LQwD FinTech Corp. (formerly Interlapse Technologies Corp.) (“LQwD” or the “Company”) (TSXV: LQWD) announces that it has closed its previously announced acquisition of LQwD Financial Corp. (“LQwD Financial”) by acquiring all of the outstanding securities of LQwD Financial in exchange for the issuance of common shares (the “Shares”) of the Company (the “Transaction”). The Company has changed its name from “Interlapse Technologies Corp.” to “LQwD FinTech Corp.” and will continue to be listed as a Tier 2 technology issuer under the policies of the TSX Venture Exchange (the “Exchange”). The new trading symbol is “LQWD”.
The Company, with LQwD Financial as its wholly owned subsidiary, will now pursue the business as described in the Management Information Circular dated April 22, 2021 (the “Circular”), which is available under the Company’s profile on SEDAR at www.sedar.com. The principal business of LQwD Financial is the development and commercial launch of its Lightning Network SaaS platform.
“This is an exciting day for all of us at LQwD,” says Chairman and CEO Shone Anstey. “We are looking forward to pursuing the opportunities and participating in the exponential growth now taking place on the Bitcoin Lightning Network and the continued support of our shareholders.”
The Company issued 22,400,001 Shares to the shareholders of LQwD Financial in consideration for the transfer of all of the issued and outstanding common shares in the capital of LQwD to the Company on a 1:1 basis. In addition, all outstanding warrants of LQwD Financial to acquire up to 4,000,000 common shares of LQwD Financial at a price of $0.15 per LQwD common share until January 2, 2025 were automatically adjusted to be exercisable into Shares on a 1:1 basis.
In connection with the Transaction, on March 23, 2021, the Company closed a non-brokered private placement of 20,000,000 subscription receipts (each, a “Subscription Receipt”) at a price of $0.25 per Subscription Receipt for gross proceeds of $5 million (the “Concurrent Financing”). Each Subscription Receipt entitled the holder thereof to receive one Share and one-half of a share purchase warrant (each whole such warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one additional Share at a price of $0.40 per Share at any time for a period of 12 months following the date of conversion of the Subscription Receipts, subject to the Accelerated Expiry described below. The Subscription Receipts and the securities into which they are convertible, bear a hold period of four months and a day from the closing of the Concurrent Financing.
The Warrants are subject to the Accelerated Expiry, which may be invoked by the Company if, over a period of ten consecutive trading days following the date of issuance of the Warrants, the volume weighted average trading price of the Shares on the Exchange equals or exceeds $0.60 on each of those 10 consecutive days, by the Company giving notice in writing to the holders of the Warrants that the Warrants will expire on the date that is the earlier of (i) the 30th day following the giving of such notice unless exercised by the holders prior to such date, and (ii) the original expiry date of the Warrants (the “Accelerated Expiry”).
In connection with the Concurrent Financing, the Company paid finder’s fees in the amount of $249,150, which represents a 7% cash fee on certain of the gross proceeds raised from subscriptions introduced by arm’s length parties. The Company also issued finder’s securities, consisting of an aggregate of (i) 672,000 broker warrants with each broker warrant being exercisable to acquire one Share at a price of $0.40 per Share; and (ii) 35,000 finder’s units with each finder’s unit converting into one Share and one-half of one share purchase warrant, with each whole such warrant entitling the holder thereof to purchase one additional Share at a price of $0.40 per Share.
Board and Management
Following closing of the Transaction the directors and officers of the Company are:
|Shone Anstey||Chairman, Director and Chief Executive Officer|
|Barry MacNeil||Chief Financial Officer|
|Albert Szmigielski||Chief Technology Officer|
|Giuseppe (Pino) Perone||Corporate Secretary and Director|
|Dean Sutton||Independent Director|
|Kim Evans||Independent Director|
|Ashley Garnot||Independent Director|
Biographies for each of the directors and officers of the Company were included in the Circular. Detailed information about the Transaction and related matters, including financial statements of LQwD Financial, are contained in the Circular.
LQwD is a financial technology company that develops payment network infrastructure and solutions on top of the Lightning Network, a scalable Layer 2 solution built on top of the bitcoin blockchain. Its signature product, Coincurve.com, is an online digital platform for users to buy virtual currencies in a streamlined fashion and enables a simple, safe way to buy and spend virtual currency.
ON BEHALF OF THE BOARD OF LQWD FINTECH CORP.
Chairman, CEO and Director
For further information:
This news release contains “forward-looking information” within the meaning of applicable securities laws relating to the Company’s business plans and the outlook of the Company’s industry. Although the Company believes, in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate, that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. The statements in this press release are made as of the date of this release and the Company assumes no responsibility to update them or revise them to reflect new events or circumstances other than as required by applicable securities laws. The Company undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of the Company, LQwD Financial, their securities, or their respective financial or operating results (as applicable).
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.
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