/NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH US NEWSWIRE
SERVICES/
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.
Advisors
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.