Patrick Gray reports
HASHCHAIN TECHNOLOGY ENTERS INTO DEFINITIVE SHARE PURCHASE AGREEMENTS TO ACQUIRE 5,000 RIGS
Hashchain Technology Inc. has entered into definitive share purchase agreements to complete the previously disclosed acquisition of 5,000 new Antminer S9 rigs through the acquisition of two cryptocurrency mining companies. Hashchain will acquire all of the issued and outstanding shares of the targets for an aggregate of 55 million Hashchain shares at a deemed price of 35 cents per share for a total aggregate consideration of $19.25-million. The acquisition continues the company's large-scale growth of mining operations from 100 rigs to 9,495 rigs since listing on the TSX Venture Exchange on Dec. 15, 2017.
Purchase price allocation:
- 5,000 rigs at $1,500 per rig equals $7.5-million;
7.5 megawatts installed for $700,000 per megawatt equals $5.25-million;
Five-year commitment from existing target management at $300,000 per year equals $1.5-million;
15-megawatt facility commitment for four years equals $2-million;
Goodwill equals $3-million.
Terms of the agreement:
22 million Hashchain shares issued on the closing date of the acquisition;
11.25 million Hashchain shares issued on the date the 5,000 rigs are installed in a facility located in Buffalo, N.Y.;
5.25 million Hashchain shares 90 days from the closing date;
- 16.5 million Hashchain shares 120 days from the closing date.
"Despite being founded only six months ago, Hashchain has committed to long-term growth by acquiring the 5,000 mining rigs to cap an impressive timeline of milestones for our young company and deliver on our promises to shareholders," said Patrick Gray, chief executive officer of Hashchain. "Moving forward, we plan to build upon this incredible momentum with our mining operations and anticipate high ROI (return on investment) with minimal downtime."
Hashchain currently deploys 3,495 rigs for approximately 4.6 megawatts of computing power, with an additional 1,000 rigs awaiting installation. The 5,000 rigs secured from this agreement provides Hashchain with a total of 9,495 rigs, which will bring total operations to 15 megawatts of power. To ensure geographic diversity and to create redundancy in the company's mining operations, Hashchain has opened a new data centre in Buffalo, N.Y., that currently operates 2,395 of their rigs and is expected to receive the 5,000 rigs from the acquisition.
Further to the previously disclosed acquisition of NodeMonitor.IO on May 22, 2018, the company will issue such number of shares with an aggregate value of $10,000 (U.S.) to the vendor of NodeMonitor.IO periodically over a period of one year from the date of the purchase agreement.
The company has granted a total of 1.09 million stock options to certain employees and consultants of the company pursuant to the company's stock option plan. The options are exercisable for a period of five years at a price of 30 cents per share and will vest immediately upon issuance.
About Hashchain Technology Inc.
Hashchain is a blockchain company and the first publicly traded Canadian cryptocurrency mining company to file a final prospectus supporting highly scalable and flexible mining operations across all major cryptocurrencies. Hashchain taps low-cost North
American power, cool climate and high-speed Internet: the trifecta most critical to mining success, to create a competitive position for maximizing the number of mining wins. Hashchain currently operates 100 Dash mining rigs and 3,395 Bitcoin rigs, with an additional 6,000 to be deployed upon successful completion of its recently announced acquisitions. Once all rigs are operational Hashchain will be consuming approximately 12.5 megawatts of power.
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