Fintech
High Mountain 2 Capital Corporation Announces Proposed Qualifying Transaction
Calgary, Alberta–(Newsfile Corp. – September 28, 2022) – High Mountain 2 Capital Corporation (TSXV: HMCC.P) (the “Corporation” or “HM2“) is pleased to announce details concerning its proposed arm’s length qualifying transaction (the “Transaction“) involving a business combination with Interactive Health, Inc. (“IHI“), a private company incorporated under the laws of British Columbia.
IHI is a digital technology development company, focused on the medical and health education sector. IHI produces and sells digitally enhanced, interactive, competency-based, learning tools for medical schools and healthcare learning centers to address the gap that exists between the theory and practice of medicine. This gap is recognized by medical educators worldwide. IHI’s products and sales support competency-based health education with a virtual clinical environment for students to practice and gain clinical experience at a significantly reduced cost and with no legal and ethical consequences. IHI’s first commercialized flagship product, CyberPatient 2.5, is a digital simulated hospital with 130 digitally enhanced simulated patients accessible by all students and educators at any time from anywhere. IHI has five other products in the production pipeline, which are expected to be released in the near future. IHI’s objective is to revolutionize medical education by moving the initial stages of learning clinical competencies into a virtual environment, for the purpose of preparing students for real clinical practice.
The Corporation has entered into a non-binding letter of intent with IHI dated September 27, 2022 (the “LOI“) pursuant to which the Corporation and IHI intend to complete the Transaction by way of a share purchase, plan of arrangement, amalgamation, three-cornered amalgamation or alternate structure to be determined, having regard to relevant tax, securities and other factors and potentially including a pre-closing reorganization of IHI, to form the resulting issuer being called “Interactive Health International Inc.” (“New IHI“), or such other name as may be determined by IHI.
Pursuant to the proposed Transaction, each issued and outstanding common share of IHI (“IHI Share“) will be exchanged into one (1) common share of New IHI (“New IHI Share“) on a one-for-one basis (the “Exchange Ratio“) after giving effect to the Consolidation (as defined below) so that all of the currently issued and outstanding IHI Shares will be exchanged for approximately 44,488,900 New IHI Shares. In addition, each additional IHI Share issued pursuant to the IHI Working Capital Financing (as defined below) and the IHI Concurrent Financing (as defined below) will be exchanged for New IHI Shares based on the Exchange Ratio. Each unexercised warrant of IHI shall be exchanged on a one-for-one basis for a replacement warrant issued by New IHI with the same terms as the respective warrant, and each unexercised stock option of IHI shall be exchanged on a one-for-one basis for a replacement option issued by New IHI with the same terms as the respective option.
In connection with the Transaction, the Corporation anticipates that the common shares in the capital of HM2 (the “HM2 Shares“) currently issued and outstanding, will be consolidated (the “Consolidation“) on a one (1) for 1.75 basis immediately prior to the closing of the Transaction, and will be exchanged into New IHI Shares post the Consolidation. Each outstanding stock option and agents’ option of the Corporation will be exchanged for stock options or agents’ options of New IHI on an equivalent economic basis.
IHI will use its commercially reasonable efforts to complete a private placement financing (the “IHI Working Capital Financing“) on or before the date of the formal agreement for gross proceeds of not less than $700,000, which shall be in the form of IHI Shares at a price of $0.25 where the proceeds of such financing shall be immediately available to IHI upon the closing(s) of such financing and the closing(s) shall not be contingent upon the closing of the Transaction.
As a condition of consummating the Transaction, IHI must complete a private placement financing (the “IHI Concurrent Financing “), on or before completion of the Proposed Transaction for gross proceeds of not less than $2,200,000, which shall be in the form of IHI subscription receipts at a price of $0.35 where such securities will be convertible into IHI Shares concurrently with the closing of the Transaction so that investors that participate in the IHI Concurrent Financing will receive New IHI Shares upon the closing of the Transaction. The proceeds of the IHI Concurrent Financing shall be held in trust and shall not be available to IHI until the closing of the Transaction.
It is intended that the Transaction, when completed, will constitute the Corporation’s “Qualifying Transaction” in accordance with Policy 2.4 of the TSX Venture Exchange (“Exchange“). A more comprehensive news release will be issued by the Corporation disclosing details of the Transaction, including financial information respecting IHI, further details regarding the IHI Working Capital Financing, IHI Concurrent Financing, the names and backgrounds of all persons who will constitute insiders of New IHI, and information respecting sponsorship, once certain conditions have been met, including:
i) approval of the Transaction by the boards of directors of the Corporation and IHI;
ii) satisfactory completion of due diligence; and
iii) execution of the formal agreement.
The LOI expires on November 30, 2022 if the formal agreement has not been executed, and the Corporation and IHI have agreed not to solicit or enter into any agreements that would reasonably be expected to interfere with or prevent the Transaction, from the time of entering into the LOI until November 30, 2022.
Shareholder approval is not required with respect to the Transaction under the rules of the Exchange. However, the structure of the Transaction has not yet been finalized so shareholder approval under corporate law may be required and it is expected that a meeting of shareholders of the Corporation will be held prior to the closing of the Transaction to approve the continuance of the Corporation into British Columbia, the name change, a new stock option plan and electing the board of directors. Trading in the common shares of the Corporation will remain halted and is not expected to resume trading until the Transaction is completed or until the Exchange receives the requisite documentation to resume trading.
For further information, please contact:
High Mountain 2 Capital Corporation
William Kanters – President, Chief Executive Officer, and Director
Phone: (403) 619-7118
Interactive Health, Inc.
Abdul Karim Qayumi – President, Chief Executive Officer, and Director
Phone: (604) 250-7013
Forward-Looking Information Cautionary Statement
Certain statements contained in this press release constitute forward-looking information. These statements include approval of the Transaction by the board of directors of the Corporation and IHI, completion of due diligence, execution of the formal agreement, approval of the Exchange, shareholder approval of certain matters and certain forward-statements relating to the development of IHI’s products and IHI’s business generally. The use of any of the words “will”, “expected”, “view” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Corporation’s current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, statements pertaining to the terms and completion of the Transaction constitute forward-looking information. Actual results and developments may differ materially from those contemplated by forward-looking information. Readers are cautioned not to place undue reliance on forward-looking information. The statement made in this press release are made as of the date hereof. The Corporation disclaims any intention or obligation to publicly update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as may be expressly required by applicable securities laws.
Completion of the Transaction is subject to a number of conditions, including but not limited to, execution of a formal agreement relating to the Transaction, completion of satisfactory due diligence, Exchange acceptance, receipt of requisite regulatory approvals, and if applicable pursuant to Exchange requirements, majority of the minority shareholder approval. Where applicable, the Transaction cannot close until the required shareholder approvals, and any ancillary matters thereto, are obtained. There can be no assurance that the 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 Transaction, any information released or received with respect to the 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 TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
NOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/138692
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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