Standard Vape Corporation Signs Takeover Agreement With FinTech Company https://backend.otcmarkets.com/otcapi/company/dns/news/document/47474/content
LOCUST VALLEY, NY / ACCESSWIRE / March , 2020 / Standard Vape Corporation
(OTC PINK: SVAP; the “Company” or “SVAP”) announced today that it has executed a
contract which when consummated will result in an all-equity transaction acquiring the
two wholly-owned subsidiary companies from Fast Finance 24 Holding AG (“FF24
The two subsidiaries of FF24 Holding are both private companies with limited liability
organized under German law and active in the FinTech space: FF24 Merchant Services
GmbH (“ff24payments.com”) and FF24 Ventures GmbH (“ff24pay.com”). Further
information on the businesses being acquired by SVAP is given below.
The transaction is to be consummated by means of an equity exchange of 100,000 SVAP
Class D Preferred for 100% of the issued share capital of each German company. As part
of the transaction, SVAP will divest itself of Nano Vape Inc. by rescinding the transaction
with the original Nano Vape shareholders and returning the business and liabilities to
the original vendors of that business. All remaining SVAP Series A Preferred shares will
be converted into common stock with the cancellation of ninety percent of the resulting
converted shares as well as any common shares resulting from previous Series A
conversions, leaving Series A preferred holders with 10% of the original holding. The
wholly-owned subsidiary of SVAP, Neo Virucide, Inc., will be ‘spun off’ to shareholders
of record leaving SVAP shareholders holding shares in the newly-consolidated surviving
FinTech businesses within the Company. The Company intends shortly to announce a
change of name, better to reflect its new business direction. Mr. John Fruhmann and Dr.
M. Ehrlich are resigning from the Board of SVAP and appointing Mr. Andreas Garke,
chief executive officer and co-founder of FF24 Holding, as the new President with Mr.
Armin Dartsch, Chairman of the Supervisory Board of FF24 Holding, as Director and
About FF24 Holding:
FF24 Holding is a public company based in Berlin, Germany with its registered address
at Uhlandstraße 165/166, Berlin 10719, Germany. It seeks to create shareholder value as
a developer and incubator of innovative FinTech solutions. FF24 Holding’s shares are
traded on the Frankfurt bourse, which is Germany’s principal forum for the trading of
ff24payments.com offers innovative collection and payment processing services
solutions, including for one-time purchases and recurrent subscriptions, for large and
small on-line merchants and for operators of the expanding range of websites which
derive revenue from the “freemium” subscription model.
“Making banking instant and mobile”
ff24pay.com provides consumer banking and instant money transfer solutions across a
broad spectrum of the world’s major convertible currencies. The initial target consumer
groups for ff24pay.com are individuals and SMEs that use as their base currencies either
the Euro (EUR; €) or the pound Sterling (GBP; £). The combined population of the 19
Eurozone countries which use EUR is 340 million and GBP is the everyday unit of account
for 67 million people.
In ff24pay.com’s target geographies, easily accessible Apps for Android and iPhone are
currently downloadable from mobile subscribers’ App stores; desktop and laptop
versions of the Apps that may better meet the needs of SME business users are also
For SVAP, the Board expressed its satisfaction with the transaction and wished the
incoming Board and management every success in their future endeavors in the rapidly
growing FinTech sector.
Andreas Garke, leader of the management team and a co-founder at FF24 Holding, said,
“My colleagues and I are delighted that the transaction with Standard Vape Corporation
has presented the opportunity for two of our promising young FinTech businesses to
grow and flourish within the environment of a separate, publicly-traded company.
ff24payments.com’s and ff24pay.com’s solutions will continually strengthen and refine
the technology deployed and introduce additional user functionality. Through SVAP,
these businesses will have access to the largest global equity capital market for
technology enterprises, while at the same time allowing the FF24 Holding stakeholders
to continue to participate very significantly in their future success.”
This news release contains forward-looking statements within the meaning of Section 27a
of the Securities Act of 1933, as amended and section 21e of the Securities and Exchange
Act of 1934, as amended. Those statements include the intent, belief or current
expectations of the Company and its management team. Forward-looking statements are
projections of events, revenues, income, future economics, research, development,
reformulation, product performance or management's plans and objectives for future
operations. Some or all the events or results anticipated by these forward-looking
statements may not occur. Prospective investors are cautioned that any such forwardlooking statements are not guarantees of future performance and involve risks and
uncertainties, and that actual results may differ materially from those projected in the
forward-looking statements as a result of various factors. Accomplishing the strategy
described herein is significantly dependent upon numerous factors, many that are not inmanagement's control.
Keith, Bayley, Rogers & Co. Limited*†
Director, Corporate Finance
+44 7506 43 41 07 / Graham.Atthill-Beck@kbrl.co.uk
* Keith, Bayley, Rogers & Co. Limited intermediated as broker to the equity exchange arrangements
described above between Standard Vape Corporation and Fast Finance 24 Holding AG.
† Keith, Bayley, Rogers & Co. Limited is a member of The London Stock Exchange and a member of Aquis
Exchange – AQSE. It is authorised and regulated by the Financial Conduct Authority of the United
Kingdom of Great Britain and Northern Ireland.