Tokens.com and COIN Hodl Announce Proposed Reverse Takeover

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TORONTO, Jan. 25, 2021 (GLOBE NEWSWIRE) -- COIN Hodl Inc. (TSXV: COIN) (“COIN”) is pleased to announce that it has entered into a letter of intent dated effective January 21, 2021 (the “LOI”) with Tokens.com Inc. (“Tokens”), a privately held Ontario corporation. The LOI sets out the general terms and conditions pursuant to which COIN has agreed to acquire all of the issued and outstanding securities of Tokens in exchange for securities of COIN (the “Transaction”).

The Transaction will result in the reverse takeover of COIN by Tokens, as contemplated under the policies of the TSX Venture Exchange (the “Exchange”). COIN and Tokens are at arm’s length and the Transaction will not be a non-arm’s length transaction under the policies of the Exchange. On closing of the Transaction (the “Closing”), it is expected that the Resulting Issuer will be listed as a Technology Issuer on the Exchange and its business will be that of Tokens.

Description of Tokens

Tokens is a company that utilizes Proof-of-Stake (“PoS”) or staking technology to provide security and transaction validation services to digital assets that are built on blockchain technology. Tokens provides its staking services to digital assets in the cryptocurrency sector that developers use to write smart contracts and decentralized finance (“DeFi”) applications, such as Ethereum 2.0. DeFi is a new class of financial applications that provides users with automated and transparent financial services, such as borrowing and lending, without the need for financial institutions. PoS is inextricably linked to DeFi, with staking providing the infrastructure and security needed to process transactions and secure blockchains. Management of Tokens believes that as DeFi applications become mainstream in the future, the need for Tokens’ staking services will commensurately increase.

Tokens has deployed capital into staking blockchain based digital assets. Tokens gets compensated for providing its staking services in the underlying digital asset it is staking. Currently, the company’s gross staking compensation, expressed as a percentage of deployed capital, is averaging approximately 12% annualized. Tokens may also benefit from the potential appreciation in the underlying digital asset inventory used for staking. Staking is a next generation technology used by many digital assets, such as Ethereum 2.0, to secure their networks. Unlike traditional cryptocurrency mining, which is used to mine older blockchains like Bitcoin and Ethereum 1.0, staking is not reliant on specialized hardware that can rapidly become outdated, and does not consume vast amounts of electricity. Instead, staking technology uses digital asset ownership and intelligent software to make digital asset transactions secure, reliable and sustainable.