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release, publication or dissemination, directly or indirectly, in
whole or in part, in or into the United
States./
TORONTO, March 8,
2024 /CNW/ - CryptoStar Corp.
("CryptoStar" or the "Company") (TSXV: CSTR) is
pleased to announce that it has closed the first tranche of its
previously announced non-brokered private placement (the
"Offering") of up to 40,000,000 units (the "Units")
of the Company at a price of $0.05
per Unit for gross proceeds of up to $2,000,000.
Each Unit consists of one common share in the capital of the
Company (a "Share") and one Share purchase warrant (a
"Warrant"). Each Warrant will entitle the holder thereof to
purchase one Share of the Company (a "Warrant Share") for a
period of 36 months from the date of the issue of the Warrants at
an exercise price of $0.07 per
Warrant Share.
Pursuant to the closing of the first tranche of the Offering,
the Company issued 14,410,000 Shares and 14,410,000 Warrants for
aggregate gross proceeds of $720,500.
The Offering is being completed pursuant to the listed issuer
financing exemption under Part 5A of National Instrument 45-106 -
Prospectus Exemptions, accordingly, the securities issued in
the Offering are not subject to a hold period in accordance with
applicable Canadian securities laws. There is an offering document
(the "Offering Document") related to the Offering that can
be accessed under the Company's profile at www.sedarplus.ca and on
the Company's website at: www.cryptostar.com. Prospective
investors should read this Offering Document before making an
investment decision.
In connection with the Offering, the Company paid eligible arm's
length parties (the "Finders") a cash Finder's fee in the
aggregate amount of $50,435 and
issued an aggregate 432,300 Shares and 432,300 finder's warrants
(the "Finder's Warrants") to the Finders. Each Finder
Warrant entitles the holders thereof to acquire one Share (a
"Finder's Warrant Shares") at an exercise price of
$0.07 per Finder's Warrant for a
period of 36 months from the date of the issue of the Warrants. The
Shares, Finder's Warrants and Finder's Warrant Shares to be issued
upon exercise of the Finder's Warrants, if applicable, will be
subject to a hold period of four months and one day from the date
of closing of the first tranche of Offering in accordance with
applicable Canadian securities laws.
The Company intends to use the proceeds raised from the Offering
to purchase crypto mining equipment and for general
working capital purposes.
The securities issued pursuant to the Offering have not, nor
will they be registered under the United States Securities Act of
1933, as amended, and may not be offered or sold within
the United States or to, or for
the account or benefit of, U.S. persons in the absence of U.S.
registration or an applicable exemption from the U.S. registration
requirements. This news release shall not constitute an offer to
sell or the solicitation of an offer to buy nor shall there be any
sale of the securities in the United
States or in any other jurisdiction in which such offer,
solicitation or sale would be unlawful.
About CryptoStar Corp.:
CryptoStar has cryptocurrency mining operations
with data centres located in the U.S.A. and Canada. CryptoStar is currently dedicated to
becoming one of the lowest cost cryptocurrency
producers in North America and a
major supplier of GPU and ASIC miners worldwide.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Forward-Looking Information
This news release may contain certain forward-looking statements
and forward-looking information (collectively, "forward-looking
statements") related to future events or CryptoStar's future
business, operations, and financial performance and condition.
Forward-looking statements normally contain words like "will",
"intend", "anticipate", "could", "should", "may", "might",
"expect", "estimate", "forecast", "plan", "potential", "project",
"assume", "contemplate", "believe", "shall", "scheduled", and
similar terms. Such forward-looking statements include, without
limitation, statements regarding the use of proceeds of the
Offering. Forward-looking statements are not guarantees of future
performance, actions, or developments and are based on
expectations, assumptions, and other factors that management
currently believes are relevant, reasonable, and appropriate in the
circumstances. Although management believes that the
forward-looking statements herein are reasonable, actual results
could be substantially different due to the risks and uncertainties
associated with and inherent to CryptoStar's business. Additional
material risks and uncertainties applicable to the forward-looking
statements herein include, without limitation, the impact of
general economic conditions, and unforeseen events and
developments. This list is not exhaustive of the factors that may
affect CryptoStar's forward-looking statements. Many of these
factors are beyond the control of CryptoStar. All forward-looking
statements included in this news release are expressly qualified in
their entirety by these cautionary statements. The forward-looking
statements contained in this press release are made as at the date
hereof, and CryptoStar undertakes no obligation to update publicly
or to revise any of the included forward-looking statements,
whether as a result of new information, future events, or
otherwise, except as may be required by applicable securities laws.
Risks and uncertainties about the Company's business are more fully
discussed under the heading "Business Risks and Uncertainties" in
its most recent Management's Discussion and Analysis. They are
otherwise disclosed in its filings with securities regulatory
authorities available on SEDAR+ at www.sedarplus.ca.
SOURCE CryptoStar Corp.
