|
Coinsilium Group Limited (COIN)
COINSILIUM GROUP LIMITED(“Coinsilium” or the “Company”)Coinsilium Backs Generative AI Platform for Fashion, Beauty and Lifestyle Brands Through Convertible Loan and Strategic Advisory AgreementGibraltar, 16 September 2026 – Coinsilium Group Limited (AQSE: COIN | OTCQB: CINGF), the Aquis-quoted digital asset growth and venture builder, is pleased to announce that it has entered into a Convertible Loan Agreement (“the CLN)”) and 12-month strategic advisory agreement with Beating Heart Pte. Ltd. (“BeatingHeart”), a Singapore-incorporated company developing an AI-powered advertising and commercial content-production platform. BeatingHeart was founded and initially funded by Blvck Paris, the successful global fashion and lifestyle brand, drawing on its direct experience of the cost, time and operational complexity involved in producing commercial visual content. BeatingHeart is progressing towards commercial launch during 2026 and intends to commercialise its platform through a subscription-based model. Highlights
Convertible Loan AgreementUnder the terms of the agreement, Coinsilium, through its wholly owned subsidiary Seedcoin Limited (“Seedcoin”), has agreed to provide BeatingHeart with a 30-month convertible loan facility of up to US$250,000, structured in three instalments. Coinsilium, through Seedcoin, has paid the first instalment of US$100,000 under the facility. Two further instalments of US$75,000 each are expected to be paid over the following four months, subject to satisfaction of the applicable drawdown conditions. Seedcoin may elect at any time before maturity to convert all or part of the outstanding loan balance into ordinary shares in BeatingHeart. Conversion of the full US$250,000 principal, assuming the facility is drawn in full and no repayments have been made, would result in Seedcoin receiving ordinary shares representing approximately 8% of BeatingHeart’s fully diluted share capital. As consideration for establishing and making the facility available, BeatingHeart will also issue Seedcoin with ordinary shares representing 1.20% of its fully diluted share capital. This one-time equity facility fee is separate from, and additional to, any shares issued upon conversion of the loan. Full conversion of the US$250,000 principal, assuming no prior repayments, together with the 1.20% equity facility fee, would therefore give Seedcoin an aggregate interest stated under the agreement as approximately 9.20% of BeatingHeart’s fully diluted share capital. A scheduled repayment programme will commence in the twelfth calendar month following execution of the agreement and provides for aggregate scheduled repayments of US$126,000. Any outstanding balance remaining under the loan will become due and payable at maturity, 30 months following execution of the agreement. Subject to Seedcoin’s prior approval, BeatingHeart may satisfy individual repayments either in cash or through the issue of ordinary shares. Voluntary prepayment by BeatingHeart is subject to Seedcoin’s prior written approval. Such prepayment would require BeatingHeart to issue Seedcoin with an additional equity premium representing between 1% and 2% of BeatingHeart’s share capital, depending on the amount prepaid. The proceeds of the convertible loan will be used by BeatingHeart to support platform development, commercial launch, business development and working capital requirements. Strategic Advisory Agreement Coinsilium (Gibraltar) Limited, the Company’s wholly owned advisory services subsidiary, has entered into a 12-month advisory agreement with BeatingHeart. The engagement will support the development and growth of BeatingHeart’s business, focusing on its go-to-market and capital formation strategies, with Coinsilium’s Chief Executive Officer, Eddy Travia, acting as the key adviser. Terms pertaining to advisory engagements are commercially sensitive and typically governed by mutual confidentiality agreements. The agreement includes an advisory fee, which may be satisfied in cash or in shares at the discretion of the advisor. About BeatingHeart BeatingHeart is developing an AI-powered advertising and creative-production platform designed to transform how brands create and deploy visual marketing content across global digital, e-commerce and social-media channels. The platform enables brands to place their products into professionally styled images, lifestyle settings and film sequences using hyperreal AI-generated models and digitally created environments. Brands will be able to create and adapt content for different products, formats, audiences and markets without requiring a separate physical production process for each variation. BeatingHeart intends to commercialise the platform through a subscription-based model, under which customers will pay recurring fees to access its content-production capabilities. The model is designed to support recurring revenues and scalable growth as the number of subscribing brands and their use of the platform increase. As a digitally delivered platform, BeatingHeart also has the potential to serve customers across international markets without the physical and geographical constraints associated with conventional content production. Conventional commercial production can require models, photographers, production crews, studios or locations, equipment, product logistics, commercial usage rights and post-production, adding significant cost, time and complexity. BeatingHeart’s digital workflow is designed to reduce many of these requirements, offering brands the potential for substantial cost savings, greater output from existing marketing budgets, and faster creation, adaptation and refreshment of campaign content. BeatingHeart’s initial target markets include fashion, beauty, lifestyle, consumer products, e-commerce and social-media marketing. These are substantial global markets characterised by frequent product launches, short campaign cycles and sustained demand for high-quality visual content, providing BeatingHeart with the opportunity to expand its subscription platform across brands, sectors and geographies. The planned development roadmap extends beyond creative production to include campaign strategy, audience targeting, media buying, publication and campaign management. BeatingHeart’s longer-term objective is to provide brands with an integrated environment through which they can create, launch, distribute and manage advertising campaigns at scale. Created by Blvck Paris to Address a Clear Commercial NeedBeatingHeart was created by Blvck Paris to address a commercial challenge encountered directly in its own business: the cost, time and operational complexity involved in producing the volume of high-quality visual content required by a modern global brand. Founded in 2017, Blvck Paris has established an internationally recognised fashion and lifestyle brand with a substantial global community. Its experience of producing content for product launches, e-commerce, advertising and social-media campaigns provided both the commercial rationale for BeatingHeart and a practical understanding of the requirements the platform must address. Blvck Paris is a founding shareholder in BeatingHeart and brings direct industry experience from one of the platform’s principal target markets. This provides BeatingHeart with commercially relevant insight into the content-production demands faced by other brands in the sector. Coinsilium also has an established history of working with Blvck Paris. In February 2022, Coinsilium was appointed as strategic adviser to Blvck Paris in connection with the launch of the Blvck Genesis digital collection. Following the successful launch of that project, Coinsilium and Blvck Paris entered into a Master Collaboration Agreement in September 2023, establishing a framework for further strategic initiatives and potential partnerships in the fashion and lifestyle sectors 1. The convertible loan and strategic advisory agreement with BeatingHeart build on this established relationship, bringing together Blvck Paris’s direct commercial and industry experience with Coinsilium’s investment and strategic advisory capabilities. The Market OpportunityThe markets relevant to AI-powered commercial content production are expanding as advertising moves increasingly towards digital and social-media channels. BeatingHeart is targeting the content-production layer supporting this expenditure, where brands require growing volumes of visual material across products, audiences, markets and formats. The World Advertising Research Center (“WARC”) estimated global advertising expenditure at US$1.19 trillion in 2025.2 In the United States, the Interactive Advertising Bureau (“IAB”) and PwC reported internet advertising revenue of US$294.6 billion, up 13.9%, including US$117.7 billion from social media.3 IAB also estimated US creator-economy advertising expenditure at US$37 billion, representing 26% annual growth and approximately four times that of the wider media industry, with 75% of buyers using or planning to use AI for content creation and scaling. 4 Within BeatingHeart’s initial target sectors, McKinsey forecasts that the global beauty market will grow by approximately 5% annually to reach US$590 billion by 2030.5 Fashion represents a further substantial global market requiring frequently refreshed content across advertising, e-commerce and social-media channels. European fashion retailer Zalando reported that generative AI reduced campaign-image production time from six to eight weeks to three to four days and associated costs by approximately 90%. It subsequently reported that AI-generated imagery enabled it to publish approximately 85% more partner-product content.6 While Zalando’s results should not be regarded as indicative of those of BeatingHeart or its prospective customers may achieve, they illustrate generative AI’s potential to transform the cost, speed and scale of commercial content production. Eddy Travia, Chief Executive Officer of Coinsilium, commented: “BeatingHeart was created by Blvck Paris in response to the cost, time and complexity of producing high-quality commercial content for the fashion and lifestyle industries. This gives the platform a clear commercial foundation grounded in direct industry experience. “BeatingHeart enables brands to create and adapt professional advertising and product content using hyperreal AI-generated models and environments, materially reducing the time, cost and complexity associated with conventional photography and film production. “Coinsilium has an established relationship with Blvck Paris, having advised the brand on the successful launch of the Blvck Genesis Digital collection and subsequently entered into a broader Master Collaboration Agreement. We are pleased to build upon that relationship by backing BeatingHeart through a convertible loan and strategic advisory agreement. As BeatingHeart progresses towards commercial launch during 2026, we believe its subscription model and relevance across large global industries provide a strong foundation for scalable growth.” Julian O’hayon, Founder and Creative Director of Blvck Paris and Founder of BeatingHeart, commented: “BeatingHeart was born from a challenge we experience every day at Blvck Paris: creating a constant flow of high-quality content across multiple products, markets and platforms while managing the time, cost and complexity of conventional production. “With BeatingHeart, we are now building a platform that will overcome that challenge; one that allows brands to transform their products into professionally styled images and video content with greater speed, flexibility and creative control. Our ambition is to give brands the ability to produce, adapt and scale campaigns without the limitations of conventional photoshoots and Ad campaigns. “Coinsilium has been a trusted strategic partner to Blvck Paris for several years, and we are delighted to have its support as we prepare BeatingHeart for commercial launch and enter this next phase of growth.” Sources:1 Coinsilium announcement dated 4 September 2023 concerning its MasterCollaboration Agreement with Blvck Paris. 2 WARC, global advertising expenditure data, 2025. 3 IAB/PwC Internet Advertising Revenue Report: Full Year 2025. 4 IAB Creator Economy Ad Spend & Strategy Report 2025. 5 McKinsey, State of Beauty 2026. 6 Reuters reporting concerning Zalando’s use of generative AI in commercial content production, May 2025 and May 2026. The information contained within this announcement is deemed by the Company to constitute inside information for the purposes of the UK version of the Market Abuse Regulation (EU) No. 596/2014, which forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018. The Directors of Coinsilium Group Limited accept responsibility for the contents of this announcement. Enquiries:
Notes to EditorsAbout CoinsiliumCoinsilium Group Limited (AQUIS: COIN | OTCQB: CINGF) is a company whose shares are traded on the Access segment of the Aquis Stock Exchange Growth Market in London and cross-traded on OTC Markets in New York, with a long-established presence in the digital asset sector. Since 2015, Coinsilium has played a pioneering role in supporting blockchain innovation, working with early-stage ventures and contributing to the evolution of decentralised technologies and digital finance. Coinsilium works with founders and emerging technology companies as a venture builder and strategic partner operating at the intersection of blockchain, digital assets, decentralised finance and emerging areas such as prediction markets, AI-driven networks and related digital infrastructure technologies. The Company’s model integrates venture building, strategic participation and operational delivery. Alongside selectively deploying capital, Coinsilium takes an active role in supporting and scaling ventures through strategic guidance, ecosystem positioning, partnerships and broader operational support across the digital asset sector. A full overview can be found in the Venture Building section of the Company’s website. In 2025, Coinsilium launched Forza (Gibraltar) Limited (“Forza!”), its 100%-owned subsidiary registered in Gibraltar. Forza is responsible for owning and managing Coinsilium’s strategic Bitcoin treasury and strategy, which is designed to be complementary to and enhance the Company’s long-term financial resilience and provide balance sheet strength to ensure a sound treasury foundation to support its future growth. Please refer to the Bitcoin Treasury Risk Statement. With over a decade of Digital Asset sector experience and a clear forward-focused strategy, Coinsilium is committed to building long-term value for shareholders through disciplined participation in the evolving digital asset economy. For further information, please visitwww.coinsilium.com. About BeatingHeartBeatingHeart is developing an AI-powered creative-production platform that enables brands to create and adapt professional visual content using AI-generated models and digital environments. Designed for advertising, e-commerce and social-media applications, the platform aims to make high-quality content production faster, more flexible and more scalable. Founded from the direct industry experience of global fashion and lifestyle brand Blvck Paris, BeatingHeart is initially focused on supporting the evolving content requirements of brands across the fashion, beauty, lifestyle and consumer sectors. For further information, visitwww.beatingheart.ai. Important NoticeCoinsilium Group Limited (“Coinsilium” or “the Company”) holds part of its reserves in Bitcoin through its wholly owned Gibraltar-based subsidiary, Forza (Gibraltar) Limited (“Forza”), which is responsible for managing the Company’s Bitcoin treasury. The Financial Conduct Authority (“FCA”) regards digital assets such as Bitcoin as high-risk and speculative, with potential for extreme price volatility. An investment in Coinsilium Group Limited is not an investment in Bitcoin, either directly or by proxy. Coinsilium holds a range of assets, including equity interests in companies operating within and beyond the blockchain sector, and maintains a diversified portfolio of strategic investments across the digital asset space. This structure provides broader exposure beyond Bitcoin. The Company’s exposure to Bitcoin forms part of its broader capital allocation strategy. Coinsilium is not authorised or regulated by the FCA. While the Board of Directors considers Bitcoin to be an appropriate long-term reserve asset, prospective and existing investors should be aware of the associated risks. There is no certainty that the Company will be able to realise its Bitcoin holdings at expected valuations, and the financial performance of the Company may be affected by movements in the price of Bitcoin. As a result of the Company’s exposure to Bitcoin, the market value of Coinsilium shares may also experience significant fluctuations, and the value of investments can go down as well as up. The decision to allocate capital into Bitcoin, facilitated through the Company’s dedicated treasury management structure, Forza, reflects a strategic view of Bitcoin as a long-term reserve asset. This approach is underpinned by over a decade of experience operating in the digital asset sector. In accordance with the Aquis Framework for Issuers pursuing Cryptocurrency Strategies, the Company is required to draw to shareholders’ attention particular risks relating to cryptoassets. The Company’s exposure to the cryptoasset sector exposes the Company to a number of significant risks, including, but not limited to: Volatility of the Price of Digital Assets, Including but not Limited to BitcoinDigital assets, including but not limited to Bitcoin, are subject to extreme price volatility, with values capable of rising or falling sharply over short periods. This volatility can have a material adverse effect on the Company’s financial position and results. Investors should be aware that the value of the Company’s digital asset holdings may fluctuate significantly, leading to substantial losses. There is no guarantee that the Company will be able to realise its digital asset holdings at expected valuations. Regulatory UncertaintyThe regulatory environment for cryptoassets, including Bitcoin, is evolving and remains uncertain in many jurisdictions. Changes in laws or regulations could adversely affect the Company’s ability to hold, trade or use Bitcoin. There is a risk that future regulatory action could require the Company to divest its Bitcoin holdings or restrict its operations. Non-compliance with applicable regulations could result in penalties or reputational harm. Security and Custody RisksThe Company’s cryptoasset holdings, including those in Bitcoin, are subject to security risks, including cyberattacks, hacking and theft. Despite using third-party, institutional-grade custodians, there is no absolute guarantee against loss or misappropriation. Any security breach could result in the partial or total loss of the Company’s cryptoassets. The Company may have limited recourse to recover lost or stolen assets. Liquidity ConstraintsCryptoasset markets, including Bitcoin, may experience periods of illiquidity, which could impact the Company’s ability to sell its holdings quickly or at favourable prices. Market disruptions, technological failures or a lack of counterparties may further constrain liquidity. In such scenarios, the Company may be forced to accept lower prices or delay transactions. This could adversely affect the Company’s financial performance. Reputational RisksThe association with the cryptoasset sector, including Bitcoin, may expose the Company to reputational risks. Negative perceptions arising from links to illicit activity, cybercrime or regulatory scrutiny could impact stakeholder confidence. Adverse media coverage or public opinion may affect the Company’s relationships with investors, customers or partners. Reputational damage could have long-term consequences for the business. Market Acceptance and AdoptionThe value and utility of cryptoassets, including Bitcoin, depend on their continued acceptance by users, merchants and investors and their perception as a store of value. Any decline in adoption or negative trends in public perception could reduce demand and depress prices. Technological changes or superior alternatives could also undermine Bitcoin’s position. The Company’s exposure to cryptoassets, including Bitcoin, may therefore become less valuable or obsolete. Counterparty RiskThe Company relies on third-party custodians and service providers to safeguard its cryptoassets. There is a risk that such counterparties may fail, become insolvent or act negligently. In such cases, the Company could suffer financial loss or face difficulties in accessing its assets. The effectiveness of risk mitigation depends on the reliability and integrity of these third parties. Legal and Tax RisksThe legal and tax treatment of cryptoassets is complex and subject to change. Uncertainty regarding classification, reporting obligations or tax liabilities could result in unforeseen costs or compliance issues. The Company may need to adapt to new legal interpretations or regulatory guidance. Failure to comply with applicable laws could result in penalties or operational restrictions. Technology and Operational RisksCryptoassets, including Bitcoin, rely on complex technological infrastructure, including blockchain networks and cryptographic protocols. System failures, software bugs or protocol changes could disrupt the Company’s ability to access or transfer its holdings. Operational risks also include human error and inadequate internal controls. Such risks may lead to financial loss or operational disruption. Environmental and ESG RisksCryptoasset mining and transaction processing are energy-intensive and have raised environmental, social and governance (“ESG”) concerns. Negative perceptions around environmental impact could affect the Company’s ESG ratings or investor appetite. Regulatory measures targeting environmental sustainability could restrict or penalise cryptoasset-related activities. The Company may face increased scrutiny from stakeholders regarding its ESG performance. Concentration RiskA significant portion of the Company’s assets may be concentrated in cryptoassets, including Bitcoin, exposing it to heightened risk from adverse market movements. Lack of diversification increases vulnerability to price shocks or sector-specific developments. Concentration risk may also amplify the impact of regulatory or technological changes. Investors should consider the implications of such exposure. Risk of Forks and Protocol ChangesThe underlying protocols governing cryptoassets, including Bitcoin, may be altered through network upgrades or contentious forks. Such changes can result in the creation of new digital assets or disruption to existing holdings. The Company may face operational challenges in managing forks or adapting to protocol changes. There is also the risk of loss or confusion regarding asset ownership. Cybersecurity ThreatsThe Company’s cryptoassets are attractive targets for cybercriminals seeking to exploit vulnerabilities. Cybersecurity threats include phishing, malware, ransomware and denial-of-service attacks. A successful attack could compromise the Company’s systems or result in unauthorised transfers. Ongoing investment in cybersecurity measures is necessary to mitigate these risks. Loss or Destruction of Private KeysAccess to cryptoassets, including Bitcoin, is controlled by private cryptographic keys, the loss or destruction of which results in permanent loss of the associated assets. Human error, hardware failure or malicious activity could lead to key loss. The Company must implement robust key-management protocols to reduce this risk. Even with precautions, there is no absolute safeguard. Limited Availability of InsuranceInsurance cover for digital assets such as Bitcoin may be limited or unavailable. Even where insurance is in place, it may not cover all potential losses or may be subject to exclusions and limitations. The Company may therefore be exposed to uninsured risks. Investors should be aware that insurance does not eliminate the possibility of loss. Accounting and Valuation UncertaintyThe accounting treatment and valuation of cryptoassets, including Bitcoin, may be subject to differing interpretations and evolving standards. Changes in accounting policies or guidance could affect the Company’s financial statements. Valuation challenges may arise due to price volatility or lack of observable market data, particularly for early-stage cryptoassets without an established track record or which are not widely held. This could impact reported results and investor understanding. Risk of Regulatory EnforcementAuthorities may take enforcement action against companies involved in digital assets, including Bitcoin. Such actions could include fines, sanctions or restrictions on operations. The Company may incur significant costs in responding to investigations or defending its position. Regulatory enforcement could have a material adverse effect on the business. Cross-Border RisksCryptoasset transactions are global and may expose the Company to cross-border legal, regulatory or tax risks. Differences in jurisdictional approaches could result in conflicting obligations or increased compliance burdens. The Company may face challenges in navigating international regulatory frameworks. Cross-border risks may also affect the ability to transfer or realise assets. Risk of Market ManipulationCryptoassets and the markets on which they are traded are susceptible to manipulation due to their relative lack of oversight and transparency. Market participants may engage in practices such as spoofing, wash trading or pump-and-dump schemes. Such activities can distort prices and adversely affect the Company’s holdings. Regulatory intervention may not always prevent or remedy market abuse. Lack of Recourse and Consumer ProtectionsUnlike traditional financial assets, cryptoasset holdings, including Bitcoin, may not benefit from statutory recourse or consumer-protection schemes. In the event of loss, theft or fraud, investors may have limited or no avenues for recovery. The Company’s exposure to Bitcoin is therefore inherently riskier than holding regulated financial instruments. Investors must consider the implications of this lack of protection. Prospective investors are strongly encouraged to conduct their own research and carefully consider these risks before making any investment decision. Nothing herein amounts to a recommendation to invest in the Company or to investment, taxation or legal advice. Dissemination of a Regulatory Announcement that contains inside information in accordance with the Market Abuse Regulation (MAR), transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. |
| ISIN: | VGG225641015 |
| Category Code: | MSCL |
| TIDM: | COIN |
| LEI Code: | 213800YP3S25YH3GQV31 |
| Sequence No.: | 443369 |
| EQS News ID: | 2399830 |
| End of Announcement | EQS News Service |
|
|