Fintech
Highmark Interactive Inc. (Formerly Stormcrow Holdings Corp.) Completes Qualifying Transaction
Toronto, Ontario–(Newsfile Corp. – November 15, 2021) – Highmark Interactive Inc. (TSXV: CROW.P) (formerly Stormcrow Holdings Corp.) (“the “Corporation“) is pleased to announce that further to its press releases dated December 11, 2020, May 10, 2021, June 11, 2021, September 27, 2021, and November 5, 2021, it has completed its qualifying transaction (the “Qualifying Transaction“) consisting of the acquisition of all of the issued and outstanding securities in the capital of Highmark Innovations Inc. (“Highmark“) by way of a three-cornered amalgamation pursuant to which a wholly-owned subsidiary of the Corporation amalgamated with Highmark, and as consideration for which, the Corporation issued securities of the Corporation in exchange for securities of Highmark. Pursuant to the Qualifying Transaction, each Highmark shareholder received 1.40235 post-Consolidation (defined below) common shares in the capital of the Corporation (“Common Shares“) for each outstanding Highmark common share (the “Highmark Shares“) held, for a total issuance from treasury of 35,682,810 Common Shares, with such total being inclusive of the 369,038 Highmark Shares issued in connection with the acquisition of Complex Injury and the 1,882,093 Highmark Shares issued in connection with the acquisition of Highmark Health, each further described in greater detail below.
In addition, each convertible, exchangeable, or exercisable security of Highmark was exchanged for a convertible, exchangeable or exercisable security, as applicable, of the Corporation on substantially equivalent economic terms and conditions as the original convertible, exchangeable, or exercisable security of Highmark after applying the exchange ratio (with according adjustments to exercise and conversion prices) resulting in the issuance by the Corporation of 6,963,863 warrants in respect of outstanding Highmark warrants, 3,523,386 options in respect of outstanding Highmark options, 665,442 broker warrants in respect of outstanding Highmark broker warrants, and $2,500,000 principal amount of 7.5% convertible unsecured subordinated debentures due 2024. Final acceptance of the Qualifying Transaction will be evidenced upon the issuance of a Final Exchange Bulletin by the TSX Venture Exchange (“TSXV“).
Prior to and in connection with the closing of the Qualifying Transaction, the Corporation consolidated its outstanding share capital (the “Consolidation“) on the basis of one post-Consolidation Common Share for every six pre-Consolidation Common Shares, changed its name to “Highmark Interactive Inc.,” and appointed MNP LLP as the new auditors of the Corporation. To the Corporation’s knowledge, there were no “reportable events” as defined in s. 4.11 of National Instrument 51-102 – Continuous Disclosure Obligations.
The Corporation received conditional approval of the Qualifying Transaction from the Exchange effective as of November 2, 2021 and as of the date hereof is in the process of satisfying TSXV’s normal-course listing conditions, which includes a minimum time period from completion of the amalgamation to the date on which the Common Shares will resume trading. Subject to TSXV’s final approval and its issuance of the final exchange bulletin, the Corporation will cease to be a Capital Pool Company and the Common Shares will begin trading on TSXV under the symbol “HMRK.” Trading is expected to begin on or about November 17, 2021.
Following completion of the Qualifying Transaction, the Corporation has 40,032,810 Common Shares issued and outstanding. Assuming the exercise of all outstanding options, warrants and stock options and the conversion of all outstanding convertible debentures, 55,644,229 Common Shares will be outstanding on a fully diluted basis.
Acquisitions of Complex Injury and Highmark Health
Concurrently with and as a component of the Qualifying Transaction, the Corporation completed the acquisitions of Complex Injury Rehab Inc. (“Complex Injury“) and Highmark Health Mississauga Inc. (“Highmark Health“). Complex Injury is a community-based multidisciplinary rehabilitation clinic focused on providing integrated specialty care to patients with a variety of injuries, with a specific focus on neurological or complex injuries. Highmark Health is a community-based multidisciplinary healthcare clinic focused on providing integrated specialty care to patients with a variety of injuries, with a principal focus on patients who had suffered traumatic brain injury with a significant emphasis on the use of medical device technology. Highmark Health and Complex Injury will continue to operate as the clinical healthcare segment offering expert clinical services and unique digital technologies to augment clinical care for better patient outcomes.
Escrowed Securities
Pursuant to the terms of a Tier 2 Value Security Escrow Agreement dated November 11, 2021 between the Corporation, TSX Trust Company, as escrow agent, and certain securityholders of the Corporation, an aggregate of 21,199,120 Common Shares, 1,787,994 options, and 2,755,728 warrants are subject to escrow under TSXV policies, whereby 10% of such securities will be released immediately upon the issuance of the final exchange bulletin evidencing final acceptance of the Qualifying Transaction, and the balance of such securities will be released in separate tranches of 15% of the remaining amount every six months over a period of 36 months thereafter.
CPC Transition Matters
The Corporation confirms it has adopted certain amendments (as further described in the Corporation’s November 5th, 2021 press release) (the “CPC Transition Amendments“) allowed for by the recently announced Exchange Policy 2.4 – Capital Pool Companies which became effective January 1, 2021 (the “New CPC Policy“) with such CPC Transition Amendments being effected at the time of the closing of the Qualifying Transaction. In accordance with the New CPC Policy, the Corporation sought and obtained shareholder approval at a special meeting of its shareholders held on September 17, 2021 (the “Meeting“) for the CPC Transition Amendments, with 100% of the shareholders represented at the Meeting approving the CPC Transition Amendments.
Directors and Officers of the Resulting Issuer
As a result of the closing of the Qualifying Transaction, the directors and officers of the Corporation are:
| Dr. Sanjeev Sharma | Chief Executive Officer, Director |
| Don Harkness | Chief Financial Officer |
| Sunil Sharma | Vice-President, Corporate Development and Corporate Secretary |
| Brad Badeau | Director |
| Chris Schnarr | Director |
| Harry Jacobson | Director |
| Tracy Milner | Vice-President |
| Michael Affleck | Vice-President |
Additional details on the Qualifying Transaction are set out in the Corporation’s filing statement dated November 4, 2021 available under the Corporation’s profile at www.sedar.com.
For further information:
Highmark Interactive Inc.
Investor Relations
[email protected]
Completion of the Qualifying Transaction is subject to a number of conditions, including but not limited to, TSXV final acceptance. There can be no assurance that the transaction will be completed as proposed or at all. The TSX Venture Exchange Inc. has in no way passed upon the merits of the Qualifying Transaction and has neither approved nor disapproved the contents of this press release.
NEITHER THE 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.
This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.
(Not for distribution to US wire services or for dissemination in the United States of America)
Cautionary Note Regarding Forward-Looking Information
This News Release contains forward-looking statements that relate to the current expectations and views of future events of the Corporation. In some cases, but not necessarily in all cases, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “targets”, “expects” or “does not expect”, “is expected”, “an opportunity exists”, “is positioned”, “estimates”, “intends”, “assumes”, “anticipates” or “does not anticipate” or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might”, “will” or “will be taken”, “occur” or “be achieved”. In addition, any statements that refer to expectations, predictions, indications, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management’s expectations, estimates and projections regarding future events.
Forward-looking statements in this Filing Statement include, among other things, statements relating to the expected trading date of the Common Shares on TSXV, potential synergies arising from the acquisitions of Complex Injury and Highmark Health, and the Company’s business generally. These statements and other forward-looking information are based on opinions, assumptions and estimates made by the Corporation in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that Highmark believes are appropriate and reasonable in the circumstances, as of the date of this Filing Statement, including, without limitation, assumptions that TSXV will grant final acceptance of the Qualifying Transaction and commence trading in accordance with communicated intentions, and certain assumptions about the Corporation’s business identified in the filing statement.
There can be no assurance that such estimates and assumptions will prove to be correct. In addition, if any of the assumptions or estimates made by management prove to be incorrect, actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking information contained herein. Accordingly, prospective investors are cautioned not to place undue reliance on such information. Although the Corporation believes the assumptions underlying the statements related to the Corporation are reasonable, they may prove to be incorrect. Given these risks, uncertainties and assumptions, and the risks identified in the filing statement, investors should not place undue reliance on these forward-looking statements.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/103660
Modern brands stake on influencer marketing, with 76% of users making a purchase after seeing a product on social media.The cryptocurrency industry is no exception to this trend. However, promoting crypto products through influencer marketing can be particularly challenging. Crypto influencers pose a significant risk to a brand’s reputation and ROI due to rampant scams. Approximately 80% of channels provide fake statistics, including followers counts and engagement metrics. Additionally, this niche is characterized by high CPMs, which can increase the risk of financial loss for brands.
In this article Nadia Bubennnikova, Head of agency Famesters, will explore the most important things to look for in crypto channels to find the perfect match for influencer marketing collaborations.
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Comments
There are several levels related to this point.
LEVEL 1
Analyze approximately 10 of the channel’s latest videos, looking through the comments to ensure they are not purchased from dubious sources. For example, such comments as “Yes sir, great video!”; “Thanks!”; “Love you man!”; “Quality content”, and others most certainly are bot-generated and should be avoided.
Just to compare:
LEVEL 2
Don’t rush to conclude that you’ve discovered the perfect crypto channel just because you’ve come across some logical comments that align with the video’s topic. This may seem controversial, but it’s important to dive deeper. When you encounter a channel with logical comments, ensure that they are unique and not duplicated under the description box. Some creators are smarter than just buying comments from the first link that Google shows you when you search “buy YouTube comments”. They generate topics, provide multiple examples, or upload lists of examples, all produced by AI. You can either manually review the comments or use a script to parse all the YouTube comments into an Excel file. Then, add a formula to highlight any duplicates.
LEVEL 3
It is also a must to check the names of the profiles that leave the comments: most of the bot-generated comments are easy to track: they will all have the usernames made of random symbols and numbers, random first and last name combinations, “Habibi”, etc. No profile pictures on all comments is also a red flag.
LEVEL 4
Another important factor to consider when assessing comment authenticity is the posting date. If all the comments were posted on the same day, it’s likely that the traffic was purchased.
2. Average views number per video
This is indeed one of the key metrics to consider when selecting an influencer for collaboration, regardless of the product type. What specific factors should we focus on?
First & foremost: the views dynamics on the channel. The most desirable type of YouTube channel in terms of views is one that maintains stable viewership across all of its videos. This stability serves as proof of an active and loyal audience genuinely interested in the creator’s content, unlike channels where views vary significantly from one video to another.
Many unauthentic crypto channels not only buy YouTube comments but also invest in increasing video views to create the impression of stability. So, what exactly should we look at in terms of views? Firstly, calculate the average number of views based on the ten latest videos. Then, compare this figure to the views of the most recent videos posted within the past week. If you notice that these new videos have nearly the same number of views as those posted a month or two ago, it’s a clear red flag. Typically, a YouTube channel experiences lower views on new videos, with the number increasing organically each day as the audience engages with the content. If you see a video posted just three days ago already garnering 30k views, matching the total views of older videos, it’s a sign of fraudulent traffic purchased to create the illusion of view stability.
3. Influencer’s channel statistics
The primary statistics of interest are region and demographic split, and sometimes the device types of the viewers.
LEVEL 1
When reviewing the shared statistics, the first step is to request a video screencast instead of a simple screenshot. This is because it takes more time to organically edit a video than a screenshot, making it harder to manipulate the statistics. If the creator refuses, step two (if only screenshots are provided) is to download them and check the file’s properties on your computer. Look for details such as whether it was created with Adobe Photoshop or the color profile, typically Adobe RGB, to determine if the screenshot has been edited.
LEVEL 2
After confirming the authenticity of the stats screenshot, it’s crucial to analyze the data. For instance, if you’re examining a channel conducted in Spanish with all videos filmed in the same language, it would raise concerns to find a significant audience from countries like India or Turkey. This discrepancy, where the audience doesn’t align with regions known for speaking the language, is a red flag.
If we’re considering an English-language crypto channel, it typically suggests an international audience, as English’s global use for quality educational content on niche topics like crypto. However, certain considerations apply. For instance, if an English-speaking channel shows a significant percentage of Polish viewers (15% to 30%) without any mention of the Polish language, it could indicate fake followers and views. However, if the channel’s creator is Polish, occasionally posts videos in Polish alongside English, and receives Polish comments, it’s important not to rush to conclusions.
Example of statistics
Wrapping up
These are the main factors to consider when selecting an influencer to promote your crypto product. Once you’ve launched the campaign, there are also some markers to show which creators did bring the authentic traffic and which used some tools to create the illusion of an active and engaged audience. While this may seem obvious, it’s still worth mentioning. After the video is posted, allow 5-7 days for it to accumulate a basic number of views, then check performance metrics such as views, clicks, click-through rate (CTR), signups, and conversion rate (CR) from clicks to signups.
If you overlooked some red flags when selecting crypto channels for your launch, you might find the following outcomes: channels with high views numbers and high CTRs, demonstrating the real interest of the audience, yet with remarkably low conversion rates. In the worst-case scenario, you might witness thousands of clicks resulting in zero to just a few signups. While this might suggest technical issues in other industries, in crypto campaigns it indicates that the creator engaged in the campaign not only bought fake views and comments but also link clicks. And this happens more often than you may realize.
Summing up, choosing the right crypto creator to promote your product is indeed a tricky job that requires a lot of resources to be put into the search process.
Author
Nadia Bubennikova, Head of agency at Famesters
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
The post Central banks and the FinTech sector unite to change global payments space appeared first on HIPTHER Alerts.
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
The post TD Bank inks multi-year strategic partnership with Google Cloud appeared first on HIPTHER Alerts.
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