DigiMax Global Announces Closing of Convertible Debenture Private Placement
Toronto, Ontario--(Newsfile Corp. - February 8, 2019) - DigiCrypts Blockchain Solutions Inc. (the "Company" or "DigiMax Global") is pleased to announce closing of a private placement convertible debenture.
DigiMax Global completed a non-brokered private placement (the "Offering") of an aggregate principal amount of $550,000 in secured convertible debentures (the "Convertible Debentures"). Each Convertible Debenture bears interest at a rate of 10% per annum, which is payable in cash to the holders thereof on the last date of each calendar quarter for a period of three years from the date of issue or the date the Convertible Debenture is converted. The Convertible Debentures are convertible: (i) at the option of the holder into common shares (the "Common Shares"), at a conversion price that is the lesser of (i) $0.20, or (ii) 75% of the lowest price offered in a private placement of the Company's common shares (the "Conversion Price") while such Convertible Debenture remains outstanding.
In addition, the Company issued amended secured convertible debentures to the holders of the previously issued 10% secured convertible debentures in the aggregate principal amount of $484,500 (the "September 2018 Debentures") such that the terms of the September 2018 Debentures have been amended to mirror the terms of the Convertible Debentures.
On closing, the Company issued to the holders of the Convertible Debentures and the September 2018 Debentures 2,586,250 common share purchase warrants (each a "Warrant"). The Warrants are exercisable for a period of two (2) years from issuance into Common Shares at an exercise price equal to the lowest of (i) $0.30, (ii) the product of the Conversion Price multiplied by 1.5, and (iii) the exercise price of common share purchase warrants issued by the Corporation prior to the expiration of the Warrants for each Warrant exercised.
The Convertible Debentures and Warrants issued pursuant to this Offering are subject to a statutory hold period of four months and one day from the closing date of the Offering.
About DigiCrypts Blockchain Solutions Inc, (dba DigiMax Global Solutions)
DigiMax is a reporting issuer formed in Ontario, Canada which was created for the express purpose of developing immediately profitable businesses in the Blockchain and Initial Coin Offering Space. Founded by 5 partners with decades of experience in both Initial Public Offerings and Initial Coin Offerings, the partners have a common goal to help the world develop ICO's as a respectable, regulatory compliant security offering that is parallel in stature and compliance to common shares. DigiCrypts has a strong belief and commitment to helping ICO's become a highly efficient, legal and secure complement to public shares issued by real and profitable companies from all industries.
President & CEO
Chairman of the Board
Cautionary Note Regarding Forward-looking Statements
This press release contains "forward-looking statements". Forward-looking statements can be identified by words such as: anticipate, intend, plan, goal, seek, believe, project, estimate, expect, strategy, future, likely, may, should, will and similar references to future periods. Examples of forward-looking statements include, among others, statements we make regarding changing the potential conversion of the Convertible Debentures including the Conversion Price determination on listing of the Common Shares and the exercise price of the Warrants.
Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the following: .the adequacy of our cash flow and earnings, the availability of future financing and/or credit, the level of demand and financial performance of the cryptocurrency industry, developments and changes in laws and regulations, including increased regulation of the cryptocurrency industry through legislative action and revised rules and standards applied by the Canadian Securities Administrators, Ontario Securities Commission, and/or other similar regulatory bodies in other jurisdictions, disruptions to our technology network including computer systems, software and cloud data, or other disruptions of our operating systems, structures or equipment.
Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only as of the date on which it is made. Except as required by applicable securities laws, we undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.
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