Please note: the information below is subject to change
More than a decade ago the Bitcoin whitepaper was released creating a new standard for decentralization, transparency, security and efficiency. We saw the wave of new projects that are transforming entire industries and business models.
We believe the real revolution is just about to start and the next step is tokenized assets – your proof of ownership of any asset secured by a blockchain. This gives the token holder clear rights with the liquidity of cryptocurrencies and the level of transparency blockchains are famous for.
The list of beneficial examples is endless: from 24/7 tradeable gold and stocks to real-estate available to buy and sell worldwide with just a few clicks online. Especially promising is tokenized private equity.
Every company should be public and open for investors and their community. It’s not just Apple and Tesla anymore. It’s your favorite sandwich shop or the local art gallery. You can invest in what you believe. Imagine a company where customers, partners, vendors, employees, everyone is an owner and strives for a common goal. This is how success is created.
Starting from the 16th of September, 2019 and for exactly 3 months Change community have the opportunity to vote, if they want Change to pursue the path of a public company and get a new equity-like CNG token in exchange for the current CAG token.
With the option to swap we will also solve upside-sharing challenge we have had with CAG token.
Why are we doing the token swap?
While our own ICO also supported the idea of decentralization, we still felt our community should be more involved in our success. Based on a thorough legal analysis and numerous interviews with the community members, we believe the best way to go on is tying the token to the company’s equity.
We believe that our community and team deserve more certainty about the value of our token than the current utility token can provide. Although a utility token can be used as a great payment method and reward system, we want to make sure that the thousands of people supporting our growth since the beginning have clear rights and benefits through ownership of the company. Shareholder rights also enable you to influence how the company governed.
Furthermore, a new equity-like CNG token would align the incentives of Change and our tokenholders by giving everyone an equal upside in case of Change reporting high earnings, is acquired, or files for a traditional IPO. This was something that was impossible to achieve with CAG token.
For you to become a legal shareholder, Change must find a suitable way to transfer the ownership and we plan to do it in the form of security tokens. This process will ultimately transform Change into a proper public company tradable on exchanges across the globe. But as the process to issue security tokens is complex and can take around two years, we are offering an interim solution to our community as a new equity-like CNG token.
As most of you know, it is not feasible to tie a utility token to any kind of disbursements. For that reason we ask you to vote and agree to officially revoke the upside-sharing characteristics of CAG tokens and issue a new token.
ICO contributors incentivized by a revenue sharing model can be considered as wanting to have a longer term exposure to the team and the execution of the business plan instead of utilizing the services as a user – this is the second reason why the voluntary token swap is proposed.
So to recap, to become a shareholder and to be able to receive dividends in the future you should exchange your current CAG token to a new equity-like CNG token.
How can I become a shareholder?
Making you a shareholder happens in two steps – the process of issuing proper security tokens as public offering and preparing all the relevant documentation is expected to take around two years. We felt the need to find a temporary solution for the community to show our commitment to our future together and give you certainty about our relationship until the security token can be issued.
As an interim step we are issuing a new equity-like CNG token according to the ERC-20 standard. New token provides similar values and benefits as owning our shares, but is built on a different legal model – instead of getting shares directly, you will invest through a tokenized loan contract. This entitles you to receive interest payments based on the financial success of the company because you will have a contract with a neutral special purpose entity (SPV) owning proportional stake in Change.
In legal sense the proportionate amount of equity entitled to all CNG owners will be owned by a neutral special purpose entity (SPV). Ultimately, if you currently own 0.1% of CAG token total supply and you do the token swap before the 15th of December, 2019 you will own the same proportionate stake 0.1% of Change.
If you vote for the swap, then our plan is clear – make Change a public company where every community member is an owner. Unfortunately due to heavy regulations in the securities field, it will take time to find a regulatory compliant, liquid, and inexpensive solution to transfer shares directly. In any case, by the end of 2020 all CNG tokenholders can convert their tokens to the real equity and ultimately become shareholders of Change. We will keep exploring all opportunities that would enable us to issue the tokens sooner, but rest assured, your CNG token gives you an irrevocable right to receive equity.
How will the swap work?
It all starts with you downloading the Change mobile application, verifying your account and sending your CAG tokens to the specified wallet address shown in the application. You may start sending in you CAG tokens on the 1st of September, 2019.
Starting from the 16th of September, 2019 and for exactly 3 months Change community have the opportunity to vote, if they want Change to pursue the path of a public company. If 51% of the votes cast by the community are in favor, then all yeasayers will get a new equity-like CNG token in exchange for the current CAG token. After the voting and 1:1 swapping, the swap will continue on a decreasing ratio.
The swap itself is divided into 2 stages. From the 16th of September to the 15th of December, 2019 we will exchange each CAG token to CNG token on a 1:1 ratio. During this phase tokenholders vote with their CAG tokens, whether they support the swap or not. If 51% of all community votes cast are for it, then it is official and after the voting we start exchanging your CAG balance to CNG balance.
From the beginning of 2020 to the latest expiration date we will swap each CAG token with CNG token on a decreasing ratio. Plotted on a chart the curve of the decreasing ratio looks like as shown below:
The exact mathematical formula is the following:
Is there a secondary market for CNG tokens?
We really hope that the new equity-like CNG token will become a “hodler token” and you want to stick to it for a long time to be part of our success.
Still, in the beginning of 2020 you can start exchanging your CNG tokens to bitcoin using the Change mobile application. All current CNG tokenholders will have a 7-day pre-emption right in favor of them. During a 7-day period only the owners of CNG tokens are entitled to purchase the offered CNG tokens. After the 7-day period other users of the application are also entitled to purchase the CNG Tokens. This favors strong believers and probably consolidates token ownership table.
By the end of 2020 we will stop swapping even with decreasing ratio and release exact details how all CNG tokenholders can convert their tokens to the real equity and ultimately become shareholders of Change.
What are the exact token terms?
What are the important details to remember?
14 Apr 2019 Release of token swap terms and CNG characteristics
1 Jul 2019 Release of updated token swap web page and FAQ
1 Sept 2019 Enable on-boarding to Change mobile application
16 Sept – 15 Dec 2019 Community voting and swapping period on a 1:1 ratio
16 Dec 2019 Announcement of the community vote results
20 Dec 2019 Latest delivery day of the first CNG tokens, if voting was favorable
1 Jan 2020 CNG trading on Change mobile application
1 Jan – 31 Dec 2020 Swapping period on a decreasing ratio
31 Dec 2020 Latest possible expiration date and equity conversion
If 51% vote in favor:
20 Dec 2019 Latest delivery day of the first CNG token
1 Jan 2020 CNG trading on Change mobile application
1 Jan – 31 Dec 2020 Swapping period on a decreasing ratio
If 51% vote against:
20 Dec 2019 All CAG will be returned to the original wallets
Why is it good for you?
You will get clear rights as a future shareholder that is difficult to provide with a utility token.
By swapping your CAG to a new equity-like CNG token you will achieve the following:
Ultimately you become a shareholder – owning equity-like CNG tokens will enable you to receive similar benefits and rights as shareholders until we can issue security tokens that make you officially a legal shareholder. You are going to own a part of Change along with thousands of other community and team members.
You get legal certainty of our relationship – all CNG holders will have a legal contract with the neutral special purpose entity (SPV) that specifies your rights, obligations, and benefits.
You get the right to receive disbursements – as a CNG tokenholder you have a right to receive interest payments when Change is financially successful.
Change is a strong team and community creating the new standard of finance. We want to make your investments your beliefs and your beliefs your investments. Opening up the world of finance, Change enables to invest in cryptos, stocks, private equity and much more with transparent fees and no minimum amount limits.
What will happen to CAG?
For the time being CAG will remain as it is and continue trading on KuCoin exchange. In the second half of 2019 you can start using CAG to get discounts on fees of Change payment card and wallet services.
Am I eligible for the swap?
Due to various restrictions in different national and international regulations, we don’t want to take any unnecessary legal risk by allowing residents from certain jurisdictions to participate in the token swap.
Some countries have forbidden any cryptoasset related activities and some are currently under international sanctions. In these cases, no matter how much we want to, we cannot provide you with the possibility to participate in the swap.
Citizens and residents of and persons located in Algeria, Bangladesh, Bolivia, Cambodia, Colombia, Ecuador, Egypt, Indonesia, Iran, Japan, Morocco, Nepal, Pakistan, Saudi Arabia, Syria and or the United States of America (USA), as well as Puerto Rico and the Virgin Islands and any other US possessions, are unfortunately prohibited from participating in the token swap and receipt of CNG tokens.
Where can I get more information about Change?
Currently Change is doing regular quarterly business and finance updates. You can watch the latest one here.
Download the Change App to buy and sell Bitcoin commission-free and order your crypto-friendly debit card. Available in Europe for iOS and Android.