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Euro Asia Pay Holdings Inc. Completes Initial Public Offering and Lists on the Canadian Securities Exchange
Hero Group • Feb 26, 2021
EAP Completes Initial Public Offering and Lists on the CSE
Vancouver, British Columbia- (Newsfile Corp. - February 25, 2021) - Euro Asia Pay Holdings Inc. (CSE: EAP) (the "Company" or "EAP") is pleased to announce that on February 25, 2021, the Company completed its initial public offering of 8,376,000 units (each, a "Unit") at a price of $0.25 per Unit for gross proceeds of $2,094,000 (the "IPO"). Each Unit consists of one common share of the Company (each, a "Common Share"), and one warrant exercisable into one Common Share at a price of $0.45 per Common Share until February 25, 2023.
The net proceeds from the IPO will be used as disclosed in the Company's final long form prospectus dated October 27, 2020, as amended on November 30, 2020 (together, the "Prospectus"), and more particularly, to complete the development and launch of its SideKick mobile payment solution.
Pursuant to an agency agreement dated October 27, 2020, Canaccord Genuity Corp. acted as agent (the "Agent") for the IPO. The Agent received a cash commission, a corporate finance fee and reimbursement of its reasonable expenses. The corporate finance fee was settled partially through the payment of cash and partially through the issuance of 330,000 Units at a deemed price of $0.25 per Unit (the "Corporate Finance Fee Units").
The Company also granted the Agent and its selling group members 390,080 non-transferrable compensation warrants (each, an "Agent's Warrant") equal to 8% of the number of Units sold in the IPO (except in respect of Units sold to subscribers included on the president's list, for which the Agent received that number of Agent's Warrants equal to 4.5% of the number of Units sold to such subscribers). Each Agent's Warrant entitles the holder thereof to purchase one Unit (each, an "Agent's Unit") at a price of $0.25 per Agent's Unit until February 25, 2023. Each Agent's Unit consists of one Common Share and one warrant exercisable into one Common Share at a price of $0.45 per Common Share until February 25, 2023.
Both the Corporate Finance Fee Units and the Agent's Warrants were qualified for distribution by the Prospectus.
Following the completion of the IPO, the Company has 68,317,111 issued and outstanding Common Shares, of which 52,611,111 are subject to escrow following the standard 10% IPO release.
The Common Shares were approved for listing on the Canadian Securities Exchange on February 25, 2021 and are expected to begin trading on February 26, 2021 under the symbol "EAP".
The securities referenced in this news release have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any applicable state securities laws and may not be offered or sold in the United States or to "U.S. persons" (as such term is defined in Regulation S under the U.S. Securities Act) absent such registration or an applicable exemption from such registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy such securities in any jurisdiction.
About Euro Asia Pay Holdings Inc.
Euro Asia Pay Holdings Inc. is a developer of innovative payment solutions for the international student market. Its first product, SideKick, enables parents to transfer, control and monitor payments to their children in a simple, intuitive manner. The product includes a student-facing mobile application, a prepaid student payment card and a parent portal, among other features.
For more information, please refer to the Company's final prospectus dated October 27, 2020, as amended on November 30, 2020, available on SEDAR (www.sedar.com).
On Behalf of the Board of Directors
Charles Newton Price
Chief Executive Officer
For further information, please contact:
Charles Newton Price
Chief Executive Officer
(800) 508-8813
info@euroasiapay.com
Forward-Looking Statements
Certain statements in this news release include forward-looking statements or information (collectively "forward-looking statements") within the meaning of applicable Canadian securities legislation. The Company is providing cautionary statements identifying important factors that could cause its actual results to differ materially from those projected in these forward-looking statements. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of words or phrases such as "may", "anticipates", "is expected to", "estimates", "intends", "plans", "projection", "could", "vision", "goals", "objective" and "outlook") are not historical facts and may be forward-looking. The Company has based the forward-looking statements largely on its current estimates, assumptions and projections about future events and trends that it believes may affect its business, financial condition and results of operations.
By their nature, forward-looking statements involve numerous assumptions, inherent risks and uncertainties, both general and specific, which contribute to the possibility that the predicted outcomes may not occur or may be delayed. The risks and uncertainties, many of which are beyond the Company's control, include, but are not limited to: the ability of the Company to establish a market for its products; competitive conditions in the mobile payments industry which could prevent the Company from becoming profitable; the effectiveness and efficiency of advertising and promotional expenditures to generate interest in the Company's products; dependency on continued growth in the adoption of mobile payment technology; volatility of the market price of the Company's securities; the inability to secure additional financing; the Company's intention not to pay dividends; claims, lawsuits and other legal proceedings and challenges; conflicts of interest with directors and management; and other relevant factors.
Factors that could cause the Company's actual results to differ from the forward-looking statements include its history of losses from operations; technology risks; its ability to obtain the additional financing required to meet long-term goals; its dependence on key personnel, including its executive officers; and uninsured risks. These factors are not exhaustive.
Further, any forward-looking statement speaks only as of the date on which such statement is made, and, except as required by applicable law, the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible for management to predict all such factors and to assess in advance the impact of each such factor on the Company's business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statement.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
VANCOUVER, B.C. – February 21, 2023 – Hero Innovation Group Inc. (“Hero” or the “Company”) (CSE: HRO) announces that it has appointed Mao Sun and Wei Shao to the Company’s Board of Directors, in place of Peter MacKay and Larry Yen who have resigned as directors. The Company also appointed Mao Sun as the Chief Executive Officer in place of Peter MacKay, who has stepped down as Chief Executive Officer and Kevin Chen as the Chief Financial Officer in place of Mao Sun who has resigned as Chief Financial Officer. Mao Sun will continue to act as the Chief Executive Officer for the Company. The Company would like to thank Mr. MacKay and Mr. Yen for their many contributions to the Company. Wei Shao Mr. Shao is the national practice group co‐leader for the China Service at Dentons Canada and specializes in international business transactions. He has extensive experience in mergers and acquisitions, corporate and project financing, complicated corporate and commercial transactions, and advising clients with respect to business negotiations, policy and regulatory matters, as well as government relations. Mr. Shao has represented Asian investors and entrepreneurs, sovereign and investment funds, private and public companies as well as major SOEs in various significant transactions in or through Canada. He has also advised Canadian and international companies in their investment in China and other parts of Asia. Mr. Shao is also an interpreter accredited by the United Nations and by the federal government of Canada. As an interpreter or consultant, he has been involved in numerous ministerial and prime ministerial meetings or negotiations between Canada and China. Kevin Chen Mr. Chen has over 20 years of experience in senior financial executive roles and his work focuses on private and public companies in the mining and technology sector. Mr. Chen began his career as an auditor with KPMG LLP and is a CPA, CMA in British Columbia with an MBA degree from Western University. About Hero Innovation Group Inc. Hero Innovation Group Inc. (formerly, Euro Asia Pay Holdings Inc.) is a developer of innovative financial solutions for the next generation of consumers. Through its flagship product, SideKickTM, introduced in 2018, the Company identified unmet needs in the market within specific demographics, such as international students in Canada, and delivered a product to address those needs. Hero Financials, the Company’s largest product, is targeted at parents, kids and young adults across Canada. With financial literacy at the forefront of the Company’s values and a plethora of advanced proprietary technology features, Hero Financials prepares kids to become financially smart adults through a variety of financial literacy tools. To learn more about Hero Group’s products and services, visit www.heroinnovationgroup.com. On behalf of the Board of Directors Mao Sun CEO and Director For further information, contact: Mao Sun CEO and Director ir@heroinnovationgroup.com
VANCOUVER, B.C. – December 19, 2022 – Hero Innovation Group Inc. (“Hero” or the “Company”) (CSE: HRO) announces that effective December 14, 2022 (the “Effective Date”), it has appointed MSLL CPA, LLP (“MSLL”), Chartered Professional Accountants, at their Vancouver offices at Suite 2110 – 1177 W. Hastings Street, to serve as the Company’s auditor. MSLL replaces Dale Matheson Carr-Hilton LaBonte LLP (“DMCL”), Chartered Professional Accountants, as the Company’s auditor. In accordance with National Instrument 51-102 - Continutous Disclosures Obligations, Hero has filed a copy of its change of auditor notice on SEDAR together with the letters from each of MSLL and DMCL in relation to the foregoing. About Hero Innovation Group Inc. Hero Innovation Group Inc. (formerly, Euro Asia Pay Holdings Inc.) is a developer of innovative financial solutions for the next generation of consumers. Through its flagship product, SideKickTM, introduced in 2018, the Company identified unmet needs in the market within specific demographics, such as international students in Canada, and delivered a product to address those needs. Hero Financials, the Company’s largest product, is targeted at parents, kids and young adults across Canada. With financial literacy at the forefront of the Company’s values and a plethora of advanced proprietary technology features, Hero Financials prepares kids to become financially smart adults through a variety of financial literacy tools. To learn more about Hero Group’s products and services, visit www.heroinnovationgroup.com. On behalf of the Board of Directors Peter MacKay CEO and Director For further information, contact: Peter MacKay CEO and Director ir@heroinnovationgroup.com
VANCOUVER, B.C. – December 14, 2022 – Hero Innovation Group Inc. (“ Hero ” or the “ Company ”) (CSE: HRO) announces that it has entered into a loan agreement amending agreement (the “ Agreement ”) dated December 13, 2022 with Morrison Homes Bridge Street Ltd. (the “ Lender ”). The Company and the Lender, a company controlled by Morris Chen, a director of Hero, are party to loan agreements dated February 8, 2022, February 24, 2022, March 8, 2022, March 31, 2022, April 6, 2022, April 27, 2022, May 11, 2022, May 26, 2022, June 16, 2022, June 30, 2022, July 21, 2022, August 10, 2022, August 23, 2022, September 21, 2022, and October 20, 2022 (collectively, the “ Loan Agreements ”), pursuant to which the Lender agreed to lend the Company up to $2,400,000, of which the Lender has advanced, in tranches, an aggregate principal amount of $2,400,000 (collectively, the “ Loan ”). The Loan Agreements from February 8, 2022 to July 21, 2022, equalling an aggregate principal amount of $1,400,000, are at an interest rate of 8% per annum. The Loan Agreements from August 10, 2022 to October 20, 2022, equalling an aggregate principal amount of $1,000,000, are at an interest rate of 15% per annum. The proceeds of the Loan have been used by the Company for general working capital purposes. Subject to the receipt of prior shareholder approval in accordance with Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“ MI 61-101 ”) as well as that of the Canadian Securities Exchange (“ CSE ”), the Company and the Lender agreed to amend the terms of the Loan Agreements to provide for the convertibility of the Loan and any accrued and unpaid interest thereon into units of the Company (each, a “ Conversion Unit ”) at a conversion price of $0.08 per Conversion Unit. Each Conversion Unit will consist of one common share (each, a “ Share ”) in the capital of the Company and one Share purchase warrants (each, a “ Warrant ”), with each Warrant entitling the holder to acquire one additional Share at a price of $0.45 per Share for a period of 24 months from the date of issuance (the “ Conversion ”). Morris Chen, a director of the Company, controls Morrison and, as such, the Loan and the Agreement are considered to be a “related party transaction” as defined in MI 61-101. The issuance of the Loan to the Mr. Chen is exempt from the valuation requirement of MI 61-101 by the virtue of the exemption contained in section 5.5(b) as the Company’s shares are not listed on a specified market, however the issuance of the Loan is not exempt from the minority shareholder approval requirements of MI 61-101. As such, the Agreement and any Conversion of the Loan thereunder is subject to prior minority shareholder approval. About Hero Innovation Group Inc. Hero Innovation Group Inc. (formerly, Euro Asia Pay Holdings Inc.) is a developer of innovative financial solutions for the next generation of consumers. Through its flagship product, SideKickTM, introduced in 2018, the Company identified unmet needs in the market within specific demographics, such as international students in Canada, and delivered a product to address those needs. Hero Financials, the Company’s largest product, is targeted at parents, kids and young adults across Canada. With financial literacy at the forefront of the Company’s values and a plethora of advanced proprietary technology features, Hero Financials prepares kids to become financially smart adults through a variety of financial literacy tools. To learn more about Hero Group’s products and services, visit www.heroinnovationgroup.com. On behalf of the Board of Directors Peter MacKay CEO and Director For further information, contact: Peter MacKay CEO and Director ir@heroinnovationgroup.com Disclaimer for Forward-Looking Information This news release contains forward-looking information within the meaning of Canadian securities legislation concerning the business of the Company. Forward-looking information is based on certain key expectations and assumptions made by the management of the Company. Although the Company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the Company can give no assurance that they will prove to be correct. Forward-looking information in this news release includes statements regarding, but not limited to: the ability for the Company to perform its obligations under the Agreement; the receipt of applicable third party approvals of the Agreement and the Loan convertibility, including, but not limited to, minority shareholder approval and that of the CSE, and such other statements contained herein that are not purely historical in nature. There are numerous risks and uncertainties that could cause actual results and the Company’s plans and objectives to differ materially from those expressed in the forward-looking information. Important factors that could cause actual results to differ materially from those expressed in the forward-looking information include: the CSE may not approve the securities issuable pursuant to the Agreement; that the requisite minority shareholders approvals may not be obtained by the parties in connection with the Conversion; and other factors beyond the control of the Company. The ongoing COVID-19 pandemic, labour shortages, inflationary pressures, rising interest rates, the global financial climate and the conflict in Ukraine and surrounding regions are some additional factors that are affecting current economic conditions and increasing economic uncertainty, which may impact the Company’s operating performance, financial position, and future prospects. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. The Company does not undertake any obligation to update such forward-looking information whether because of new information, future events or otherwise, except as expressly required by applicable law.
