TORONTO, CANADA, November 13 2023 - WonderFi Technologies Inc. (TSX: WNDR) (OTCQB: WONDF) (WKN: A3C166) (the "Company" or "WonderFi") today announced that its wholly-owned subsidiary Bitbuy Technologies Inc. ("Bitbuy") has purchased all of the client accounts of Bitvo Inc. ("Bitvo"), and the Bitvo.com domain (the "Transaction"). Bitvo is a crypto-trading platform based in Calgary, Alberta that is registered as a restricted dealer with the securities commissions in all provinces and territories in Canada. All financial references are in Canadian dollars unless otherwise noted.
This news release constitutes "a designated news release" for the purposes of the Company's prospectus supplement dated December 23, 2022, to its short form base shelf prospectus dated September 7, 2022.
Bitbuy has acquired the 17,000+ registered client accounts of Bitvo, that have generated over $235 million in trading volume, and over $1.5 million in net revenue during the past twelve-months. Additionally, in October 2023, Bitvo generated over $35 million in trading volume, and approximately $375,000 in net revenues.
The Transaction was completed by way of an asset purchase agreement.
Key Details and Other Information Include:
- Bitbuy has acquired all the Bitvo client accounts, comprising of both retail and institutional client accounts.
- Bitbuy will receive all client accounts and associated trading volumes and net revenues for the benefit of WonderFi, and anticipates nominal incremental operating costs to service the client accounts on a go-forward basis.
- Bitbuy has made an upfront pre-payment to Bitvo and will pay a total of 50% of a net-revenue share from the acquired client accounts, subject to certain conditions and up to specified net revenue maximums.
- Bitbuy has also purchased the Bitvo.com domain as part of the Transaction.
- Bitbuy has not assumed any of Bitvo's operations, or corporate liabilities as part of the Transaction.
- Bitbuy received non-objection letters from the relevant securities regulators prior to closing the Transaction.
- There is no action required on the part of Bitvo client accounts, as their accounts and funds will be securely migrated to the Bitbuy platform (see below - No Action Necessary At This Time).
Following this acquisition, WonderFi has now consolidated Bitbuy, Coinberry, Coinsquare, CoinSmart, and the Bitvo client accounts, which represents the client accounts, trading volumes, and associated net revenues from five of the eleven registered crypto-trading platforms in Canada.
"We are excited to welcome Bitvo's clients to the WonderFi ecosystem," said WonderFi President and Chief Executive Officer, Dean Skurka. "The acquisition of Bitvo's clients represents a non-dilutive acquisition for WonderFi, with immediate cash flow, increased scale, and an expected payback period of less than six months. This acquisition also accelerates our growth efforts, and diversifies our client profile with Bitvo's strong institutional client base. We look forward to working with the Bitvo team to ensure a smooth transition," added Mr. Skurka.
"We look forward to joining forces with Bitbuy and having Bitvo's clients continue to enjoy the same great experience provided by Bitvo," said Jeffrey Smith, Chairman of the Board of Bitvo. "We chose to partner with Bitbuy due to our longstanding relationship with the Bitbuy team and their commitment to providing an overall great crypto trading experience," added Pamela Draper, President and Chief Executive Officer of Bitvo.
This strategic move is part of WonderFi's plan to enhance the crypto trading experience for Canadians. By acquiring Bitvo's clients, Bitbuy aims to offer an increased range of services and a more accessible trading experience. Bitvo client accounts will gain access to a variety of services offered on Bitbuy, including regulated staking.
For Bitvo Client Accounts - No Action Necessary At This Time
Bitbuy is committed to making this transition as smooth as possible for Bitvo client accounts. There is no action required on the part of Bitvo client accounts, as their accounts and funds will be securely migrated to the Bitbuy platform. Client accounts can expect clear communication and support throughout the process, ensuring a seamless transition. All Bitvo client accounts will receive further information related to their accounts and the Transaction. For any further questions or inquiries, please reach out to support@bitvo.com.
ABOUT WONDERFI
WonderFi owns, operates, and invests across the global digital asset ecosystem. It owns and operates two of Canada's most well-known and established crypto trading platforms, Coinsquare and Bitbuy, as well as SmartPay, a global crypto payment processing platform. WonderFi is also the largest shareholder of Tetra Trust Company, a leading Canadian digital asset custodian.
With a collective user base of over 1.6 million registered Canadians and a combined assets under custody exceeding $875 million, WonderFi boasts one of the largest communities of crypto investors within a single regulated ecosystem in Canada.
For more information, visit www.wonder.fi.
Additional Information
For additional information, please contact:
Media / Investor Relations
Charlie Aikenhead
Invest@wonder.fi
Forward-Looking Information and Statements
This press release contains certain "forward-looking information" and "forward-looking statements" within the meaning of applicable Canadian securities legislation and may also contain statements that may constitute "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Such forward-looking information and forward-looking statements are not representative of historical facts or information or current condition, but instead represent only the beliefs of WonderFi Technologies Inc. ("WonderFi" or the "Company") regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control. Generally, such forward-looking information or forward-looking statements can be identified by the use of forward-looking terminology such "could", "intend", "expect", "believe", "will", "projected", "planned", "estimated", "soon", "potential", "anticipate" or variations of such words.
By identifying such information and statements in this manner, the Company is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such information and statements. In addition, in connection with the forward-looking information and forward-looking statements contained in this press release, the Company has made certain assumptions. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information and statements are the following: the inability of the Company to integrate successfully the Bitvo client accounts; the potential impact of the announcement or consummation of the Transaction on relationships, including with regulatory bodies, employees, suppliers, customers, competitors and other key stakeholders; and the inability of the Company to meet its expected payback period for the Transaction, each of which may be subject to market conditions and regulatory or other approvals which may be required in connection therewith; and material adverse changes in general economic, business and political conditions, including changes in the financial markets and compliance with extensive government regulation. These risks are not intended to represent a complete list of the factors that could affect the Company; however, these factors should be considered carefully. Should one or more of these risks, uncertainties or other factors materialize, or should assumptions underlying the forward-looking information or statements prove incorrect, actual results may vary materially from those described herein. The impact of any one assumption, risk, uncertainty, or other factor on a particular forward-looking statement cannot be determined with certainty because they are interdependent and the Company's future decisions and actions will depend on management's assessment of all information at the relevant time. A more fulsome description of risk factors that may impact business, financial condition and results of operation with respect to WonderFi is set out in its management's discussion and analysis and financial statements for the period ended September 30, 2023, available on its SEDAR+ profile at https://www.sedarplus.ca.
Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. The forward-looking information and forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake to update any forward-looking information and/or forward-looking statements that are contained or referenced herein, except in accordance with applicable securities laws. All subsequent written and oral forward-looking information and statements attributable to the Company or persons acting on its behalf is expressly qualified in its entirety by this notice. All financial amounts referenced herein are in Canadian dollars unless otherwise expressly identified.
The Toronto Stock Exchange has not approved or disapproved of the information contained in this release.