Datametrex AI Limited (the “
Company” or
“
Datametrex”) (TSXV:DM) (FSE:D4G) is pleased
to announce that, further to its news release of December 15, 2017,
it has signed the share purchase agreement and completed the
acquisition of privately held Ronin Blockchain Corp.
(“
Ronin”), a global industrial scale Blockchain
platform with a specific focus on mining multiple cryptocurrencies
(the “
Transaction”). As a result of the
Transaction, Ronin is now a wholly-owned subsidiary of the Company.
Under the terms of the share purchase agreement,
the Company acquired all of the issued and outstanding common
shares of Ronin for an aggregate purchase price of $10 million. The
purchase price will be paid in multiple installments, with
Datametrex having issued to the vendors 22,000,000 common shares of
the Company at $0.25 per share and paid $2,000,000 in cash at
closing. The vendors will receive an additional $2,500,000 worth of
common shares on or before the first anniversary of the closing
date of the Transaction, which will be issued at a price per share
equal to the volume weighted average price of the Company’s shares
on the TSX Venture Exchange for the twenty day period prior to the
issuance of the shares.
In connection with the Transaction, the Company
paid a finder’s fee of 1,311,128 common shares to the individual
responsible for introducing Ronin and the Company.
All securities issued in connection with the
Transaction are subject to a hold period of four months and one day
from the date of issuance.
“We are thrilled to complete the acquisition of
Ronin and offer our shareholders exposure to the exciting world of
cryptocurrency mining and trading. Acquiring a world-class team of
directors, officers and advisors with a vision to becoming the
largest crypto mining company in the world was an opportunity we
had to take advantage of. The fact that the directors, officers and
advisors of Ronin participated for approximately half of the $3M in
our previously announced unit financing at $0.35 a unit,
representing a $0.10 premium to the shares they received for the
acquisition, demonstrates their commitment and belief in the
strategy. We see the value of crypto mining and the specific data
that will be generated as the industry matures,” said Andrew Ryu,
CEO and Chairman of the Company.
About Ronin Blockchain
Corp.
Ronin is a private company located in Vancouver
B.C. Ronin’s objective is to become a large player in the
industrial Blockchain mining sector through a concentrated focus on
scale, innovative technologies and low-cost energy supply.
Ronin’s business model is based on an industrial
scale Blockchain platform, which enables the company to access and
manage global cryptocurrency mining. Ronin has the potential to
provide state of the art mining capability across the world and to
utilize its scale, beginning in China, to maximize efficiency and
profitability across the arbitrage opportunities that exist for
GPU-based mining. Additionally, Ronin will use its advanced
Artificial Intelligence algorithms for currency and system
optimization. Ronin will also use API protocols to eventually make
more efficient integration from mining to mobile wallets. Ronin is
currently working on identifying additional jurisdictions for
mining opportunities, including Quebec, British Columbia and
Eastern Europe, as it develops its international footprint.
Ronin entered into a binding Memorandum of
Understanding with GoSun Group (“GoSun”). GoSun
was founded in 2006 and is one of China’s largest infrastructure
and networking companies with over 90 operating data centers in
China.
The Memorandum of Understanding outlines the
following key points:
- An opportunity to gain access, for the purposes of crypto
mining, to 10 GoSun data centers by January 1st, 2018, with a
minimum of 20 racks per data center.
- Access to at least 15 additional data centers per quarter for
MaaS starting in Q1 2018.
- Access to all 90 data centers by Q3 2019.
- “Most favored nation” pricing for all electricity and flow
through pricing if the provider reduces any costs related to
electricity.
The GoSun partnership will provide Ronin with
access to the world’s largest Blockchain mining market with the
previously discussed fundamental drivers for success: fast internet
connections, low cost energy delivery, proximity to miners and
equipment producers.
The following are the directors, officers and
advisors to Ronin as a result of the Transaction.
Darcy Taylor, President &
Director Darcy has over 20+ years in senior leadership
roles and a proven track record across multiple industries
spanning, Asia, Europe and North America. A Blockchain technology
enthusiast since 2013, his pan Asian experience while residing in
Seoul, Korea exposed him to the potential for the technology to
disrupt a multitude of industries. Prior to his international
experience, Darcy was CEO of MASEV Communications Inc., that was
successfully acquired by IMG Canada.
Andrew Ryu, Chief Executive Officer and
Executive Chairman Andrew Ryu is a seasoned and
experienced entrepreneur and operator in public and private
companies. He was a founder and CEO of TLA Inc., president of
business development of Archer Education Group, and founder and
former CEO of Loyalist Group Limited, which was nominated as the
top TSXV company in 2013, ranked fourth in 2014, and was the top
pick of the street in 2014. He was nominated entrepreneur of the
year in 2014 by EY.
Jeffrey Stevens, DirectorJeff
brings over 18 years of professional experience in the Canadian
Capital Markets, largely focusing on raising capital for micro-cap
and small cap companies. He is currently President and COO of
Datametrex AI Limited (TSXV:DM) and sits on the board of one other
public company. He has worked in the Retail, Buy, and Sell sides of
the industry, having held positions as Assistant Investment
Advisor, Arbitrage Trader, as well as having been the head of two
Sales and Trading desks in Toronto. During his tenure Jeff was
involved in raising in excess of $500M for public and private
companies with a client base including Institutional Money
Managers, Hedge Funds, Mutual Funds and Family Offices in Canada,
US and Europe.
Michael Frank, DirectorMichael
has over 20 years of experience in the high technology sector in
operations, business development, mergers and acquisitions and
raising funding in the capital markets. He served as the Chief
Executive Officer of Sprylogics International Corp. from July 2007
to September 19, 2011. He served as a Senior Consultant with Woods
Gordon, where he managed a variety of accounts for clients using
IBM mid-range systems. He also served as Vice President of
Strategic Alliances at Medcomsoft Inc., where he developed and
managed all key strategic partnerships to accelerate market
penetration and to build market share in the healthcare industry.
He served as an Executive Vice President of Hutchison Avenue
Software since 1999, where he was instrumental in its sale to
Intuit Corporation and has held senior sales/marketing roles at
Data General and NCR. He served as Vice President of Business
Development at BrandEra.com, an online marketplace for the
advertising community. As Director of Mifran Consulting, he
provided advisory services to emerging technology firms, including
Nightingale Informatix, a leading supplier of EMR (Electronic
Medical Records) technology across North America. Mr. Frank earned
his Bachelor's degree in Commerce and Finance from McGill
University in 1982.
Mike Edwards, Director A
lifelong entrepreneur, Mike Edwards has started and invested in
technology companies for over 20 years. Mike is actively involved
in growing and supporting the crypto currency startup community and
connecting local entrepreneurs with the right investors, mentors
and influencers in Silicon Valley, New York, Europe and Asia.
Ronin is additionally putting together an elite
Blockchain advisory board which is composed of the following
individuals:
Gil Penchina Cryptocurrency
expert, who is known worldwide for his involvement and leadership
in the cryptocurrency industry. Two successful initial coin
offerings (“ICO”) in Brave (BAT) and Ripple (XRP).
Gil also runs the largest syndicate on AngelList and was an early
investor in LinkedIn, Blockstream and UXPin.
Roham Gharegozlou Founder and
CEO of CryptoKitties, the world's most successful Blockchain game.
He is also the CEO of Axiom Zen, an award-winning venture studio
that specializes in applying emerging Blockchain technologies to
unsolved business problems. Rohan has been working with bitcoin and
various forms of Blockchain and distributed ledger technologies
since 2014.
Thomas Kineshanko Tom has been
an investor in cryptocurrency and ICOs since their early days in
2012. In addition to co-founding Protos Cryptocurrency Asset
Management, Tom has been a Founder and General Partner of First
Block Capital, Canada’s first regulated crypto investment firm,
since March 2017. Tom also co-founded Fintech Enterprises Inc., one
of the first North American buy/hold Bitcoin and Ether funds, as
well as the Blockchain platform Walter.ai.
Dean Sutton Always focused on
emerging technology, Dean has been in the digital asset industry
since 2012 when he started in digital mining and working with teams
to develop decentralized technologies. Currently he is a sought
after Blockchain industry thought leader, investor and speaker,
advisor to the Blockchain Association of Canada, and founder of
BlockTech Ventures Inc.
Kyle Campbell Kyle is a
respected crypto software engineer. He sold his first company to
Zillow Group after only 8 months. He is now working on his second
company; Hack Capital, maker of CTO.ai - an intelligence product
that helps any company build high performing engineering teams
focusing on the Blockchain and Crypto Mining Optimization.
Visit Ronin at: www.roninblockchain.com for more
information.
About the Company
Datametrex AI Limited is focused on the
collection of retail sales data, providing Government Agencies and
Fortune 500 corporations with Artificial Intelligence solutions and
implementing Blockchain technology for secure Data Transfers and
Cryptocurrency Mining.
Additional information on Datametrex is
available at: www.datametrex.com.
To stay informed about Datametrex,
please join our Investor Group on 8020
Connect http://bit.ly/2fPUNwF for
all upcoming news releases, articles comments and
questions.
For further information, please
contact:
Jeffrey Stevens – President &
COOPhone: (647) 400-8494Email:
jstevens@datametrex.com
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.
Forward-Looking Statements
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 expected
benefits of the Transaction. 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.
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