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CryptoGlobal Terminates Special Warrant Financing
TORONTO, March 1, 2018 /CNW/ - CryptoGlobal Corp. (TSXV: CPTO) announced today that it is entering into an agreement with a strategic investor that will provide up to CAD $15 million of financing subject to CryptoGlobal meeting certain due diligence requirements.
The net proceeds received by the company will be used to build out CryptoGlobal's growing mining operations and to accelerate the growth of Blockchain Dynamics Inc. (pending completion of the acquisition) confirms CryptoGlobal CEO Rob Segal.
"This show of financing support strengthens the company's vision to build a leading Canadian FinTech company, that includes custodial, proprietary trading, exchange, insights and content — underpinned by a diversified cryptocurrency mining operation," he says.
Special Warrant Financing Terminated CryptoGlobal announces that it has terminated its previously announced brokered private placement offering of special warrants for gross proceeds of up to CAD $10 million.
Description of New Financing CryptoGlobal has agreed to enter into a secured credit facility with a strategic investor in the amount of up to CAD $15 million to be drawn in tranches of CAD $5 million each at CryptoGlobal's option (the "Credit Facility"). Each tranche of the Credit Facility will have a term of two years and bear interest, when amounts are drawn, at the rate of 10% per annum, payable quarterly. In consideration for the Credit Facility, the company will pay a standby set-up fee of CAD $750,000 on closing.
The first tranche of CAD $5 million (the "Tranche 1 Loan") will be drawn on closing which is expected to occur in the first half of March, 2018, subject to settling definitive documentation, completion of satisfactory due diligence on the part of the investor and the approval of the TSX Venture Exchange (the "TSXV"). Amounts outstanding under the Tranche 1 Loan will be convertible at the option of the investor into units of the company ("Units") at a conversion price of CAD $1.00 per Unit. Each Unit will consist of one common share of the company (a "Common Share") and three-quarters of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant will be exercisable to acquire one Common Share (a "Warrant Share") for a period of two years following the date of issuance at an exercise price of CAD $1.00 per Warrant Share.
Terms relating to the conversion of subsequent tranches under the Credit Facility will be determined in the context of the market, if and when the company decides to draw on the remaining tranches of the Credit Facility.
Any securities issued by the company on the closing of the Credit Facility, as well as any securities issued upon conversion of the Tranche 1 Loan or in connection with any subsequent tranches under the Credit Facility, will be subject to a statutory four month and one day hold period.
CryptoGlobal – We Power the Blockchain CryptoGlobal is a leading Canadian blockchain and financial technology company that includes custodial, proprietary trading, exchange, insights and content — underpinned by a diversified cryptocurrency mining operation.
Our team self-mines and offers hosting for a diverse portfolio of cryptocurrencies from one of Canada's largest and most efficient mining operations. CryptoGlobal focuses on mining Bitcoin, DASH, Ether and Litecoin.
Cautionary Note Regarding Forward Looking Information
This news release contains certain forward-looking information and forward-looking statements within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking statements. In this news release, forward-looking statements relate, among other things, to: the timing and completion of the Credit Facility; receipt of all regulatory approvals, and the use of proceeds of the Credit Facility and the Tranche 1 Loan, including the company's future growth plans and the successful completion of the Blockchain Dynamics Inc. and BitCity Inc. acquisitions.
These forward-looking statements are based on reasonable assumptions and estimates of management of the company at the time such statements were made. Actual future results may differ materially as forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the company to materially differ from any future results, performance or achievements expressed or implied by such forward-looking statements.
Such factors, among other things, include: fluctuations in general macroeconomic conditions; fluctuations in securities markets; fluctuations in the prices of cryptocurrencies mined by the company; historical prices of cryptocurrencies and the ability of the company to mine cryptocurrencies consistent with historical prices; the presence of laws and regulations that may impose restrictions on the ability of the company to operate it business; the speculative nature of cryptocurrency mining and blockchain operations; changes in project parameters as plans continue to be evaluated; and those factors described under the heading "Risks Factors" in the company's most filing statement dated January 17, 2018 available on SEDAR. Although the forward-looking statements contained in this news release are based upon what management of the company believes, or believed at the time, to be reasonable assumptions, the company cannot assure shareholders that actual results will be consistent with such forward-looking statements, as there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements and information. There can be no assurance that forward-looking information, or the material factors or assumptions used to develop such forward-looking information, will prove to be accurate. The company does not undertake any obligations to release publicly any revisions for updating any voluntary forward-looking statements, except as required by applicable securities law.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.
SOURCE CryptoGlobal Corp.
For further information: For more information and to book media interviews, please contact: Debra Quinn, T: 647.985.7162, E: [email protected]