25 February
2025
Blue Star Capital
plc
("Blue Star" or the
"Company")
SatoshiPay
Update
Blue Star Capital plc (AIM: BLU),
the investing company with a focus on blockchain, esports and
payments, announces that its investee company, SatoshiPay Ltd
("SatoshiPay"), has
completed a EUR400,000 fundraise, through a SAFE (Simple Agreement
for Future Equity) funding round marketed to existing investors in
SatoshiPay. Blue Star subscribed for EUR75,000 in the SAFE funding
round, in line with its intentions announced on 17 December
2024.
A SAFE funding round does not
immediately issue equity or change the shareholding structure of
SatoshiPay. Conversion of the SAFE funding into equity will only
occur in the event of satisfying its predefined conditions,
including but not limited to; a future funding round,
a change of control, or an IPO, as outlined in the
SAFE agreement.
The SAFE funding was completed at a
valuation cap of EUR2.5 million, which sets the maximum price at
which the SAFE funding converts, representing a significant
discount compared to SatoshiPay's last equity funding round in
February 2019. The true valuation of SatoshiPay at
the time of the conversion will depend on the terms of any future
equity funding round.
In addition to Blue Star, the other
key investors that participated in the SAFE funding were Meinhard
Benn, founder and Chairman of SatoshiPay and Daniel Masters,
Non-Executive Director of SatoshiPay and Chairman of CoinShares
Limited, both investing in a personal capacity. The SAFE fundraise,
in conjunction with the grant awarded by the Web3 Foundation for
approximately US$460,000 announced 18 February 2025, will provide
SatoshiPay with sufficient working capital ahead of a further
anticipated Series A fundraising for SatoshiPay in 2025.
The Company recognises that the SAFE
fundraise is a positive step for SatoshiPay and will support the
development of its ongoing DeFi initiatives, in particular Vortex,
a decentralised exchange platform incubated by SatoshiPay, designed
to enhance global payments by bridging stablecoins with local fiat
currencies. Vortex is built on Pendulum, an open, decentralised
blockchain optimised for connecting DeFi with real-world forex
markets and powered by the PEN token.
SatoshiPay intends to deploy the
funds raised to assist market roll outs in Europe and South America
and expand blockchain integrations, which includes deployments on
networks such as Base, Ethereum, Polygon, Arbitrum, Binance Smart
Chain, and Polkadot, fostering interoperability across major
ecosystems.
Subject to the SAFE being fully
converted at the point of a future funding round, Blue Star's
shareholding in SatoshiPay is expected to decrease. However, the
extent of this change in shareholding is dependent on the amount
raised and the valuation of SatoshiPay at the time of the SAFE
conversion. Until such a conversion takes place, Blue Star's
current shareholding of 27.9 per cent remains unchanged
Tony Fabrizi, Executive Chairman of
Blue Star said: "This financing
confirms SatoshiPay's strategic transition from developing a Layer
1 blockchain to focusing on its flagship project, Vortex Finance.
This pivot also aligns with the company's streamlined operational
needs and the current development stage of Vortex Finance, which
requires a more targeted funding approach. This structured funding
marks a new era for SatoshiPay with its intention to deliver value
in the decentralised finance ecosystem."
This announcement contains inside information for the purposes
of the UK Market Abuse Regulation and the Directors of the Company
are responsible for the release of this
announcement.
For
more information please contact:
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Blue Star Capital plc
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+44 (0) 777 178 2434
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Tony Fabrizi
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Cairn Financial Advisers LLP
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+44 (0) 20 7213 0880
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(Nominated Adviser)
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Jo Turner / Liam Murray / Ed
Downes
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Axis Capital Markets Limited
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+44 (0) 20 3026 0449
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(Sole Broker)
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Lewis Jones
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About Blue Star
Blue Star is an investing company
with a focus on new technologies. Blue Star's investments include
SatoshiPay Limited, an experienced blockchain company with a strong
track record in innovative payment solutions; Lets Play Live, whose
B2B white label platform is a full-stack gaming ecosystem; Paidia,
a female focussed gaming platform; and Sthaler Limited, an identity
and payments technology business which enables a consumer to
identify themselves and pay using just their finger.
Forward looking statement disclaimer
Certain statements made in this
announcement are forward-looking statements. These forward-looking
statements are not historical facts but rather are based on the
Company's current expectations, estimates, and projections about
its industry; its beliefs; and assumptions. Words such as
'anticipates,' 'expects,' 'intends,' 'plans,' 'believes,' 'seeks,'
'estimates,' and similar expressions are intended to identify
forward-looking statements. These statements are not guarantees of
future performance and are subject to known and unknown risks,
uncertainties, and other factors, some of which are beyond the
Company's control, are difficult to predict, and could cause actual
results to differ materially from those expressed or forecasted in
the forward-looking statements. The Company cautions shareholders
and prospective shareholder holders not to place undue reliance on
these forward-looking statements, which reflect the view of the
Company only as of the date of this announcement. The
forward-looking statements made in this announcement relate only to
events as of the date on which the statements are made. The Company
will not undertake any obligation to release publicly any revisions
or updates to these forward-looking statements to reflect events,
circumstances, or unanticipated events occurring after the date of
this announcement except as required by law or by any appropriate
regulatory authority.