Mr. Andrew Kiguel reports

TOKENS.COM REPORTS FINANCIAL RESULTS FOR Q2 2023

Tokens.com Corp. has released its financial results for the three months and six months ended March 31, 2023 (Q2 2023). All dollar figures are in United States dollars, unless otherwise stated.

Q2 2023 operation highlights:

• Several changes were made at the executive level. Eric Abrahams was promoted to chief operating officer. Jonathan Okihiro was promoted to chief investment officer. Josh Doner has also been promoted to group lead at Hulk Labs, in addition to his role as chief NFT (non-fungible token) officer. All three new executives had demonstrated exceptional leadership in their previous roles within the company.
• Metaverse Group Ltd. had a positive second quarter that included signing up several high-profile clients and a second successful annual Metaverse Fashion Week, attracting clients such as DKNY, Stellantis and Miami Fashion Week.

Management is focused on further growth of its businesses, Metaverse Group and Hulk Labs. Those businesses are focused on innovation in the web3 sector in ways that are not tied to the performance of cryptocurrencies. Both businesses have made great strides in providing corporate and brand partners with new ways to engage their customers.

"During Q2, there have been many internal changes at Tokens.com," said Andrew Kiguel, chief executive officer. "With a focus on growth and revenue, we have made several necessary changes at the executive level. We are also excited to finalize the acquisition of Metaverse Group. Management is actively seeking ways to scale, examining potential acquisitions, and preparing to more aggressively pursue growth for the remainder of 2023."

Q2 2023 financial highlights

• The company recorded a net income of $1.7-million for the three months ended March 31, 2023, compared with $7.8-million for Q2 2022. For the six months ended March 31, 2023, net income was $23,000, compared with $4.0-million for the same period last year.
• Total cash and cryptocurrency holdings of $12.7-million, or $17.2-million (Canadian) as of March 31, 2023.
• Total assets increased by $3.7-million since Dec. 31, 2022 (end of Q1 2023), to $21.4-million or 22 cents per share (30 Canadian cents per share) as of March 31, 2023.
• The company achieved revenue of $303,000 for the three months ended March 31, 2023, compared with $326,000 for the three months ended March 31, 2022 (Q2 2022). For the six months ended March 31, 2023, revenue earned was $455,000, compared with $653,000 from the same period last year.
• Operating expenses were $1.1-million and $1.8-million, respectively, for the three and six months ended March 31, 2023, compared with $958,000 and $4.2-million for the same periods last year.
• A non-cash gain on revaluation of its cryptocurrency assets of $2.6-million for the three months ended March 31, 2023, compared with a loss of $2.3-million for Q2 2022. On the six months ended basis, gain on revaluation was $1.3-million, compared with a loss of $3.1-million from the same period last year.

Update on Metaverse Group acquisition:

• On April 18, 2023, Tokens.com made an offer to acquire all the issued and outstanding shares from the minority shareholders of Metaverse Group Ltd. that the company does not already own, with the effect that the company will own 100 per cent of shares of Metaverse Group after the transaction is completed. Tokens.com is currently the majority shareholder of Metaverse Group, owning approximately 55.2 per cent of the issued and outstanding shares (on a non-diluted basis).
• The transaction offer has been approved by the board of directors of both Tokens.com and Metaverse Group.
• On April 26, 2023, Metaverse Group held a special shareholders meeting and the transaction was approved by the minority shareholders. The transaction is now subject to regulatory approval and is anticipated to close by the end of May.

A complete financial reporting package, including the unaudited condensed consolidated interim financial statements and management's discussion and analysis, is available on our corporate website and the SEDAR website.

An investor call has been scheduled to discuss the company's Q2 2023 financial results, hosted by chief executive officer Andrew Kiguel, starting at 10 a.m. ET on May 12, 2023.

Conference call details

Date:  May 12, 2023

Time:  10 a.m. ET

To join the webinar, register on-line. Upon registration a Zoom link will be e-mailed to the registered e-mail address. The webinar will be available via computer, tablet and smartphone devices. In addition, a dial-in phone number will be provided in the e-mail upon registration. Callers dialing in using a telephone will automatically be placed in a listen-only mode. The question period will not be available to dial-in callers.

About Tokens.com Corp.

Tokens.com is a publicly traded technology company that builds Web3 businesses and owns an inventory of digital assets. The company focuses on three operating segments: i) crypto staking, ii) the metaverse and iii) Web3 gaming. Tokens.com owns digital assets and operating businesses within each of these three segments.

Staking operations occur within Tokens.com. Metaverse real estate and Ecomm3 solutions operations occur within a subsidiary called Metaverse Group. Web3 gaming operations occur within a subsidiary called Hulk Labs. All three businesses are tied together by the utilization of blockchain technology and are linked to high-growth macro trends within Web3. Through sharing resources and infrastructure across these business segments, Tokens.com is able to efficiently incubate these businesses from inception to revenue generation.

As a result of each of the three business segments owning digital assets, Tokens.com is required to mark to market these digital assets at the end of every reporting quarter. As a result, the company's financial statements will have non-cash-related gains or losses based on the market performance of the digital assets owned from quarter to quarter. These non-cash revaluations of owned digital assets do not impact the operations or growth within the company's business segments. The digital assets are owned for the purpose of generating revenue within each business segment. In some instances, the company may choose to dispose of certain assets if they no longer meet the company's ownership criteria.

We seek Safe Harbor.