Relevium to JV with Quantomic for Tagspire

RELEVIUM SIGNS JV FOR E-COMMERCE AI WITH BLOCKCHAIN TECHNOLOGY INTEGRATION, PROPOSES INITIAL COIN OFFERING

Relevium Technologies Inc. TSX-V: RLV has signed a joint venture agreement (JV) with Quantomic LLC for Tagspire, a virtual retail and visual commerce platform.

Highlights

  • Tagspire uses AI and machine learning to autotag products to retailers in photos and videos.
  • Product database of over 35 million and growing.
  • Tagspire is fully operational on iOS and Android.
  • JV consummated on a proposed initial coin offering (ICO) or equity financing of plus $20-million (U.S.).
  • Relevium will integrate the platform to the blockchain as a network utility token.

Aurelio Useche, chief executive officer of Relevium Technologies, stated, “Initially announced on Sept. 7, 2017, Relevium has been looking at how to integrate AI and machine learning in the e-commerce space.” Mr. Useche continued: “The team quickly found out that the biggest hurdle was to have enough data in order to gain insight on consumer behaviour. Tagspire solves this issue as all user data is generated in the Tagspire ecosystem and then pushed out to platforms such as Instagram, YouTube, Facebook, Twitter, Pinterest, etc. The team at Relevium believes that the Tagspire platform is a perfect candidate for blockchain integration as a network token and an ICO.”

Karim Hijazi, president and founder of Quantomic LLC, stated: “I created Tagspire when witnessing the rise of visual platforms like Pinterest, Instagram and Snapchat; where immense amounts of time and creativity were being spent producing content. However, effective monetization of that content was still nascent.”

Mr. Hijazi went on to state: “With Tagspire, the goal was to create a truly immersive, fun and social marketplace platform that would appeal not only to entrepreneurial consumers, but also to influencers and brands alike. I believe that user-generated content leveraged appropriately and effectively will be the next big disruptor in retail; not to mention the unparalleled intelligence that could be gleaned from it.”

What is Tagspire?

Tagspire is a virtual retail and visual commerce platform, the purpose of which is to deliver high-fidelity marketing intelligence to brands, harvested from user-generated content. Presently, Tagspire can be used on iOS, Android, and as a WebApp and browser extension. When images are captured and pushed to social media, users earn a commission on any sales made from items/objects that are tagged in their photos or videos.

Tagspire is a sales engine inside an Instagram-like environment capitalizing on discovery and the “impulse purchase” facilitated by a familiar face. Autotagging functionalities are currently being deployed and the artificial intelligence engine — using Google TensorFlow — can recognize over 35 million retail products ranging from apparel to electronics and cosmetics. The Tagspire technology is in constant evolution and can already autogenerate tags on static images as well as in video clips. Tagspire currently connects to such retailers as: Best Buy, Avon, Target and American Eagle. A full list of currently connect retails can be found at the Tagspire website.

To illustrate the power of the technology, go to the company’s website to watch a short video illustrating the Tagspire mobile app. The technology identifies an Apple iPhone in a photo taken by the app, and then autotags the product in the image, linking it to the Apple purchase page. Using the power of Google TensorFlow machine learning, the Tagspire neural network has been trained to identify an “Apple iPhone red product” and then link it automatically, in this case, to the buy page on the Apple website.

Tagspire is currently operational and is available in the Apple iTunes Store for iOS as well as for Android in the Google Play Store.

Initial purpose and principal terms of joint venture

The parties will combine resources to raise capital through either an ICO or initial token offering on an existing blockchain or through the capital markets for gross proceed of no less than $20-million (U.S.). If the offering is structured as an ICO, it is expected that it will be completed through a newly created entity (Newco) using the current best practices for coin and token offerings. If the offering is structured as an equity or debt financing through traditional capital raising mechanisms (for example investment dealers), it will be completed through Relevium Technologies. Management of Relevium Technologies is working toward the structure of the offering and will disclose terms as they become finalized.

An $8-million (U.S.) portion of the proceeds of the offering will be paid to Quantomic LLC allowing Relevium to secure a 51-per-cent ownership stake of Newco. The balance of no less than $12-million (U.S.) will be used to finance Newco and the continued development of the Tagspire platform and ecosystem, including blockchain integration, data set acquisitions, AI programming and training, server and software costs, marketing, and human resources. It is anticipated that the initial management team of Newco will comprise the current management team from Quantomic LLC and complemented by human and intellectual capital from Relevium Technologies. Upon consummation of the JV, Newco will operate as a subsidiary to Relevium Technologies and the board of Newco will be represented by both JV parties.

The parties also agree to co-operate and contribute the following:

  1. Relevium shall contribute all the costs, know-how and resources necessary to ensure a successful token offering or financing for the offering, including preliminary due diligence of the IP, definition of the project, attributes of the proposed token, preparation of the white paper, legal and accounting fees, compliance, marketing, and overall management of the financing of the JV.
  2. Quantomic LLC shall contribute the intellectual assets, licences, trademarks, patents, proprietary information, copyright and content necessary to demonstrate the current and prospective value of the IP.

While the parties have agreed to use their commercially reasonable efforts to complete the offering, there can be no guarantee that the offering and JV will be completed as currently contemplated by the parties or at all.

Right of first refusal

Quantomic LLC acknowledges that Relevium will be incurring substantial costs to finalize the terms of the JV and the offering. As partial consideration of the JV, Quantomic LLC agrees for a period of 60 days not to enter into any new negotiations or discussions with any third party in respect of the sale of all or any part of its shares, business or assets. However, Quantomic LLC may continue existing and continuing discussions with third parties regarding the potential acquisition of its intellectual property. Prior to accepting any bona fide offer, Quantomic LLC must give notice to Relevium as the company has a right of first refusal on any such offers.

Pursuant to regulatory guidelines, further financial details and related fees regarding the joint venture will be disclosed in connection with the closing of the transaction.

About Relevium Technologies Inc.

Relevium is a TSX Venture Exchange-listed company focused on growth through the acquisition of businesses, products and/or technologies with a focus on e-commerce in the growing health and wellness sector. Relevium Technologies also holds patented intellectual property for the use of static magnetic fields for application on wearable devices.

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