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BuzBuz Capital and Inolife R&D Announce Closing of Qualifying Transaction

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Toronto, Ontario–(Newsfile Corp. – October 19, 2021) – NuGen Medical Devices Inc. (formerly BuzBuz Capital Corp. (“Buz“)) (the “Company“), is pleased to announce that it has closed its previously announced business combination (the “Transaction“) with Inolife R&D Inc. (“Inolife“). The Transaction consisted of the acquisition by the Company of all of the issued and outstanding common shares in the capital of Inolife by way of a three-cornered amalgamation, pursuant to which a wholly-owned subsidiary of the Company amalgamated with Inolife and each Inolife shareholder received one (1) post-consolidation common share in the capital of the Company for each post-consolidated Inolife common share held, following the consolidation of the Inolife common shares on a three for one basis. As part of the Transaction, the Company changed its name from “BuzBuz Capital Corp.” to “NuGen Medical Devices Inc.” and the directors and management of Inolife became the directors and management of the Company.

Following the completion of the Transaction, Inolife (now renamed EPG Global Ltd.) is now a wholly-owned subsidiary of the Company, and the Company meets the listing requirements for a “Tier 2” life sciences issuer on the TSX Venture Exchange (the “Exchange“). The Company will continue the business of Inolife, which is an emerging specialty medical device company focused on developing and commercializing novel drug delivery technologies. Inolife has commercialized needle-free injection systems for the administration of subcutaneous medication, which is approved for sale in over 40 countries globally. Trading in the common shares of the Company is expected to begin on the Exchange later this month under the symbol “NGMD”.

“We are very pleased with the closing of this transaction and to have NuGen Medical Devices trading on the TSX Venture Exchange shortly. This is a very important milestone for the company that will allow us to begin executing on our plan to become the leader in needle-free medical device technology,” said Michael Wright, the new Chief Executive Officer and a director of the Company following the completion of the Transaction.

Prior to the Transaction, Buz was a Capital Pool Company (as defined under the policies of the Exchange), and had not commenced commercial operations and had no assets other than cash. In connection with the Transaction, on October 15, 2021, Buz consolidated its common shares on the basis of one (1) post-consolidation common share for each two (2) pre-consolidation common shares. The Transaction constituted Buz’s “Qualifying Transaction”, as such term is defined in Policy 2.4 of the Exchange.

In connection with the Transaction, Inolife completed a brokered private placement through Canaccord Genuity Corp. of 15,000,000 subscription receipts at a price of $0.40 per subscription receipt for gross proceeds of $6 million. Each subscription receipt was deemed automatically converted into one unit (a “Unit“) of Inolife, without the payment of additional consideration or the taking of further action on the part of the subscriber. Each Unit is comprised of one common share in the capital of Inolife and one-half of one common share purchase warrant (each whole warrant, a “Warrant“). Each Warrant entitles the holder thereof to acquire one common share in the capital of Inolife (each, a “Warrant Share“) at a price of C$0.70 per Warrant Share for a period of twelve months following the satisfaction of the Escrow Release Conditions. All Units under the financing were exchanged for equivalent securities of the Company in connection with the terms of the Transaction.

As part of the Transaction, common share purchase warrants, stock options, convertible debentures of Inolife were replaced with similar securities of the Company with adjustments to their exercise or conversion terms to reflect the exchange ratio for the Inolife common shares under the Transaction.

Following the completion of the Transaction, the Company currently has a total of 86,014,961 common shares outstanding, as well as: (i) common share purchase warrants exercisable to purchase up to 14,705,602 common shares at exercise prices ranging from $0.30 to $$0.90; (ii) stock options exercisable to purchase 700,000 common shares at exercise prices ranging from $0.20 to $0.90; and (iii) EUR6,235,000 principal amount of convertible debentures convertible into common shares of the Company at a price of CAD $2.85 per common share.

An aggregate of 29,576,340 common shares are subject to escrow pursuant to Exchange escrow requirements.

As a result of the closing of the Transaction, the directors and executive officers of the Company are now:

Michael Wright President, Chief Executive Officer and Director
Veronique Laberge Chief Financial Officer
Nicky Canton Chief Operating Officer
Derek Lindsay Director
Karen Dunlap Director
John Leombruno Director
William Cleman Director
Michael Wekerle Director

 

Further details about the Transaction and the Company as the resulting issuer from the Transaction are available in the final prospectus of Buz filed in respect of the Transaction which has been filed under Buz’s profile on SEDAR at www.sedar.com. The summary of the Transaction set out herein is qualified in its entirety by reference to the description of the Transaction in the prospectus.

Forward-Looking Information

This press release contains forward-looking information based on current expectations. Statements about the date of trading of the Company’s common shares on the Exchange and final regulatory approvals, among others, are forward-looking information. These statements should not be read as guarantees of future performance or results. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements. The Company assumes no responsibility to update or revise forward-looking information to reflect new events or circumstances unless required by law.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

For further information, please contact:

Michael Wright
President and CEO
NuGen Medical Devices Inc.
[email protected]
(514) 992-9484

Veronique Laberge
CFO
NuGen Medical Devices Inc.
[email protected]
(514) 831-8626

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/100271

Fintech

Central banks and the FinTech sector unite to change global payments space

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The BIS, along with seven leading central banks and a cohort of private financial firms, has embarked on an ambitious venture known as Project Agorá.

Named after the Greek word for “marketplace,” this initiative stands at the forefront of exploring the potential of tokenisation to significantly enhance the operational efficiency of the monetary system worldwide.

Central to this pioneering project are the Bank of France (on behalf of the Eurosystem), the Bank of Japan, the Bank of Korea, the Bank of Mexico, the Swiss National Bank, the Bank of England, and the Federal Reserve Bank of New York. These institutions have joined forces under the banner of Project Agorá, in partnership with an extensive assembly of private financial entities convened by the Institute of International Finance (IIF).

At the heart of Project Agorá is the pursuit of integrating tokenised commercial bank deposits with tokenised wholesale central bank money within a unified, public-private programmable financial platform. By harnessing the advanced capabilities of smart contracts and programmability, the project aspires to unlock new transactional possibilities that were previously infeasible or impractical, thereby fostering novel opportunities that could benefit businesses and consumers alike.

The collaborative effort seeks to address and surmount a variety of structural inefficiencies that currently plague cross-border payments. These challenges include disparate legal, regulatory, and technical standards; varying operating hours and time zones; and the heightened complexity associated with conducting financial integrity checks (such as anti-money laundering and customer verification procedures), which are often redundantly executed across multiple stages of a single transaction due to the involvement of several intermediaries.

As a beacon of experimental and exploratory projects, the BIS Innovation Hub is committed to delivering public goods to the global central banking community through initiatives like Project Agorá. In line with this mission, the BIS will soon issue a call for expressions of interest from private financial institutions eager to contribute to this ground-breaking project. The IIF will facilitate the involvement of private sector participants, extending an invitation to regulated financial institutions representing each of the seven aforementioned currencies to partake in this transformative endeavour.

Source: fintech.globa

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TD Bank inks multi-year strategic partnership with Google Cloud

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TD Bank has inked a multi-year deal with Google Cloud as it looks to streamline the development and deployment of new products and services.

The deal will see the Canadian banking group integrate the vendor’s cloud services into a wider portion of its technology solutions portfolio, a move which TD expects will enable it “to respond quickly to changing customer expectations by rolling out new features, updates, or entirely new financial products at an accelerated pace”.

This marks an expansion of the already established relationship between TD Bank and Google Cloud after the group previously adopted the vendor’s Google Kubernetes Engine (GKE) for TD Securities Automated Trading (TDSAT), the Chicago-based subsidiary of its investment banking unit, TD Securities.

TDSAT uses GKE for process automation and quantitative modelling across fixed income markets, resulting in the development of a “data-driven research platform” capable of processing large research workloads in trading.

Dan Bosman, SVP and CIO of TD Securities, claims the infrastructure has so far supported TDSAT with “compute-intensive quantitative analysis” while expanding the subsidiary’s “trading volumes and portfolio size”.

TD’s new partnership with Google Cloud will see the group attempt to replicate the same level of success across its entire portfolio.

Source: fintechfutures.com

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MAS launches transformative platform to combat money laundering

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The MAS has unveiled Cosmic, an acronym for Collaborative Sharing of Money Laundering/Terrorism Financing Information and Cases, a new money laundering platform.

According to Business Times, launched on April 1, Cosmic stands out as the first centralised digital platform dedicated to combating money laundering, terrorism financing, and proliferation financing on a worldwide scale. This move follows the enactment of the Financial Services and Markets (Amendment) Act 2023, which, along with its subsidiary legislation, commenced on the same day to provide a solid legal foundation and safeguards for information sharing among financial institutions (FIs).

Cosmic enables participating FIs to exchange customer information when certain “red flags” indicate potential suspicious activities. The platform’s introduction is a testament to MAS’s commitment to ensuring the integrity of the financial sector, mandating participants to establish stringent policies and operational safeguards to maintain the confidentiality of the shared information. This strategic approach allows for the efficient exchange of intelligence on potential criminal activities while protecting legitimate customers.

Significantly, Cosmic was co-developed by MAS and six leading commercial banks in Singapore—OCBC, UOB, DBS, Citibank, HSBC, and Standard Chartered—which will serve as participant FIs during its initial phase. The initiative emphasizes voluntary information sharing focused on addressing key financial crime risks within the commercial banking sector, such as the misuse of legal persons, trade finance, and proliferation financing.

Loo Siew Yee, assistant managing director for policy, payments, and financial crime at MAS, highlighted that Cosmic enhances the existing collaboration between the industry and law enforcement authorities, fortifying Singapore’s reputation as a well-regulated and trusted financial hub. Similarly, Pua Xiao Wei of Citi Singapore and Loretta Yuen of OCBC have expressed their institutions’ support for Cosmic, noting its potential to ramp up anti-money laundering efforts and its significance as a development in the banking sector’s ability to combat financial crimes efficiently. DBS’ Lam Chee Kin also praised Cosmic as a “game changer,” emphasizing the careful balance between combating financial crime and ensuring legitimate customers’ access to financial services.

Source: fintech.global

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