TechFinancials : Venture agreement

TechFinancials Inc.

('TechFinancials, Inc.' or 'the Company')

Venture agreement

TechFinancials (AIM: TECH) (the 'Company' or the 'Group'), a fintech software provider of financial solutions including blockchain-based digital assets and traditional financial trading solutions for retail clients, announces that it has entered into non-binding heads of terms ('Heads of Terms') with Footies Tech Ltd ('Footies'), a Blockchain based ticketing platform for sports venues and teams, with respect to establishing a new company subsidiary ('NewCo'). Footies is chaired by Ian Ayre, who was previously Chief Executive Officer of Liverpool Football Club, and current Chief Executive Officer of Nashville Major League Soccer.

NewCo is being established in order to develop and market a blockchain based digital venue management system, while the initial phase of the product will focus on enabling sporting organizations to take full control over their event economics.

Initially, TechFinancials will hold 75 per cent of the shares of NewCo, and Footies will hold 25 per cent of the remaining shares. TechFinancials and Footies (the 'Parties') will establish the NewCo in an agreed jurisdiction, which is likely to be the United Kingdom.

Under the Heads of Terms, TechFinancials will commit to support the financial needs of the NewCo with a cost cap of US$500,000 for the development of a proof of concept agreement between NewCo and a European football club ('POC'), employees' salaries, administration costs, business development and other expenses to be agreed by the Parties. All costs borne by TechFinancials and/or monies paid to NewCo shall be deemed to be a shareholder loan by TechFinancials with customary terms and conditions to be agreed.

In addition to the costs described above, TechFinancials will license its technology, free-of-charge to NewCo in order for it to build a solid software infrastructure and shorten development timescales. This commitment is subject to execution by NewCo of at least one POC within three months of the Parties signing the Agreement.

The Company will make a further announcement when the final terms of the venture have been agreed.

Market Abuse Regulation (MAR) Disclosure

Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.

For further information:

TechFinancials, Inc.	Tel: [phone]
Asaf Lahav, Group Chief Executive Officer
Yuval Tovias, Chief Financial Officer

Grant Thornton UK LLP (Nominated Adviser)	Tel: [phone]
Colin Aaronson / Samantha Harrison / Seamus Fricker

Northland Capital Partners Limited (Broker)	Tel: [phone]
David Hignell / Rob Rees

NEX Corporate Adviser and Joint Broker Peterhouse Corporate Finance	Tel: [phone]
Fungai Ndoro / Eran Zucker

Media enquiries:

Yellow Jersey PR Limited (Media Relations)	Tel: [phone]
Charles Goodwin / Katie Bairsto

About TechFinancials

About Footies

Footies is a Blockchain based ticketing platform for sports venues and teams. Using Footies, issuers can finally take full control over their event economics. Using its solution, issuers can determine and track all aspects of their ticketing, from time of issue until time of event, including all secondary market functionality.

In today's market, the vast majority of ticket issuers can only truly control the initial sale of a ticket. Once the ticket enters the market, the issuers have no information regarding the number of resales, the monetary value attached to these resales, and the identity of the person who will occupy the seat in the issuers' venue.

Using Footies' ticketing solution, issuers can determine the full ticket path, from issue to use at event.

About TechFinancials

TechFinancials, Inc (AIM: TECH) is a fintech software provider of financial trading solutions, including blockchain-based digital assets and traditional financial trading solutions for retail clients. The Group operates a B2B division licensing white label trading platform solutions to online brokers. In addition, the Company operates a B2C division operating trading platform incorporating a strategic venture focusing on solutions for traders in the Asia Pacific region.

The Company currently holds a 2 % interest and an option to acquire a further 90 % in CEDEX, a blockchain-based on-line exchange for diamonds, which would give TechFinancials up to 92 % of CEDEX or 87.4 % on a fully diluted basis.

Further information can be found at http://techfinancials.com.