Cypher Metaverse Inc. Rescinds Merger Agreement with Agapi Luxury Brands Inc.

Settlement Agreement Reached

Resolution of Outstanding Debts

Cypher Metaverse Inc., a publicly traded company on the Canadian Securities Exchange (CSE: CODE), has announced the termination of its merger agreement with Agapi Luxury Brands Inc. This decision follows a settlement agreement between the two companies dated November 14, 2024.

Terms of Settlement

Equity Issuance and Royalty Structure

Under the agreement, Agapi will issue 802,290 common shares priced at $1.20 each. Additionally, Cypher Metaverse will receive a royalty on Agapi’s future product sales. This settlement resolves the $962,748 owed by Agapi to Cypher Metaverse in principal and interest.

Royalty Details

The royalties are structured to prioritize payments up to certain sales thresholds, with a 5% royalty on the first five million Canadian dollars in gross sales and a 2.5% royalty on sales between five and ten million dollars.

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