BTCS Inc. Announces Update on Series V Preferred Stock Distribution
April 19 2023 - 9:00AM
BTCS Inc. (Nasdaq: BTCS) (“BTCS” or the “Company”), a blockchain
technology-focused company, is pleased to announce that it has made
the required changes to its Series V preferred stock (“Series V”)
to address comments received from Nasdaq and is excited to work
toward the distribution of the Series V to all of its shareholders
on a 1:1 basis.
Series V ExplainedEach share of
Series V is intended to be listed on a security exchange platform
that utilizes blockchain technology to facilitate instantaneous
trade settlement. We have applied to have our shares listed on
Upstream exchange and are currently working through the application
process. Upstream utilizes the Ethereum blockchain, which BTCS has
been securing since 2021.
Distribution: Entitled common share stockholder
will receive Series V shares on a 1:1 basisRecord
Date: May 12, 2023Payment Date: June 2,
2023Ex-Date: Will be set by NASDAQ once DTC
eligibility is confirmedTransfer Agent: Equity
Stock Transfer
BTCS CEO Charles Allen commented, “We believe
the Series V for Victory represents an important step toward
protecting our investors. With blockchain technology and instant
settlement, intermediaries could be eliminated, thus reducing
potential share imbalances and the risks and costs associated with
traditional T+2 settlements. This move represents our commitment to
innovation and delivering superior value to our investors.”
BTCS believes exchanges built on blockchain
technology should enable transparent public order books, eliminate
failures to deliver, provide access to a global digital-first
investor base, and enable direct-to-investor communications,
distributions, and dividends.
Series V
Details The amended and restated
Series V is: i) non-convertible, ii) perpetual, iii) has a 20%
liquidation preference over our common stock, iv) eligible, at the
discretion of the board, for dividends and/or distributions made to
common holders, v) eligible, at the discretion of the board for,
dividends and/or distributions up to 20% per annum, which the
common shareholders would not be entitled to, vi) will be treated
as common stock in the event of a reorganization such as a merger,
and vii) non-voting.
The foregoing information is a summary of the
amended Series V and related disclosures, is not complete, and is
qualified in its entirety by reference to the full text of the
amended and restated Series V Certificate of Designation (“Amended
COD”) and risk factors included on a Form 8-K filed with the
Securities and Exchange Commission on April 19, 2023. Readers
should review the Amended COD and related risk factors for a
complete understanding of the terms and conditions associated with
the potential distribution and Series V. Further, the distribution
is contingent on the Company obtaining a DTC eligible CUSIP among
other things. Shareholders are encouraged to consult with their
financial advisor to understand the terms of the Series V and its
potential impact on their investment in BTCS.
About BTCS:BTCS Inc. is a
Nasdaq listed company operating in the blockchain technology space
since 2014 and is one of the first U.S. publicly traded companies
with a primary focus on blockchain infrastructure and staking. BTCS
secures and operates validator nodes on disruptive next-generation
blockchain networks that power Web 3, earning native token rewards
by staking our proof-of-stake crypto assets. “StakeSeeker” is BTCS’
newly introduced proprietary Cryptocurrency Dashboard and
Staking-as-a-Service platform, developed to empower users to better
understand and grow their crypto holdings with innovative portfolio
analytics and a non-custodial process to earn staking rewards on
crypto asset holdings. Users can easily link and monitor their
cryptocurrency portfolios across exchanges, wallets, validator
nodes, and other sources; and have access to a suite of data
analytic tools such as performance and reward tracking.
StakeSeeker’s Staking Hub allows users to earn rewards by directly
participating in network consensus mechanisms by staking and
delegating their cryptocurrencies to company-operated validator
nodes for a growing number of supported blockchains. As a
non-custodial validator operator, BTCS receives a percentage of
token holders staking rewards generated as a validator node fee,
creating the potential opportunity for a highly scalable business
with limited additional costs. For more information visit:
www.btcs.com.
Forward-Looking
Statements:Certain statements in this press release,
constitute “forward-looking statements” within the meaning of the
federal securities laws including statements regarding the
potential distribution of Series V including its timing, and terms,
as well as the perceived and anticipated benefits to shareholders
and the financial markets in general of the Series V and blockchain
technology. Words such as “may,” “might,” “will,” “should,”
“believe,” “expect,” “anticipate,” “estimate,” “continue,”
“predict,” “forecast,” “project,” “plan,” “intend” or similar
expressions, or statements regarding intent, belief, or current
expectations, are forward-looking statements. While the Company
believes these forward-looking statements are reasonable, undue
reliance should not be placed on any such forward-looking
statements, which are based on information available to us on the
date of this release. These forward-looking statements are based
upon current estimates and assumptions and are subject to various
risks and uncertainties, including without limitation, the
possibility that the Company does not proceed with the Series V
distribution due to administrative, regulatory or other challenges,
including failure to obtain a DTC eligible CUSIP number, the
Company’s broad discretion with respect to the Series V, possible
trading volatility, pricing discrepancies or other negative
characteristics of the exchange selected for trading, including
unanticipated consequences resulting from being on the selected
exchange, dilution, future regulatory issues, market or economic
downturns or other adverse developments with respect to our
business and the digital assets on which it depends, as well as
risks set forth in the Company’s filings with the Securities and
Exchange Commission including its Form 10-K for the year ended
December 31, 2022. Thus, actual results could be materially
different. The Company expressly disclaims any obligation to update
or alter statements, whether as a result of new information, future
events or otherwise, except as required by law.
Investor Relations:ir@btcs.com
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