- Radiance purchased 2,450,000 units of the Company for a
price of $0.85 per Unit, for gross
proceeds of $2,082,500
- Radiance to introduce Asia-based carbon credit projects to
DeepMarkit's subsidiary, First Carbon Corp., and its MintCarbon.io
platform
- Carbon offset arrangement
to include buy-side interest from Radiance's portfolio companies
seeking carbon neutrality
CALGARY, AB, March 15, 2022 /CNW/ - DeepMarkit Corp.,
("DeepMarkit" or the "Company") (TSXV: MKT) (OTC: MKTDF) (FRA:
DEP), a technology company focused on creating new tools and
technologies to aid businesses in sales development and increasing
profitability, is pleased to announce that it has completed a
strategic non-brokered private
placement (the "Private
Placement") with Radiance Assets Berhad
("Radiance"). DeepMarkit further announces that it has
signed a letter of intent ("LOI") with Radiance
Assets Berhad ("Radiance") to form a carbon
offset arrangement. Malaysia-based Radiance is an
investment holding company with a mandate to invest and build
innovative solutions.
![DeepMarkit Corp. logo (CNW Group/DeepMarkit Corp.) DeepMarkit Corp. logo (CNW Group/DeepMarkit Corp.)](https://mma.prnewswire.com/media/1766365/DeepMarkit_Corp__DeepMarkit_Announces_Strategic_Investment_and_L.jpg)
Radiance seeks to participate and invest in technology,
technology-enabled and related growth opportunities that are
founded on innovative and disruptive business models with a
demonstrated capability for accelerated market
leadership. DeepMarkit and Radiance will form a carbon
offset arrangement pursuant to which Radiance will introduce and
onboard carbon credit projects onto the blockchain through
MintCarbon.io, a platform developed by DeepMarkit's wholly owned
subsidiary, First Carbon Corp. ("FCC"). Radiance will also
work with FCC to introduce new clients to its platform that hold
existing, verified credits. In return, FCC will work with Radiance
to finalize agreements to supply tokenized credits to Radiance's
portfolio companies.
Management Commentary
"According to the Global Carbon Project, Asia, excluding China, accounted for 7.2 billion tonnes of
carbon emissions from fossil fuels.1 This proactive
arrangement with Radiance will work to open the door for DeepMarkit
to enter this vast Asian market. Radiance's support of
MintCarbon.io is expected by management to help grow FCC's
footprint rapidly. We look forward to working with Radiance in
order to bring the MintCarbon.io platform and FCC as a business to
the Asian market," said Ranjeet
Sundher, Interim CEO of DeepMarkit.
Private Placement
Pursuant to the Private Placement, Radiance purchased 2,450,000
units of the Company ("Units") for a price of $0.85 per Unit, for gross proceeds of
$2,082,500.00. Each Unit is comprised
of one common share in the capital of the Company (each, a
"Common Share") and one Common Share purchase warrant (each,
a "Warrant"), with each Warrant entitling the holder to
purchase one additional Common Share of DeepMarkit at an exercise
price of $1.50 for a period of two
years. In connection with the Private Placement, DeepMarkit paid to
a qualified non-related party a cash commission of $145,775 and issued 171,500 compensation warrants
entitling the holder to acquire one Common Share at a price of
$0.85 per Common Share for a period
of two years. The net proceeds of the Private Placement will be
used to fund the continued development of MintCarbon.io, to support
commercialization and sales efforts of FCC, and for general
corporate and working capital purposes. The Private Placement
remains subject to the approval of the TSX Venture Exchange (the
"Exchange"). All Common Shares and Warrants issued pursuant
to the Private Placement are subject to a four-month hold period
required under applicable securities laws.
Commercial Arrangement
Radiance has extensive exposure from traditional businesses in
agriculture to high-end technology solutions that incorporate
artificial intelligence and advanced clean technology. Its
portfolio includes a vast environmental, social and
governance-based network of investments spanning forestry, hydrogen
and geothermal carbon projects. Radiance is also actively working
with carbon registries to verify carbon projects across
Mexico and Malaysia.
Through the arrangement, DeepMarkit is expected to benefit from
extensive and diverse exposure to numerous new carbon projects, as
well as an increased level of validation in the Asian carbon offset
community. MintCarbon.io is expected to receive increased
transaction volume as a result of any and all users referred by
Radiance that mint existing credits into NFTs, and in addition,
intends to facilitate Radiance's portfolio companies in pursuing
carbon neutrality through the acquisition of NFTs representing
thousands of tons of carbon dioxide minted via the MintCarbon.io
platform.
Pursuant to the LOI, Radiance will receive a fee for referring
carbon projects to DeepMarkit. Under the terms of the LOI,
DeepMarkit and Radiance will conduct necessary due diligence and
negotiate the terms of a definitive agreement to govern the terms
of the arrangement. The ultimate structure of the arrangement will
be subject to applicable regulations as well as applicable
securities, corporate and tax laws. The definitive agreement, and
any transaction completed in connection therewith, may be subject
to Exchange approval.
Early Warning Disclosure
Directly prior to completion of the Private Placement, Radiance
held 1,550,000 Common Shares and 1,550,000 common share purchase
warrants, representing 3.87% of the issued and outstanding Common
Shares on an undiluted basis, and 7.46% after giving effect to the
exercise of warrants. Pursuant to the Private Placement, Radiance
acquired 2,450,000 Units, and as a result now holds 4,000,000
Common Shares and 4,000,000 warrants (including the Warrants
acquired pursuant to the Private Placement), representing 9.42% of
the issued and outstanding Common Shares as of the date hereof, on
an undiluted basis, and 18.18% of the issued and outstanding Common
Shares after giving effect to the exercise of all warrants.
ABOUT DEEPMARKIT
DeepMarkit Corp. is a technology company focused on creating new
tools and technologies to aid businesses in sales development and
increasing profitability. Its common shares are listed on the TSX
Venture Exchange under the "MKT" stock symbol. DeepMarkit's wholly
owned subsidiary, First Carbon Corp. ("FCC"), is a software
infrastructure company operating in the tokenization vertical of
the blockchain. FCC's primary asset, MintCarbon.io, is a web-based,
software-as-a-service platform that facilitates the minting of
carbon credits into non-fungible tokens. MintCarbon.io is currently
undergoing testing and FCC anticipates an official launch of the
platform in 2022.
On behalf of:
DEEPMARKIT CORP.
"Ranjeet Sundher"
Ranjeet Sundher, Interim CEO
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 news release.
CAUTIONARY STATEMENT
Statements in this press release may contain forward-looking
information. Any statements that are contained in this press
release that are not statements of historical fact may be deemed to
be forward-looking statements, including, without limitation,
statements with respect to DeepMarkit entering into a definitive
agreement with Radiance and completing the transactions described
hereunder, statements with respect to the benefits expected to be
received from DeepMarkit from the arrangement with Radiance,
statements regarding receipt of final approval for the Private
Placement, and statements regarding the launch of MintCarbon.io.
The reader is cautioned that assumptions used in the preparation of
any forward-looking information may prove to be incorrect. Events
or circumstances may cause actual results to differ materially from
those predicted, as a result of numerous known and unknown risks,
uncertainties, and other factors, many of which are beyond the
control of DeepMarkit. Factors that could cause the actual results
to differ materially from those in forward-looking statements
include, but are not limited to, failure to enter into a definitive
agreement, failure to obtain necessary final regulatory approvals
for the Private Placement or any other transactions described
hereunder, failure to enter into a definitive agreement, the
decision by Radiance or DeepMarkit to not complete the transactions
as a result of due diligence investigations or as a result of
regulatory or other legal considerations. The reader is
cautioned not to place undue reliance on any forward-looking
information.
The forward-looking statements contained in this press release
are made as of the date of this press release and DeepMarkit does
not undertake any obligation to update publicly or to revise any of
the included forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by
securities law. Radiance does not hold any other securities of
DeepMarkit. In the future, Radiance may, from time to time,
increase or decrease its direct and indirect ownership, control or
direction over Common Shares or other securities of the Company
through market transactions, private agreements, or otherwise,
depending on market conditions and other relevant factors.
A copy of the early warning report filed by Radiance in
connection may be obtained by contacting Radiance, at +60 3
60943854, and will be available under the Company's profile on
SEDAR at www.sedar.com.
ENDNOTES
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1.
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"Annual
CO₂ emissions from fossil fuels, by world region",
OurWorldInData.org, accessed on March 10, 2022,
https://ourworldindata.org/grapher/annual-co-emissions-by-region?country=Asia+%28excl.+China+%26+India%29~CHN
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SOURCE DeepMarkit Corp.