UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
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Date of
Report (Date of earliest event reported): July 27, 2021
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LOGIQ,
INC.
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(Exact
name of registrant as specified in its charter)
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Delaware
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000-51815
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46-5057897
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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85 Broad Street, 16-079
New York, New York 10004
(Address of Principal Executive Offices)
(808) 829-1057
Registrant’s telephone number, including
area code
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant
to Section 12(b) of the Act:
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Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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None
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N/A
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N/A
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. ☐
Item
8.01 Other Events
As
previously reported by Logiq, Inc., a Delaware corporation (the “Company”), on a Current Report on Form 8-K filed by the
Company with the Securities and Exchange Commission (the “Commission”) on June 15, 2021, the Company entered into an
Agency Agreement (the “Agency Agreement”) with Research Capital Corporation (the “Agent”) relating to an offering
in Canada (the “Offering”) by the Company of a minimum of 1,666,667 units of securities (each, a “Unit”), and
a maximum of 3,333,333 Units, at a price of C$3.00 per Unit (the “Offering Price”), for minimum gross proceeds of C$5,000,000,
and maximum gross proceeds of C$10,000,000. Each Unit consists of (i) one share of common stock of the Company, par value $0.0001 per
share (“Common Stock”, and the Common Stock included in a Unit being a “Unit Share”), and (ii) one Common Stock
purchase warrant (each, a “Warrant”), where each Warrant entitles the holder thereof to acquire one share of Common Stock
(each, a “Warrant Share”) at an exercise price of C$3.50 per Warrant Share.
Additionally,
as previously reported by the Company on a Current Report on Form 8-K filed by the Company with the Commission on June 21, 2021, the
Offering closed on June 21, 2021 whereby the Company sold 1,976,434 Units for aggregate gross proceeds of C$5,929,302 before deducting
offering expenses. The Company also issued 83,333 units of securities (the “Advisory Fee Units”), and 158,115 non-transferrable
compensation options (the “Agent Options”) to the Agent as compensation for certain strategic advisory and support services
rendered to the Company in connection with the Offering. Each Advisory Fee Unit is comprised of (i) one share of Common Stock, and (ii)
one Warrant. Each Agent Option is exercisable for one Unit at an exercise price of C$3.00 per Unit.
On
July 27, 2021, the Company closed the partial exercise of the over-allotment option granted to the Agent in connection with the Offering
(the “Over-Allotment Offering”), whereby the Company sold an additional 201,700 Units for aggregate gross proceeds of C$605,100
before deducting offering expenses. The Company also issued an additional 16,136 non-transferrable Agent Options to the Agent as compensation
for certain strategic advisory and support services rendered to the Company in connection with the Offering.
The
previously disclosed Agency Agreement and Warrant Indenture governed the terms of the Over-Allotment Offering.
In
connection with the Over-Allotment Offering, on July 27, 2021, the Company filed a prospectus supplement (the “Resale Prospectus
Supplement”) to its shelf registration statement on Form S-3 (Registration No. 333-248069), which was initially filed with the
Commission on August 17, 2020, and was declared effective on August 26, 2020. The Resale Prospectus Supplement covers the resale of the
shares of Common Stock, Warrants (and the Warrant Shares underlying the Warrants), and Agent Options sold in the Over-Allotment Offering,
and may be used by the selling stockholders or certain of their respective assigns identified therein to resell such securities.
The
Company is filing the opinions of Procopio, Cory, Hargreaves & Savitch LLP, and Miller Thomson LLP, relating to the legality of the
issuance and sale of the shares of Common Stock, Warrants (and the Warrant Shares underlying the Warrants), and Agent Options in the
Over-Allotment Offering, as Exhibit 5.1 and Exhibit 5.2, respectively, hereto, which such legal opinions are incorporated herein by reference.
A
copy of the press release announcing the Over-Allotment Offering is “furnished” as Exhibit 99.1 to this Current Report on
Form 8-K. The information in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (“Exchange Act”), or incorporated by reference into any filing under the Securities Act or the Exchange
Act.
Forward
Looking Statements
Exhibit
99.1 contains forward-looking statements. These forward-looking statements are not guarantees of future performance and involve risks,
uncertainties and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events
that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed in these forward-looking
statements.
Item
9.01 Financial Statements and Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
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LOGIQ,
INC.
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Dated:
July 27, 2021
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By:
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/s/
Brent Suen
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Brent
Suen
President
and Executive Chairman
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3
Exhibit 5.1
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PROCOPIO
12544 High Bluff Drive
Suite 400
San Diego, CA 92130
T. 858.720.6300
F. 619.235.0398
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DEL MAR HEIGHTS
LAS VEGAS
orange county
PHOENIX
SAN DIEGO
SILICON VALLEY
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July 27, 2021
Logiq, Inc.
85 Broad Street, 16-079
New York, NY 10004
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Re:
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Registration Statement on Form S-3 (No. 333-248069)
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Ladies and Gentlemen:
We have acted as special counsel to Logiq, Inc.,
a Delaware corporation (the “Company”), in connection with the resale from time to time by the selling stockholders
named in the Prospectus Supplement (as defined below) of (i) 217,836 shares (including the Agent Shares (as defined below)) (the “Shares”)
of common stock of the Company, par value $0.0001 per share (the “Common Stock”), (ii) warrants to purchase 217,836
shares of Common Stock (including the Agent Warrants (as defined below)) (the “Warrants”) to be issued under a Warrant
Indenture, dated as of June 21, 2021 (the “Warrant Indenture”), entered into between the Company and the warrant agent
named therein (the “Warrant Agent”), (iii) 217,836 shares of such Common Stock issuable upon exercise of the Warrants
(the “Warrant Shares”), and (iv) 16,136 agent options (the “Agent Option”, and together with the
Shares, Warrants, and Warrant Shares, the “Securities”), to be issued under an Agency Agreement, pursuant to the agent’s
partial exercise of an over-allotment option provided therein, dated as of June 9, 2021 (the “Agency Agreement”), entered
into between the Company and the agent named therein, where each Agent Option is exercisable for (a) one share of Common Stock (an “Agent
Share”), and (b) a Warrant to purchase one share of Common Stock (an “Agent Warrant”). The resale of the
Securities is being registered pursuant to a Registration Statement on Form S-3 under the Securities Act of 1933, as amended (the “Act”),
filed with the Securities and Exchange Commission (the “Commission”) on August 17, 2020, which was declared effective
by the Commission on August 26, 2020 (No. 333-248069) (the “Registration Statement”), a base prospectus dated August
26, 2020 (the “Base Prospectus”), and a prospectus supplement dated July 27, 2021 filed with the Commission pursuant
to Rule 424(b) under the Act (the “Prospectus Supplement”, and together with the Base Prospectus, the “Prospectus”).
Logiq, Inc.
July 27, 2021
Page 2 of 3
This opinion is being furnished in connection
with the requirements of Item 601(b)(5) of Regulation S-K under the Act, and no opinion is expressed herein as to any matter pertaining
to the contents of the Registration Statement or related Prospectus, other than as expressly stated herein with respect to the sale of
the Securities.
As such counsel, we have examined such matters
of fact and questions of law as we have considered appropriate for purposes of this letter. With your consent, we have relied upon certificates
and other assurances of officers of the Company and others as to factual matters without having independently verified such factual matters.
In rendering the opinions expressed below, we have assumed without verification (i) the genuineness of all signatures, (ii) the legal
capacity of natural persons, (iii) the authenticity of all documents submitted to us as originals, (iv) the conformity to the originals
of all documents submitted to us as copies, and the authenticity of the originals of such copies, and (v) that all records and other information
made available to us by the Company on which we have relied are accurate and complete in all respects.
We have further assumed that the Securities will
be issued and sold in the manner stated in the Registration Statement and the Prospectus, and in compliance with the applicable provisions
of the Act and the rules and regulations of the Commission thereunder, and the securities or blue sky laws of the various states.
Subject to the foregoing and the other matters
set forth herein, it is our opinion that, as of the date hereof:
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1.
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The issuance and sale of the Shares (other than the Agent Shares)
have been duly authorized by all necessary corporate action of the Company, and the Shares (other than the Agent Shares) are validly issued,
fully paid and non-assessable.
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2.
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When the Warrant Shares have been duly registered on the books of
the transfer agent and registrar therefor in the name or on behalf of the purchasers, and have been issued by the Company against payment
therefor (not less than par value) in the circumstances and pursuant to the terms contemplated by the Warrants, the issuance and sale
of the Warrant Shares will have been duly authorized by all necessary corporate action of the Company, and the Warrant Shares will be
validly issued, fully paid and nonassessable.
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3.
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When the Agent Shares have been duly registered on the books of
the transfer agent and registrar therefor in the name or on behalf of the purchasers, and have been issued by the Company against payment
therefor (not less than par value) in the circumstances and pursuant to the terms contemplated by the Agent Options, the issuance and
sale of the Agent Shares will have been duly authorized by all necessary corporate action of the Company, and the Agent Shares will be
validly issued, fully paid and nonassessable.
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We note that the Warrant Indenture and the Warrants
issued in accordance therewith, and the Agency Agreement and the Agent Options issued in accordance therewith, are to be governed by the
laws of the Province of Ontario, Canada, and the federal laws of Canada, and we understand that you are receiving a separate opinion of
Miller Thomson LLP as to the enforceability of such agreements and instruments under the laws of the Province of Ontario, Canada, and
the federal laws of Canada. In rendering the foregoing opinions, we have assumed that (i) the Warrant Indenture and the Warrants issued
in accordance therewith, and the Agency Agreement and the Agent Options issued in accordance therewith, constitute valid and binding obligations
of the Company, enforceable against the Company in accordance with their terms, and (ii) the Company will comply with all applicable notice
requirements regarding uncertificated shares provided in the Delaware General Corporation Law.
The opinions expressed herein are limited to the
Delaware General Corporation Law, and we express no opinion with respect to any other laws of the State of Delaware, the laws of any other
jurisdiction, or the statutes, administrative decisions, rules, regulations and requirements of any county, municipality, subdivision
or local authority of any jurisdiction.
Logiq, Inc.
July 27, 2021
Page 3 of 3
This opinion is for your benefit in connection
with the Registration Statement and Prospectus and may be relied upon by you and by persons entitled to rely upon it pursuant to the applicable
provisions of the Act. We consent to your filing this opinion as an exhibit to the Company’s Current Report on Form 8-K filed with
the Commission. In giving such consent, we do not thereby admit that we are in the category of persons whose consent is required under
Section 7 of the Act or the rules and regulations of the Commission thereunder. The opinions expressed herein are given as of the date
hereof, and we assume no obligation to update or supplement such opinions after the date hereof.
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Very truly yours,
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/s/ Procopio, Cory, Hargreaves & Savitch LLP
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Procopio, Cory, Hargreaves & Savitch
LLP
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Exhibit 5.2
July
27, 2021
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Logiq,
Inc.
85
Broad Street, 16-079
New
York, NY 10004
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Dear
Sirs/Mesdames:
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Re:
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Logiq,
Inc. (the "Company") - Registration Statement on Form S-3
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We
have acted as counsel for the Company in connection with the Canadian initial public offering (the "Offering") by the
Company of 1,976,434 units (the "Units"), at a price of $3.00 per Unit (the “Offering Price”) pursuant
to an agency agreement (the "Agency Agreement") dated June 9, 2021 between the Company and Research Capital Corporation
as agent and sole bookrunner (the “Agent”). The Offering was completed on June 21, 2021.
Each
Unit consists of one share of common stock in the capital of the Company (a "Share") and one purchase warrant of the
Company (a "Warrant") issued pursuant to a warrant indenture between the Company and Odyssey Trust Company (the "Warrant
Agent") dated as of June 21, 2021 (the "Warrant Indenture"). Each Warrant entitles the holder to purchase
one share of common stock of the Company (a "Warrant Share") at an exercise price of $3.50 per Warrant Share for a period
of 36 months, subject to adjustment in accordance with the Warrant Indenture.
In
addition, the Company granted the Agent an option (the “Over-Allotment Option”), exercisable at any time up to 30
days following the closing date of the Offering, to purchase from the Company: (i) up to such additional number of Units (the “Over-Allotment
Units” and with the Units, the “Offered Units”) as is equal to 15% of the number of Units sold under the
Offering (the “Over-Allotment Number”) at the Offering Price; (ii) up to such number of additional Warrants (the “Over-Allotment
Warrants”) as is equal to 15% of the number of Warrants comprising the Units sold under the Offering at $0.4898 per Over-Allotment
Warrant; (iii) up to such number of additional Common Shares (the “Over-Allotment Shares”) as is equal to 15% of the
number of Shares comprising the Units sold under the Offering at $2.5102 per Over-Allotment Share; or (iv) any combination of Over-Allotment
Units, Over-Allotment Warrants and Over-Allotment Shares, so long as the aggregate number of Over-Allotment Units, Over-Allotment Warrants
and Over-Allotment Shares does not comprise together more than what is included in the Over-Allotment Number of Over-Allotment Units.
The
Agent has exercised its Over-Allotment Option for the issuance today of 201,700 Over-Allotment Shares and 201,700 Over-Allotment Warrants
(the “Over-Allotment Offering”).
The
Agency Agreement provides for compensation to be paid to the Agent in connection with the Over-Allotment Offering, as follows:
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1.
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8%
cash commission on the gross proceeds of the Over-Allotment Offering; and
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2.
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non-transferrable
compensation options equal to 8% of the number of Over-Allotment Units sold under the Over-Allotment Offering (the "Agent Options"),
each Agent Option exercisable for one Unit at an exercise price of $3.00 for a period of 36 months.
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The
resale of the securities under the Over-Allotment Offering is being registered pursuant to a Registration Statement on Form S-3 under
the Securities Act of 1933, as amended (the “Act”), filed with the Securities and Exchange Commission (the
“Commission”) on August 17, 2020, which was declared effective by the Commission on August 26, 2020 (No. 333-248069)
(the “Registration Statement”), a base prospectus dated August 26, 2020 (the “Base Prospectus”),
and a prospectus supplement dated July 27, 2021 filed with the Commission pursuant to Rule 424(b) under the Act (the “Prospectus
Supplement”, and together with the Base Prospectus, the “Prospectus”).
1. Examinations
As
Canadian counsel for the Company, we have reviewed and participated, together with Procopio, Cory, Hargreaves & Savitch LLP, US counsel
for the Company, in the preparation and/or review of:
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(a)
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the
Agency Agreement;
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(b)
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the
Warrant Indenture; and
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(c)
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certificate
representing the Agent Options (each an "Agent Option Certificate").
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(the
Agency Agreement, Warrant Indenture, and Agent Option Certificate are collectively, the “Transaction Agreements”)
We
have also considered such questions of law and made such other investigations as we have considered relevant or necessary in connection
with the opinions expressed herein. As to various questions of fact in order to give the opinions expressed herein, we have relied solely
upon a certificate of an officer of the Company dated the date of this opinion relating to certain factual matters in connection with
the Company and the Offering and have not made any independent investigations in connection with the matters set out therein.
We
are qualified to carry on the practice of law in the province of Ontario and we express no opinion as to any laws, or matters governed
by any laws, other than the laws of such province and the federal laws of Canada applicable therein. Our opinions herein are based on
legislation, regulations, orders and rulings in effect on the date hereof.
2. Assumptions
and reliances
For
the purposes of the opinions expressed herein:
2.1 We
have assumed the genuineness of all signatures, the legal capacity and signing authority of all individuals, the authenticity of all
documents submitted to us as originals and the conformity to authentic original documents of all documents submitted to us as certified,
conformed, electronic or photostatic copies or facsimiles thereof.
2.2 We
have assumed the accuracy and completeness of all information provided to us by public officials or officers of the Company and have
assumed that such information is true and correct as at the time which they were made and continue to be true and correct from such time
to the date hereof.
2.3 We
have assumed that each of the parties to the Transaction Agreements, including the Company, have all requisite power and authority to
enter into, execute, deliver and perform its obligations thereunder and that each of the Transaction Agreements has been duly authorized
by each of such parties and, other than the Company, are legal, valid and binding obligations of each of them enforceable against each
of such parties in accordance with their respective terms.
2.4 We
have assumed that no order, ruling or decision of any court, regulatory or administrative body against the Company is in effect at any
material time that restricts any trades in securities of the Company or that affects any person or company who engages in such a trade.
3. Opinion
Based
on and subject to the foregoing, we are of the opinion that each of the Transaction Agreements is enforceable against the Company in
accordance with its respective terms, subject to the general qualifications relating to creditors' rights generally and except as rights
to indemnity may be limited by applicable law.
4. Qualifications
Our
opinions expressed herein in connection with the enforceability of the Transaction Agreements are subject to the qualifications that
such enforceability may be limited by:
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(a)
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the
laws of any jurisdiction, other than the provinces and the laws of Canada applicable therein,
which may be considered or given effect to under the laws of the provinces in any such determination;
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(b)
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general
principles of law and equity including the fact that equitable remedies, such as specific
performance and injunctions, may only be awarded in the discretion of the court from which
they are being sought and, without limiting the generality of the foregoing:
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(i)
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a
court may consider the conduct, or course of conduct, of a party and require that party to
act reasonably and in good faith; and
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(ii)
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the
availability of any particular remedy and the ability to recover certain costs, damages and
expenses, whether by reason of indemnity, contribution or otherwise, are subject to the discretion
of the court from which remedy is being sought;
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(c)
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the
qualification that rights of indemnity and contribution may be contrary to public policy;
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(d)
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the
qualification that the costs of and incidental to proceedings authorized to be taken in court
or before a judge are under the discretion of the court or judge before which such proceedings
are brought and a court or judge has full power to determine by whom and to what extent the
costs of such proceedings shall be paid;
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(e)
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the
qualification that enforceability of any provision in any agreement or certificate purporting
to exculpate any party from liability or duty otherwise owed by it may be limited under applicable
law;
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(f)
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the
equitable and statutory power of the courts in the Provinces having jurisdiction to stay
proceedings before them and the execution of judgments;
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(g)
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the
right of a party to exercise any unilateral or unfettered discretion will not prevent a court
in the Provinces from requiring such discretion to be exercised reasonably;
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(h)
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claims
may become barred under the Limitation Act (Ontario) or may become subject to defenses
of set-off and counterclaim;
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(i)
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the
breach by a party of any particular obligation owed to another party may not be enforceable
by that other party if no damages are suffered by it as a result of such breach;
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(j)
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the
condition precedent to the obligations of the parties contained in any agreement or certificate
being satisfied or, if capable of being waived, being waived by the party or parties entitled
to insist on fulfillment of the condition, and to the rights of termination set out in any
agreement not having been duly exercised by the parties entitled to exercise such rights;
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(k)
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applicable
bankruptcy, insolvency, reorganization, moratorium, winding-up, arrangement and other laws
affecting the rights, powers, privileges, remedies and/or interests of creditors;
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(l)
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to
the extent any amount is payable in a currency other than lawful money of Canada, the provisions
of the Currency Act (Canada) which provide that a court in Canada may grant monetary
judgments only in lawful money of Canada;
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(m)
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any
provisions of an agreement purporting to entitle a party to a specific rate of interest after
judgment or to reimbursement or indemnification for court costs are subject to the discretion
of a court;
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(n)
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the
qualification that no opinion is given as to the effect of those provisions of any agreement
or certificate which purport to allow the severance of invalid, illegal or unenforceable
provisions or which purport to restrict the effect of such provisions; and
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(o)
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the
qualification that no opinion is given in respect of any provisions in any agreement or certificate
which suggest that modifications, amendments or waivers of or with respect to those documents
that are not in writing will not be effective.
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The
opinion stated herein is limited to the matters expressly stated herein and no other opinion is implied or is to be inferred beyond the
matters expressly stated in this letter. This opinion is for your benefit in connection with the Registration Statement and Prospectus
and may be relied upon by you and by persons entitled to rely upon it pursuant to the applicable provisions of the Act. We consent to
your filing this opinion as an exhibit to the Company’s Current Report on Form 8-K filed with the Commission. In giving such consent,
we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Act or the rules and
regulations of the Commission thereunder. The opinions expressed herein are given as of the date hereof, and we assume no obligation
to update or supplement such opinions after the date hereof.
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Yours truly,
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/s/ Miller Thomson LLP
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Miller Thomson LLP
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Page
5
Exhibit 99.1
LOGIQ
ANNOUNCES EXERCISE OF OVER-ALLOTMENT OPTION IN INITIAL PUBLIC OFFERING
New
York, NY – July 27, 2021 – Logiq, Inc. (“Logiq” or the “Company”) (NEO: LGIQ) (OTCQX:
LGIQ), a global provider of award-winning e-commerce and fintech solutions, is pleased to announce the partial exercise of the over-allotment
option in conjunction with the Company’s C$5,929,302 initial public offering (the “Offering”) of units of securities
of the Company (the “Units”) in Canada at a price of C$3.00 per Unit that closed on June 21, 2021. The Company has
issued an additional 201,700 Units for additional gross aggregate proceeds of C$605,100. The total gross proceeds to the Company from
the Offering, including the 1,976,434 Units sold initially and the partial exercise of the over-allotment option, is approximately C$6,534,402.
Each
Unit consists of one share of common stock of the Company (a “Unit Share”) and one common stock purchase warrant of
the Company (a “Warrant”). Each Warrant is exercisable to acquire one share of common stock of the Company (a “Warrant
Share”) at an exercise price of C$3.50 per Warrant Share for a period of 36 months.
The
Offering was led by Research Capital Corporation as the sole agent and sole bookrunner (the “Agent”).
The
net proceeds of the Offering will be used for development of additional data analytics tools, sales generation and marketing, and for
working capital requirements and other general corporate purposes.
The
Unit Shares, Warrants, Warrant Shares, and compensation options have been registered for resale under the Securities Act of 1933 ,
as amended, pursuant to a prospectus supplement filed by Logiq dated July 27, 2021 (the “US Prospectus Supplement”)
to Logiq’s registration statement on Form S-3 (File No. 333-248069) filed with the Securities and Exchange Commission (“Commission”)
on August 17, 2020, which was declared effective by the Commission on August 26, 2020. The US Prospectus Supplement is available under
the Company’s profile on www.sedar.com, and can be found on the Commission’s website at www.sec.gov/edgar.
A
final prospectus dated June 9, 2021 (the “Canadian Prospectus”) has been filed with, and a receipt has been issued
by, the securities commissions or similar securities regulatory authorities in each of the provinces of Canada, other than Quebec, containing
important information relating to the common stock of Logiq. The Canadian Prospectus is available under the Company’s profile on
www.sedar.com.
About
Logiq
Logiq
Inc. is a U.S.-based leading global provider of e-commerce and fintech business enablement solutions. Its DataLogiq business provides
a data-driven, end-to-end e-commerce marketing solution. Its AI-powered LogiqX™ data engine delivers valuable consumer insights
that enhance the ROI of online marketing spend. The company’s Fixel technology offers simplified online marketing with critical
privacy features.
In
its AppLogiq business, Logiq’s platform-as-a-service, branded as CreateAPP™, enables small- and medium-sized businesses worldwide
to easily create and deploy a native mobile app for their business without technical knowledge or background. CreateAPP™ empowers
businesses to reach more customers, increase sales, manage logistics, and promote their products and services in an easy, affordable,
and highly efficient way. CreateAPP™ is offered in 14 languages across 10 countries and three continents, including some of the
fastest-growing emerging markets in Southeast Asia. The company’s PayLogiq, branded as AtozPay™ in Indonesia, offers mobile
payments, and GoLogiq, branded as AtozGo™ in Indonesia, offers hyper-local food delivery services. Connect with Logiq: Website
| LinkedIn | Twitter | Facebook.
Important
Cautions Regarding Forward-Looking Statements
This
press release contains certain forward-looking statements and information, as defined within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934, and is subject to the Safe Harbor created by those sections. This
press release also contains forward-looking statements and forward-looking information within the meaning of Canadian securities legislation
that relate to Logiq’s current expectations and views of future events. Any statements that express, or involve discussions as
to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of
words or phrases such as “will likely result”, “are expected to”, “expects”, “will continue”,
“is anticipated”, “anticipates”, “believes”, “estimated”, “intends”, “plans”,
“forecast”, “projection”, “strategy”, “objective” and “outlook”) are not
historical facts and may be forward-looking statements and may involve estimates, assumptions and uncertainties which could cause actual
results or outcomes to differ materially from those expressed in such forward-looking statements. No assurance can be given that these
expectations will prove to be correct and such forward-looking statements included in this press release should not be unduly relied
upon.
These
statements speak only as of the date of this press release. Forward-looking statements are based on a number of assumptions and are subject
to a number of risks and uncertainties, many of which are beyond Logiq’s control, which could cause actual results and events to
differ materially from those that are disclosed in or implied by such forward-looking statements. In particular and without limitation,
this press release contains forward-looking statements regarding our products and services, the use and/or ongoing demand for our products
and services, expectations regarding our revenue and the revenue generation potential of our products and services, our partnerships
and strategic alliances, the impact of global pandemics (including COVID-19) on the demand for our products and services, industry trends,
overall market growth rates, our growth strategies, the continued growth of the addressable markets for our products and solutions, our
business plans and strategies, our competitive position in our industry, and other risks described in the Company’s prior press
releases and in its filings with the Securities and Exchange Commission (SEC) including its Annual Report on Form 10-K and any subsequent
public filings, and filings made pursuant to Canadian securities legislation that are available on www.sedar.com, including under the
heading “Risk Factors” in the Company’s Canadian Prospectus.
Logiq
undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or
otherwise, except as may be required by law. New factors emerge from time to time, and it is not possible for Logiq to predict all of
them, or assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ
materially from those contained in any forward-looking statement. Any forward-looking statements contained in this press release are
expressly qualified in their entirety by this cautionary statement.
Company
Contact
Brent
Suen, President
Logiq,
Inc.
Email
contact
Media
& Investor Contact
Ronald
Both or Grant Stude
CMA
Investor & Media Relations
Tel
(949) 432-7566
Email
contact
