Fintech
1287390 B.C. Ltd. and NiCAN Limited Announce Closing of $6.1 Million Concurrent Private Placement in Connection with Its Proposed Business Combination to Form NiCAN Limited
Toronto, Ontario–(Newsfile Corp. – April 8, 2022) – 1287390 B.C. Ltd. (“390“) and NiCAN Limited (“NiCAN“) are pleased to announce that further to the news release of 390 dated March 3, 2022, NiCAN has successfully closed the previously-announced non-brokered private placement (the “Concurrent Offering“) of 14,483,446 Subscription Receipts (as defined below), for gross proceeds of $6,108,675.70.
The Concurrent Offering was completed as part of the proposed business combination (the “Transaction“) between 390 and NiCAN. NiCAN and 390 entered into an amalgamation agreement dated March 3, 2022 (the “Definitive Agreement“), whereby 390 will amalgamate with NiCAN (the “Amalgamation“) and continue as one corporation being the “Resulting Issuer“. Upon completion of the Transaction, the Resulting Issuer (to be named “NiCAN Limited“) will carry on the business of NiCAN and the securityholders of NiCAN and 390 will become securityholders of the Resulting Issuer.
The oversubscribed Concurrent Offering consisted of the issuance of (i) 8,177,500 non flow-through subscription receipts of NiCAN (the “HD Subscription Receipts“) at a price of $0.40 per HD Subscription Receipt; and (ii) 6,305,946 flow-through subscription receipts (the “FT Subscription Receipts” and together with the HD Subscription Receipts, the “Subscription Receipts“) at a price of $0.45 per FT Subscription Receipt. The Subscription Receipts were issued pursuant to and are governed by a subscription receipt agreement dated March 30, 2022 (the “Subscription Receipt Agreement“), between 390, NiCAN and TSX Trust Company, as subscription receipt agent and escrow agent.
It is expected that each HD Subscription Receipt will be, in accordance with the Subscription Receipt Agreement (as defined below), automatically converted, without payment of any additional consideration and without any further action on the part of the holder thereof, for one common share of NiCAN (each a “Common Share“). It is expected that each FT Subscription Receipt will be, in accordance with the Subscription Receipt Agreement, automatically converted, without payment of any additional consideration and without any further action on the part of the holder thereof, for one Common Share, issued on a “flow-through basis” (each, a “FT Share“) upon satisfaction of the escrow release conditions contained in the Subscription Receipt Agreement. The FT Shares will qualify as “flow-through shares” within the meaning of the Income Tax Act (Canada) (the “Tax Act“). Immediately prior to the Amalgamation, the Subscription Receipts are expected to convert into Common Shares and FT Shares which will subsequently be exchanged pursuant to the Amalgamation Agreement for shares of the Resulting Issuer (the “Resulting Issuer Shares“) on the basis of one Resulting Issuer Share for each Common Share and FT Share so held, respectively.
In connection with the Concurrent Offering, NiCAN paid certain eligible persons (the “Finders“) a finder’s fee equal to 6.0% of the aggregate gross proceeds of the subscribers participating in the Concurrent Offering introduced by such Finders (the “Finder’s Fees“). As additional consideration, NiCAN issued an aggregate of 403,627 finder’s warrants (the “Finder’s Warrants“) to the Finders, being equal to 6.0% of the aggregate number of Subscription Receipts issued pursuant to the Concurrent Offering to the subscribers introduced by each such Finder. Each Finder’s Warrant entitles the holder thereof to acquire one Common Share (each, a “Finder’s Share“) at an exercise price of $0.40 for a period of 12 months following the closing of the Concurrent Offering.
The gross proceeds of the Concurrent Offering, less $181,238.35, being 50% of the Finder’s Fees payable to the Finders in connection with the Concurrent Offering, have been deposited into escrow pending the satisfaction of certain escrow release conditions contained in the Subscription Receipt Agreement, including the satisfaction of all conditions precedent to the Transaction and completion of the Amalgamation in accordance with the Amalgamation Agreement.
The Transaction is conditional on the TSX Venture Exchange (“TSXV“) approving the listing of the Resulting Issuer Shares and other customary conditions.
The net proceeds of the Concurrent Offering derived from the HD Subscription Receipts will be used by the Resulting Issuer to fund exploration, as well as for general corporate purposes following completion of the Transaction. The aggregate gross proceeds raised from the sale of the FT Subscription Receipts (the “Commitment Amount“) will be used by the Resulting Issuer before December 31, 2023 for general exploration expenditures, which will constitute eligible Canadian exploration expenses (within the meaning of subsection 66 (15) of the Tax Act, that will qualify as “flow through mining expenditures” within the meaning of the Tax Act (the “Qualifying Expenditures“). The Resulting Issuer shall renounce the Qualifying Expenditures so incurred to the subscribers of the FT Shares, such that the aggregate Commitment Amount shall be deductible against each such subscriber’s income for the calendar year ended December 31, 2022.
For further details relating to the Transaction, please refer to 390’s news release dated March 3, 2022, and subsequent news releases of 390 to be issued in respect of the Transaction.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities 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 Note Regarding Forward-Looking Statements
This news release includes certain “forward-looking statements” under applicable Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to: the terms and conditions of the proposed Transaction; the satisfaction of the escrow release conditions; use of proceeds from the Concurrent Offering; future development plans; and the business and operations of the Resulting Issuer after the proposed Transaction. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: satisfaction or waiver of all applicable conditions to the completion of the Transaction (including receipt of all necessary shareholder, stock exchange and regulatory approvals or consents, and the absence of material changes with respect to the parties and their respective businesses); the synergies expected from the Transactions not being realized; business integration risks; fluctuations in general macroeconomic conditions; fluctuations in securities markets; fluctuations in spot and forward prices of base metals or certain other commodities; fluctuations in currency markets (such as the Canadian dollar to United States dollar exchange rate); change in national and local government, legislation, taxation, controls, regulations and political or economic developments; risks and hazards associated with the business of mineral exploration, development and mining (including environmental hazards, industrial accidents, unusual or unexpected formations pressures, cave-ins and flooding); inability to obtain adequate insurance to cover risks and hazards; the presence of laws and regulations that may impose restrictions on mining; employee relations; relationships with and claims by local communities and indigenous populations; availability of increasing costs associated with mining inputs and labour; the speculative nature of mineral exploration and development (including the risks of obtaining necessary licenses, permits and approvals from government authorities); and title to properties.
There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. 390 and NiCAN disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Completion of the Transactions is subject to a number of conditions, including but not limited to, TSXV acceptance. Where applicable, the Transactions cannot close until the required shareholder approval is obtained. There can be no assurance that the Transactions will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the listing application to be prepared in connection with the Transactions, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon.
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 news release.
All information contained in this news release with respect to 390 and NiCAN was supplied by the parties respectively, for inclusion herein, without independent review by the other party, and each party and its directors and officers have relied on the other party for any information concerning the other party.
For further information, please contact:
1287390 B.C. Ltd.
James Ward, Director
Phone: 416-897-2359
Email: [email protected]
NiCAN Limited
Brad Humphrey
President and CEO
Phone: 416-565-4007
Email: [email protected]
Shaun Heinrichs
Chief Financial Officer
Phone: 604-839-2788
[email protected]
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 news release.
Not for distribution to United States news wire services or for dissemination in the United States.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/119888
Fintech
Fintech Pulse: Your Daily Industry Brief (Plaid, Warner Bros., TransUnion, Monevo, FinVolution, CreditTech, Glenbrook Partners)
Op-Ed: The Dawn of a Fintech Spring
As the financial technology sector continues to navigate the complex post-pandemic landscape, recent developments suggest a revitalized period of growth and innovation. Key players are making bold moves, partnerships are forming, and underserved markets are gaining attention. In this briefing, we explore the latest headlines and what they reveal about the industry’s trajectory.
Plaid Reports Growth in Revenue and Usage Rates
Plaid, the connective tissue of the fintech ecosystem, has shown remarkable resilience and growth. The company’s CEO recently highlighted a surge in both revenue and usage rates, describing the current period as a “fintech spring.” This growth comes as consumer demand for seamless financial solutions remains high, despite macroeconomic challenges.
Plaid’s ability to maintain relevance is tied to its strategic partnerships and continuous innovation. By enabling applications like Venmo and Robinhood to thrive, Plaid underscores the importance of integration in fostering user trust and utility.
Source: Bloomberg
Warner Bros. Discovery Strengthens Board with Fintech Leadership
Warner Bros. Discovery is diversifying its board by bringing in SoFi CEO Anthony Noto and outgoing IAC Chief Executive Joseph Levin. This move signals the increasing influence of fintech expertise beyond traditional financial sectors. With Noto’s leadership in digital banking and Levin’s extensive background in technology-driven enterprises, Warner Bros. Discovery is positioning itself for a future that seamlessly blends media and financial technology.
This cross-industry synergy could lead to innovative offerings, bridging gaps between entertainment platforms and fintech applications, such as micro-investing and personalized financial recommendations for content consumers.
Source: Reuters
TransUnion to Acquire Monevo
Credit reporting agency TransUnion has announced its plans to acquire Monevo, a leading credit prequalification and distribution platform. This acquisition aims to enhance TransUnion’s capabilities in the credit technology space, allowing it to offer more personalized and accessible financial solutions to consumers.
By integrating Monevo’s platform, TransUnion is expected to provide lenders with advanced tools to better assess creditworthiness while empowering consumers with prequalified loan offers. This development is particularly timely as consumers increasingly seek transparency and efficiency in credit processes.
Source: TransUnion Press Release
FinVolution Highlights CreditTech Opportunities in Southeast Asia
Ming Gu, Senior Vice President of FinVolution, emphasized the transformative potential of CreditTech in Southeast Asia during his address at the Asian Financial Forum. With a significant portion of the region’s population still underserved by traditional financial institutions, CreditTech presents a unique opportunity to bridge the gap.
Gu pointed out that leveraging AI and data analytics can help tailor credit solutions for diverse needs, ultimately fostering financial inclusion and economic growth in these emerging markets. FinVolution’s insights reaffirm the critical role of fintech in empowering underserved communities.
Source: PR Newswire
Glenbrook Partners Launches On-Demand Learning Program
Payments consultancy Glenbrook Partners has introduced an on-demand learning platform designed to educate professionals in the payments industry. This initiative is expected to address the growing need for skilled talent as digital payment ecosystems expand globally.
The program offers modular content covering foundational and advanced topics, catering to professionals at various stages of their careers. By equipping individuals with in-depth knowledge, Glenbrook is contributing to the industry’s sustainability and growth.
Source: PR Newswire
Analysis and Takeaways
These stories collectively highlight a few key trends shaping the fintech landscape:
- Resilient Growth: Plaid’s trajectory reaffirms that consumer-centric innovations drive sector resilience even during economic uncertainties.
- Cross-Industry Integration: Warner Bros. Discovery’s board appointments underline fintech’s permeation into traditionally non-financial domains.
- Strategic Acquisitions: TransUnion’s acquisition of Monevo showcases how established players are leveraging fintech to enhance service offerings.
- Global Inclusivity: Efforts by FinVolution and others highlight the role of fintech in addressing global financial disparities.
- Education and Skill Development: Initiatives like Glenbrook’s program reflect a proactive approach to fostering a knowledgeable workforce.
The post Fintech Pulse: Your Daily Industry Brief (Plaid, Warner Bros., TransUnion, Monevo, FinVolution, CreditTech, Glenbrook Partners) appeared first on News, Events, Advertising Options.
Fintech
io.finnet and Cede Labs Partner to Transform Multi-Exchange Portfolio Management for Institutions
io.finnet, a leader in digital asset infrastructure, has partnered with Cede Labs, to introduce a solution for centralized exchange (CEX) connectivity. This collaboration provides institutional clients with a streamlined, secure platform for comprehensive multi-exchange portfolio management. Through this integration, io.finnet clients can now access leading exchanges such as Binance, Coinbase, Bybit, OKX, Kraken and more with features tailored for institutional-grade governance and operational efficiency.
Institutional digital asset management faces increasing complexity as businesses demand more secure and efficient tools to oversee diverse portfolios. With 70% of institutional investors expecting a surge in digital asset-focused funds, the need for secure and efficient multi-exchange solutions has never been greater.
“Businesses require solutions that simplify the complexity of managing assets across exchanges while maintaining the highest standards of security.” said Jacob Plaster, CTO of io.finnet. “Through our partnership with Cede Labs, clients can seamlessly connect their exchange accounts and manage their entire portfolio within a unified, secure environment.”
Unlike traditional offerings, io.finnet’s integration with Cede Labs introduces secure account-linking capabilities, allowing clients to effortlessly connect and unlink their exchange accounts while adhering to strict governance protocols. Unified tracking capabilities further enhance this solution, enabling users to monitor their portfolios across all connected exchanges in real-time. This includes the ability to oversee spot and trading wallets, derivatives positions, and sub-accounts under a single pane of glass, a feature few competitors offer at this scale.
Pierre Ni, CEO of Cede Labs, highlighted the impact on institutional workflows: “We are proud to collaborate with io.finnet to redefine digital asset custody and management. By unlocking new use cases for corporates, market makers, liquid funds, foundations, and fintechs through CEX connectivity, we believe io.finnet can grow to become one of the top self-custody players.”
This partnership is particularly timely as market demand for interoperable solutions continues to rise. The integration will eliminate the need to navigate multiple platforms and provide institutions with real-time visibility across their digital asset holdings, enabling seamless exchange connectivity and enhanced risk management.
io.finnet is committed to enhancing its exchange connectivity capabilities with deposits, withdrawals, trades, and sub-account transfers to further streamline asset management workflows. Stay tuned for exciting updates as we expand the possibilities of our Exchange Connectivity feature.
The post io.finnet and Cede Labs Partner to Transform Multi-Exchange Portfolio Management for Institutions appeared first on News, Events, Advertising Options.
Welcome to Blocks & Headlines, your comprehensive daily briefing on the transformative world of blockchain. Today, we explore groundbreaking partnerships, economic innovations, and blockchain-powered initiatives redefining the future.
Sony Ventures Into Blockchain With New Identity Solutions
Sony has unveiled its latest blockchain-based digital identity solution designed to enhance privacy and security in the online space. This innovative system uses decentralized technology to manage digital credentials, making identity verification seamless and secure.
Sony’s venture reflects a broader trend among tech giants exploring blockchain’s potential to reshape data privacy and authentication systems.
Source: Sony Press Release
TRON’s Daily Revenue Skyrockets 119% in 2024
TRON has reported a staggering 119% increase in daily revenue, a testament to its innovative blockchain economic models. By leveraging smart contracts and a scalable infrastructure, TRON continues to attract developers and businesses seeking cost-efficient blockchain solutions.
This growth positions TRON as a leading player in the competitive blockchain ecosystem, setting benchmarks for others to follow.
Source: Bitcoin.com
MIGMIG Partners With XT.com to Bring Blockchain Rewards
MIGMIG, a blockchain gaming and rewards platform, has partnered with XT.com to expand its reach and user engagement. This collaboration aims to deliver unique blockchain-powered rewards while enhancing the gaming experience for users worldwide.
The partnership highlights the increasing intersection of blockchain technology and entertainment, opening new avenues for user interaction.
Source: Bitcoinist
Nano Labs Supports the Inaugural Presidential Crypto Ball
Nano Labs has announced a partnership with the Inaugural Presidential Crypto Ball, emphasizing its commitment to fostering blockchain awareness. This high-profile event aims to bridge the gap between blockchain innovators and policymakers, paving the way for broader adoption.
The initiative underscores the importance of collaboration between the blockchain community and governmental bodies to shape the future of digital assets.
Source: PR Newswire
Bybit Card Partners With EnTravel for Luxury Travel Perks
Bybit has teamed up with EnTravel to offer its cardholders exclusive discounts on luxury travel experiences. This partnership integrates blockchain-powered payment solutions with high-end travel services, providing users with unparalleled convenience and value.
The move exemplifies how blockchain technology can enhance traditional industries, offering innovative solutions tailored to modern consumer needs.
Source: PR Newswire
Key Insights and Industry Trends
- Decentralized Identity: Sony’s blockchain-based solution addresses growing concerns over online security and privacy.
- Economic Innovations: TRON’s revenue surge highlights the profitability of scalable blockchain networks.
- Gaming and Blockchain: Partnerships like MIGMIG and XT.com showcase the potential of blockchain in entertainment.
- Policy and Collaboration: Nano Labs’ involvement in the Crypto Ball underscores the importance of industry-government dialogue.
- Luxury Integration: Bybit and EnTravel demonstrate blockchain’s ability to enhance traditional services.
The post Blocks & Headlines: Today in Blockchain ( appeared first on News, Events, Advertising Options.
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