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VANCOUVER, British Columbia, Sept. 29, 2022 (GLOBE NEWSWIRE) — Victory Square Technologies Inc. (CSE:VST) (OTC:VSQTF) (“VST” or the “Company”) is happy to announce that additional to the letter of intent entered into on June 23, 2022 (the “LOI”) with 1288273 B.C. Ltd. (“AcquisitionCo“) and Draft Label Technologies Inc. (“Draft Label”), a wholly-owned subsidiary of the Company, the Company has entered right into a share alternate settlement efficient on September 28, 2022, with AcquisitionCo and Draft Label (the “Share Exchange Agreement”), in respect of a business mixture pursuant to which AcquisitionCo will purchase all the fairness pursuits of Draft Label and the shareholders of Draft Label will obtain shares of AcquisitionCo in alternate for his or her holdings in Draft Label (the “Proposed Transaction”).
The completion of the Proposed Transaction is topic to the satisfaction of sure circumstances, together with however not restricted to: (i) the receipt of the conditional approval of the Canadian Securities Exchange (the “Exchange”) for the itemizing of the frequent shares within the capital of AcquisitionCo following the completion of the Proposed Transaction (the “Resulting Issuer”) on the Exchange (the “Listing”); (ii) AcquisitionCo having money of not lower than $2,400,000 (much less its bills in reference to consummation of the Proposed Transaction, as much as an mixture quantity of $250,000); and (iii) the receipt of all different requisite regulatory, inventory alternate, or governmental authorizations and consents, together with the Exchange.
Subject to satisfaction or waiver of the circumstances precedent referred to herein and within the Share Exchange Agreement, the Company and AcquisitionCo anticipate that the Proposed Transaction might be accomplished no later than March 31, 2023. There will be no assurance that the Proposed Transaction might be accomplished on the phrases proposed above or in any respect.
The Proposed Transaction will lead to AcquisitionCo buying all the issued and excellent securities of Draft Label, in alternate for the issuance of securities of AcquisitionCo, which can lead to Draft Label changing into a wholly-owned subsidiary of AcquisitionCo. The current shareholders of AcquisitionCo, which incorporates VST, are anticipated to personal a majority of the excellent AcquisitionCo Common Shares after completion of the Proposed Transaction and AcquisitionCo might be renamed to such title as mutually agreed to by the Company, Draft Label and AcquisitionCo.
In reference to the Proposed Transaction, AcquisitionCo has agreed to supply Draft Label with a bridge mortgage of $125,000 inside 5 (5) days of the signing of the Share Exchange Agreement, which Draft Label intends to make use of for working capital functions.
The events to the Share Exchange Agreement will put together a non-offering prospectus of AcquisitionCo (the “Prospectus”) and a list assertion, along with some other paperwork required by relevant legal guidelines in reference to the Listing, and trigger such paperwork to be filed on SEDAR as quickly as practicable. Concurrently to or as quickly as doable after the completion of the Proposed Transaction, AcquisitionCo and Draft Label will trigger the Resulting Issuer to acquire a remaining receipt for the Prospectus.
AcquisitionCo will use the funds from the proposed transaction to develop and scale DiscreetCare.com. DiscreetCare is a Full-Service Web App for the Treatment of Sensitive & Delicate Medical Issues comparable to: Hair Loss, Erectile Dysfunction, Premature Ejaculation, Genital Herpes, Cold Sores, Acne, and Bladder Control points. The App additionally presents at-home testing for STDs, Testosterone and Fertility; in addition to remedy for a broader vary of delicate medical points.
Victory Square Technologies CEO, Shafin Diamond Tejani stated, “The vision for DiscreetCare is to be a one-stop provider for what many consider ‘delicate’ medical issues. Our web app gives users access to testing, treatment and prescriptive medicinal remedies – all from the convenience and privacy of one’s mobile device.”
The Company notes that comfort is one in every of many advantages provided to customers of DiscreetCare. DiscreetCare additionally presents physician evaluations, and FDA-approved medicines with aggressive pricing through the Company’s Pharmacy Network.
For customers wanting a extra private contact or in-depth medical session, DiscreetCare might be providing personal digital appointments with an authorized physician from the Company’s huge community of physicians throughout all 50 states.
Further to the press launch of the Company dated February 4, 2021, the Company is happy to announce that each one earn-out milestones with respect to the acquisition of IV Hydreight Inc. by the Company have been met by the seller thereof and accordingly, the Company has issued an mixture of 1,634,271 frequent shares of the Company at a deemed worth per frequent share of $0.782 in satisfaction of the earn-out.
ON BEHALF OF THE BOARD OF DIRECTORS
Shafin Tejani
Director and Chief Executive Officer
ABOUT VICTORY SQUARE TECHNOLOGIES INC.
Victory Square (VST) builds, acquires and invests in promising startups, then offers the senior management and assets wanted for fast-track development. VST’s candy spot is cutting-edge tech that’s shaping the 4th Industrial Revolution. Our company portfolio consists of 25+ international corporations utilizing AI, VR/AR, and blockchain to disrupt sectors as numerous as fintech, insurance, well being and gaming.
What we do in another way for startups
VST isn’t your extraordinary investor. With actual pores and skin within the sport, we’re dedicated to making sure every firm in our portfolio succeeds. Our secret sauce begins with deciding on startups which have actual options, not simply concepts. We pair you with senior expertise in product, engineering, buyer acquisition and extra. Then we allow you to do what you do greatest — construct, innovate and disrupt. In 24-36 months, you’ll scale and be able to monetize.
What we do in another way for buyers
For buyers, we provide early-stage entry to the subsequent unicorns earlier than they’re unicorns. Our portfolio represents a uniquely liquid and safe method for buyers to get entry to the newest cutting-edge applied sciences. Because we deal with market-ready options that scale rapidly, we’re in a position to present sturdy and steady returns whereas additionally tapping into rising international traits with large upsides.
Victory Square integrates a powerful ESG (environmental, social and company governance) part all through its operations. Our portfolio highlights minority entrepreneurs, usually missed by conventional buyers, together with many from creating nations. We are additionally devoted to giving again to the communities through which we serve and function. The Company’s mandate is to help organizations by way of its time, expertise and treasure. The Company is dedicated to organizations that present companies within the youth, psychological well being, particular wants, sport, tech, schooling, marginalized teams, First Nations, and accessibility sectors.
VST is a publicly-traded firm headquartered in Vancouver, Canada, and listed on the Canadian Securities Exchange (VST), Frankfurt Exchange (6F6) and the OTCQX (VSQTF).
For extra data, please go to www.victorysquare.com.
For additional details about the Company, please contact:
Investor Relations Contact – Abbey Vogt
E-mail: [email protected]
Telephone: 604 283-9166
Media Relations Contact – Peter Smyrniotis, Director
Telephone: 604 283-9166
The Canadian Securities Exchange has neither authorized nor disapproved the contents of this information launch and accepts no accountability for the adequacy or accuracy hereof.
This press launch doesn’t represent a proposal of securities on the market within the United States. The securities being provided haven’t been, nor will they be, registered below the United States Securities Act of 1933, as amended, and such securities will not be provided or bought throughout the United States absent U.S. registration or an relevant exemption from U.S. registration necessities.
Completion of the Proposed Transaction is topic to quite a few circumstances, together with however not restricted to the Exchange acceptance and, if relevant pursuant to the Exchange necessities, majority of the minority shareholder approval. Where relevant, the Proposed Transaction can not shut till the required shareholder approval is obtained. There will be no assurance that the Proposed Transaction might be accomplished as proposed or in any respect.
Investors are cautioned that, besides as disclosed within the administration data round or submitting assertion to be ready in reference to the Proposed Transaction, any data launched or acquired with respect to the Proposed Transaction will not be correct or full and shouldn’t be relied upon.
The Exchange has by no means handed upon the deserves of the Proposed Transaction and has neither authorized nor disapproved of the contents of this information launch.
Cautionary Note Regarding Forward-Looking Information
This press launch accommodates statements which represent “forward-looking information” throughout the that means of relevant securities legal guidelines, together with statements concerning the plans, intentions, beliefs and present expectations of the Company with respect to future business actions and working efficiency. Forward-looking data is usually recognized by the phrases “may”, “would”, “could”, “should”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” or comparable expressions and consists of data concerning: expectations concerning whether or not the Proposed Transaction might be consummated, whether or not the circumstances precedent to the Proposed Transaction might be accomplished, together with whether or not circumstances to the consummation of the circumstances precedent to the Proposed Transaction might be glad, or the timing for finishing the Proposed Transaction and the circumstances precedent to the Proposed Transaction.
Investors are cautioned that forward-looking data just isn’t primarily based on historic info however as an alternative replicate the Company’s administration’s expectations, estimates or projections regarding future outcomes or occasions primarily based on the opinions, assumptions and estimates of administration thought of affordable on the date the statements are made. Although the Company believes that the expectations mirrored in such forward-looking data are affordable, such data includes dangers and uncertainties, and undue reliance shouldn’t be positioned on such data, as unknown or unpredictable components may have materials opposed results on future outcomes, efficiency or achievements of the mixed firm. Among the important thing components that might trigger precise outcomes to vary materially from these projected within the forward-looking data are the next: the power to consummate the Proposed Transaction and/or the circumstances precedent to the Proposed Transaction; the power to acquire requisite regulatory and different approvals and the satisfaction of different circumstances to the consummation of the Proposed Transaction and/or the circumstances precedent to the Proposed Transaction on the proposed phrases and schedule; the potential impression of the announcement or consummation of the Proposed Transaction and/or the circumstances precedent to the Proposed Transaction on relationships, together with with regulatory our bodies, staff, suppliers, prospects and opponents; modifications usually financial, business and political circumstances, together with modifications within the monetary markets; modifications in relevant legal guidelines; compliance with in depth authorities regulation; and the diversion of administration time on the Proposed Transaction and/or the circumstances precedent to the Proposed Transaction. This forward-looking data could also be affected by dangers and uncertainties within the business of the Company, Draft Label and AcquisitionCo and market circumstances.
Should a number of of those dangers or uncertainties materialize, or ought to assumptions underlying the forward-looking data show incorrect, precise outcomes might differ materially from these described herein as supposed, deliberate, anticipated, believed, estimated or anticipated. Although the Company has tried to establish essential dangers, uncertainties and components which may trigger precise outcomes to vary materially, there could also be others that trigger outcomes to not be as anticipated, estimated or supposed. The Company doesn’t intend, and doesn’t assume any obligation, to replace this forward-looking data besides as in any other case required by relevant regulation.
