Datametrex AI Limited Announces Proposed Private Placement and Public Listing of Ronin
TORONTO, Feb. 26, 2018 (GLOBE NEWSWIRE) -- Datametrex AI Limited (the “Company” or “Datametrex”) (TSXV:DM) (FSE:D4G) is pleased to announce a non-brokered arm’s length private placement of up to approximately $4 million (the “Offering”) in Ronin Blockchain Corp. (“Ronin”) through the issuance of up to 9 million units (each a “Unit”) at price of $0.45 per Unit. In addition, Management of the Company along with its board of directors has implemented a strategy to complete a public listing transaction (the “Listing”) of Ronin on a North America stock exchange in 2018.
Management of the Company has determined that in light of the capital which Ronin requires to grow and scale its operations, Ronin requires independent sources of capital. Based on the projected capital requirements, management and the board of directors of the Company ultimately decided that a public listing would enable the shareholders to continue to share in the growth of Ronin with outside investors, while still retaining a majority equity interest in Ronin subsequent to the completion of the Listing. The Listing and financing will be subject to regulatory approvals.
“We believe that this process is the most accretive way for Datametrex shareholders to benefit from the significant market opportunity for Ronin in the cryptocurrency mining sector,” says Andrew Ryu, Chairman and CEO of the Company.
With respect to the Offering, based on a pre-money valuation of approximately $36 million CDN, each Unit consists of one common share in the capital of Ronin and one common share purchase warrant, with each warrant exercisable into one common share at a price of $0.60 for a period of 24 months after closing of the Offering (the “Warrant Expiry Date”). The Company has the option to accelerate the expiry of the Warrants under certain circumstances in the event that the shares of Ronin become listed on a Canadian stock exchange. The Company has the option to increase the size of the Offering at any time up to 48 hours before the closing of the Offering to $5 million. The proceeds from the Offering will be utilized by Ronin to fund its working capital and ongoing business development including the business venture with Gosun Group.
In addition, under the terms of the Offering, each subscriber shall be entitled to a liquidity incentive payment (the “Liquidity Incentive”) equal to 1% per month, subject to a maximum Liquidity Incentive equal, in aggregate, to 12% of the aggregate purchase price paid for the Units by a subscriber in the event that Ronin does not complete the Listing within 120 days from the closing of the Offering (the “Deadline”). In the event that the Liquidity Incentive is payable, it shall be paid by Ronin within 10 business days from the Deadline and thereafter 10 business days following each month in respect of which the Liquidity Incentive remains payable.
In connection with the Offering, the Company may, as compensation to individuals that introduce subscribers to the Company (a “Finder”), and subject to regulatory approval: (i) pay cash commissions; and (ii) issue non-transferable common share purchase warrants (with identical terms as those warrants issued under the Offering) equal to 8% of the aggregate gross proceeds (the “Finder’s Fee”) of a subscription made by a subscriber who is introduced to the Company by such Finder.
The Offering is subject to certain conditions, including (but not limited to) the receipt of approval from the TSX Venture Exchange (if required). The securities issued in connection with this private placement will be subject to a hold period in accordance with applicable securities laws.
About Ronin Blockchain Corp.
Ronin Blockchain Corp., is a wholly owned subsidiary of Datametrex AI Limited. Ronin’s business model is based on a centralized AI powered mining platform to operate a geo-diversified footprint of industrial scale Blockchain mining operations. Ronin has the potential to deploy state of the art mining capability across high value mining locations in North America, Asia and Europe from a centralized command center to maximize efficiency and profitability for GPU-based mining. Additionally, Ronin will also investigate further use of its expertise in software development and Artificial Intelligence algorithms to develop future revenue streams within the Blockchain space.
About the Company
Datametrex AI Limited is a technology-focused company with exposure to four exciting verticals. Big Data, Collecting data from retail point of sale environments, Artificial Intelligence and Machine Learning through its wholly owned subsidiary, Nexalogy (www.nexalogy.com). Implementing Blockchain technology for secure Data Transfers through its joint venture company, Graph Blockchain (www.graphblockchain.com). and Industrial Scale Cryptocurrency Mining through its wholly owned subsidiary, Ronin Blockchain Corp. (www.roninblockchain.com).
Additional information on Datametrex is available at: www.datametrex.com
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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.
This news release includes certain forward-looking statements within the meaning of Canadian securities laws. Such forward-looking information and statements are not representative of historical facts or information or current condition, but instead represent only the Company`s belief regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company’s control.
Generally, such forward-looking information or statements can be identified by the use of forward-looking terminology such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or may contain statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “will continue”, “will occur” or “will be achieved”.
The forward-looking information contained herein includes, but is not limited to, statements regarding the terms, timing and completion of the Listing and the anticipated use of proceeds. By identifying such information and statements in this manner, the Company is alerting the reader that such information and statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such information and statements.
Although the Company believes that the assumptions and factors used in preparing, and the expectations contained in, the forward-looking information and statements are reasonable, undue reliance should not be placed on such information and statements, and no assurance or guarantee can be given that such forward-looking information and statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information and statements. Accordingly, readers should not place undue reliance on any forward-looking information or statements contained in this press release.
The forward-looking information contained in this press release is made as of the date hereof, and the Company does not undertake to update any forward-looking information that is contained or referenced herein, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws. All subsequent written and oral forward-looking information and statements attributable to the Company or persons acting on its behalf are expressly qualified in its entirety by this notice.