Efter transaktion ses NPinvestor at være 1,1 mia. kr. værd, nuværende aktionærer udvandes med 99,5%

23.2.2021 10:42:14 CET | NPinvestor.com A/S | Company Announcement

In order to strengthen the business, NPinvestor.com A/S (“NPinvestor”) has
entered into an agreement to acquire Blockbonds AS (“Blockbonds”), a leading
fintech and blockchain company operating in Africa and Asia within digital
banking and payment services. Blockbonds’ rapidly growing solutions currently
have more than 800,000 users and are managed by a staff of 140 employees across
4 operational markets - Philippines, Tanzania, Rwanda and Zambia. The head
offices are in Norway and London.

NPinvestor’s new business within the cryptocurrency trading industry (through
the 100 pct. owned subsidiary CPH Crypto A/S) is expected to be significantly
strengthened by this transaction. It will enable NPinvestor to gain an important
foothold within Blockbonds’ client and user base by launching services that
utilize the global market growth and the huge potential within cryptocurrency
exchange, investment, lending and portfolio management. CPH Crypto A/S is
registered with the Danish Financial Authorities according to the Money
Laundering Directive (Hvidvasklovens § 48, stk. 1).

The transaction is a strong match for both companies that are expected to profit
from innovative products and technology, strengthen financials, scalability and
operational synergy. The transaction is implemented as a share swap between
NPinvestor and Blockbonds.

Approval of the transaction will be on the agenda at NPinvestor’s ordinary
general meeting in 2021.

Blockbonds to help banking the unbanked

In a world where 1.7 billion people are still unbanked, Blockbonds has
democratized access to financial markets by bridging the crypto sphere with
traditional finance. By utilizing blockchain technology Blockbonds has created a
robust real-time payment system in which everyone can manage their savings,
payments, investments and loans in an honest, transparent and secure way through
the SPENN App platform (www.spenn.com [http://www.spenn.com])

The SPENN app is an innovative and unique digital banking platform for the
unbanked as well as the banked to be able to send and receive money completely
cost-free, in markets where the cost of financial services is the highest in the
world. SPENN is disrupting the existing mobile payment distribution channels.
SPENN has recently launched new integrated services in the platform and expects
to launch more crypto services going forward.

SPENN is a technology provider to banks and governments based on a Software as a
Service (SaaS) solution and has grown to become a key partner for their bank
partners to drive deposits and to stay in front of innovation. SPENN is helping
governments regulate the unregulated utilizing new technology and visionary
ideas which have ultimately solved the biggest issue within financial inclusion.

Share swap transaction

The transaction is implemented as a share swap by NPinvestor’s issuance of new
shares to the shareholders of Blockbonds based on a valuation of Blockbonds of
DKK 1,067,746,749. The transaction has been pre-approved by the main
shareholders of Blockbonds controlling 75.3 pct. of Blockbonds. The shareholders
of Blockbonds will swap 19,609,674 existing shares in Blockbonds with
1,941,357,726 new NPinvestor shares, assuming that all shareholders of
Blockbonds approve and fulfill the terms of the share swap. The new shareholders
will hold 99.48 pct. of NPinvestor after completion of the transaction.

The transaction is subject to approval by 90 pct. of the shareholders of
Blockbonds and pending successful Due Diligence by Blockbonds.

The transaction is expected to be completed in early Q3 2021 and NPinvestor is
expected to have a new valuation of DKK 1,073,280,318,- corresponding to DKK
0.55,- per share.

NPinvestor will remain as the parent company of the legal entities CPH Crypto
A/S, Netposten A/S and Blockbonds AS.

Blockbonds has previously successfully raised NOK 120,000,000,- through directed
share issues.