Financial Reports & Information

For Investors

Our story, our vision

ICONOMI is a cryptocurrency platform designed for beginners and experienced investors alike.

With years of experience in the blockchain space and a diverse range of professional backgrounds ranging from finance to development, the ICONOMI team is driven by the shared goal of making cryptocurrency accessible to everyone.

We put a lot of effort into removing all the complexity of blockchain and to provide the best user experience. As an established and trusted platform, ICONOMI is one of the easiest ways for everyone to get started, and it is available in 182 countries.

Our journey started in 2016  with the creation of ICONOMI. In 2017, we’ve marked the debut of the ICONOMI platform and welcomed the first series of Crypto Funds Experts. Since then, our passionate and experienced team has worked on many developments and improvements.

We have always been focused on three things:
quality, trust and delivering what we promised.
And we are staying true to this goal.

Securities Offering Related Prospectus and Other Materials

To see the Prospectus, please carefully read the Disclaimer below and proceed accordingly.

Please read this notice carefully, as it applies to all persons who view this section of the website. Please note that the disclaimer set out below may be altered or updated. You should read it in full each time you visit the site.

Electronic versions of the materials available above are being made available on this website by ICONOMI AG in good faith and are for information purposes only. These materials are not directed at and should not be accessed by persons resident or located in jurisdictions where the distribution or availability of the materials would breach any applicable law or regulation. The materials do not constitute or form a part of any offer or solicitation to subscribe for Securities of ICONOMI AG (“Securities”) in any jurisdiction in which such offer is unlawful. Accordingly, unless an exemption under the relevant securities laws is applicable, Securities may not be offered, sold, delivered or distributed in or into any jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration of Securities in the relevant jurisdiction.

The materials are only addressed to and directed only to ICN Tokenholders, who validly submitted their non-binding interest for exchanging ICN tokens for Securities:

(i) in Slovenia, Germany, the Netherlands and the United Kingdom;
(ii) in other member states of the European Economic Area (EEA), where the offering will be made pursuant to an exemption under the Directive 2003/71/EC (as amended by Directive 2010/73/EU, the “Prospectus Directive”);
(iii) in countries outside the European Economic Area (EEA), which are stated in the Prospectus and where the offering of Securities qualify as private placement and/or offering in accordance with the relevant and applicable legislation of each country in which the offering of Securities is made; no offer of Securities is being made to any other persons in any other jurisdiction.

The Securities issued in connection with this offering have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or under any applicable securities laws of any state, province, territory, county or jurisdiction of the United States. There will be no offer of securities in the United States. Additionally, the offering of Securities is also not made in countries including but not limited to: Bahrain, Bolivia, Bosnia and Herzegovina, Colombia, Guatemala, Jordan, Lebanon, Macedonia, Moldova, Morocco, Oman, Pakistan and Vietnam.

Investment or investment activities to which the materials relate are available only to the persons described above. If you are not permitted to view materials on this website or are in doubt as to whether you are permitted to view these materials, please do not proceed. These materials must not be released or otherwise forwarded, distributed or sent in or into any jurisdiction in which such offers are unlawful.

Confirmation of understanding and acceptance of disclaimer
I warrant that I am an ICN Tokenholder, who validly submitted non-binding interest for exchanging ICN tokens for Securities and I am not located and am not resident or domiciled in any state, province, territory, county or jurisdiction of the United States or in any of the above stated countries. I agree that I will not transmit or otherwise send any materials contained in this website to any persons in any country, territory or jurisdiction from the previous sentence, where to do so would breach applicable local law or regulation. I have read and understood the disclaimer set out above. I understand that it may affect my rights and I agree to be bound by its terms. I confirm that I am permitted to proceed to electronic versions of the materials.


Prospectus for the offering of ICONOMI AG Securities
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The current excerpt
from the Liechtenstein Companies Register for ICONOMI AG
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The Statute of ICONOMI
AG as applicable on the date of the Prospectus
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Opening Balance Sheet
of ICONOMI AG as at October 12, 2018
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We regret that, due to regulatory restrictions, we are unable to provide you with access to this section of our website.

ICONOMI AG Securities

Type of securities
Profit Participation Securities (Genussscheine)
Emission
Up to 98.930.686
Issued securities
20.956.139 (after first subscription round)
Date of issuance
Issuance of subscribed Securities in the first subscription round: August 14, 2019
Issuance of subscribed Securities in the second subscription round: January 2020
Identification numbers
VALOR: CH46774417; ISIN: LI0467744178
Dividend right
Securityholders participate in the profits of the Issuer by receiving dividends
Liquidation right
In case of bankruptcy or insolvency of the ICONOMI AG, Securityholders are entitled to receive a share of residual assets or liquidation profits, if any
Voting right
Securityholders “indirectly” participate in votes on resolutions in connection with the ICONOMI AG, the management of the ICONOMI AG and the ICONOMI platform through the Assembly of Securityholders
Listing on exchanges
TBD

ICONOMI governance

The company ICONOMI AG has two bodies of corporate governance, the General Meeting of Shareholders and the Board of Directors. The decisions at the General Meeting of Shareholders of ICONOMI AG are adopted by the shareholders of ICONOMI AG. Currently, the sole shareholder of ICONOMI AG is the eICN Foundation, which consequently has all voting rights at the General Meeting of Shareholders of ICONOMI AG. However, the resolutions passed by the Assembly of Securityholders present binding instructions for the eICN Foundation to vote at the General Meeting of Shareholders of ICONOMI AG in line with the resolutions passed by the Assembly of Securityholders.

As the Board of Directors of the ICONOMI AG as parent company will form the General Meeting of the direct Subsidiaries, close relations between the companies within the ICONOMI Group and control over the operations of Subsidiaries can be managed by the parent company. The Board of Directors of ICONOMI AG in turn will be obliged to implement resolutions of the General Meeting of Shareholders of ICONOMI AG.

Subsidiaries of ICONOMI AG will be entirely independent in their daily business. However, their operations must be compliant in all business areas with the local legislation, contracts and agreements on business cooperation with ICONOMI AG and/or other Subsidiaries and other binding internal rules, regulations and instructions adopted by the General Meeting (within its competences) and/or the Subsidiaries resp. their Board of Directors themselves. In addition to that, a system of corporate governance will be in place at the ICONOMI Group level and will be implemented at the level of each Subsidiary.

Members of the Board of Directors of ICONOMI AG are at the same time members of one or more management boards of the Subsidiaries. Within their function, these members will implement the ICONOMI Group corporate governance, goals, strategy and vision at the level of each Subsidiary.

Management or business steering of the Subsidiaries within the ICONOMI Group will therefore be approached jointly at a functional level, particularly in the areas of development, marketing, financing, controlling, accounting, communication, legal consulting and human resources management. ICONOMI AG will also inform its Subsidiaries about the strategy, operations and management standards at the ICONOMI Group level through internal notifications. In addition, Subsidiaries will be informed about that in more detail during the periodical meetings of the broad management of the ICONOMI Group.

News

August 20th 2019
Results of the First Subscription Round of ICONOMI AG Securities

The Offering of Profit Participation Securities of ICONOMI AG (“Securities”) is progressing in accordance with the Prospectus for the Offering of Profit Participation Securities of ICONOMI AG (“Prospectus”), where the company ICONOMI AG (“Company”) is offering up to 98,930,340 Securities.

The first subscription round took place between August 1, 2019 and (including) August 9, 2019. On the basis of the Prospectus, the newly-issued Securities were offered to eligible ICN Tokenholders who validly submitted their non-binding interest in the first and/or second non-binding interest period. In the first subscription round, 906 investors subscribed and paid in 19,706,594 Securities, which were issued and allotted to them on August 14, 2019.

In addition to the subscribed Securities based on the Prospectus, certain ICN Tokenholders received Securities outside of the Offering of Securities under the Prospectus, namely on the basis of automatic exchange of their ICN tokens for Securities. In accordance with that, on August 14, 2019, 1,249,545 Securities were issued and allotted to 323 investors.

The total number of Securities issued on August 14, 2019 is therefore 20,956,139. Securities were allotted to a total number of 1,229 investors.
All ICN Tokenholders who did not subscribe Securities in the first subscription round will have a chance to subscribe Securities (after validly submitted non-binding interest) in the second subscription round which will begin on January 8, 2020 and will last until (and including) January 15, 2020.

Vaduz, August 20, 2019

ICONOMI AG

FAQ – For Investors in ICONOMI Securities

What is ICONOMI Security?
ICONOMI AG is going to issue Profit Participation Securities in accordance with the approved Prospectus for the offering of ICONOMI AG Securities. The Securities will be issued on the basis and in line with the Liechtenstein legislation known as “Genussscheine.” The Securities will form a new class of securities in ICONOMI AG. Securities are not part of ICONOMI AG’s share capital and do not have a nominal value. Securityholders will be registered in the Securityholders Register of ICONOMI AG, wherein no physical certificates will be issued to Securityholders. 
Where can I trade (sell or buy) ICONOMI Securities?
ICONOMI AG is not yet a listed company, so its Securities are not traded on exchanges. But that does not limit the possibility of selling and buying Securities – any owner can sell the Securities to any willing buyer (and vice versa). These trades can be done over-the-counter (OTC), but the legal transfer must be acknowledged by ICONOMI (a KYC/registration on the ICONOMI platform is needed) and registered in the Securityholders Register of ICONOMI AG. In order to facilitate transactions with Securities, ICONOMI AG has established a system and procedure for Over-the-Counter (OTC) trading with Profit Participation Securities of ICONOMI AG. The procedure and rules for OTC transactions with Securities are available here.

Due to the fact that ICONOMI AG nor any other ICONOMI entity is a regulated securities exchange, ICONOMI AG has created a channel, where sellers and buyers of Securities can e-meet and agree to a deal with ICONOMI Securities. The only role of ICONOMI AG is to transfer Securities from seller to buyer in the Securityholders Register of ICONOMI AG when all elements and conditions for the successful transaction are agreed and met. All other aspects of the deal must be under the sole control of buyer and seller.
When and where will the ICONOMI Securities be listed?
Regarding listing, we have not made a final decision yet. We are currently exploring different options (from listing Securities to tokenizing and listing tokenized Securities), but we are also waiting to see how the development of security tokens trading venues will evolve.
In case ICONOMI Securities will be listed on a regulated trading venue, future Securityholders have to be aware of and take into consideration the costs and fees related to the ownership of and/or trading with ICONOMI Securities on a regulated trading venue (e.g. account maintenance, trading fees, broker fees, etc.). We suggest that each ICN Tokenholder assesses potential future costs before accepting the offer for ICONOMI Securities. If you have a small number of ICN tokens, potential future costs arising from the ownership of ICONOMI Securities may be(come) higher than the value of your ICONOMI Securities.
Are ICONOMI Securities already tokenized?
ICONOMI Securities are not yet tokenized. The reason is in the undefined protocol standard that will settle all the needs for security tokens (from governance to liquidity). We will regularly monitor the developments in the area of security tokens and re-evaluate the possibility of tokenizing the Securities and listing on security token exchanges. ICONOMI Securities may be tokenized at a later stage when such generally accepted (technical) standards and trading venues for security tokens will be developed, established, and operational. In the case of future tokenization of the Securities, all Securityholders will be notified in advance.
Does a new buyer have to register on the ICONOMI platform?
Every new buyer must register on the ICONOMI platform to be able to finalize and legalize the Securities ownership transfer. This is necessary because ICONOMI itself has a register of Securityholders and we have to know every Securityholder at every given moment.
What are my rights as a Securityholder of ICONOMI?
Securityholders are entitled to participate in the profits of ICONOMI AG by receiving dividends. The distribution of the profits is based on the adopted resolution of the General Meeting of Shareholders of ICONOMI AG.
Despite the fact that Securityholders have no voting rights in the General Meeting of ICONOMI AG, they are able to indirectly participate in votes on resolutions in connection with ICONOMI AG through the Assembly of Securityholders, which is convened by the eICN Foundation as the sole shareholder of ICONOMI AG. The eICN Foundation is obliged to vote in the General Meeting of Shareholders of ICONOMI AG in line with the resolutions of Securityholders at the Assembly of Securityholders.
The Securityholders also have a priority right to subscribe for new profit participation certificates, if issued by ICONOMI AG in the future, unless such a right is waived at the Assembly of Securityholders of ICONOMI AG.
In the case of the bankruptcy or insolvency of ICONOMI AG, Securityholders are entitled to receive a share of residual assets or liquidation profits, if any.
Who can vote at the Assembly of Securityholders?
The right to attend and vote at the Assembly of Securityholders and participate in voting applies to Securityholders that are registered as Securityholders in ICONOMI AG’s Securityholders Register at the end of the fourth (4th) day (taking into account Central European Time (CET)) before the date of the Assembly (“cut-off date”) (e.g. if the Assembly is convened for May 20, the cut-off date is May 16 at 24:00 CET). The exact rules and conditions in relation to the cut-off date of each Assembly will be determined in the Notice of convening the Assembly.
How can I vote?
Securityholders have a right to participate at the Assembly of Securityholders of ICONOMI AG, which will be convened by the eICN Foundation. The Assembly will be held online through the ICONOMI platform, where the decision(s) and resolutions of Securityholders will be taken by electronic voting during the determined voting period.
When is the Assembly of Securityholders?
The Board of the eICN Foundation will convene the Assembly of Securityholders at least once a year. The Securityholders will be informed about the convocation of the Assembly via email at least 15 days before the Assembly is due to convene. The first Assembly will happen after the end of the offering of Securities, most probably in Q1 or Q2 2020.
Where can I find more information about the Voting system for Securityholders of ICONOMI AG?
The voting system and voting rules for Securityholders of ICONOMI AG is regulated and determined in a by-law of the eICN Foundation and can be found in Appendix 3 of the Prospectus.
I still have ICN tokens. What can I do?
If you still have ICN tokens, you can either exchange them for ICONOMI Securities or exchange them for ETH. In the case that you want to receive ICONOMI Securities, you have to first submit non-binding interest for exchanging ICN tokens for ICONOMI Securities. The final round of collecting a valid non-binding interest will end on December 31, 2019 at 24:00 CET (“final non-binding interest period”). After December 31, 2019, the exchange of ICN tokens for Securities of ICONOMI AG will no longer be possible. More information about ICN Token Exchange can be found here. If you have any additional questions, please send an email to [email protected]
Am I entitled as an U.S. ICN Tokenholder to receive ICONOMI Securities?
All U.S ICN Tokenholder who validly submitted their non-binding interest for exchanging ICN tokens for ICONOMI Securities are entitled to receive ICONOMI Securities. Notwithstanding the fact that U.S. ICN Tokenholders are excluded from the offering under the Prospectus, they are going to receive ICONOMI Securities on a :non-investment decision” basis. All information about the distribution procedure was sent, or will be sent via email to all U.S. ICN Tokenholders who validly submitted their non-binding interest.
How much are ICONOMI Securities worth?
Since ICONOMI securities are not yet listed, we do not have a market value. Investors and Securityholders can look at ICONOMI financial reports for some input/information, but in the end, the agreed upon value lies in the domain of the buyer and the seller. 
How long is the lock-up period for ICONOMI Securities?
There will be no lock-up period for Securities of ICONOMI AG. All Securityholders will be able to transfer (e.g. buy or sell) their Securities immediately after the issuance and allotment of Securities. However, the transfer has to be notified to ICONOMI AG by the seller and/or buyer. 
Where and how is the will of the founder specified?
Pertaining to: "The Board of eICN Foundation is however obliged to check and verify whether resolutions of the Assembly are in line with or do contradict eICN Foundation’s purpose or, respectively, the will of the founder."

Whether certain resolution is in line with the “will of the founder” shall be assessed based on the ethos of the ICONOMI Whitepaper and the basic fundamentals stated there and furthermore basic fundamentals given throughout the development of the ICONOMI platform and milestones given in the roadmap for future development. However this assessment cannot be defined in detail but will rather be within the discretion of the eICN Foundation, taking into account the benefit of the users of the ICONOMI platform, its development and the potential consequence of each such resolution for the future, the basics already laid out and the benefit of securityholders.
Will ICONOMI AG be the owner of all assets as shown in the latest financial report?
Yes, all assets shall be transferred to ICONOMI AG.
What is the business model to acquire working capital after these 12 months?
Pertaining to: "In the Issuer’s opinion, the working capital presently available to it will be sufficient to meet its present requirements for at least 12 months from the date of this Prospectus."

Working capital presently available suffices for more than 12 months, however there are existing revenue streams in the services ICONOMI platform is offering to its users and additional revenue streams on the B2B side. More information about revenue streams can be found in financial reports.
Are there any (additional) liabilities associated with the Iconomi Securities? Especially is there any obligation for shareholders to make additional capital contributions (reserve liability) in case of serious liquidity shortages or major losses?
In case of an AG (ger. Aktiengesellschaft; en. a corporation limited by share ownership) the relevant law, meaning the law of Fürstentum Liechtenstein, namely the PGR, does not provide a provision to oblige the shareholders to make additional capital contributions. Therefore there is no such provision establishing such obligation in the Articles of Association of the ICONOMI AG. This applies all the more to the ICONOMI AG securities issued, namely the Genussscheine (profit participation securities).
That would imply, from my perspective, that ICONOMI AG would need to purchase these companies with the remaining assets. Is that correct? I would appreciate if you could outline the plan of how these "will, in the future" be part of Iconomi Group.
Pertaining to: "ICONOMI AG has been established to become the holding company of ICONOMI Group which will, in the future, consist of ICONOMI AG, ICONOMI Ltd. (Malta), ICONOMI d.o.o. and ICONOMI LTD. (UK) (all entities together: the “ICONOMI Group”)."

All the companies currently being part of the ICONOMI Group will be transferred under the holding of the ICONOMI AG. This will be done in ways that are legally possible and cost efficient. All the transfers of ownership will be executed in a way that all parties are made whole and that the Securityholders of the ICONOMI AG would not incur any excess costs.

If you have any more questions, feel free to contact us.

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