GoLogiq to Combine Fintech Assets with Recruiter.com, Creating Nasdaq-Listed Global Fintech Platform

Proposed Simultaneous Asset Purchase and Spin-Out Re-Aligns the Business and Assets of Two Public Companies, Creating a Nasdaq-listed Company Structured to Optimize Shareholder Value

NEW YORK, June 06, 2023 (GLOBE NEWSWIRE) -- GoLogiq, Inc. (OTC:GOLQ) (“GoLogiq”), a U.S.-based global provider of fintech and consumer data analytics, has signed a definitive agreement (the "Agreement") for a planned purchase of its fintech assets by Recruiter.com Group, Inc. (NASDAQ:RCRT) (NASDAQ:RCRTW) ("Recruiter.com" or “Recruiter”), a recruiting solutions provider.

Under the terms of the Agreement, and subject to satisfaction of certain closing conditions, Recruiter.com will acquire GoLogiq’s CreateApp, PayLogiq (operating as AtozPay), GoLogiq (operating as AtozGo), and Radix businesses and related assets that comprise a suite of mobile commerce, e-wallet and mobile payment and big data analytics platforms.

In consideration for these assets, GoLogiq is to receive common stock of Recruiter.com equal to approximately 84% of Recruiter.com, with existing Recruiter.com stockholders initially maintaining approximately 16%.

Recruiter and GoLogiq plan to review the market capitalization of Recruiter six months following the closing of the business combination. If the market capitalization of the combined company is at least $130 million at that time, additional shares may be issued to GoLogiq. The company plans to increase its market capitalization through the combination of the generation of revenues utilizing the acquired mobile banking assets as well as through the consummation of several planned and proposed acquisitions that involve existing revenue generating businesses.

The Agreement values the combined companies at approximately $105 million, substantially above the current market capitalization of Recruiter.com. Recruiter.com will continue to be listed on the Nasdaq Capital Market and plans to change its name to a name and branding that would reflect the new fintech focus of the company.

GoLogiq plans to continue to be quoted on the OTC Markets and maintain the GammaRey operating subsidiary it recently acquired. As a result of the transaction, GoLogiq is only changing the structure of a portion of its asset base from mobile technology assets to the anticipated receipt of the Recruiter Nasdaq-listed shares.

GammaRey brought to GoLogiq an asset management business with nearly $800 million in customer financial assets under advisement. GammaRey also introduced a pipeline of attractive acquisition targets which GoLogiq has been pursuing. Given GoLogiq’s new focus on asset management that was created by the GammaRey acquisition, the board of GoLogiq believes this transaction with Recuiter.com will create greater shareholder value versus maintaining the Fintech assets itself. It also enables GoLogiq to become a pure play wealth management company with a more clearly definable market valuation.