August 14, 2024, XTL Biopharmaceuticals Ltd. (the
“
Company” or “
XTL”) announced
today it has completed the acquisition of THE SOCIAL PROXY Ltd.
(the “
Social Proxy”), an AI web data company,
developing and powering a unique ethical, IP based, proxy and data
extraction platform for AI and BI Applications at scale (the
“
Purchase Agreement”).
Pursuant to the Purchase Agreement, XTL acquired
all of the issued and outstanding share capital of Social Proxy on
a fully diluted basis (the “Transaction”) in
exchange for the issuance by the Company to the shareholders of
Social Proxy, by way of a private placement, such number of ADSs of
the Company, representing immediately after such issuance, 44.6% of
the issued and outstanding share capital of the Company and the
payment of US$430,000 to the shareholders of Social Proxy.
In addition, as part of the Transaction, the
shareholders of Social Proxy were issued additional warrants, which
may only be exercised upon reaching certain financial measured
milestones within a period of up to three (3) years from the
closing of the Transaction.
Social Proxy will operate as fully owned
subsidiary of XTL and its shareholders appointed two (2)
representatives to the Company’s board of directors out of a total
of up to seven (7) directors.
The Transaction, which was approved by the
Company’s shareholders, is part of the Company’s strategy to expand
its assets portfolio with high potential assets.
In addition and in order to support the growth
of Social Proxy and the Company’s financial needs , the Company has
consummated its previously disclosed investment of US$1,500,000
through a private placement that was approved by the
shareholders.
Shlomo Shalev, CEO of XTL commented: “We are
pleased to add Social Proxy into our asset portfolio. During the
past months we have worked closely with Social Proxy team and
believe that it will add great value to our company and
shareholders. In our search for new IP based assets to acquire,
we have identified the AI Web Data as a high growth market
and we believe we acquired an excellent technology and team. The
completion of the private placement of $1.5 million allows us to
support and accelerate the growth of Social Proxy as well as to
continue our ongoing activities.
Tal Kinger, CEO of Social Proxy commented: “We
are very happy to become part of XTL and are confident that working
with the XTL team and its management will accelerate our growth and
value creation”.
About XTL Biopharmaceuticals Ltd.
(XTL)
XTL is an IP portfolio company. The company has
IP surrounding hCDR1 for the treatment of Lupus disease (SLE) and
has decided, to explore collaboration with a strategic partner in
order to execute the clinical trials. In parallel, the Company is
actively looking to expand and identify additional IP based
assets.
XTL is traded on the Nasdaq Capital Market
(NASDAQ: XTLB) and the Tel Aviv Stock Exchange (TASE:
XTLB.TA).
About THE SOCIAL PROXY LTD.
Social Proxy is a web data AI company, developing
and powering, a unique ethical, IP based, proxy data extraction
platform for AI & BI Applications at scale.
The company self-developed, innovative,
next-generation proxy technology with unlimited IPs, and 100x
faster than any other solution at the market. It does not source
other users’ IP and is a real ethical solution.
https://thesocialproxy.com
Cautionary Note Regarding
Forward-Looking Statements
This communication contains forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended. Any statements contained in this communication
that are not statements of historical fact may be deemed
forward-looking statements. Words such as “continue,” “will,”
“may,” “could,” “should,” “expect,” “expected,” “plans,” “intend,”
“anticipate,” “believe,” “estimate,” “predict,” “potential,” and
similar expressions are intended to identify such forward-looking
statements. All forward-looking statements involve significant
risks and uncertainties that could cause actual results to differ
materially from those expressed or implied in the forward-looking
statements, many of which are generally outside the control of the
Company and are difficult to predict. Examples of such risks and
uncertainties include, but are not limited to, whether the Company
will be able to successfully manage and integrate Social Proxy.
Additional examples of such risks and uncertainties include, but
are not limited to (i) the Company’s ability to successfully manage
and integrate any joint ventures, acquisitions of businesses,
solutions or technologies; (ii) unanticipated operating costs,
transaction costs and actual or contingent liabilities; (iii) the
ability to attract and retain qualified employees and key
personnel; (iv) adverse effects of increased competition on the
Company’s future business; (v) the risk that changes in consumer
behavior could adversely affect the Company’s business; (vi) the
Company’s ability to protect its intellectual property; and (vii)
local, industry and general business and economic conditions.
Additional factors that could cause actual results to differ
materially from those expressed or implied in the forward-looking
statements can be found in the most recent annual report on Form
20-F and reports on Form 6-K filed by the Company with the
Securities and Exchange Commission. The Company anticipates that
subsequent events and developments may cause its plans, intentions
and expectations to change. The Company assumes no obligation, and
it specifically disclaims any intention or obligation, to update
any forward-looking statements, whether as a result of new
information, future events or otherwise, except as expressly
required by law. Forward-looking statements speak only as of the
date they are made and should not be relied upon as representing
the Company’s plans and expectations as of any subsequent date.
For further information, please
contact:
Investor Relations, XTL
Biopharmaceuticals Ltd.
Email: info@xtlbio.com
www.xtlbio.com
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