TAAL Delays Filing of Annual Financial Statements Announces Intention to Convert Outstanding Debt to Equity and the Suspension of Operations in Kazakhstan

VANCOUVER, April 28, 2020 /CNW/ - TAAL Distributed Information Technologies Inc. (CSE:TAAL | FWB:9SQ) ("TAAL" or the "Company") announces that it will delay filing its annual audited financial statements and management discussion and analysis for the year ended December 31, 2019 until on or about June 12, 2020 (together, the "Annual Filings").  The Annual Filings would normally be required on or before April 29, 2020 pursuant to Sections 4.2 and 5.1(2) of National Instrument 51-102 - Continuous Disclosure Requirements. In postponing the filings, the Company is relying on the exemptions provided in BC Instrument 51-515 - Temporary Exemption from Certain Corporate Finance Requirements (the "BC Instrument") adopted by the British Columbia Securities Commission (and similar exemptions provided by other Canadian securities regulators) extending the deadline for certain filings due to the challenges posed by the COVID-19 pandemic.

Until the Company has completed the Annual Filings, the Company's management and other insiders are subject to a trading black-out policy that reflects the principles in Section 9 of National Policy 11-207 - Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions. As required by BC Instrument, the Company is also providing, by way of this press release, an update on material business developments since the filing of the Company's most recent interim financial statements.

Conversion of Debt

The unsecured convertible debenture (the "Debenture") issued to Calvin Ayre in connection with the share purchase agreement dated March 22, 2019 for the acquisition of Freschette Limited will reach its maturity on May 1, 2020.  TAAL issued a notice to Mr. Ayre pursuant to the terms of the Debenture that TAAL will satisfy the Debenture through the issuance of 9,256,763 common shares of TAAL at a conversion price of C$3.00 in settlement of C$27,770,289, reflecting C$24,148,077.01 of principal plus 15% interest.  

Suspension of Cloud Computing Operations in Kazakhstan

TAAL has advised its hosting providers that as of May 8, 2020 TAAL will cease all cloud computing operations in Kazakhstan for itself and its clients. 

The pause in operations is part of a transformation, not only for TAAL but for the industry as a whole.  The imminent halving highlights that public, permission-less blockchains must deliver significant transactional volume to offset the reduction in block reward subsidy with transaction fees.  This was the original intent of Satoshi Nakamoto when he created this revolutionary and disruptive technology.  Bitcoin SV now has the platform to realize this vision and TAAL, with the recently announced technology licenses from the nChain Group, is building the specialist services and infrastructure to support infinite scaling, enterprise-level investment and blockchain services.  The future, and success, of blockchain technology depends, by design, on a healthy transaction fee economy and TAAL will be delivering many of the components necessary to make this a reality.

As TAAL evolves into a vertically integrated enterprise-grade, blockchain infrastructure solution provider, the Company will look to grow and acquire key businesses which we believe will survive the transition to the new transaction-based economic model for digital assets.  One that supports limitless scalability, unbounded transactional volume, and profits earned by those that process the most transactions, not the ones with the most hash power.

About TAAL Distributed Information Technologies Inc.

TAAL Distributed Information Technologies Inc. (CSE:TAAL) delivers value-added blockchain services, providing professional-grade, highly scalable blockchain infrastructure and transactional platforms to support businesses building solutions and applications upon the Bitcoin SV platform, and developing, operating, and managing distributed computing systems for enterprise users.

For a more complete business and financial profile of the Company, please view the Company's website at www.taal.com and public documents posted under the Company's profile on www.sedar.com.

The CSE accepts no responsibility for the adequacy or accuracy of this release.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: Certain statements included in this news release constitute "forward-looking information" as defined under applicable Canadian securities legislation. The words "will", "intends", "expects" and similar expressions are intended to identify forward-looking information, although not all forward-looking information will contain these identifying words. Specific forward-looking information contained in this news release includes, but is not limited to statements regarding: the filing and timing of filing of the Annual Filings, the repayment of the Debenture with common shares of TAAL and the timing of such repayment, the suspension of operations in Kazakhstan and the timing of any such suspension, development of advanced blockchain transactional systems and the Bitcoin SV platform, TAAL's expectations with respect to the future of transaction processing, TAAL's strategic objectives and acquisition of key businesses in the blockchain industry. These statements are based on factors assumptions related to historical trends, current conditions and expected future developments. Since forward-looking information relates to future events and conditions, by its very nature it requires making assumptions and involves inherent risks and uncertainties. TAAL cautions that although it is believed that the assumptions are reasonable in the circumstances, these risks and uncertainties give rise to the possibility that actual results may differ materially from expectations. Material risk factors include the future acceptance of Bitcoin SV and other digital assets and risks related to information processing using those platforms, the ability for TAAL to leverage intellectual property into viable income streams and other risks set out in Item 20 Risk Factors of TAAL's Form 2A - Listing Statement dated July 31, 2018 and elsewhere in TAAL's continuous disclosure filings available on SEDAR at www.sedar.com. Given these risks, undue reliance should not be placed on the forward-looking information contain herein. Other than as required by law, TAAL undertakes no obligation to update any forward-looking information to reflect new information, subsequent or otherwise other than as required by law.

SOURCE Taal Distributed Information Technologies Inc.

Matt Whitcomb, Investor Relations, Telephone: [phone]; or Jerry Chan, CEO, [email protected]