REG - Blue Star Capital - SatoshiPay Update

Blue Star CapitalAnnouncement

25/02/2025 14:15

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RNS Number : 4161Y  Blue Star Capital plc  25 February 2025

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:

 

 Blue Star Capital plc                +44 (0) 777 178 2434
 Tony Fabrizi

 Cairn Financial Advisers LLP         +44 (0) 20 7213 0880
 (Nominated Adviser)
 Jo Turner / Liam Murray / Ed Downes

 Axis Capital Markets Limited         +44 (0) 20 3026 0449
 (Sole Broker)
 Lewis Jones

 

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.

 

 

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