DeepMarkit Announces Strategic Investment and LOI with Malaysia-based Radiance Assets Berhad
• 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, Canada – 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.
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.
“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.
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.
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.
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:
Ranjeet Sundher, Interim CEO
For more information, please contact:
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.
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.
1. "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
SOURCE: DEEPMARKIT CORP.