Not for dissemination in the United States or through U.S. newswires
VANCOUVER, B.C., Dec. 14, 2020 (GLOBE NEWSWIRE) — Hunter Technology Corp. (TSX-V: HOC; OTCQB: HOILF; WKN: A2QEYH, FSE: RWPM, ISIN: CA4457371090) (“Hunter” or the “Company”) is pleased to announce that it has entered into a letter agreement (the “Letter Agreement”) with FinFabrik Limited of Hong Kong (“FinFabrik”) and the holders of a majority of FinFabrik’s outstanding share capital (the “Principals”) pursuant to which the parties to the Letter Agreement have agreed to use reasonable commercial efforts to negotiate and agree on a definitive purchase and sale agreement (the “Purchase Agreement”) for a transaction (the “Transaction”) in which Hunter will acquire all of the issued and outstanding shares of FinFabrik for aggregate gross consideration of USD $12,000,000, payable through the issuance of 13,333,333 common shares of Hunter (“Hunter Shares”) at a deemed price of USD $0.90 per Hunter Share.
“We are very pleased to be partnering with the team at FinFabrik,” said Andrew Hromyk, Hunter’s CEO. “Their proven track record in developing commercial software will enable Hunter to bring our OilEx and OilExchange platforms to market at an accelerated pace, while driving new revenue growth across the existing, mature IP that FinFabrik has developed.”
About FinFabrik
Founded in 2016, FinFabrik is a Hong-Kong based financial technology company, powering institutions, professional investors, and managed capital in a new era of digital marketplaces.
FinFabrik has a history of building software solutions designed to increase efficiency in complex markets. Its scalable applications integrate issuance, deal matching and settlement in one end-to-end compliant process. This improves access and experience for counterparties, automates manual processes, and accelerates closings by enabling marketplaces with deep liquidity and broad participation.
FinFabrik’s core platform CrossPool is a marketplace as a service, supporting a standardized lifecycle in both conventional and alternative assets. CrossPool enables fully digital, real-time transactions in an environment of transparency, security, and trust. The system leverages distributed ledger technology for identity management, process compliance, provenance tracing, record immutability and enforceability of contracts.
The FinFabrik team combines decades of experience in finance and technology with experts in asset management, trading systems, enterprise software and cryptography. The Principals of FinFabrik are Mr. Alex Medana, CEO, and Dr. Florian M. Spiegl, COO.
“We are thrilled to combine forces with seasoned executives who share a common vision to enter a new era in physical oil trading. There is strong synergy in combining Hunter’s expertise and network in the traditional oil industry with our leadership in marketplace technology. For FinFabrik this opens our next chapter and confirms our strategy to partner with industry-leading innovators,” said Alex Medana.
“The oil industry as market essential to the global economy is at an inflection point,” added Florian Spiegl. “Intense competition, shifting supply and demand and the need to be more sustainable create one of the industry’s most transformative moments. This offers the tremendous opportunity for competitive players to be at the forefront of a new age. I’m excited about our partnership with Hunter to build an agile, technology-led provider of global market access for independent producers.”
Transaction Terms
The Letter Agreement provides that the parties will use reasonable commercial efforts to negotiate and agree on the Purchase Agreement for the Transaction by Dec. 18, 2020, and sets forth the general terms of the Transaction to be reflected in the definitive Purchase Agreement. These terms include the issuance of 13,333,333 Hunter Shares to the holders of FinFabrik ordinary shares (the “FinFabrik Shareholders”) at a deemed price of USD $0.90 per Hunter Share for gross consideration of USD $12,000,000. The Hunter Shares issued to the FinFabrik Shareholders in connection with the Transaction will be subject to contractual hold periods of up to one year. The Purchase Agreement will include usual and customary representations and warranties and pre-closing covenants to conduct the business of FinFabrik in the ordinary course until closing. Closing of the Transaction will be subject to approval by the respective boards of Hunter and FinFabrik as well as standard closing conditions, including completion of Hunter’s due diligence review of FinFabrik, settlement of certain related party debts of FinFabrik prior to closing, and the delivery of audited financial statements of FinFabrik to Hunter. It is anticipated that the Principals will be appointed as directors and/or officers of Hunter at Closing, in roles and on terms to be negotiated by the Principals and Hunter. No finder’s fees will be paid in respect of the Transaction.
The Letter Agreement also provides that the FinFabrik Shareholders and other parties may, concurrent with the execution of the Purchase Agreement, subscribe for additional Hunter Shares in a non-brokered private placement (the “Private Placement“) with gross proceeds to Hunter of not more than USD $3,000,000 and at a price of USD $0.75 per Hunter Share. Proceeds of the Private Placement would be used for general working capital purposes. Hunter Shares issued pursuant to the Private Placement will be subject to both a statutory and Exchange hold period of four months and a day from the date of closing. The Transaction and the Private Placement are expected to close on or before Dec. 31, 2020. The Transaction and the Private Placement are subject to receipt of all required approvals, including approval of the TSX Venture Exchange.
About Hunter Technology Corp.
Hunter Technology Corp. is an oil industry service provider developing interactive platforms to enable the facilitation of physical oil transactions throughout the trade lifecycle, with more favourable economics for producers and access to a fair market for all. Through oilex.com Hunter will operate a physical oil marketplace to facilitate the buying and selling of physical oil by independent producers to corporate consumers, traders and sovereign purchasers. And through oilexchange.com, Hunter will offer robust supply chain management tools that track physical oil throughout the supply chain and automate the reporting process.
ON BEHALF OF THE BOARD OF DIRECTORS
Andrew Hromyk
Chief Executive Officer
(888) 977-0970
For further information, visit our website at www.huntertechnology.com
NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.
Cautionary Statement Regarding Forward-Looking Information.
This news release contains certain statements which may constitute forward-looking statements or information regarding Hunter’s business development plans. Such forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond Hunter’s control, including execution risk, market risk, industry risk, the impact of general economic conditions and competition from other industry participants, stock market volatility, the ability to access sufficient capital from internal and external sources, the ability of Hunter and FinFabrik to agree to terms for a Purchase Agreement, If at all, the FinFabrik Shareholders agreeing to the Purchase Agreement in a timely manner, Hunter completing a satisfactory due diligence review of FinFabrik, Hunter reaching an agreement with the Principals to serve with Hunter following Closing, receipt of any required corporate and regulatory approvals, and closing of the Transaction. In addition, there Is no guarantee that any FinFabrik Shareholders will subscribe to the Private Placement. Although Hunter believes that the expectations in its forward-looking statements are reasonable, they are based on factors and assumptions concerning future events which may prove to be inaccurate. Those factors and assumptions are based upon currently available information. Such forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. As such, readers are cautioned not to place undue reliance on the forward-looking statements, as no assurance can be provided as to future results, levels of activity or achievements. The forward-looking statements contained in this news release are made as of the date of this news release and, except as required by applicable law, Hunter does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this document are expressly qualified by this cautionary statement. Trading in the securities of Hunter should be considered highly speculative. There can be no assurance that Hunter will be able to achieve all or any of its proposed objectives. Please review Hunter’s Filing Statement dated October 21, 2020 and filed under the Company’s SEDAR profile at www.sedar.com for a more fulsome discussion of risk factors affecting Hunter.