VANCOUVER, Dec. 7, 2017 /CNW/ - Neptune Dash Nodes Corp. ("Neptune" or the "Company") and Crossroad Ventures Inc. ("Crossroad") are pleased to announce an upsize to the financing previously announced on December 1, 2017 to be completed by Neptune with Eight Capital, as lead agent, and Gravitas Securities Inc. (the "Agents"). The financing (the "Financing") will be for an aggregate principal amount of up to $18 million of senior unsecured convertible debentures (the "Debentures") with each Debenture having a principal amount of $1,000. The Financing is being completed in connection with the proposed amalgamation between Neptune and Crossroad which will constitute a reverse takeover of Crossroad by shareholders of Neptune (the "Transaction").
Neptune has also granted the Agents an option (the "Option") exercisable in whole or part, at any time up to 48 hours prior to closing of the Financing, to purchase up to an additional $2,700,000 aggregate principal amount of Debentures. If the Option is exercised in full, the aggregate gross proceeds of the Offering will be $20,700,000.
The completion of the Financing will be subject to, among other things, the execution of definitive documentation, the completion of all necessary due diligence and the receipt of any required regulatory approvals.
The net proceeds received by Neptune from the Financing will be used for the building of Dash masternodes technology and for working capital and general corporate purposes.
The closing of the Financing is expected to occur on or about December 22, 2017.
About Neptune Dash Nodes Corp.
Neptune is a private company which exclusively builds and operates Dash masternodes and invests in Dash related technologies. Dash is a digital currency created to address Bitcoin's scaling challenges. Neptune also receives variable revenues from owning and operating Dash masternodes.
Crossroad Ventures Inc.
Crossroad is a reporting issuer in British Columbia and Alberta under applicable securities laws. On January 6, 2003, NEMI acquired all of the issued and outstanding shares of Crossroad pursuant to a takeover bid. As a result of the takeover bid, the TSX Venture Exchange advised Crossroad that it had satisfied the TSX Venture Exchange's requirement to complete a Qualifying Transaction and was de-listed. Crossroad had not engaged in any business since incorporation.
Investors are cautioned that, except as disclosed in press releases issued by Neptune and Crossroad, information with respect to the Financing may not be accurate or complete and should not be relied upon.
This release contains certain "forward looking statements" and certain "forward-looking information" as defined under applicable Canadian securities laws. Forward-looking statements and information can generally be identified by the use of forward-looking terminology such as "may", "will", "expect", "intend", "estimate", "anticipate", "believe", "continue", "plans" or similar terminology. Forward-looking statements and information include, but are not limited to, statements with respect to the completion of the Financing, the use of proceeds thereof, the Transaction, and proposed future transactions the Company may undertake and their expected timing. Forward-looking statements and information are based on forecasts of future results, estimates of amounts not yet determinable and assumptions that, while believed by management to be reasonable, are inherently subject to significant business, economic and competitive uncertainties and contingencies. Forward-looking statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of Neptune and Crossroad to control or predict, that may cause Neptune's and Crossroad's actual results, performance or achievements to be materially different from those expressed or implied thereby, and are developed based on assumptions about such risks, uncertainties and other factors set out here in, including but not limited to: the risk that the Transaction will not be approved by the TSX Venture Exchange and that the Financing will not be completed; that the actual use of proceeds may differ from those currently stated; the inherent risks involved in the cryptocurrency and general securities markets; the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses, currency fluctuations; regulatory restrictions, liability, competition, loss of key employees and other related risks and uncertainties. The Company undertakes no obligation to update forward-looking information except as required by applicable law. Such forward-looking information represents management's best judgment based on information currently available. No forward-looking statement can be guaranteed and actual future results may vary materially. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information.
SOURCE Neptune Dash Nodes Corp.
For further information: Neptune Dash Nodes Corp., 310-36 Water Street, Vancouver, BC, V6B 0B7, Phone: 604-488-9557, Email: [email protected]