OTC Markets Requests Logiq to Comment on Recent Promotional Activity
05/11/2023 - 05:44 PM
NEW YORK, May 11, 2023 (GLOBE NEWSWIRE) -- Logiq, Inc. (OTCQX: LGIQ) (“Logiq” or “Company”) has received a request from the OTC Markets Group to comment on recent promotional activity related to Logiq’s common stock quoted on the OTC Markets.
On May 1, 2023, Logiq engaged TD Media LLC dba Life Water Media (“Life Water Media”) to provide digital marketing services including but not limited to OmniChannel Programmatic Advertising, SMS & E-mail Marketing, working with an Influencer Network and digital podcasts and other general digital marketing services.
Materials published starting on or around May 8, 2023 by Life Water Media, or its contractors presented a general overview of the Company’s business as well as the Company’s growth potential and its industry. Logiq provided Life Water Media publicly available source information for these materials, reviewed the materials for accuracy and had full editorial control over the materials. Life Water Media properly disclosed that such content was paid for by Logiq, including the amount of cash consideration paid and confirmation that Life Water did not own any Loqiq shares.
On May 8, 2023, Company management was notified by OTC Markets that it was monitoring these promotional activities. After review of said materials, the Company believes that none of the materials published were misleading or false, or included information regarding the Company that had not yet been previously disclosed by the Company in compliance with Regulation FD and related U.S. Securities and Exchange Commission (SEC) reporting requirements. The Company has not determined whether the publication of the materials had a material impact on the trading of the Company’s common stock. The Company had recently released a corporate update pertaining to the Company’s product, its Form 10-K and updates regarding the pending merger transaction.
Upon inquiry of the Company’s management, directors, control persons and third-party service providers, and to the best of the Company’s knowledge, during the past 90 days no such persons executed any transactions of the Company’s securities for purchase or sale of stock, except as to certain purchases and dispositions made by the Company’s President, Brent Suen, as disclosed on Form 4 filed with the SEC on March 17, 2023 and February 21, 2023.
Over the last year, the Company has engaged the following third parties to provide investor relations, public relations, marketing, advertising and other related activities: Life Water Media.
From time-to-time over the past several years, the Company has sold shares of its restricted common stock in private transactions at prices per share which constituted a discount to the market rate at the time of the respective issuance. Most recently, in November and December 2019, the Company sold an aggregate of 2,240,000 shares of restricted common stock in a private transaction to individual accredited investors at a price per share of $0.25 , which constituted a discount to the current market rate at the time of the issuance.
From April to August, 2020, the Company entered into convertible promissory notes issued to various investors whereby the Company borrowed $2,911,000. As disclosed in the Company’s Quarterly Report on Form 10-K filed with the SEC on May 8, 2023, with the exception of 2 convertible promissory notes issued amounting to the principal amount of $30,000 , such notes were converted into shares of Logiq’s common stock at $2.50 following the qualifying conversion date of July 17, 2021. On September 1, 2021, 1,169,652 shares of Logiq common stock underlying such Notes were issued pursuant to this conversion. No such convertible instruments are currently outstanding. Additionally, since August 2020, Logiq has sold registered common stock in several takedowns from its Form S-3 at or near the market price on the date of the sale of such common stock as well as an Initial Public Offering in Canada of registered common stock and warrants. On April 21, 2023, the Company entered into a Share Exchange Agreement wherein, upon Closing, the Company would be required to issued 14,652,798 shares of Common Stock to Park Place Payments, Inc. at $0.10 per share, which constituted a discount to the current market rate at the time of the issuance. For more information about these past issuances, please refer to the Company’s filings with the SEC at sec.gov.
For more complete and specific information regarding the Company, its prospects and the risks associated with those prospects, readers should consult the Company's public filings on SEC and SEDAR, its website and other reliable sources. The Company encourages investors to contact their investment advisers prior to making any investment.
About Logiq
Important Cautions Regarding Forward Looking Statements
These statements speak only as of the date of this press release. Forward‐looking statements are based on a number of assumptions and are subject to a number of risks and uncertainties, many of which are beyond Logiq’s control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking statements. In particular and without limitation, this press release contains forward‐looking statements regarding our products and services, the use and/or ongoing demand for our products and services, expectations regarding our revenue and the revenue generation potential of our products and services, our partnerships and strategic alliances, the impact of global pandemics (including COVID-19) on the demand for our products and services, industry trends, overall market growth rates, our growth strategies, the continued growth of the addressable markets for our products and solutions, our business plans and strategies, without limitation, our ability to successfully locate and consummate the contemplated strategic transactions, the structure of any such transaction, timing of such transaction, and the valuation of the businesses after completion of any such transaction, if any, and other risks described in the Company’s prior press releases and in its filings with the Securities and Exchange Commission (SEC) including its Annual Report on Form 10-K and any subsequent public filings, and filings made pursuant to Canadian securities legislation that are available on www.sedar.com, including under the heading “Risk Factors” in the Company’s Canadian Prospectus.
Logiq undertakes no obligation to update or revise any forward‐looking statements, whether as a result of new information, future events or otherwise, except as may be required by law. New factors emerge from time to time, and it is not possible for Logiq to predict all of them, or assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward‐looking statement. Any forward‐looking statements contained in this press release are expressly qualified in their entirety by this cautionary statement.
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