{"success":true,"data":{"pressRelease":{"id":"140291","rtpr_id":"nGNXBtPXv-20260910","ticker":"AUC","exchange":"NASDAQ","all_tickers":["AUC"],"title":"ATIF Holdings Limited Completes Acquisition of GoldCoin Labs, Expanding into Gold-Backed Digital Asset Sector","author":"Globe Newswire","published_at":"2026-09-10T12:00:01.393Z","article_body":"IRVINE, Calif., Sept. 10, 2026 (GLOBE NEWSWIRE) -- ATIF Holdings Limited\n(Nasdaq: AUC) (the \"Company\"), a Nasdaq-listed holding company, today\nannounced the completion of its acquisition of GoldCoin Labs Limited\n(\"GoldCoin\"), a British Virgin Islands company developing gold-backed digital\nasset issuance infrastructure.\n\nAs previously announced on July 30, 2026, the Company entered into a\ndefinitive acquisition agreement with GoldCoin and its sole shareholder (the\n“GoldCoin Shareholder”) to acquire all equity interests of GoldCoin (the\n“Acquisition Agreement”). On September 9, 2026, the Company became the\n100% shareholder of GoldCoin and issued 2,815,005 ordinary shares of the\nCompany, par value $0.001 per share (each, an “Ordinary Share”, and\ncollectively, the “Ordinary Shares”), to GoldCoin Shareholder as\nconsideration. The consideration was valued at approximately $20 million,\nbased on a five-trading-day volume-weighted average price mechanism specified\nin the Acquisition Agreement.\n\nImmediately following the closing, the Company has 22,128,378 Ordinary Shares\nissued and outstanding.\n\nStrategic Rationale\n\nGoldCoin, incorporated in December 2025, is developing the issuance and\nrelated infrastructure for Metra Gold (GOLDM), a tokenized digital\nrepresentation of physical gold. Each GOLDM token is intended to represent one\ngram of fine gold meeting London Bullion Market Association Good Delivery\nrequirements and is intended to be backed on a 1:1 basis by physical gold.\nGoldCoin's business model contemplates token issuance and redemption,\nthird-party custody of underlying gold, reserve verification, and\nblockchain-based transfer and settlement.\n\nThe Company's board of directors obtained an independent fairness opinion from\nPinetree Advisory and Valuation Limited, which concluded that the transaction\nis fair from a financial point of view to the Company and its shareholders.\nThe board unanimously approved the transaction after considering the strategic\nrationale, market opportunity, and regulatory considerations, among other\nthings.\n\nThe board believes the acquisition provides the Company with exposure to the\ngrowing tokenized real-world asset sector through GoldCoin's gold-tokenization\nplatform, complementing the Company's existing digital-asset strategy. Since\nJune 2025, the Company has started to explore various digital assets business\nincluding purchase and mining of bitcoins, investments in tokens such as AI\nAgent Proxy Protocol (AIAPP) etc. The acquisition of GoldCoin is expected to\nfurther diversify the Company's business, expand its potential revenue\nsources, and provide a scalable platform for future product development and\ncommercial collaborations.\n\nLock-Up Agreement\n\nIn connection with the closing, GoldCoin Shareholder entered into a 180-day\nlock-up agreement, commencing on September 9, 2026, covering the Ordinary\nShares it received pursuant to the Acquisition Agreement, subject to the terms\nand exceptions set forth therein.\n\nAbout ATIF Holdings Limited\n\nSince its Nasdaq listing in April 2019, ATIF Holdings Limited has provided\nbusiness advisory, M&A planning, and financial consulting services to small\nand medium-sized enterprises across Hong Kong, the United States, and\nSingapore, covering the full advisory lifecycle including due diligence\nreviews, business plan preparation, corporate restructuring, pre-IPO training,\nand investor sourcing. Since June 2025, the Company also started to explore\ndigital assets related business.\n\nForward-Looking Statements\n\nThis press release contains forward-looking statements, including statements\nmade pursuant to the safe harbor provisions of the Private Securities\nLitigation Reform Act of 1995. These forward-looking statements include, but\nare not limited to, statements regarding the proposed acquisition of Best\nPraise, the expected benefits of the acquisition, the anticipated\ncomplementary nature of the acquired patent portfolio, the potential for\nproduct development, licensing, commercialization or other opportunities\narising from the acquired intellectual property, the expected impact on the\nCompany’s asset base and capital position, and the Company's long-term\nbusiness strategy. These forward-looking statements involve known and unknown\nrisks and uncertainties and are based on current expectations and projections\nabout future events and financial trends that the Company believes may affect\nits financial condition, results of operations, business strategy and\nfinancial needs. Investors can identify these forward-looking statements by\nwords or phrases such as “may,” “will,” “expect,”\n“anticipate,” “aim,” “estimate,” “intend,” “plan,”\n“believe,” “potential,” “continue,” “is/are likely to” or\nother similar expressions. Important factors that could cause actual results\nto differ materially from those expressed or implied by such forward-looking\nstatements include, but are not limited to, regulatory changes, market\nconditions, competition, technology development, and the ability to\nsuccessfully integrate and operate acquired businesses and other risks and\nuncertainties described in the Company’s most recent annual report on Form\n20-F and other filings with the U.S. Securities and Exchange Commission. The\ndevelopment, implementation, and availability of GoldCoin's products and\nservices remain subject to applicable regulatory requirements, custody and\nreserve arrangements, technology development, and market adoption. The Company\nundertakes no obligation to update forward-looking statements to reflect\nsubsequent occurring events or circumstances, or changes in its expectations,\nexcept to the extent required by law. Although the Company believes that the\nexpectations expressed in these forward-looking statements are reasonable, it\ncannot assure you that such expectations will turn out to be correct, and the\nCompany cautions investors that actual results may differ materially from the\nanticipated results.\n\nContact:\n\nkamrankhan@zbai.co\nChief Executive Officer\nATIF Holdings Ltd\n\n\n\nGlobeNewswire, Inc. 2026","article_body_html":"","raw_payload":{"data":{"id":"nGNXBtPXv-20260910","title":"ATIF Holdings Limited Completes Acquisition of GoldCoin Labs, Expanding into Gold-Backed Digital Asset Sector","author":"Globe Newswire","ticker":"AUC","created":"2026-09-10T12:00:01.393Z","tickers":["AUC"],"exchange":"NASDAQ","article_body":"IRVINE, Calif., Sept. 10, 2026 (GLOBE NEWSWIRE) -- ATIF Holdings Limited\n(Nasdaq: AUC) (the \"Company\"), a Nasdaq-listed holding company, today\nannounced the completion of its acquisition of GoldCoin Labs Limited\n(\"GoldCoin\"), a British Virgin Islands company developing gold-backed digital\nasset issuance infrastructure.\n\nAs previously announced on July 30, 2026, the Company entered into a\ndefinitive acquisition agreement with GoldCoin and its sole shareholder (the\n“GoldCoin Shareholder”) to acquire all equity interests of GoldCoin (the\n“Acquisition Agreement”). On September 9, 2026, the Company became the\n100% shareholder of GoldCoin and issued 2,815,005 ordinary shares of the\nCompany, par value $0.001 per share (each, an “Ordinary Share”, and\ncollectively, the “Ordinary Shares”), to GoldCoin Shareholder as\nconsideration. The consideration was valued at approximately $20 million,\nbased on a five-trading-day volume-weighted average price mechanism specified\nin the Acquisition Agreement.\n\nImmediately following the closing, the Company has 22,128,378 Ordinary Shares\nissued and outstanding.\n\nStrategic Rationale\n\nGoldCoin, incorporated in December 2025, is developing the issuance and\nrelated infrastructure for Metra Gold (GOLDM), a tokenized digital\nrepresentation of physical gold. Each GOLDM token is intended to represent one\ngram of fine gold meeting London Bullion Market Association Good Delivery\nrequirements and is intended to be backed on a 1:1 basis by physical gold.\nGoldCoin's business model contemplates token issuance and redemption,\nthird-party custody of underlying gold, reserve verification, and\nblockchain-based transfer and settlement.\n\nThe Company's board of directors obtained an independent fairness opinion from\nPinetree Advisory and Valuation Limited, which concluded that the transaction\nis fair from a financial point of view to the Company and its shareholders.\nThe board unanimously approved the transaction after considering the strategic\nrationale, market opportunity, and regulatory considerations, among other\nthings.\n\nThe board believes the acquisition provides the Company with exposure to the\ngrowing tokenized real-world asset sector through GoldCoin's gold-tokenization\nplatform, complementing the Company's existing digital-asset strategy. Since\nJune 2025, the Company has started to explore various digital assets business\nincluding purchase and mining of bitcoins, investments in tokens such as AI\nAgent Proxy Protocol (AIAPP) etc. The acquisition of GoldCoin is expected to\nfurther diversify the Company's business, expand its potential revenue\nsources, and provide a scalable platform for future product development and\ncommercial collaborations.\n\nLock-Up Agreement\n\nIn connection with the closing, GoldCoin Shareholder entered into a 180-day\nlock-up agreement, commencing on September 9, 2026, covering the Ordinary\nShares it received pursuant to the Acquisition Agreement, subject to the terms\nand exceptions set forth therein.\n\nAbout ATIF Holdings Limited\n\nSince its Nasdaq listing in April 2019, ATIF Holdings Limited has provided\nbusiness advisory, M&A planning, and financial consulting services to small\nand medium-sized enterprises across Hong Kong, the United States, and\nSingapore, covering the full advisory lifecycle including due diligence\nreviews, business plan preparation, corporate restructuring, pre-IPO training,\nand investor sourcing. Since June 2025, the Company also started to explore\ndigital assets related business.\n\nForward-Looking Statements\n\nThis press release contains forward-looking statements, including statements\nmade pursuant to the safe harbor provisions of the Private Securities\nLitigation Reform Act of 1995. These forward-looking statements include, but\nare not limited to, statements regarding the proposed acquisition of Best\nPraise, the expected benefits of the acquisition, the anticipated\ncomplementary nature of the acquired patent portfolio, the potential for\nproduct development, licensing, commercialization or other opportunities\narising from the acquired intellectual property, the expected impact on the\nCompany’s asset base and capital position, and the Company's long-term\nbusiness strategy. These forward-looking statements involve known and unknown\nrisks and uncertainties and are based on current expectations and projections\nabout future events and financial trends that the Company believes may affect\nits financial condition, results of operations, business strategy and\nfinancial needs. Investors can identify these forward-looking statements by\nwords or phrases such as “may,” “will,” “expect,”\n“anticipate,” “aim,” “estimate,” “intend,” “plan,”\n“believe,” “potential,” “continue,” “is/are likely to” or\nother similar expressions. Important factors that could cause actual results\nto differ materially from those expressed or implied by such forward-looking\nstatements include, but are not limited to, regulatory changes, market\nconditions, competition, technology development, and the ability to\nsuccessfully integrate and operate acquired businesses and other risks and\nuncertainties described in the Company’s most recent annual report on Form\n20-F and other filings with the U.S. Securities and Exchange Commission. The\ndevelopment, implementation, and availability of GoldCoin's products and\nservices remain subject to applicable regulatory requirements, custody and\nreserve arrangements, technology development, and market adoption. The Company\nundertakes no obligation to update forward-looking statements to reflect\nsubsequent occurring events or circumstances, or changes in its expectations,\nexcept to the extent required by law. Although the Company believes that the\nexpectations expressed in these forward-looking statements are reasonable, it\ncannot assure you that such expectations will turn out to be correct, and the\nCompany cautions investors that actual results may differ materially from the\nanticipated results.\n\nContact:\n\nkamrankhan@zbai.co\nChief Executive Officer\nATIF Holdings Ltd\n\n\n\nGlobeNewswire, Inc. 2026"},"type":"article","timestamp":"2026-09-10T12:00:01.912401701Z","server_sent_at_ms":1789041601912},"received_at":"2026-09-10T12:00:01.971Z","source_url":null},"analysis":{"id":"129123","press_release_id":"140291","analysis_json":{"industry":{"label":"Capital Markets","sector":"Financials"},"redFlags":["Forward-looking statements reference a 'proposed acquisition of Best Praise' and an 'acquired patent portfolio' unrelated to GoldCoin — likely copy-paste boilerplate error","All-stock consideration adds roughly 14.6% to the share count and the seller's lock-up is only 180 days","GoldCoin was incorporated in December 2025 and no revenue or financials were disclosed supporting the ~$20M stock valuation","Tokenized gold business remains subject to regulatory, custody, reserve and market-adoption risks acknowledged in the release"],"eventType":"m_and_a","narrative":"ATIF Holdings (Nasdaq: AUC) completed its acquisition of GoldCoin Labs on September 9, 2026, issuing 2,815,005 ordinary shares valued at roughly $20 million to become the 100% owner of the gold-backed digital asset firm.\n\nThe consideration lifts shares outstanding to 22,128,378 — an expansion of roughly 14.6% — and GoldCoin's sole shareholder signed a 180-day lock-up. The board relied on an independent fairness opinion from Pinetree Advisory and Valuation Limited.\n\nGoldCoin, incorporated December 2025, is building issuance infrastructure for Metra Gold (GOLDM), a token intended to represent one gram of LBMA Good Delivery gold backed 1:1 by physical metal, with custody, reserve verification and blockchain settlement.\n\nThe deal deepens AUC's digital-asset pivot begun in June 2025 (bitcoin mining and token investments); notably, the release's forward-looking boilerplate references an unrelated 'Best Praise' acquisition and patent portfolio, a likely copy-paste error.","sentiment":"neutral","agentHooks":{"shouldPost":true,"suggestedAngle":"Micro-cap AUC pivots deeper into tokenized gold via GoldCoin — watch GOLDM launch execution and the 180-day lock-up expiry."},"keyFigures":{"dealValueUsd":"$20 million","customDimensions":{"lock_up_days":180,"par_value_per_share":"$0.001","consideration_pricing":"five-trading-day VWAP mechanism","share_count_expansion_pct":"14.6%","consideration_shares_issued":2815005,"shares_outstanding_post_closing":22128378}},"quotedText":"Each GOLDM token is intended to represent one\ngram of fine gold meeting London Bullion Market Association Good Delivery\nrequirements and is intended to be backed on a 1:1 basis by physical gold.","namedEntities":{"people":[{"name":"Kamran Khan","role":"Chief Executive Officer"}],"products":["Metra Gold (GOLDM)","AI Agent Proxy Protocol (AIAPP)","GoldCoin gold-tokenization platform"],"companies":[{"name":"ATIF Holdings Limited","ticker":"AUC","relationship":"filer / acquirer"},{"name":"GoldCoin Labs Limited","relationship":"target (100% acquired)"},{"name":"Pinetree Advisory and Valuation Limited","relationship":"independent fairness opinion provider"},{"name":"Best Praise","relationship":"mentioned in forward-looking boilerplate (appears unrelated to this deal)"}],"dollarAmounts":[{"amount":"$20 million","context":"approximate value of share consideration paid to GoldCoin Shareholder"},{"amount":"$0.001","context":"par value per ordinary share issued as consideration"}]},"materialImpact":{"score":4,"reasoning":"Closing of a previously announced (July 30, 2026) all-stock acquisition worth ~$20 million that pivots this micro-cap holding company into tokenized gold infrastructure. Consideration shares expand the share count by roughly 14.6%, but the deal was already telegraphed, reducing surprise."},"tickerRelevance":{"others":[{"ticker":"GOLDM","relevance":"tokenized gold product of acquired GoldCoin platform"},{"ticker":"AIAPP","relevance":"token investment previously made by the filer"}],"primary":"AUC"},"globalImportance":20,"audienceRelevance":22,"eventTypeSecondary":["dilution"],"importanceComponents":{"tickerTier":"micro-cap","dilutionPct":14.6,"eventGravity":"completed ~$20M all-stock acquisition","issuerAuthored":true,"strategicPivot":"tokenized real-world assets / gold-backed tokens","previouslyAnnounced":true}},"event_type":"m_and_a","event_type_secondary":["dilution"],"sentiment":"neutral","material_impact_score":4,"narrative":"ATIF Holdings (Nasdaq: AUC) completed its acquisition of GoldCoin Labs on September 9, 2026, issuing 2,815,005 ordinary shares valued at roughly $20 million to become the 100% owner of the gold-backed digital asset firm.\n\nThe consideration lifts shares outstanding to 22,128,378 — an expansion of roughly 14.6% — and GoldCoin's sole shareholder signed a 180-day lock-up. The board relied on an independent fairness opinion from Pinetree Advisory and Valuation Limited.\n\nGoldCoin, incorporated December 2025, is building issuance infrastructure for Metra Gold (GOLDM), a token intended to represent one gram of LBMA Good Delivery gold backed 1:1 by physical metal, with custody, reserve verification and blockchain settlement.\n\nThe deal deepens AUC's digital-asset pivot begun in June 2025 (bitcoin mining and token investments); notably, the release's forward-looking boilerplate references an unrelated 'Best Praise' acquisition and patent portfolio, a likely copy-paste error.","key_figures":{"dealValueUsd":"$20 million","customDimensions":{"lock_up_days":180,"par_value_per_share":"$0.001","consideration_pricing":"five-trading-day VWAP mechanism","share_count_expansion_pct":"14.6%","consideration_shares_issued":2815005,"shares_outstanding_post_closing":22128378}},"named_entities":{"people":[{"name":"Kamran Khan","role":"Chief Executive Officer"}],"products":["Metra Gold (GOLDM)","AI Agent Proxy Protocol (AIAPP)","GoldCoin gold-tokenization platform"],"companies":[{"name":"ATIF Holdings Limited","ticker":"AUC","relationship":"filer / acquirer"},{"name":"GoldCoin Labs Limited","relationship":"target (100% acquired)"},{"name":"Pinetree Advisory and Valuation Limited","relationship":"independent fairness opinion provider"},{"name":"Best Praise","relationship":"mentioned in forward-looking boilerplate (appears unrelated to this deal)"}],"dollarAmounts":[{"amount":"$20 million","context":"approximate value of share consideration paid to GoldCoin Shareholder"},{"amount":"$0.001","context":"par value per ordinary share issued as consideration"}]},"model_name":"glm-5.3-flash","prompt_hash":"sha256:727b4b9429a443af","schema_hash":"sha256:05005c02d9cffac9","created_at":"2026-09-10T12:02:23.896Z","global_importance":20,"audience_relevance":22,"importance_components":{"tickerTier":"micro-cap","dilutionPct":14.6,"eventGravity":"completed ~$20M all-stock acquisition","issuerAuthored":true,"strategicPivot":"tokenized real-world assets / gold-backed tokens","previouslyAnnounced":true}},"durationMs":55702,"modelName":"glm-5.3-flash"}}