Hydro66 (Formerly Caza Gold) Announces Completion of Business Combination with Arctic Blockchain Ltd.
Toronto, Ontario--(Newsfile Corp. - June 8, 2018) - Hydro66 Holdings Corp. (the "Company" or "Hydro66") (formerly Caza Gold Corp.) is pleased to announce that it has completed the amalgamation transaction (the "Transaction") with Arctic Blockchain Ltd. ("Arctic"), effective June 8, 2018. In connection with the Transaction, Caza Gold Corp. ("Caza") changed its name to "Hydro66 Holdings Corp." effective June 8, 2018.
After completion of the Transaction, there is an aggregate of 127,000,000 common shares in the capital of Hydro (the "Hydro Shares") with former securityholders of Arctic holding 125,000,000 Hydro Shares, representing approximately 98.43% of the outstanding Hydro Shares and the original shareholders of Caza holding 2,000,000 Hydro Shares, representing approximately 1.57% of the outstanding Hydro Shares. The Company also has 50,096,000 warrants outstanding and 8,050,000 options outstanding. Further information will be provided in the listing statement that will be filed on the Company's SEDAR profile once accepted by the Canadian Securities Exchange ("CSE").
Pursuant to the Transaction, David Rowe (address: c/o Hydro66 UK Limited, 15 Percy Street, London, United Kingdom, W1T 1DS), the Chairman and a director of the Company, has become the registered holder of 49,915,450 Hydro Shares representing approximately 39.30% of the outstanding Hydro Shares. In addition, Mr. Rowe also holds 12,478,863 common share purchase warrants and 600,000 options and assuming exercise of the warrants and options by Mr. Rowe and without taking into account the exercise of any other warrants or options issued in connection with the Transaction, Mr. Rowe would hold approximately 44.97% of the issued and outstanding Hydro Shares on a partially diluted basis. For the purposes of National Instrument 62-103 early warning reporting, the Hydro Shares were acquired as a result of the Transaction and the common shares are held for investment purposes and the holder may, from time to time, acquire additional securities of the Company or dispose of such securities as it may deem appropriate. A copy of the applicable early warning report will be filed under the Company's profile on SEDAR at www.sedar.com.
Pursuant to the Transaction, Robert Keith (address: c/o Hydro66 UK Limited, 15 Percy Street, London, United Kingdom, W1T 1DS) has become the registered holder of 36,934,254 Hydro Shares representing approximately 29.08% of the outstanding Hydro Shares. In addition, Mr. Keith also holds 9,233,563 common share purchase warrants and assuming exercise of the warrants by Mr. Keith and without taking into account the exercise of any other warrants issued in connection with the Transaction, Mr. Keith would hold approximately 33.89% of the issued and outstanding Hydro Shares on a partially diluted basis. For the purposes of National Instrument 62-103 early warning reporting, the Hydro Shares were acquired as a result of the Transaction and the Hydro Shares are held for investment purposes and the holder may, from time to time, acquire additional securities of the Company or dispose of such securities as it may deem appropriate. A copy of the applicable early warning report will be filed under the Company's profile on SEDAR at www.sedar.com.
In connection with the Transaction, the board and management of the Company are now comprised as follows:
- David Rowe — Chairman and Director;
- Anne Graf — CEO and Director;
- Juliet Pedrazas — CFO;
- Richard Croft — Director;
- Richard Patricio — Director;
- Michael Hudson — Director; and
- Nick DeMare — Corporate Secretary.
The common shares have been conditionally accepted for listing on the CSE, subject to the satisfaction of customary listing conditions, and the Company has reserved the symbol "SIX" and anticipates to trade under this symbol upon listing. The Company will submit its final listing package to the CSE to obtain a final listing date and will provide a further update at such time.
Further details of the Transaction can be found by reviewing the press releases of the Company on March 12, 2018 and June 6, 2018.
Hydro66, through its wholly owned subsidiary, is the sole shareholder of Hydro66 UK Limited ("Hydro66 UK"), a company with operations in Boden, Northern Sweden, an award-winning datacenter company that has been operating since 2014 which offers colocation services to enterprise and cryptocurrency customers. Hydro66 UK has installed operating capacity of 11MW with an additional 8MW of capacity under construction. The site has potential capacity and reserved power of 42MW. The site uses 100% hydro-power and an innovative building and cooling system.
For more information please visit: www.hydro66.com
FOR MORE INFORMATION, PLEASE CONTACT:
Chief Commercial Officer of Hydro66 UK Limited
Tel: (+44) 7789 915 147
Neither the CSE nor its Regulation Services Provider accepts responsibility for the adequacy or accuracy of this release.
This news release contains certain "forward-looking information" within the meaning of applicable securities law. Forward looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "would", "potential", "proposed" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. For a description of the risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company's Management's Discussion and Analysis. The Company undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on forward-looking information.
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