SMC and Genesis Financial Agree to
Vary Scope of Current Relationship and
Execute $3.3 Million Investment
and Exclusive Distribution Agreements
Boca Raton, Florida -- February 21, 2023 -- InvestorsHub
NewsWire -- SMC Entertainment, Inc. ("SMC" or the "Company")
(OTC:
SMCE), an incubator company focused on acquisition and support
of commercialized financial services and technology (Fintech)
companies, and Genesis Financial Inc. ("Genesis"), a diversified
financial services company with a focus on Fintech-powered wealth
management advisory services, are pleased to announce that they
have reached an agreement to vary the nature and scope of the
relationship between the two companies ("Agreement") due to
existing limitations and restrictions in the Australian financial
services sector. Pursuant to the Agreement, SMC and Genesis have
agreed:
-
To terminate the stock purchase
agreement ("Stock Purchase Agreement") that was executed on
November 18, 2021, between SMC and Genesis whereby SMC acquires
majority interest in Genesis;
-
SMC
grants Genesis the right to acquire a 10% equity interest in SMC
for the sum of $3,000,000 by issuing 300,000 Series B Preferred
Shares of SMC to Genesis (on a fully diluted basis); giving SMC a
valuation of $30 million post completion of SMC's recently
announced Letter of Intent to
acquire AI-enabled wealth management technology platform
provider, Fyniti
Global Equities EBT Inc. ("Fyniti");
-
SMC receives $300,000 from
Genesis; $50,000 upon Agreement execution and $250,000 within sixty
(60) days thereafter;
-
SMC and Genesis will execute a
distribution agreement ("Distribution" Agreement") whereby Genesis
will market, promote, and distribute SMC's Fintech products on
exclusive basis in the Australian market. As an inducement for
signing the Distribution Agreement, SMC will issue to Genesis
20,000,000 common shares from SMC's treasury. These shares will be
"restricted securities" for purposes of the 1933 Act or Rule 144
for at least two (2) years from date of issuance;
-
Mr. Chuck Provini will remain on
SMC's board of Directors; and
-
Mr. Warwick Kerridge will head
SMC's newly created advisory board and will be SMC's consultant in
Australia.
"It has become clear that the regulatory framework within which our
business operates demands a separation of product and service and
to that end it is necessary that the nature of our commercial
relationship needed to change to ensure that both parties and their
respective stakeholders have a clear vision of the services they
offer and the manner in which those products and services are
marketed," said Warwick Kerridge, Director of Genesis. "The changes
that we have agreed to will allow both companies to work together
in an environment that is not conflictual and is complimentary.
This is by no means an agreement to separate but one which allows a
closer connection. Genesis will continue to review its broader
commercial objectives regarding the wider broker dealer and
advisory services and we are actively considering
opportunities."
"I endorse wholeheartedly the comments made by Warwick," stated
Erik Blum, President of SMC. "We look forward to working with
Genesis in a more focused manner and having our Fintech products
promoted in Australia under the Genesis brand name."
About Genesis Financial,
Inc.
Genesis is a diversified financial
services company focusing on fintech-powered wealth management
business mainly through two Australian regulated entities in wealth
management, tax and accounting advisory services. The two operating
subsidiaries are Ballast Holdings and The Financial Link Group. For
more information, visit www.ballast.com.au
and www.tflg.com.au.
About SMC Entertainment,
Inc.
SMC is a versatile holding company
focused on acquisition and support of proven commercialized
financial services and technology (Fintech) companies. SMC's
multi-discipline growth by acquisition approach is to enhance
revenues and shareholder equity. For more information, visit
www.smceinc.com.
Press
Release Contact
Erik Blum
President
SMC Entertainment, Inc.
Ron Hughes
Corporate Administrator
ron.hughes.operations@gmail.com
360-820-5973
Safe Harbor Statement
Some of the statements in this press release may be forward-looking
statements or statements of future expectations based on currently
available information. Such statements are naturally subject to
risks and uncertainties. Factors such as the development of general
economic conditions, future market conditions, unusual catastrophic
loss events, changes in the capital markets, and other
circumstances may cause the actual events or results to be
materially different from those anticipated by such statements. The
Company does not make any representation or warranty, express or
implied, regarding the accuracy, completeness, or updated status of
such forward-looking statements or information provided by the
third-party. Therefore, in no case whatsoever will the Company and
its affiliate companies be liable to anyone for any decision made
or action taken in conjunction with the information and/or
statements in this press release or any related damages.