Voleo Provides Corporate Update
Voleo Provides Corporate Update
April 2, 2020
VANCOUVER, CANADA, Voleo Trading Systems Inc. (TRAD: TSX-V, VLEOF: OTC-QB) (“Voleo”,
the “ Company”) is providing a corporate update based on recent developments . As a remote
collaboration platform, Voleo has experienced a material uptick in activity as investors look for ways to
stay connected in uncertain times. In the first quarter of 2020 the overall number of funded accounts on
Voleo increased by over 30%, and this growth has accelerated in recent weeks with over 18% month-on-
month growth in funded accounts in March 2020. Trading activity has also spiked, with a 62% increase
in transactions month-on-month.
Voleo introduced its award winning and the world’s only end-to- end investment club application to
customers with a soft launch in 2017, followed by a full launch in 2019. Voleo is registered across the US
and presently has clients in 40 states and receives international requests from retail investors to expand
to more Countries regularly. The Company’s new responsive app, weeks from completion, promises to
unify the experience across mobile and web, while further streamlining the paperless onboarding of users.
With 46% of users being women, an average age of 40 years old, average club size of 10, and great
social tools, Voleo has some excellent credentials. Collaboration demonstrated by investment clubs has
both psychological and behavioral advantages. According to prel iminary research conducted by the
FINDER Project, a competitive Marie Curie Research and Training Program funded by the European
Committee, in addition to the 66% of users that add contributi ons to their accounts each month, Voleo
teams on average do not show a disposition effect. The disposition effect in behavioural finance is one
of the many biases or partialities that people are influenced b y when they make imperfect decisions,
particularly in investing and market trading. From the beginnin g, by enabling the wisdom of the crowd,
Voleo’s clients have benefited from better decision making.
Voleo’s focus on quality, and responsive customer support, consistently receives praise from users. Our
recent customer survey indicates that even before the launch of our new responsive app, and after
implementing a paid subscription model, over 80% of clients would recommend Voleo to their friends.
Despite growth and positive indicators toward future growth, which continue during the current Covid-19
crisis, Voleo’s platform will not achieve profitability in 2020 . Voleo will require additional injections of
capital to fund its operations. Discussions with potential stra tegic and financial investors are underway,
and in order to position the Company for success in the future, the Company is undertaking a restructuring
of its share capital and outstanding liabilities. Voleo has also significantly reduced expenses in areas not
connected with customer service and will continue to be vigilant in ongoing expense management.
Subject to acceptance by the TSX Venture Exchange (the "TSX-V") , the Company will proceed with a
consolidation of its issued and outstanding common shares ("com mon shares") on the basis (1) post-
consolidation share for every ten (10) pre-consolidation shares (the "Consolidation").
The Consolidation will result in the number of issued and outst anding common shares of the Company
being reduced from 107,753,867 common shares to approximately 10,775,386 common shares on a non-
diluted basis, and each shareholder will hold the same percenta ge of common shares outstanding
immediately after the Consolidation as such shareholder held immediately prior to the Consolidation.
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The exercise price and number of common shares of the Company i ssuable upon the exercise of
outstanding stock options, warrants or other convertible securi ties will be proportionately adjusted to
reflect the Consolidation in accordance with the terms of such securities. No fractional shares will be
issued as a result of the Consolidation. Any fractional shares resulting from the Consolidation will be
rounded down to the next whole share, and no cash consideration will be paid in respect of fractional
shares. The Company's name and trading symbol will remain uncha nged and the Company will issue a
further news release confirming the effective date for the Cons olidation when such information is
available.
In addition, the Company will settle approximately $303,820 of debt due to certain creditors through the
issuance of 1,215,280 common shares (post-Consolidation) at a d eemed price of $0.25 per share (the
"Shares for Debt Settlement"). The board and management of the Company believe that the proposed
Shares for Debt Settlement is in the best interests of the Company as it will eliminate a significant liability
for the Company. The completion of the Shares for Debt Settlement is subject to the approval of the TSX-
V.
One of the creditors, King & Bay West Management Corp. (“King & Bay”) is a “related party” under
Multilateral Instrument 61-101 - Protection of Minority Securit y Holders in Special Transactions ("MI 61-
101"). As a result, the Shares for Debt Settlement with King & Bay constitutes a "related party transaction"
for the Company under MI 61-101, as King & Bay would receive 585,280 common shares of the Company
pursuant to the Shares for Debt Settlement. The Company is rely ing on an exemption from the formal
valuation and minority shareholder approval requirements of MI 61-101 pursuant to exemptions
contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that at the time the Shares for Debt
Settlement was agreed to, neither the fair market value of the securities to be distributed in the Shares
for Debt Settlement nor the consideration to be received for th ose securities, insofar as they involve the
related party, exceeds 25% of the Company's market capitalization.
Notwithstanding the above, if the Company is unable to secure a dditional funding or a strategic partner,
it will rationalize operations to preserve cash and its intellectual property.
About Voleo Trading Systems Inc.
Voleo is a mobile fintech company that is transforming the retail investing space through its collaborative
investing platform. Voleo's equity trading platform operates on native iOS and Android devices, as well
as a companion web application. Voleo’s wholly-owned subsidiar y, Voleo USA, Inc is a member
of Financial Industry Regulatory Authority (FINRA) and Securities Investor Protection Corporation
(SIPC). Security products are not FDIC insured, not bank guaranteed, and will fluctuate in value. We do
not solicit, recommend, or offer investment advice. Check the b ackground of Voleo USA, Inc. on
FINRA's BrokerCheck.
For more information on Voleo, please visit our Investor Relations website at ir.myvoleo.com.
ON BEHALF OF THE VOLEO BOARD
“Glen Wilson”
Interim Chief Executive Officer
For further information regarding this press release, please contact:
1-778-945-8721
Cautionary Note Regarding Forward-Looking Information
Certain statements contained in this release constitute forward-looking statements and forward-looking information (collectively referred to herein
as "forward-looking statements") within t he meaning of applicable Canadian securities la ws. Such forward-looking statements rel ate to future
events or Voleo Trading Systems Inc’s (the “Company”) future performance, the wind-up of US operations, the completion of the Consolidation
and Shares for Debt Settlement. All statements other than statements of historical fact may be forward-looking statements. Such forward-looking
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statements are often, but not always, identified by the use of words such as "seek", "anticipate", "budget", "plan", "continue", "estimate", "expect",
"forecast", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar expressions. These
statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ m aterially from
those anticipated in such forward-looking statements. Voleo belie ves the expectations reflected in those forward-looking statem ents are
reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this
release should not be unduly relied upon. These forward-looking statements speak only as of the date of this release, or as of the date specified
in the documents incorporated by reference into this release, as the case may be. In particular, this release contains forward-looking statements
pertaining, but not limited to: expectations as to future operations of the Company, future market trends, growth opportunities , the Company’s
go to market strategy, future partnerships, global uncertainty as a result of COVID-19, new initiatives and innovations of the Company, product
offerings, the expected operations and performance of the Company’ s business, expected user growth, and the timing of key devel opment
milestones.
With respect to forward-looking statement s contained in this release, the Company has made assumptions regarding, among other t hing: the
accuracy, reliability and applicability of t he Company’s business model; the timely receipt of governmental approvals, includin g the receipt of
approval from regulators in Canada and the United States; the impact of COVID-19 on the Company’s operations; the timely commencement of
operations by the Company and the success of such operations; t he ability of the Company to implement its business plan as inte nded; the
legislative and regulatory environments of the jurisdictions where the Company will carry on business or have operations; the i mpact of
competition; and the availability of financing to execute the business plan. The Company has included the above summary of assumptions and
risks related to forward-looking statements pr ovided in this release in order to provi de investors with a more complete perspec tive on the
Company’s current and future operations and such information may not be appropriate for other purposes.
The live Voleo platform is currently limited to U.S. residents. Investors should be aware that investing through clubs requires that members of a
club vote in accordance with the conditions of their respective partnership agreemen ts, and that other factors including platfo rm performance,
execution price, order and account access ti mes are affected by many factors, includi ng connectivity, market volatility, the si ze and type of
order(s), market conditions, system performance, and other factors. Investors should carefully consider the risk profile of ETFs before investing
in them, and read the prospectus from the issuer before inve sting in an ETF. Penny stocks may trade infrequently, which means t hat it may be
difficult to sell penny stock shares once you own them. Moreover, because it may be di fficult to find quotations for certain pe nny stocks, they
may be difficult, or even impossible, to accurately price. For these, and other reasons, penny stocks are generally considered speculative
investments. Consequently, investors in penny stocks should be prepared for the possibility that they may lose their whole investment.
Readers are cautioned that the foregoing lists of factors are not exhaustive and it would be unreas onable to rely on any such f orward-looking
statements and information as creating any legal rights, that the statements and information are not guarantees and may involve known and
unknown risks and uncertainties, and that actual results may differ (and may differ materially) and objectives and strategies may differ or change
from those expressed or implied in the forward-looking statements or information as a result of various factors. The forward-looking statements
contained in this release are expressly qualified by this cautionary statement. Except as required by applicable securities laws, the Company is
not under any duty and do not undertake any obligation to publicly update or revise any forward-looking statements after the date of this release
or to conform such statements to actual results or to changes in the Company’s expectations and the Company disclaims any intent or obligation
to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise.
Neither the TSX Venture Exchange nor its Re gulation Services Provider (as that term is defined in the policies of the TSX
Venture Exchange) has reviewed or accepts responsibility for the adequacy or accuracy of this release.