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October 8th, 2021
tZERO Joins Forces With XY Labs, the Company Behind XYO, to Digitize & Trade XY Labs Equity

NEW YORK- tZERO, a leader in blockchain innovation and liquidity for digital assets, announced today that it has partnered with XY Labs, a technology company that develops location-data software and devices to help customers participate in the world’s digital economy. The goal of the partnership is to digitize XY Labs’ securities representing Class A common stock in the company and for those securities to trade on tZERO’s regulated alternative trading system (ATS). The ATS is operated by tZERO’s wholly owned, FINRA member broker-dealer subsidiary, tZERO ATS. XY Labs’ stock, which is currently held by over 24,000 holders, will be digitized using tZERO’s smart contract technology and will be built on the Algorand Blockchain. The shares are expected to trade on the tZERO ATS in Q4 2021 or Q1 2022.

tZERO Interim CEO and Chief Legal Officer Alan Konevsky stated, “We are excited to grow the private digital securities trading on our platform through our partnership with XY Labs. We look forward to welcoming them onto our platform as we work to increase the velocity and scale of our securities business.”

Founded in 2012, XY Labs began as an idea to create a location-data network that could connect the real world with virtual realities through the Internet of Things (IoT) devices. Since then, XY Labs has developed a broad variety of tools and technologies, including XYO, a blockchain network of devices that anonymously collect and validate data with a geographic component, the COIN app, which enables over 3 million users to be rewarded for validating geospatial location and other data, and a number of IoT products that collect location data and enable end-users to enhance their ability to find lost items. These efforts paved the way for what became the company’s main effort: connecting the physical world with the digital world.

XY Labs CEO and CTO Arie Trouw said, “We are excited to partner with tZERO to enable the trading of the XY Labs digital securities, and provide our shareholders with access to a leading automated and fully compliant trading environment for XY Labs shares.”

XY Labs completed its Regulation A+ offering in 2018, where the company raised approximately $22 million. To date, shares of XY Labs have not been able to be traded on a regulated venue. Instead, shares have been able to be privately sold for prices negotiated by the buyer and seller through XY Labs’ transfer agent, Broadridge.

Important Risk Information
Investors should note that trading securities could involve substantial risks, including no guarantee of returns, costs associated with selling and purchasing, no assurance of liquidity, which could impact the price and ability to sell, and possible loss of principal invested. Further, an investment in single security could mean lack of diversification and, consequently, higher risk. Potential investors are urged to consult a professional adviser regarding any economic, tax, legal or other consequences of trading any securities as described herein.

The digital security that will trade on the tZERO ATS is the Class A common stock in XY Labs. The XYO token and the digital assets that COIN app users can earn will not trade on the tZERO ATS.

References to the XYO network and the Coin App are solely high-level descriptions of XY Labs’ business. Holdings of cryptocurrencies and other digital assets are speculative and involve a substantial degree of risk, including the risk of complete loss. There can be no assurance that any cryptocurrencies or other digital assets will be viable, liquid, or solvent. This communication is not intended to imply that any digital asset services are low-risk or risk-free. For more information about XY Labs’ business, including risk disclosures related to the XYO network and the Coin App, please refer to XY Labs’ SEC filings available at: https://www.sec.gov/edgar/browse/?CIK=1577351.

No Offer, Solicitation, Investment Advice or Recommendations
This release is for informational purposes only and does not constitute an offer to sell, a solicitation to buy, or a recommendation for any security, nor does it constitute an offer to provide investment advisory or other services by tZERO or any of its affiliates, subsidiaries, officers, directors or employees. No reference to any specific security constitutes a recommendation to buy, sell, or hold that security or any other security. Nothing in this release shall be considered a solicitation or offer to buy or sell any security, future, option or other financial instrument or to offer or provide any investment advice or service to any person in any jurisdiction. Nothing contained in this release constitutes investment advice or offers any opinion with respect to the suitability of any security, and the views expressed in this release should not be taken as advice to buy, sell or hold any security. In preparing the information contained in this release, we have not taken into account the investment needs, objectives, and financial circumstances of any particular investor. This information has no regard to the specific investment objectives, financial situation, and particular needs of any specific recipient of this information and investments discussed may not be suitable for all investors. Any views expressed in this release by us were prepared based upon the information available to us at the time such views were written. Changed or additional information could cause such views to change. All information is subject to possible corrections. Information may quickly become unreliable for various reasons, including changes in market conditions or economic circumstances.

Forward-Looking Statements
This release contains forward-looking statements. In addition, from time to time, tZERO, its subsidiaries, or its representatives may make forward-looking statements orally or in writing. These forward-looking statements are based on expectations and projections about future events, which is derived from currently available information. Such forward-looking statements relate to future events or future performance, including financial performance and projections; growth in revenue and earnings; and business prospects and opportunities. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as “may,” “should,” “expects,” “anticipates,” “contemplates,” “estimates,” “believes,” “plans,” “projected,” “predicts,” “potential,” or “hopes” or the negative of these or similar terms. In evaluating these forward-looking statements, you should consider various factors, including, without limitation: the ability of tZERO and its subsidiaries to change the direction; tZERO’s ability to keep pace with new technology and changing market needs; and competition. These and other factors may cause actual results to differ materially from any forward-looking statement. Forward-looking statements are only predictions. The forward-looking events discussed in this release and other statements made from time to time by tZERO, its subsidiaries or their respective representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties and assumptions. tZERO, its subsidiaries, and its representatives are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions, the forward-looking events discussed in this release and other statements made from time to time by tZERO, its subsidiaries or its representatives might not occur.

About tZERO
tZERO Group, Inc. (tZERO) and its broker-dealer subsidiaries provide an innovative liquidity platform for private companies and assets. We offer institutional-grade solutions for issuers looking to digitize their capital table through blockchain technology, and trade on a regulated alternative trading system. tZERO, through its broker-dealer subsidiaries, democratizes access to private assets by providing a simple, automated, and efficient trading venue to broker-dealers, institutions, and investors. For more information on tZERO, please visit https://www.tzero.com/.

tZERO is not a registered broker-dealer, funding portal, underwriter, investment bank, investment adviser or investment manager, and is not providing brokerage, investment banking or underwriting services, recommendations or investment advice to any person, and does not provide any brokerage services. tZERO takes no part in the negotiation or execution of secondary market transactions for the purchase or sale of securities and at no time has possession of investor funds or securities in connection with such transactions.

About tZERO ATS
tZERO ATS, LLC is a broker-dealer registered with the SEC and a member of FINRA and SIPC. More information about tZERO ATS may be found at https://brokercheck.finra.org/. Digital securities that trade on tZERO ATS are conventional uncertificated securities. Ownership of such securities is reflected on the traditional books and records of regulated market participants. The term “digital” refers to the blockchain technology elements of a security that are intended to enhance investor experience through added transparency.

About XY Labs
XY Labs is a tech startup in California with a mission to create software and location-data-driven devices to build a global data network focused on people’s dataist relationship to the physical world. XY Labs’ products include the COIN app and XY Find It, and the company is the founder of XYO Network.