Quetzal Capital Plc (QTZ.L) £1.5m CLN and Call Option to Acquire Tap Global

£1,500,000 convertible loan investment into TAP Global Limited Regulated Crypto Exchange

Quetzal Call Option to acquire 100% of TAP Global Limited

Quetzal is pleased to announce that it has agreed to subscribe for Convertible Loan Notes (“CLNs”) of £1 each in TAP Global Limited (“TAP Global”), for an aggregate amount of £1,500,000. Under the terms of the CLNs, Quetzal has the right to subscribe for addition CLNs up to a further 500,000 CLNs of £1 each at any point before 31 May 2022. Should the CLNs convert they will do so at a 50% discount to the valuation of TAP at a conversion event which would involve the acquisition of the entire issued share capital of TAP Global by Quetzal. The CLN is secured over assets in TAP Global and its wholly owned subsidiary. The funding will assist TAP Global’s continued rapid expansion.

TAP Global has also signed a call option in favour of Quetzal (“Call Option”), that gives Quetzal the right to acquire 100% of the issued share capital of TAP Global, subject to certain terms being agreed on a Sale and Purchase Agreement (“SPA”). One such term will be the achievement of a minimum valuation for TAP Global of £26.5m as a result of any conversion event. Should the Call Option be exercised by Quetzal and the SPA is agreed, such a transaction would constitute a Reverse Takeover under the AQSE Access Growth Market Rules. There is no guarantee that the Call Option will be exercised, nor that terms of a subsequent SPA will be agreed.

Background on TAP Global

TAP Global is a leading regulated fully integrated Crypto-Fiat exchange service provider with and associated neo banking platform. TAP Global’s mission is to create a seamless and fully regulated bridge that links fiat banking, traditional assets and crypto markets (including mainstream crypto currencies such as Bitcoin, ETH, NFTs and other upcoming Defi protocols). Built on its exchange foundation, TAP Global also offers consumer and corporate crypto-fiat banking services and Defi Yield products. Tap Global is one of only a handful of operators which are fully regulated.

Since launching to the public in February 2020, TAP Global has grown to now having over 58,000 registered users and is a revenue and cash flow generating business that currently operates in 28 countries across the globe. TAP Global accepts major cryptocurrencies including Bitcoin, Ethereum, Litecoin and others. TAP Global is actively working on integrating other cryptocurrencies including NFTs and Defi projects.

TAP Global is fully regulated under the DLT framework by the Gibraltar Financial Securities Commission crypto trading activities and as an agent for eMoney and operates on a B2B as well as a B2C offering. EEA, UK and Gibraltar B2C and B2B users are assigned individual and named bank accounts and consumers have the option to be issued a physical or virtual TAP Prepaid Mastercard on which purchases can be made. All deposits in fiat or crypto can be made free of charge by the user. A $100m cold storage insurance cover is in place for crypto held by Tap users in segregated and protected accounts. TAP has partnered with leading companies in the industry including Fireblocks, BitGo, Chainalysis, Kraken and Bittrex.

TAP Global is licensed and regulated by the Gibraltar Financial Services Commission under the Distributed Ledger Technology (DLT) with license No. 25532. It is an innovative and fully integrated provider of fiat banking and crypto settlement. TAP has positioned itself differently to most other providers as it offers full fiat banking for both B2B and B2C and crypto services to its clients and offers the best execution on crypto side based on proprietary developed Artificial Intelligence middleware that allows users to obtain the best execution and pricing in real time. This allows TAP Global to offer competitive pricing for trades and instant crypto or cash settlement, a distinct advantage to many peer competitors The B2B and B2C users can operate their TAP Global fiat bank account for any ordinary business activities – such as paying suppliers and receiving monies from customers in a number of fiat currencies (currently EUR, GBP with more fiat currencies in development).

TAP Global provides named bank accounts to all its users in the UK, EEA and EU through its banking partner, LHV. Users can also initiate 3rd party transfers out due to its compliance with ‘Open Banking’ regulations.

TAP Global has developed the capability to offer “interest bearing” Earn Wallets which will support both Fiat and crypto deposits. This capability is in trial mode and once activated more widely will give TAP Global a significant further revenue stream from funds held in custody. It will also offer users a way to earn revenue on their deposits.

TAP Global is cash flow and revenue generative and has been fully funded by the founders and management team. The introduction of the capital from the CLNs is to be used by TAP Global to expand its operations and accelerate its existing growth strategy. At its last published accounts from 30th of June 2021 TAP Global had revenues of £761,222, assets of £2,114,901.

The TAP Team

TAP Global was founded by Arsen Torosian, a serial fintech entrepreneur and David Carr who has launched numerous fintech products over the last 17 years.

Arsen founded a crypto OTC desk in London in 2014 in which he acquired over £70m in trading volume. Prior to this he founded a game development company at the age of 17 in 2010 when the iPhone 3G and the Appstore was introduced to the market. Seeing the demand of the phones and the lack of game selection, he saw the opportunity to get into game development industry. Over the next 3 years, he managed to create multiple games that reached the top charts before eventually entering the crypto market in 2014.

David Carr co-founded TAP Global and initially took on the role of Chief Operating Officer. He assumed the role of Chief Executive Officer from July 2021. David has very deep experience in the fintech world including working on the first prepaid Mastercard in Europe in 2004 with Cashplus. He then launched the first ever Travel Money FX card in 2005, CaxtonFX. He has consulted on the launch of over 65 e-money projects including Tesco Travel Money and designed and delivered the first Mobile Money associated Mastercard with LycaMoney. David has been an Ambassador for the Payments Association for over 10 years and was a judge at the 2021 Emerging Payments Awards, at which TAP Global was nominated for several awards.

Christopher Wawn is the Chief Compliance Officer of TAP Global. He has established several Gibraltar based regulated businesses and has been instrumental in the incorporation of two DLT GFSC licenced companies.

Daniel Rudich is a Non-Executive Director of TAP Global and a partner at Hassans Law Firm, the largest law partnership in Gibraltar. He is a member of the firm’s FinTech and Private Clients team and also holds board positions in other fintech companies that he has helped grow from start-ups to unicorn status.

John Taylor, Chairman of Quetzal Capital Plc said,

‘We are delighted to have concluded this investment in to TAP Global by way of a Convertible Loan Note, and to have agreed an option for Quetzal to consider the acquisition of TAP Global on what we believe would be very favourable terms for our shareholders. We have followed the development of TAP Global over the last few months and have been impressed by the constant innovation being progressed, the growth in user numbers and the very positive relationships evident with the Gibraltar regulatory community. Both David and Arsen have enormous ambition to grow TAP Global into a very large player in the crypto trading sector and have already identified a number of further enhancements that can be achieved both organically and through acquisition and merger opportunities. We look forward to monitoring these developments further as the proceeds of our investment are put to use realising some of this ambition. We also look forward to updating the market regularly on progress which we believe can be both transformational and material in the short term. The Board believes that TAP is very well positioned compared to other opportunities arising in the De-Fi and crypto settlement space.’

David Carr, CEO of TAP Global Limited said,

‘We founded TAP Global on the simple principle of ‘one app, one tap’, with the intention to build a fully integrated application connecting B2B and B2C users with the wide array of crypto and fiat settlement tools at the best available price. The tools that TAP Global has produced are exceptionally powerful and we are delighted to offer them through our fully regulated practice. We look forward to working with Quetzal whilst using the funds to accelerate our growth plans and tap into the new global markets’.

TAP’s Website can be accessed at the following link:

https://www.tap.global/gb-en

The Directors of the Company accept responsibility for the contents of this announcement.

Enquiries:

Quetzal Capital Plc
Fungai Ndoro: +44 (0) 203 813 0175


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