ZBD, a fintech company specializing in Bitcoin Lightning network solutions, has made history by becoming the first to secure an EU MiCA (Markets in Crypto-Assets Regulation) license. This landmark approval by the Dutch regulator positions ZBD at the forefront of compliant crypto-fintech operations in Europe.
MiCA, which aims to harmonize the regulatory framework for crypto-assets across the EU, has been a focal point for industry players aiming to establish legitimacy and expand their offerings. ZBD’s achievement not only validates its operational rigor but also sets a precedent for other fintech firms navigating the evolving regulatory landscape.
Industry insiders view this as a strategic advantage for ZBD as it broadens its footprint in Europe. By leveraging its regulatory approval, the company can accelerate its product deployment and establish trust with institutional and retail users alike.
Source: Coindesk, PR Newswire
The Fintech-Credit Union Synergy: A Blueprint for Innovation
The convergence of fintechs and credit unions continues to reshape the financial services ecosystem. Collaborative initiatives, such as the one highlighted in the recent partnership between fintech innovators and credit unions, are proving to be a potent force in delivering tailored financial solutions.
This “dream team” approach allows credit unions to leverage fintech’s technological expertise while maintaining their community-focused ethos. Key areas of collaboration include digital payments, personalized financial management tools, and enhanced loan processing capabilities. These partnerships not only enhance member engagement but also enable credit unions to remain competitive in an increasingly digital-first financial environment.
Industry analysts emphasize that such collaborations underscore a broader trend of traditional financial institutions embracing fintech-driven solutions to bridge service gaps and foster innovation.
Source: PYMNTS
Tackling Student Loan Debt: A Fintech’s Mission
Student loan debt remains a pressing issue for millions of Americans, and a Rochester-based fintech aims to offer relief through its cloud-based platform. This innovative solution is designed to simplify loan management and provide borrowers with actionable insights to reduce their debt burden.
The platform’s features include repayment optimization tools, personalized financial education, and seamless integration with loan servicers. By addressing the complexities of student loan management, this fintech is empowering borrowers to make informed decisions and achieve financial stability.
As the student loan crisis continues to evolve, solutions like this highlight the critical role fintech can play in addressing systemic financial challenges while fostering financial literacy and inclusion.
Source: RBJ
Industry Implications and Takeaways
Today’s updates underscore several key themes shaping the fintech landscape:
- Regulatory Milestones: ZBD’s MiCA license approval exemplifies the importance of regulatory compliance in unlocking growth opportunities.
- Strategic Partnerships: The collaboration between fintechs and credit unions demonstrates the value of combining technological innovation with traditional financial models to drive customer-centric solutions.
- Market Opportunities: Chime’s IPO move reflects a potential revival in fintech public offerings, signaling confidence in the sector’s long-term prospects.
- Social Impact: Fintech’s ability to tackle systemic issues, such as student loan debt, showcases its role as a force for positive change.
The post Fintech Pulse: Your Daily Industry Brief (Chime, ZBD, MiCA) appeared first on News, Events, Advertising Options.
Leading global payments platform SPAYZ.io has confirmed it will be attending iFX EXPO Dubai 2025 on 14 to 16 January. Exhibiting at Stand 64 at Trade Centre Dubai, SPAYZ.io’s team of professionals will be on hand providing live demonstrations of its renowned payment services for payment providers. Attendees will also receive exclusive insight into SPAYZ.io’s plans for 2025 alongside early early access to its upcoming plans for the new year.
SPAYZ.io delivers a host of payment solutions that leverage the latest technological innovations and open access to the fastest growing emerging markets across Africa, Europe and Asia. Over the past year, there has been huge demand for its Open Banking and local payment method services, alongside bank transfers, mass payouts, online banking and e-wallets.
Yana Thakurta, Head of Business Development at SPAYZ.io commented: “We look forward to once again participating at iFX Dubai to expand our network of partners and clients. It’s a fantastic way to kick off the year, connecting with thousands of industry leaders from FOREX platforms to trading companies, and everything in between.
“Our key goal for iFX Dubai EXPO 2025 is to expand our portfolio of solutions and geographies. We’re using this as an opportunity to partner with like-minded entities who share our ambition to provide payment solutions that are truly global.”
Come meet SPAYZ.io’s team at the Trade Centre Dubai at Stand 64. You can also book a meeting slot with a member of a team.
The post SPAYZ.io prepares for iFX EXPO Dubai 2025 appeared first on News, Events, Advertising Options.
Airtm, the most connected digital dollar account in the world, is proud to announce the addition of two distinguished industry leaders to its Board of Directors: Rafael de la Vega, Global SVP of Partnerships at Auctane, and Shivani Siroya, CEO & Founder of Tala. These appointments reflect Airtm’s commitment to innovation and financial inclusion as the company enters its next phase of growth.
“We are thrilled to welcome Rafael and Shivani to Airtm’s Board of Directors,” said Ruben Galindo Steckel, Co-founder and CEO of Airtm. “Their unique perspectives and proven track records will be invaluable as we continue scaling our platform to empower individuals and businesses in emerging markets. Together, we’ll push the boundaries of financial inclusion and innovation to create a more connected and equitable global economy. Rafael and Shivani bring a wealth of experience and strategic insight that will strengthen Airtm’s mission to connect emerging economies with the global market.”
Rafael de la Vega, a seasoned leader in fintech global partnerships and technology innovation, is currently the Global SVP of Partnerships at Auctane. With a proven track record of delivering scalable, impactful solutions at the intersection of fintech, innovation, and commerce, Rafael’s expertise will be pivotal as Airtm continues to grow. “Airtm has built a platform that breaks down barriers and opens up opportunities for people in emerging economies to connect to global markets. I am excited to contribute to its growth and help further its mission of fostering financial inclusion on a global scale,” said Rafael.
Shivani Siroya, CEO and Founder of Tala, is a pioneer in financial technology, renowned for empowering underserved communities through access to credit and essential financial tools. Her leadership in leveraging data-driven innovation aligns seamlessly with Airtm’s vision of creating more equitable financial opportunities. “Empowering underserved communities has always been at the core of my work, and Airtm’s mission resonates deeply with me. I’m thrilled to join the Board and work alongside such a dynamic team to expand access to financial tools that truly make a difference in people’s lives,” said Shivani.
The post Airtm Enhances Its Board of Directors with Two Strategic Appointments appeared first on News, Events, Advertising Options.
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