Pursuant to the terms of the acquisition, Virtual Crypto Technologies (VCT) will acquire 99.83% stake in Viewbix Ltd., from Algomizer Ltd. In exchange for the stake in Viewbix Ltd., Virtual Crypto Technologies will issue its 65% issued share capital on a fully diluted basis on the closing date, excluding VCT warrants to purchase shares of common stock, which will expire in 2020 and with an exercise price representing a valuation for VCT equal to $30 million ("Fully Diluted Share Capital"). In addition, upon the earlier of: (a) the launch of a live video product to an American consumer in the U.S by Viewbix Ltd., or (b) the launch of an interactive television product to an American consumer in the U.S Viewbix Ltd., VCT will issue Algomizer additional shares of restricted common stock of VCT representing 5% of the Fully Diluted Share Capital.