Coinsilium Group Limited (COIN) Coinsilium Group Limited: HoTs
to Acquire Web3 Advisory Service Business 14-March-2023 / 07:00
GMT/BST
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Coinsilium Group Limited: COINSILIUM GROUP LIMITED
("Coinsilium" or the "Company")
Coinsilium Group Limited: Heads of Terms to Acquire Southeast
Asia focused Web3 Advisory Service Business
London UK, 14 March 2023, Coinsilium Group Limited (AQSE: COIN)
(OTCQB: CINGF), the Web3 investor, advisor, and venture builder is
pleased to report that it has entered into Heads of Terms ("HoT")
with Tokenomi, a blockchain and Web3 advisory services firm
("Tokenomi") established in 2017, and with its owner and managing
director, Alexis Nicosia, to acquire the advisory service business
and certain intellectual property assets of Tokenomi, under a
proposed Asset Purchase Agreement ("APA").
Highlights:
-- HoT agreed for the acquisition of advisory business assets of
Web3 services firm Tokenomi.
-- Tokenomi advisory client book currently consists of four
retained Web3 blockchain project clients with aprospective pipeline
of ten further project clients.
-- Projected revenues from Tokenomi's currently retained project
clients alone is expected to reach up toUSD663,400 (GBP551,000)
over the next 12 months, subject to client's successfully
completing their TGEs (TokenGenerating Events).
-- Cost of Acquisition is GBP116,500 of which GBP19,000 to be
paid in cash and GBP97,500 through the issueof 3.25m Shares in the
Company at a price of 3.0 pence per share, subject to a 6-month
lock-in agreement, with afollow on further 6-month orderly market
arrangement.
-- APA is expected to complete on or around 30 April 2023
subject to satisfactory due diligence.
Background
Tokenomi has operated as an advisor in the sector since 2017 and
has supported numerous projects with the successful launch of their
digital tokens through private and public token sales. Tokenomi's
advisory services business has been driven by its entrepreneurial
Founder and Managing Director, Alexis Nicosia, an industry veteran
who has been active in the crypto sector since 2013. Services
include strategic advisory, token model construction, advice on
Web3 marketing including community-driven PR and events, whilst
providing clients with access to Tokenomi's network of crypto
industry actors and reputable service providers.
More recently, Tokenomi has been actively engaging with clients
and prospective clients looking to transition their operations from
Web2 to Web3 propositions and as at the time of this announcement,
has built up a healthy pipeline of prospective clients in the NFT,
social media, health care, digital marketing, metaverse, gaming,
crypto escrow, and customer loyalty sectors.
The parties intend to proceed as quickly as possible with a view
to exchanging and executing the APA on or around 30 April 2023. The
execution of the APA is subject to the satisfactory completion of a
due diligence process which is currently underway.
Upon the successful completion of the APA, it is intended that
Alexis Nicosia will join Coinsilium's advisory team on a full-time
basis and will work closely with Coinsilium CEO Eddy Travia in a
business development and client acquisition capacity. Terms of
engagement are expected to be finalised under the terms of the
proposed APA.
Eddy Travia, Chief Executive of Coinsilium, commented: "The HoT
with Tokenomi marks a most timely and potentially transformational
development for Coinsilium and, subject to the successful execution
of the APA, will provide us with a sound base from which to scale
up our advisory services capacity, in preparedness for a strong
wave of activity now developing in the Web3 space.
Since the initial bounce in the crypto markets at the start of
the year, we have seen a marked uptick in the demand for Web3
advisory services from brands, game studios, online and offline
retailers, media, and sport franchises. We now expect this trend to
grow stronger in the near term, in line with the overall recovery
in the crypto markets.
Tokenomi's customised approach to Web3 advisory and its focus on
the dynamic Southeast Asian region, makes for a good fit with
Coinsilium's strategic objectives and Tokenomi's existing and
growing pipeline of international clients will make a meaningful
and welcome addition to our own growing advisory client
portfolio.
Given both parties shared common vision and belief in the power
and potential of decentralised economies, we also see this deal as
a potential catalyst for unlocking some exciting new commercial
opportunities for Coinsilium going forward."
Alexis Nicosia, Founder and Managing Director of Tokenomi,
commented: "The signing of these Heads of Terms between Coinsilium
and Tokenomi marks our firm intention to bring together our
respective businesses and networks with broad and deep roots in the
global blockchain and Web3 communities.
Coinsilium's well established reputation, credibility, and
experience together with Tokenomi's current and growing pipeline of
Web3 advisory clients, makes the basis for a powerful market
leading combination.
I look forward with excitement to the next stage of our journey
together, working closely with Eddy and the talented Coinsilium
team whilst supporting our mutual clients on their exciting Web3
journey and positioning Coinsilium to take full advantage of some
of the exciting commercial opportunities the burgeoning Web3 space
has to offer."
Acquisition Terms
The cost of acquisition is GBP116,500 of which GBP19,000 will be
paid in cash and GBP97,500 through the issue of 3,250,000 new
Ordinary Shares in the Company at an issue price of 3.0 pence per
share ('Consideration Shares'). The Consideration Shares will be
subject to a 6-month lock-in agreement prohibiting their sale
during the period, with a follow on further 6-month orderly market
arrangement.
Tokenomi's advisory client book currently includes four retained
Web3 blockchain project clients and a prospective pipeline of ten
further project clients, predominantly based in the Southeast Asia
region. The projected revenues from Tokenomi's currently retained
project clients alone is expected to reach up to USD663,400
(GBP551,000) over the next 12 months. Revenues are principally
success based and contingent on the successful completion of a
project client's Token Generating Event ("TGE") or public token
sale. The TGEs are expected to occur during the next 12 months,
however, the timing of these events is usually contingent on
conducive market conditions. In the event of any deterioration in
market conditions, the TGEs may be subject to delays which would in
turn impact on the timeline of the projected revenue flows.
The main determining factors for the transaction terms were
derived from Tokenomi's current signed advisory agreements and a
cautious valuation of its pipeline of potential project clients.
Tokenomi is a commercial name of Augmented Ventures Limited
("AVL"), a company incorporated in Anguilla. Any other non-advisory
related activities of AVL are not included in this agreement.
The Directors of Coinsilium Group Limited take responsibility
for this announcement.
Coinsilium Group Limited +350 2000 8223
Malcolm Palle, Executive Chairman +44 (0) 7785 381 089
Eddy Travia, Chief Executive www.coinsilium.com
Peterhouse Capital Limited
Guy Miller / Mark Anwyl +44 (0) 207 469 0930
(AQSE Growth Market Corporate Adviser)
SI Capital Limited
Nick Emerson +44 (0) 1483 413 500
(Broker)
Notes to Editor
About Coinsilium
Coinsilium is a focused Web3 Investor, Advisor and Venture
Builder based in Gibraltar, a pre-eminent global regulatory
jurisdiction, and a leading hub for innovative financial
technology. In 2015, Coinsilium became the first blockchain company
to IPO. The Company has evolved to develop revenue-generating
strategic advisory services and is a highly regarded innovator with
proven technological and commercial expertise and development
capabilities in the Web3 arena and within Open Finance.
Coinsilium has developed an array of commercial partnerships and
joint ventures around the world to support its development
capabilities, giving it access to best-in-class tech experts, a
strong network, and asserting its profound industry profile. It has
also partnered with blockchain technology experts Indorse to create
Nifty Labs, a Web3 and Non-Fungible Token ('NFT') technology
development studio in Gibraltar.
Coinsilium shares are traded on the AQSE Growth Market in
London, under the ticker symbol "COIN", and on the OTCQB Venture
Market in the United States under the ticker symbol "CINGF".
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ISIN: VGG225641015
Category Code: MSCM
TIDM: COIN
Sequence No.: 229499
EQS News ID: 1581137
End of Announcement EQS News Service
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