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Strategic Acquisition Delivers Accretive Revenue Streams:
Enterprise-Grade Custodial, Specialized Crypto Trading and Security
TORONTO, March 1, 2018 /CNW/ - (TSXV: CPTO) CryptoGlobal Corp. has entered into an agreement (the "Acquisition Agreement") to acquire Blockchain Dynamics Inc.
Blockchain Dynamics is a full service platform offering security, custodial services, trading, and staking across a diversified base of crypto currencies. Blockchain Dynamics is led by Chris McGarrigle, an encryption and cyber security specialist who has a 20 year track-record working with Europe's biggest banks — as well as with clients in the energy and defence sectors. Blockchain Dynamics offers enterprise-grade cold storage and crypto security solutions — and operates a specialized crypto trading desk that currently serves global institutional investors from Asia, South America and the Middle East.
Pursuant to the Acquisition Agreement, on closing of the acquisition, all of the outstanding common shares of Blockchain Dynamics will be exchanged for 20,241,720 common shares of CryptoGlobal. The transaction value of approximately $28 million has been completed at $1.40 per share.
Blockchain Dynamics also brings exclusive custodial service arrangements, $1.75 million in cash and $2 million in cryptocurrency holdings to CryptoGlobal.
Strategic Acquisition to Build Diverse Revenue Streams
"We've been assessing Blockchain Dynamics for months, continue to be impressed by what Chris and his team have accomplished — and believe they are at the forefront of crypto security, storage and trading," says CryptoGlobal CEO Rob Segal. "It's the perfect complement to our recent agreement to acquire BitCity, which will secure the 100 MW of long-term power and facilities CryptoGlobal needs to deliver a growing suite of self-mining and hosting revenue." According to Segal, the Blockchain Dynamics acquisition will allow CryptoGlobal to securely store and trade its own crypto holdings and provide custodial services for institutional investors, exchanges and token holders.
Strengthens Vision to Build Leading Canadian FinTech Company
"This strategic acquisition 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," says CryptoGlobal President James Millership.
"This transaction feeds and accelerates both companies' complementary business streams and is expected to contribute to the exponential growth of Blockchain Dynamics' crypto trading desk by providing the capital and connections to offer crypto liquidation and flexible, experienced security services to the fast-growing trading and exchange space," says Blockchain Dynamics CEO Chris McGarrigle.
Terms of the Acquisition
The proposed transaction is subject to the approval of the shareholders of Blockchain Dynamics and the TSX Venture Exchange. The acquisition is expected to close by the end of March, 2018.
CryptoGlobal's legal advisor is Cassels Brock & Blackwell LLP. Blockchain Dynamics' financial advisor is Canaccord Genuity and its legal advisor is Wildeboer Dellelce LLP.
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.
Learn more about CryptoGlobal and the future of mining at www.cryptoglobal.io
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 completion of the acquisition; the anticipated benefits of the acquisition to CryptoGlobal and its shareholders; the timing and receipt of the required approvals for the acquisition (including regulatory approval and approval of Blockchain Dynamic's shareholders); the timing and ability of CryptoGlobal and Blockchain Dynamics to satisfy the conditions precedent to completing the acquisition; and growth potential and future growth of CryptoGlobal on a post-acquisition basis.
These forward-looking statements are based on reasonable assumptions and estimates of management of CryptoGlobal 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 CryptoGlobal to materially differ from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors, among other things, include: satisfaction or waiver of all applicable conditions to the completion of the acquisition (including receipt of all necessary approvals and consents, the satisfaction of all covenants and conditions precedent, and the absence of material changes with respect to the parties and their respective businesses, all as set forth in the Acquisition Agreement); the results expected from the acquisition not being realized; business integration risks; fluctuations in general macroeconomic conditions; fluctuations in securities markets; fluctuations in the prices of cryptocurrencies mined by CryptoGlobal; historical prices of cryptocurrencies and the ability of CryptoGlobal to mine cryptocurrencies consistent with historical practices; the presence of laws and regulations that may impose restrictions on the ability of CryptoGlobal to operate it business; the speculative nature of cryptocurrency mining and blockchain operations; changes in business plans and related parameters as such plans continue to be evaluated; and those factors described under the heading "Risks Factors" in CryptoGlobal'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 CryptoGlobal believes, or believed at the time, to be reasonable assumptions, CryptoGlobal 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. CryptoGlobal 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.
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