Digital Currencies

DigiMax Signs Definitive Agreement to Acquire Spetz Tech Limited

DIGIMAX GLOBAL INC. (the “Company” or “DigiMax“) (CSE:DIGI), (OTC PINK:DBKSF) is pleased to announce that it has signed a definitive agreement (the “Agreement“) dated June 23, 2022, to acquire all of the issued and outstanding shares of Israel-based Spetz Tech Ltd. (“Spetz“), a technology company which has developed artificial intelligence (“AI“) software to operate a revolutionary and fast-growing mobile application that connects consumers to available, top-rated tradespeople, service providers and professionals in their area immediately or at any schedule time (the “Transaction“).

Spetz’s proprietary mobile application uses AI to determine which service provider best matches the work sought by a given consumer, then immediately establishes a connection between consumer and service provider, usually within 30 seconds to one minute of the consumer request. The Spetz platform allows it to charge a small fee for every job opportunity offered to a service provider through its platform with no costs passed along to the consumer. The proprietary Spetz mobile application has been in operation in Israel for four years, the United Kingdom for two years and in Australia for one year. Spetz is a global online, AI-powered marketplace platform that dynamically connects consumers to nearby rated service providers.

“Spetz’s network of service providers and AI technology are ahead of the curve, and the existing synergies between it’s business and DigiMax are readily apparent,” said Chris Carl, CEO of DigiMax. “The rapid adoption of Spetz’s application in Australia and the UK has shown that Spetz’s model works, and with the support provided by DigiMax, we believe that a similar, if not greater, rate of adoption of Spetz’s application will occur in North America.”

Transaction Rationale

  • To date, Spetz has generated over 400,000 service calls, and has connected members of the public to almost 10,000 service providers worldwide;
  • Spetz intends to enter the US market in Q3 of 2022 and sees substantial growth potential over three years while maintaining a balance of marketing spending and revenue generation, in addition to anticipated growth in its existing regions;
  • The Spetz platform is highly scalable, with more than 400 service categories built into the system to date, an ability to support millions of service calls worldwide, automated onboarding and account management for clients, and seamless integration capabilities for other service industries; and
  • Spetz has the potential to become a service coordination tool for any Business to Consumer service across many industries and sectors, including accounting, legal services, healthcare industry and homecare services. This multi-disciplinary, AI-driven, and scalable design differentiates Spetz from its current competitors in the marketplace.

Terms of the Transaction

The Transaction, which is an arm’s length transaction, is subject to customary conditions of closing and is expected to close in the coming weeks. In consideration for all of the issued and outstanding shares of Spetz, DigiMax will issue 250 million securities of the Company (the “Consideration Securities“) to the securityholders of Spetz, which will amount to approximately 47% of the outstanding shares of the Company upon the closing of the Transaction (the “Closing“). The number of Consideration Securities being issued to the securityholders of Spetz is not contingent on the trading price of DigiMax’s common shares on the CSE.

Upon Closing, Yossi Nevo, the current Founder CEO of Spetz, will assume the role of Chief Operating Officer of the Company, and Ofir Friedman, Spetz’s current VP of Marketing & Business Development, will assume the role of Chief Marketing Officer of the Company. In addition to the foregoing, both Messrs. Nevo and Friedman will be appointed to the Company’s board of directors upon Closing.

In connection with the Transaction, the Company and Spetz have agreed to pay a finder’s fee to a certain arm’s length party (the “Finder’s Fee“). The Finder’s Fee is comprised of 4 million common shares of the Company, as well as 4 million ordinary shares of Spetz.

About Spetz

Spetz is an established AI technology company with operations in Israel, the United Kingdom and Australia. Through its mobile application, Spetz’s patent-pending AI technology is able to generate the best-matched home service solution for any given consumer for any given service in under 30 seconds, enabling immediate direct contact between the service provider and consumer. Spetz’s experienced management and advisory team has decades of experience in the service provider industry and artificial intelligence applications.

More information can be seen at:

Website – https://www.spetz.app
Google App Store – https://play.google.com/store/apps/details?id=com.sinapis.gpage
Trust Pilot – https://www.trustpilot.com/review/spetz.co.uk
Spetz Service Provider Commentary – https://www.youtube.com/watch?v=dJ5-WpyU9tU

About DigiMax

DigiMax is an AI technology Company committed to unlocking the potential of disruptive technologies by providing advanced financial, predictive, and cryptocurrency solutions across various verticals. DigiMax is an official IBM partner, and the Company’s engineering team has extensive experience in Machine Learning, Neural Language Processing, AI, Big Data, and Cryptocurrency technology.

To learn more, visit our website: https://digimaxglobal.com/

Contact: 1-(833)-DIGIMAX (833-344-4629)

Edward Murphy
Chair of Board of Directors
416-720-0456
emurphy@digimax-global.com

Chris Carl
President & CEO
(833) 344-4629 x700
ccarl@digimax-global.com

Cautionary Note Regarding Forward-looking Statements

NEITHER THE CANADIAN SECURITIES EXCHANGE, NOR THEIR REGULATIONS SERVICES PROVIDERS HAVE REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE

Certain information in this press release constitutes forward-looking statements under applicable securities laws. Any statements that are contained in this news release that are not statements of historical fact may be deemed to be forward-looking statements and are based on expectations, estimates and projections as at the date of this press release. Forward-looking statements are often identified by terms such as “may”, “should”, “anticipate”, “expect”, “potential”, “believe”, “intend” or negatives of these terms and similar expressions. In this press release, forward-looking statements relate, among other things, to: the ability of the Company and Spetz to complete the Transaction on the terms outlined above, [the ability of the Company to attain final approval of the Transaction by the Israeli Tax Authority, the CSE and satisfy the remaining closing conditions], DigiMax’s continued growth and profitability and ability to continue to provide solutions across various verticals, the anticipated synergies between Spetz and the Company, the expectation that Spetz’s application will be adopted by the North American market and the anticipated rate of adoption. 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 that may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements.

Forward-looking statements are based on certain assumptions. While the Company considers these assumptions to be reasonable based on information currently available, they are inherently subject to significant business, economic and competitive uncertainties and contingencies and they may prove to be incorrect.

Forward-looking statements also necessarily involve known and unknown risks, including without limitation, risks associated with general economic conditions, including the COVID-19 pandemic, a lack of interest in Spetz’s application in the North American market, ability to complete favorable acquisitions, income tax and regulatory matters in Canada and Israel.

Readers are cautioned that the foregoing is not exhaustive. Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ from those anticipated. Forward-looking statements are not guarantees of future performance. The purpose of forward-looking information is to provide the reader with a description of management’s expectations, and such forward-looking information may not be appropriate for any other purpose. Except as required by law, the Company disclaims any obligation to update or revise any forward-looking statements, whether as a result of new information, events or otherwise. Forward-looking statements contained in this news release are speak as to the date hereof, and are expressly qualified by this cautionary statement.

Neither the CSE nor its Regulation Services Provider (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this press release. 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 the forward-looking statements and information contained in this press release. Except as required by law, DigiMax assumes no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change.

SOURCE: DigiMax Global Solutions

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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.