Digital Currencies

CoinSmart Announces Public Listing on NEO Exchange; Trading Under Symbol “SMRT”

CoinSmart Financial Inc. (NEO: SMRT) (“CoinSmart” or the “Company”) the online crypto asset trading platform that makes the buying, selling, and holding of crypto assets accessible and safe for all Canadians, is pleased to announce that the Company’s common shares (the “Common Shares”) will commence trading today on the Neo Exchange Inc. (the “NEO Exchange”), under the ticker symbol “SMRT“.

Today’s listing on the NEO Exchange follows the Ontario Securities Commission registration of its wholly-owned operating subsidiary Simply Digital Technologies Inc. as a restricted dealer under securities laws across Canada.

CoinSmart is now one of only a handful of Canadian-based crypto asset trading platforms to be fully-regulated and publicly traded. Founded in 2018, CoinSmart has provided the most accessible platform to buy and sell crypto assets in Canada, offering a selection of the most popular cryptocurrencies through an intuitive, easy to use platform that offers trading features for both novice and experienced traders. With a global presence in over 40 countries, CoinSmart also includes a simple fiat on-ramp, powerful security, and 24/7 online client support.

“This is an exciting day for CoinSmart and for the broader digital asset industry in Canada,” said Justin Hartzman, Chief Executive Officer of CoinSmart. “We have been on a mission to provide Canadians with the easiest, accessible platform to buy and sell digital assets in Canada and have been ecstatic at the 99% satisfaction rate from our over 120,000 users(1). Our listing is a pivotal moment for CoinSmart as we look to further accelerate our growth in Canada’s digital asset market and continue to expand our operations into new jurisdictions in the future. CoinSmart will continue its regulatory-first approach as we continue to work hand-in-hand with our regulatory partners around the world.”

CoinSmart has demonstrated robust growth with a user base of 121,859 clients and year-to-date revenues of C$7.3M already doubling 2020 total revenue of C$3.6M. With unit economics reported at 8:1, CoinSmart is poised to continue demonstrating strong growth as a leading crypto asset trading platform(1).

Investors can trade shares of SMRT through their usual investment channels including discount brokerage platforms and full-service dealers.

RSU Issuances

CoinSmart is pleased to announce the issuance of 615,000 restricted share units (“RSUs“) to employees, directors and consultants pursuant to CoinSmart’s omnibus long term incentive plan (the “Incentive Plan“). The RSUs are subject to various vesting schedules from the date of issuance and shall grant the holder the ability to acquire one Common Share of CoinSmart underlying each such RSU by delivering a notice of acquisition to CoinSmart in accordance with the Incentive Plan. In accordance with the Incentive Plan, the RSUs were priced at C$1.00 based on the opening price of the Common Shares on the NEO Exchange on November 2, 2021.

Integral Wealth Securities Limited

CoinSmart also announces that it has retained Integral Wealth Securities Limited (“Integral“) to provide market making services in accordance with the policies of the NEO Exchange, for the purposes of maintaining an orderly market and improving the liquidity of the Company’s Common Shares traded on the NEO Exchange.

In consideration of the services provided by Integral, CoinSmart will pay Integral a monthly cash fee of C$7,500, plus any reasonable costs and expenses it incurs in connection with the services provided. CoinSmart has retained Integral for no less than a three-month term. Integral will not receive any securities of CoinSmart as compensation pursuant to the agreement. CoinSmart and Integral are unrelated and unaffiliated entities. Integral does not currently own any securities of CoinSmart. However, Integral and its clients may acquire a direct interest in the securities of the Company. 

Early Warning Report Disclosure

In connection with a three-cornered amalgamation completed on October 27, 2021 amongst CoinSmart (formerly, Mesa Exploration Corp. (“Mesa“)), Simply Digital Technologies Inc. and 12553562 Canada Inc. (the “Transaction“), Justin Hartzman, the President, Chief Executive Officer and Director of CoinSmart, has acquired ownership and control over 8,920,241 Common Shares and 316,664 options of CoinSmart pursuant to the Transaction. Prior to the completion of the Transaction, Mr. Hartzman did not hold any securities in the capital of Mesa. Mr. Hartzman holds approximately 15.3% of the outstanding Common Shares of CoinSmart on a non-diluted basis and 14.3% of the outstanding Common Shares of CoinSmart on a fully diluted and converted basis.

Jeremy Koven, the Chief Operating Officer, Secretary and Director of CoinSmart, has acquired ownership and control over 8,920,241 Common Shares and 316,664 options of CoinSmart pursuant to the Transaction. Prior to the completion of the Transaction, Mr. Koven did not hold any securities in the capital of Mesa. In the aggregate, Mr. Koven holds approximately 15.3% of the outstanding Common Shares of CoinSmart on a non-diluted basis and 14.3% of the outstanding Common Shares of CoinSmart on a fully diluted and converted basis.

Michael Koral, the Chief Business Officer of CoinSmart, has acquired ownership and control over 8,920,241 Common Shares and 316,664 options of CoinSmart pursuant to the Transaction. Prior to the completion of the Transaction, Mr. Koral did not hold any securities in the capital of Mesa. In the aggregate, Mr. Koral holds approximately 15.3% of the outstanding Common Shares of CoinSmart on a non-diluted basis and 14.3% of the outstanding Common Shares of CoinSmart on a fully diluted and converted basis.

The securities of CoinSmart were acquired by Justin Hartzman, Jeremy Koven and Michael Koral (the “Acquirors“) for investment purposes. The Acquirors will evaluate their respective investments in CoinSmart from time to time and may, depending on various factors including, without limitation, CoinSmart’s financial position, the price levels of the Common Shares, conditions in the securities markets and general economic and industry conditions, CoinSmart’s business or financial condition, and other factors and conditions deemed appropriate by the respective Acquirors, increase, decrease or change their respective beneficial ownership over the Common Shares or other securities of CoinSmart in the future, but have no current plans to do so.

Pursuant to the requirements of National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and applicable Canadian securities legislation, Early warning reports will be filed by Justin Hartzman, Jeremy Koven and Michael Koral. Copies of the early warning reports will be available under CoinSmart’s SEDAR profile at www.sedar.com and available on request from Justin Hartzman c/o CoinSmart Financial Inc., 1055 West Hastings Street, Suite 1700, The Guinness Tower, Vancouver, British Columbia V6E 2E9.

About CoinSmart Financial Inc.

CoinSmart is a leading Canadian-headquartered digital asset trading platform dedicated to providing customers with an intuitive way for buying and selling digital assets, like Bitcoin and Ethereum, combined with the seamless ability to on-ramp and off-ramp fiat. Clients’ security and protection is CoinSmart’s primary focus. CoinSmart is registered as a money services business with the Financial Transactions and Reports Analysis Centre (FINTRAC) in Canada and in multiple jurisdictions. 

CoinSmart further builds on its mission to make cryptocurrency accessible by providing educational resources tailored to every level of cryptocurrency customer and unparalleled 24/7 omni-channel customer success/support. Offering instant verification, industry leading cold wallet storage, advanced charting with order book functionality and over-the-counter premium services, CoinSmart ensures every client’s needs are met with the highest level of quality and care. For more information please visit https://www.coinsmart.com/. 

Connect with CoinSmart: Website | LinkedIn | Twitter | Instagram | Facebook

Cautionary Note Regarding Forward-Looking Information and Other Disclosures 

This press release contains statements that constitute “forward-looking information” (“forward-looking information“) within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking information and are based on expectations, estimates and projections as at the date of this news release. Any statement that discusses predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as “expects”, or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “budget”, “scheduled”, “forecasts”, “estimates”, “believes” or “intends” or variations of such words and phrases or stating that certain actions, events or results “may” or “could”, “would”, “might” or “will” be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information. In disclosing the forward-looking information contained in this press release, the Company has made certain assumptions, including with respect to: the receipt of the Exchange’s final approval and the issuance of the listing bulletin. Although the Company believes that the expectations reflected in such forward-looking information are reasonable, it can give no assurance that the expectations of any forward-looking information will prove to be correct. 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 information. Such factors include, but are not limited to: regulatory approvals. Accordingly, readers should not place undue reliance on the forward-looking information contained in this press release. Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking information to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking information or otherwise.

All information contained in this press release with respect to the corporate entities referenced herein was supplied, for inclusion herein, by the respective parties and each party and its directors and officers have relied on the other party for any information concerning the other party.

The NEO Exchange is not responsible for the adequacy or accuracy of this press release.

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 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.

For further information please contact:

Investor Enquiries 

Jeremy Koven, Chief Operating Officer and Director 
jeremy@coinsmart.com

Media Contact

Michele McDermott-Fox or David Lewis
The Top Floor Public Relations
michele@thetopflooragency.com or david@thetopflooragency.com

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Tokens.com Shares Positive Outlook on Ethereum Merge

Tokens.com Corp. (NEO Exchange Canada: COIN)(Frankfurt Stock Exchange: 76M) (OTCQB US: SMURF) (“Tokens.com” or the “Company”), a publicly-traded company that invests in Web3 assets and builds businesses linked to crypto staking, the metaverse and play-to-earn gaming, shares its positive outlook on the upcoming Ethereum Merge and the impact to its staking business segment.

Ethereum, the most widely used blockchain for NFTs and Web3 metaverses, will be making a significant processing upgrade on or about September 15th. The upgrade, called the ‘Merge’, marks the transition from a proof-of-work mechanism, performed by crypto miners, to a proof-of-stake mechanism, performed by crypto stakers.

The upgrade will require 99.9% less energy consumption to validate transactions than the previous mining process. As a result, the Ethereum blockchain will no longer require miners, who will be fully replaced by stakers, like Tokens.com. The upgrade will also allow Ethereum to achieve greater scale, with faster transaction speeds and lower transaction fees. Ethereum’s native token, ETH, is the second largest cryptocurrency after Bitcoin with a market capitalization of approximately $200 billion.

Tokens.com has been staking ETH at scale since early 2021 and owns over 3,100 ETH. Tokens.com anticipates no impact to its operations through the completion of the Merge other than increased revenues. Subsequent to the Merge, it is expected that the compensation for staking ETH will increase from current levels.

“We have been early adopters of the shift to staking and are one of the first public companies to own and stake ETH at scale,” said Andrew Kiguel, CEO of Tokens.com. “Long-term mass adoption of Web3 and crypto requires a move to environmentally friendly processes. As a result, we have continued staking Ethereum, Solana, Polkadot and other layer one blockchains used in the creation of NFTs, metaverses and play-to-earn video games.”

Tokens.com is committed to only investing in tokens compatible with a staking platform due to its increased energy efficiency and environmental friendliness. In addition to its ETH token ownership, Tokens.com owns Polkadot and Solana used for its staking business, amongst other tokens.

About Tokens.com

Tokens.com Corp is a publicly traded company that invests in Web3 assets and builds Web3 businesses. The Company focuses on three operating segments: i) crypto staking, ii) the metaverse and, iii) play-to-earn crypto gaming. Tokens.com owns digital assets and operating businesses within each of these three segments.

Staking operations occur within Tokens.com. Metaverse operations occur within a subsidiary called Metaverse Group. Crypto gaming operations occur within a subsidiary called Hulk Labs. All three businesses are tied together by the utilization of blockchain technology and are linked to high-growth macro trends within Web3. Through sharing resources and infrastructure across these business segments, Tokens.com is able to efficiently incubate these businesses from inception to revenue generation.

Visit Tokens.com to learn more.

Keep up-to-date on Tokens.com developments and join our online communities on Twitter, LinkedIn, and YouTube.

This news release includes certain forward-looking statements as well as management’s objectives, strategies, beliefs and intentions. Forward looking statements are frequently identified by such words as “may”, “will”, “plan”, “expect”, “anticipate”, “estimate”, “intend” and similar words referring to future events and results. Forward-looking statements are based on the current opinions and expectations of management. All forward-looking information is inherently uncertain and subject to a variety of assumptions, risks and uncertainties, including the speculative nature of cryptocurrencies, as described in more detail in our securities filings available at www.sedar.com. Actual events or results may differ materially from those projected in the forward-looking statements and we caution against placing undue reliance thereon. We assume no obligation to revise or update these forward-looking statements except as required by applicable law.

Contacts

Tokens.com Corp.
Andrew Kiguel, CEO
Telephone: +1-647-578-7490
Email: contact@tokens.com

Jennifer Karkula, Head of Communications
Email: contact@tokens.com

Media: Ali Clarke – Talk Shop Media
Email: ali@talkshopmedia.com

iMining Arranges Private Placement

iMining Technologies Inc. (TSXV: IMIN) (the “Company” or “iMining”) announces that it has arranged a non-brokered private placement of up to $1,000,000 (the “Financing”) through the issuance of up to 11,764,705 units (the “Units”) at a price of $0.085 per Unit. Each Unit will be comprised of one common share and one common share purchase warrant (“Warrant”), with each Warrant entitling the holder to purchase one common share of iMining at a price of $0.21 per share for a period of 2 years, provided that in the event the closing price of the Company’s Shares is equal to or greater than $0.40 per share for 20 consecutive trading days, the Company may, by notice to the Warrant holders (which notice may be by way of general news release), reduce the remaining exercise period of the Warrants to not less than 30 days following the date of such notice.

Interested parties may contact the Company at investor@imining.com.

The proceeds of the private placement will be budgeted as follows:

Execution of mining infrastructure powered by Natural Gas$750,000
Marketing and other related activities$100,000  
Financing costs, filing and legal fees, commissions and G&A$150,000 
Total$1,000,000 

There is no material fact or material change about the Company that has not been generally disclosed.

Finders’ fees may be payable on this financing.

All securities issued pursuant to the Private Placement are subject to a hold period of four months plus one day from the date of issuance and the resale rules of applicable securities legislation. The closing of the Private Placement is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory, including the approval of the TSX Venture Exchange

About iMining Technologies Inc.

iMining is a publicly listed Web3.0 technology company developing technology for Crypto Mining, Decentralized Finance (“DeFi”) and Non-Fungible Tokens (“NFT”). iMining also owns BitBit Financial Inc., an ATM Network and crypto OTC Trading Platform for individual and institutions.

iMining investments are directly linked to the Bitcoin Mining, Crypto Trading, Decentralized Finance (“DeFI”) and Metaverse Non-Fungible Tokens (“NFTs”). With diverse blockchain investment and infrastructure solutions, iMining looks to be a leader in accelerating the growth of Web3.0 for the enterprise market. The Company’s operations include secure and sustainable cryptocurrency payments, staking, mining and digital asset investment designed for the scale and compliance requirements of institutional clients. iMining is committed to building strong global blockchain ecosystems and supporting inclusive access to digital tools and technologies.

ON BEHALF OF THE BOARD

Signed “Khurram Shroff“
Khurram Shroff, President & CEO

FOR FURTHER INFORMATION, please contact:
iMining Corporate Offices:
Saleem Moosa, Director
Email: investor@imining.com
Telephone: +1 (844) IMININC (464-6462)

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.

Forward-Looking Statements
This news release contains certain forward-looking statements, which relate to future events or future performance, and reflect management’s current expectations and assumptions, and are based on assumptions made by and information currently available to the Company. Readers are cautioned that these forward-looking statements are neither promises nor guarantees, and are subject to risks and uncertainties that may cause future results to differ materially from those expected including, but not limited to, market conditions, availability of financing, actual results of activities, future cryptocurrency prices, operating risks, and other risks in the cryptocurrency industry. All the forward-looking statements made in this news release are qualified by these cautionary statements and those in our continuous disclosure filings available on SEDAR at www.sedar.com. These forward-looking statements are made as of the date hereof and the Company does not assume any obligation to update or revise them to reflect new events or circumstances save as required by applicable law.