Press Release
Sparx Enters Into Definitive Agreement for Reorganization and Sale Of Operating Assets
(via TheNewswire)
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Vancouver, BC, Canada, April 1, 2024 – TheNewswire – Sparx Technology Inc. (TSXV: SPRX) (“Sparx” or the “Company“) announces that, further to its news release dated January 8, 2024, it has entered into definitive share purchase agreement (the “SPA“) dated effective March 26, 2024, with Blok Sports, LLC (“Blok“), a privately-held, third-party corporate entity headquartered in Los Angeles, California. Pursuant to the SPA, Sparx will sell all of the issued and outstanding shares of its U.S. operating subsidiary, iPowow USA Inc. (‘iPowow“), to Blok (the “Sale Transaction“). The Company and Blok are arm’s length parties.
Blok is an early-stage, venture backed technology company founded in 2019 by Mitchell Chun, its current CEO, which has developed a suite of social sports betting, fan engagement, and AI-driven content and analytics solutions. Blok’s core offering is a regulated decentralized sports betting exchange developed using next-generation blockchain technology to ensure an unparalleled level of trust, fairness, and transparency for its users around the globe.
In furtherance of the Sale Transaction and prior to its completion, Sparx’s Canadian operating subsidiary, Sparx Technology Corp. (“Subco“), will transfer all of its operating assets and material contracts to iPowow. In addition, through the Sale Transaction, an aggregate of approximately $1.44 million of consolidated indebtedness of Sparx, will be extinguished. It is anticipated that following completion of the Sale Transaction, Sparx will have no operating assets and approximately $150,000 in remaining liabilities.
It is also anticipated that an aggregate of 26,814,154 currently outstanding common shares of Sparx will be cancelled on closing of the Sale Transaction, pursuant to the terms of a Surplus Escrow Agreement dated March 23, 2022 (the “Escrow Share Cancellation“).
As consideration for the Sale Transaction, Sparx is expected to receive common units of Blok (the “Blok Units“), representing approximately 4.5% of the Blok Units issued and outstanding on a post-transaction basis. In addition, Sparx is entitled to receive approximately 12% of up to an additional 3,200,000 Blok Units which may be issued by Blok, subject to iPowow achieving certain revenue milestones (the “Performance Payment Units“), from defined customers, over a period of 16 months following completion of the Sale Transaction.
Upon completion of the Sale Transaction, Sparx has agreed to deposit approximately 20% of its Blok Units into escrow for a period of one year, to support indemnity obligations concerning certain representations, warrants and covenants set out in the SPA. Certain other significant members of Blok have also deposited Blok Units into escrow under the same terms.
Completion of the Sale Transaction is subject to a number of conditions, including: (i) completion of a US$500,000 financing by Blok; (ii) the receipt by Sparx of an independent fairness opinion in respect of the aggregate consideration (including the debt assumptions) to be received by Sparx in the Sale Transaction; and (iii) all necessary regulatory, creditor and shareholders and member approvals.
Sparx CEO, Alan Thorgeirson commented, “We are excited about the opportunity to build the Sparx business under the Blok umbrella and believe this reorganization transaction will allow our stakeholders an opportunity to realize further value through a stake in the combined entity. We believe that the operating efficiencies and synergies to be achieved by the combination of the two companies will provide a stronger platform to attract additional financing and further grow the business. Through this transaction, Sparx, as a public company, will position itself to pursue alternative transactions to enhance shareholder value.”
In connection with the restructuring, the Company intends to complete a share consolidation on the basis of 13 pre-consolidated common shares for one (1) post-consolidated common share (the “Consolidation“), and also intends to complete a non-brokered private placement (the “Subscription Receipts Financing“) to raise $250,000 through the issuance of 5,000,000 subscription receipts at a price of $0.05 per subscription receipt (the “Subscription Receipts“).
The proceeds of the Subscription Receipts Financing will be held in escrow, subject to the satisfaction of the following conditions:
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completion of the Consolidation;
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completion by Sparx of a name change acceptable to the parties and regulatory authorities;
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completion of the Sales Transaction;
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completion of the Escrow Cancellation;
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completion of the Management Change (as defined below);
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the Company having less than $150,000 in remaining indebtedness;
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the transfer by Sparx of ownership of Subco to a third party, for nominal consideration, which shall include an assumption of any excess indebtedness;
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the Company obtaining shareholder approval to the change of control contemplated in the Subscription Receipts Financing; and
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the Company obtaining final TSX Venture Exchange (the Exchange“) approval to all matters relating to the Sale Transaction and other restructuring steps discussed herein.
Upon satisfaction of the escrow conditions, each Subscription Receipt will automatically convert into one post Consolidation common share of the Company for no additional consideration. In the event that the escrow conditions are not met, each Subscription Receipt will be cancelled, and the subscription funds will be returned to the subscribers.
The Company will not pay any finders fees in connection with the Sale Transaction or the Subscription Receipts Financing.
Upon closing of the Sale Transaction, Escrow Share Cancellation, Consolidation and the conversion of the Subscription Receipts, it is expected that Sparx will have approximately 8,560,629 post Consolidated common shares issued and outstanding.
It is expected that The Emprise Special Opportunities Fund (2017) Limited Partnership (“LP2017”) will subscribe for 4,000,000 Subscription Receipts, which will result in LP2017 owning 4,071,231 (47.56%) post Consolidation common shares of the Company.
The Company intends to use the proceeds of the Subscription Receipts Financing for general working capital purposes. Closing of the Subscription Receipts Financing remains subject to the approval of the Exchange.
As part of the closing of the Sale Transaction, the Company intends to apply to the Exchange to have its listing transferred to the NEX Board, a separate trading board of the Exchange which provides a trading forum for companies that have fallen below the Exchange’s ongoing listing standards.
Upon completion of the Sale Transaction, the current board of directors and management team of the Company will resign, and Scott Ackerman (CEO, CFO and Corporate Secretary), Doug McFaul, and Peter Dickie will join as directors and officers of the Company (the “Management Changes“).
The Company also announces that its Annual General and Special Meeting (“AGSM“) will be held in Vancouver, BC on May 17, 2024 at 10:00 am (Vancouver time). In addition to the standard items of business at general meetings, shareholders will be asked to approve resolutions for the Company to proceed with the Sales Transaction, the Consolidation, and the change of control contemplated in connection with the Subscription Receipts Financing.
Full details on the AGSM will be contained in the Management Information Circular prepared for the meeting, which will be mailed to the Company’s shareholders and available for review under the Company’s profile at www.sedarplus.ca.
On behalf of the Board
Al Thorgeirson
CEO and President
For further information, please contact:
Al Thorgeirson
CEO and President
(403) 471-3503
Investor relations
ABOUT SPARX:
Sparx is an interactive media technology company whose principal activities are providing media companies and sports teams with technologies to engage audiences. The patented Sparx platform enables broadcasters, streamers, and video producers to engage viewers for longer, generate new revenue opportunities, and create lean-forward experiences for audiences eager to join the action. Millions of users can connect to the Sparx platform and interact simultaneously on their mobile phone, tablet, or computer anywhere in the world, in real time.
For more information about Sparx, visit the Company’s website at www.sparxtechnology.com
Neither 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 release.
Forward-Looking Statements
Statements included in this news release, including statements concerning the Company’s plans, intentions, and expectations, which are not historical in nature, are intended to be, and are hereby identified as, “forward?looking statements”. Forward-looking statements include, among other matters, the Sale Transaction. Forward?looking statements may be, but are not always, identified by words including “anticipates”, “believes”, “intends”, “estimates”, “expects” and similar expressions. The Company cautions readers that forward?looking statements, including without limitation those relating to the Company’s proposed completion of the Sale Transaction, and related matters, are subject to certain risks and uncertainties that could cause actual results to differ materially from those indicated in the forward?looking statements. There can be no assurance that any forward-looking statement will prove to be accurate or that management’s assumptions underlying such statements, including assumptions concerning the Company, the Sale Transaction or future developments, circumstances or results will materialize. The forward-looking statements included in this news release are made as of the date of this news release and the Company does not undertake to update or revise any forward-looking information included herein, except in accordance with applicable securities laws.
Copyright (c) 2024 TheNewswire – All rights reserved.
COMTEX_450193760/2895/2024-04-01T18:30:39
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Disclaimer: The views, suggestions, and opinions expressed here are the sole responsibility of the experts. No Digi Observer journalist was involved in the writing and production of this article.
United States, 17th Oct 2024, – Yijin Hardware, a key player in precision CNC machining, has announced the global expansion of its sheet metal fabrication services. This development is aimed at supporting industries worldwide with high-quality, custom-engineered metal components. By extending services to new markets, Yijin Hardware strengthens its position as a reliable manufacturing partner for sectors that require precise, durable parts, such as automotive, aerospace, and electronics.
Yijin Hardware has a long history of providing precision-engineered components, and its expansion into international markets reflects the company’s response to rising demand for reliable sheet metal fabrication services. The new offerings will include laser cutting, metal bending, welding, and a variety of other fabrication processes, designed to accommodate a wide range of industrial applications.
“Precision and quality have always been at the heart of Yijin Hardware’s operations,” said Gavin Yi, CEO of Yijin Hardware. “The expansion of sheet metal fabrication services is a natural progression in the company’s growth, enabling access to more industries worldwide that require high-performance metal components for their operations.”
The sheet metal fabrication sector has seen increasing demand as industries move towards more complex and custom-engineered solutions. Yijin Hardware’s global expansion is positioned to meet these growing needs by offering scalable services that are capable of handling both small-scale production and larger manufacturing runs. The company’s advanced facilities are equipped with the latest machinery, ensuring that each part meets precise specifications and high-quality standards.
Yijin Hardware has also invested heavily in upgrading its production infrastructure to support the increased demand from international clients. Enhancements in laser cutting, welding, and assembly operations have been key factors in enabling the company to offer a more diverse set of services globally. The ability to handle custom and high-volume orders without compromising on quality is a cornerstone of Yijin Hardware’s service offerings.
“Looking ahead, Yijin Hardware is committed to further advancing its manufacturing capabilities,” Gavin Yi added. “There are plans to introduce more cutting-edge technologies that will enhance both CNC machining and sheet metal fabrication services. These advancements will ensure the company remains well-positioned to address the evolving needs of industries in the future.”
Yijin Hardware’s expanded services will cater to industries with a need for complex, high-precision components, including automotive parts, aerospace structures, and electronic enclosures. With a focus on maintaining strict quality control throughout the production process, the company aims to provide solutions that meet exacting industry standards.
As part of its expansion strategy, Yijin Hardware continues to emphasize innovation and efficiency. These principles are expected to guide the company’s future developments as it explores new manufacturing technologies and methods. The expansion also supports the company’s vision of being a global leader in precision engineering.
For further information about sheet metal fabrication services, please contact Yijin Hardware at +1 626 263 5841 or via email at yijing@yijinsolution.com.
Media Contact
Organization: Yijin Hardware
Contact
Person: Gavin Yi
Website:
http://yijinsolution.com/
Email:
yijing@yijinsolution.com
Country:United States
The post Yijin Hardware Delivers High-Quality Sheet Metal Fabrication Services Worldwide appeared first on
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About Author
Disclaimer: The views, suggestions, and opinions expressed here are the sole responsibility of the experts. No Digi Observer journalist was involved in the writing and production of this article.
United States, 17th Oct 2024, – Yijin Hardware, a well-established provider of custom CNC machining services, has announced its expansion into global markets. The company, recognized for its precision manufacturing capabilities, aims to support international businesses in industries such as aerospace, automotive, electronics, and medical with tailored CNC solutions. This move comes as industries worldwide increasingly require high-quality, custom-manufactured components to meet modern production needs.
Yijin Hardware’s decision to extend its services beyond China reflects its commitment to addressing the needs of a broader range of industries. With years of experience in CNC machining, the company has developed a reputation for delivering reliable and precise parts to a diverse set of clients. The expansion will provide industries worldwide with access to Yijin Hardware’s capabilities, backed by advanced technology and stringent quality control.
Gavin Yi, CEO of Yijin Hardware, commented on the expansion: “This move into international markets represents a significant milestone. Yijin Hardware has always emphasized precision and reliability, and this expansion allows those same standards to be brought to clients around the world. Whether the project involves a small batch of components or a large production run, the company is prepared to meet the exacting standards required by global industries.”
Operating from its facilities in Shenzhen, Yijin Hardware manages the full lifecycle of production, from initial design to final inspection. This comprehensive approach ensures that each project is carefully monitored to meet specific client requirements. Yijin Hardware’s ability to offer customized machining solutions is seen as a key factor in its growth, particularly as companies increasingly seek specialized components for complex applications.
Previously focused primarily on the domestic market in China, Yijin Hardware’s expansion aims to deliver the same level of precision and service to international clients. By positioning itself as a global CNC machining provider, the company plans to strengthen relationships with existing partners while establishing new connections in other regions.
This global expansion comes at a time when demand for CNC machining services is rising due to the increasing complexity of product designs and the need for enhanced precision in manufacturing. As industries continue to evolve, CNC machining remains crucial to ensuring that parts meet exact specifications. Yijin Hardware has embraced this role through continuous investment in advanced equipment and machining techniques.
Looking ahead, Yijin Hardware is also focused on the future of manufacturing and its impact on sustainability. The company plans to explore new methods that reduce material waste and promote more efficient production processes. According to Gavin Yi, “As the company expands globally, attention is focused not only on immediate goals but also on contributing to long-term sustainable manufacturing. CNC machining plays a critical role in reducing waste and improving production efficiency. Yijin Hardware is committed to finding ways to make processes more environmentally friendly, to become a leader in both precision and sustainability.”
Yijin Hardware’s entry into global markets signals a broader shift in its strategy, focusing on serving a more diverse range of industries with its expertise in CNC machining. By offering international clients access to its advanced manufacturing solutions, the company aims to become a trusted partner for businesses looking to streamline production with high-quality, custom-manufactured parts.
For more information about Yijin Hardware’s global CNC machining China, inquiries can be directed via phone at +1 626 263 5841 or by email at yijing@yijinsolution.com.
Media Contact
Organization: Yijin Hardware
Contact
Person: Gavin Yi
Website:
http://yijinsolution.com/
Email:
yijing@yijinsolution.com
Contact Number: 16262635841
Country:United States
The post Yijin Hardware Offers Global CNC Machining Services from China appeared first on
Brand News 24.
It is provided by a third-party content
provider. Brand News 24 makes no
warranties or representations in connection with it.
About Author
Disclaimer: The views, suggestions, and opinions expressed here are the sole responsibility of the experts. No Digi Observer journalist was involved in the writing and production of this article.
Since 1978, Catoctin Veterinary Clinic has been the trusted name in veterinary care for pets in Leesburg, VA, and surrounding Loudoun County. With over four decades of service, the clinic has established itself as a premier provider of comprehensive pet healthcare, offering services that cover a broad range of pet needs—from routine wellness exams to advanced surgical interventions.
Led by a team of experienced veterinarians and supported by a dedicated staff, Catoctin Veterinary Clinic’s commitment to ensuring the health and happiness of pets remains unmatched. Voted Best Veterinary Practice in Loudoun County in 2021, 2022, 2023, and 2024, the clinic continues to set the standard for veterinary excellence.
Comprehensive Wellness and Preventative Care
The cornerstone of Catoctin Veterinary Clinic’s offerings is its commitment to wellness exams and preventative medicine, providing regular health checkups to monitor the overall well-being of pets. These essential exams allow the clinic’s veterinarians to detect early signs of potential health concerns, ensuring timely interventions that help prevent future complications. The team also stresses the importance of vaccinations, flea and tick prevention, and heartworm care as part of a long-term health strategy.
By educating pet owners and promoting preventive care measures, Catoctin Veterinary Clinic helps pet parents take proactive steps to enhance their pets’ quality of life.
Advanced Diagnostic and Treatment Services
To complement its focus on preventive care, Catoctin Veterinary Clinic offers digital radiology and ultrasound services. These advanced diagnostic tools allow veterinarians to obtain high-resolution images that help diagnose a wide array of medical conditions. With this technology, pets receive precise and timely treatments, ensuring they recover quickly and return to a healthy lifestyle.
Surgical services are another key aspect of the clinic’s offerings. The team provides safe, effective surgical procedures using state-of-the-art equipment in a sterile environment. From routine spays and neuters to more complex surgical procedures, the clinic’s veterinarians perform each surgery with the utmost care and attention to detail.
Dental Care for Pets
Oral health is critical to overall well-being, and Catoctin Veterinary Clinic offers specialized dental care to maintain and improve pets’ oral hygiene. The clinic provides thorough dental exams, cleanings, and treatments to prevent conditions like periodontal disease, which can have serious effects on a pet’s overall health. The team educates pet owners on proper dental care practices, helping to ensure that pets live healthy, comfortable lives.
Geriatric and End-of-Life Care
Understanding that the needs of pets change as they age, Catoctin Veterinary Clinic is proud to offer geriatric care services to senior pets. Through a combination of wellness exams, nutritional counseling, and regular monitoring, the clinic provides comprehensive care tailored to the needs of aging pets, helping to manage conditions like arthritis, diabetes, and cognitive dysfunction.
Additionally, end-of-life care services are offered with compassion and sensitivity. The team supports pet owners during this difficult time, offering humane and respectful euthanasia services when the time comes to say goodbye to a beloved companion. Catoctin Veterinary Clinic’s goal is to ensure that pets live out their golden years in comfort and dignity, and that they pass with peace and grace when the time comes.
Client Education and Community Involvement
Catoctin Veterinary Clinic places a strong emphasis on client education, recognizing that informed pet owners are essential to the long-term health of their pets. The team regularly shares valuable insights on pet care through educational materials, consultations, and one-on-one discussions during visits. This proactive approach empowers pet parents to take a more active role in their pets’ health and well-being.
The clinic is also deeply committed to giving back to the community. Through various initiatives and partnerships, Catoctin Veterinary Clinic actively participates in local events and supports organizations that promote animal welfare in Loudoun County.
Convenient Access and Online Services
Catoctin Veterinary Clinic makes it easy for pet owners to access the care their pets need. Located at 112 Dry Mill Road SW, Leesburg, VA, the clinic offers convenient hours, including weekend availability, to accommodate busy pet owners. In addition to in-person services, the clinic provides a comprehensive online pharmacy, allowing clients to order medications, supplements, and food for their pets from the comfort of their homes.
For added convenience, the clinic offers CareCredit, a healthcare credit card that allows pet owners to manage out-of-pocket expenses with flexible payment options.
About Catoctin Veterinary Clinic
Founded in 1978, Catoctin Veterinary Clinic has grown to become a leading veterinary practice in Leesburg, VA, and Loudoun County. With a team of highly trained veterinarians and support staff, the clinic is dedicated to providing compassionate, high-quality care to pets and their owners. The clinic offers a full range of services, including wellness exams, surgical procedures, dental care, diagnostic services, and geriatric care.
Media Contact
- Address: 112 Dry Mill Road SW, Leesburg, VA 20175
- Phone: (703) 777-8447
- Website: www.catoctinvetclinic.com
Media Contact
Organization: Catoctin Veterinary Clinic
Contact Person: Paige Blumer
Website: http://catoctinvetclinic.com/
Email: Send Email
Contact Number: +17037778447
Address: 112 Dry Mill Road , Leesburg VA 20175
Country: United States
Release Id: 18102418656
The post Catoctin Veterinary Clinic Continues to Provide Exceptional Care to Leesburg, VA Pets appeared on King Newswire. It is provided by a third-party content provider. King Newswire makes no warranties or representations in connection with it.
About Author
Disclaimer: The views, suggestions, and opinions expressed here are the sole responsibility of the experts. No Digi Observer journalist was involved in the writing and production of this article.
Yijin Hardware Delivers High-Quality Sheet Metal Fabrication Services Worldwide
Yijin Hardware Offers Global CNC Machining Services from China
Catoctin Veterinary Clinic Continues to Provide Exceptional Care to Leesburg, VA Pets
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