Algonaut Capital Corp. Completes Acquisition of Algodev, Inc, Enters into Term Sheet to Combine and Become Listed Issuer and Provides Update on Financing Activities
Calgary, Alberta–(Newsfile Corp. – February 3, 2022) – Algonaut Capital Corporation (“Algonaut” or the “Corporation“) is pleased to announce several transformative transactions.
Algonaut, a private Alberta corporation, provides shareholders with exposure to the Algorand blockchain, cryptocurrency and ecosystem by founding, developing, and acquiring assets based on its superior technical merits. The Algorand cryptocurrency is designed to be a superior functional cryptocurrency protocol which allows for faster transaction confirmation, no scaling issues, more transactions per second, lower fees than other cryptocurrencies and standard electronic payment systems.
Algodev, Inc. Acquisition
Algonaut has closed the arm’s length purchase of 100% of Algodev, Inc. (“Algodev“), a company which owns the Algodex marketplace. Algodex is a unique software that involves a decentralized approach, using limit orders, to allow parties to connect peer to peer with the evolving adaptation of blockchain worldwide. Algonaut is expected to earn income by charging fees for facilitating exchanges executed by users on the Algodex marketplace.
The Algodex decentralized marketplace has been beta tested for the last six months and has recently successfully completed a security audit by Runtime Verification Inc. The Algodex marketplace has over 30,000 unique users that have executed approximately 500,0000 transactions with other users and over 2,000,000 Algos have been traded on the testnet platform. The Algodex marketplace is scheduled to launch on Mainnet in the coming weeks.
The founder of Algodev and creator of Algodex, Alex Trefonas, has joined Algonaut as Chief Technology Officer.
Website: algodex.com
Algonaut Financing Updates
Algonaut, using the Algodex intellectual property will be generating an initial set of Algodex tokens (“ALGX“). The number of ALGX that can be generated is set at six billion. A certain amount of revenue generated from transactions on the Algodex marketplace will be distributed to the holders of the ALGX tokens. Algonaut will use a number of these tokens to incent those providing liquidity on the Algodex marketplace and will also sell tokens to investors who wish to profit from the Algodex marketplace directly.
Algonaut has received strong interest in ALGX and total commitments received has resulted in the full subscription of the Initial Tranche, the following Series A Tranche and the subsequent Series B Tranche. Each tranche was set at an incremental price. In total, these three tranches of sales will result in a total of 19.5% of the total number of ALGX to be distributed for gross proceeds of over US$7.0 million. The remaining 78.5% of the ALGX will remain with Algonaut to use or resell in the future.
Details of the three tranches are as follows:
- The Initial Tranche has closed, and the Corporation has received US$2.64 million for 12% of the total ALGX (which will be delivered to the investors once the tokens have been generated) from a number of notable venture firms and individuals including Borderless Capital, GoldenTree Capital, Black Ventures, Elevate Community Ventures, OneBlock Labs and Existential Capital.
- The Corporation has received executed commitments for the full subscription of the Series A Tranche, and received most of the subscription funds, which is expected to close once the tokens are generated in Q2 2022. Algonaut intends to issue 5% of the total ALGX for US$2.35 million in the Series A Tranche.
- The Corporation has also received executed commitments for the full subscription of the Series B Tranche, and received a portion of the subscription funds, which is expected to close simultaneously with the Series A Tranche. Algonaut intends to issue 2.5% of the total ALGX for US$1.92 million in the Series B Tranche.
The full commitment for subscription of the Series B Tranche provides an indicative value of US$77 million for the ALGX tokens. After the sales of the ALGX committed in the above three tranches, Algonaut will hold the remaining 78.5% of the tokens with an implied value of US$62.8 million (approximately CAD$79.1 million).
After the acquisition of Algodex, Algonaut has a total of 72.7 million of shares outstanding (75 million on a fully diluted basis). The Corporation intends on completing a non-brokered private placement for an additional five million common shares at $0.25 per common share for gross proceeds of $1.25 million.
Term Sheet with MAACKK Capital Corp. to become a listed issuer
In order to expeditiously facilitate a public listing of its common shares, Algonaut has signed a term sheet with a reporting issuer, MAACKK Capital Corp. (“MAACKK“) (the “Term Sheet“) for a combination that will result in a reverse takeover of MAACKK by Algonaut. The resulting combined reporting issuer plans to change its name to Algonaut Capital Corp. (“ACC“) and seek to list on a recognized stock exchange in Canada.
The Term Sheet is subject to negotiation and completion of formal documentation, approved by boards of both companies and approval of the transaction by the shareholders of MAACKK. At closing of the contemplated transaction the board of directors and current officers of Algonaut would become the board of directors and officers of ACC, with the board of directors and officers of MAACKK resigning their positions.
The details of the transaction contemplate that MAACKK will consolidate its shares such that a maximum of 4 million shares are issued and outstanding prior to issuing 1 new share for each outstanding share of Algonaut. As a result, after completion of the transaction and prior to listing, ACC will have a total of 81.7 million common shares outstanding, which would include the current 72.7 million shares of Algonaut, the 5 million shares to be issued by Algonaut before listing at $0.25 per share in a non brokered private placement and the 4 million shares which would be held by the current shareholders of MAACKK.
The Transaction is expected to close on or before May 31, 2022.
Background on Algorand
Algorand is designed to be a superior functional cryptocurrency protocol which allows for faster transaction confirmation, no scaling issues, more transactions per second, lower fees than other cryptocurrencies and standard electronic payment systems while maintaining constant security on a network that has never failed. Algorand was founded by Silvio Micali who is an MIT faculty member and Turing Award winner and developed by an international team of researchers, mathematicians, cryptographers, and economists along with proven business leaders from global technology companies. Algorand is a top-25 cryptocurrency with a market capitalization of US$6 billion. More information on Algorand can be found at http://www.algorand.com. The Algorand blockchain and Algonaut are independent organizations.
About Algonaut Capital Corporation
Algonaut is a private Alberta company which provides shareholders with exposure to the Algorand blockchain, cryptocurrency and ecosystem. Algonaut has positioned itself to benefit from the growing adoption of crypto technology as it evolves from theoretical to everyday practical use.
Algonaut owns a significant stake in the Algodex marketplace which is a unique software that uses a decentralized approach with limit orders allowing parties to connect on a peer to peer basis.
About MAACKK Capital Corp.
MAACKK is an unlisted reporting issuer investment company with a focus on the acquisition of income producing businesses.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements which reflect Algonaut’s current beliefs and are based on information currently available to Algonaut. These statements require Algonaut to make assumptions it believes are reasonable and are subject to inherent risks and uncertainties. Actual results and developments may differ materially from the results and developments discussed in the forward-looking statements as certain of these risks and uncertainties are beyond Algonaut’s control. Although Algonaut believes that the expectations and assumptions on which such forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because Algonaut can give no assurance that they will prove to be correct.
The forward-looking statements contained in this press release include, but are not limited to, the adoption of crypto technology for everyday use, the growth of the Algorand blockchain, the completion of the Corporation’s private placement, completion of the ALGX token sales, the completion of definitive documentation between MAACKK and Algonaut, shareholder approval of the Transaction, the listing of the Resulting Issuer’s shares on a stock exchange and regulatory approval for the Transaction.
Readers are cautioned not to place undue reliance on these forward-looking statements, which are given as of the date hereof, and to not use such forward-looking statements for anything other than their intended purpose. Algonaut undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.
FOR FURTHER INFORMATION, PLEASE CONTACT:
Jeffrey Callaway, President and Chief Executive Officer
Algonaut Capital Corp.
Email: jeffcallaway@algonaut.ca
www.algonaut.ca
NO SECURITIES EXCHANGE NOR REGULATION SERVICES PROVIDER ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.
To view the source version of this press release, please visit http://www.newsfilecorp.com/release/112769
