Datametrex AI Limited (“
Datametrex”)
(
TSXV: DM, FSE: D4G) is pleased to announce the
closing of the reverse takeover transaction of Graph Blockchain Inc
(formerly Reg Technologies Inc. (“
RegTech”)) (the
“
Company”) with Graph Blockchain Limited
(“
Graph”), an associated company of Datametrex AI
Limited, as previously announced on June 29, 2018 and October 1,
2018 (the “
Transaction”).
In connection with the Transaction, RegTech,
Graph and 2659468 Ontario Inc. (“RegTech Subco”),
a wholly-owned subsidiary of RegTech, entered into a definitive
amalgamation agreement (the “Definitive
Agreement”) whereby RegTech and Graph merged by way of
3-corner amalgamation between RegTech, Graph, and RegTech
Subco.
The Transaction involved the acquisition by the
Company of all of the issued and outstanding common shares in the
capital of Graph (“Graph Shares”). As part of the
Transaction, Graph amalgamated with RegTech Subco to form “Graph
Blockchain Limited.”, a wholly-owned subsidiary of the Company.
Graph Blockchain Inc. received conditional
approval for the listing of its common shares (“Common
Shares”) from the Canadian Securities Exchange
(“CSE”) on October 25, 2018. The Company is in the
process of submitting its final materials to the
CSE.
“As management, it’s exciting to see all the
diligent and focused work of every employee of Graph come to
fruition as we take the company public. The consecutive
milestones hit by the company throughout the year has allowed us to
grow and develop into a successful company, authenticated by our
multi-national client list, and the best part is, this is just the
beginning,” says Peter Kim, incoming Chairman and CEO of Graph.
“We have been incubating Graph through
Datametrex, and we are thrilled to see it at the very end of the
process, to become a stand-alone public company. We are
extremely proud of the team and how much they have achieved in such
a short time. With the existing pipeline getting executed and
expanding, our commitment to Datametrex shareholders in adding
value through this joint venture stands firm as we begin realizing
the benefit as a major shareholder of Graph,” says Andrew Ryu,
Chairman and CEO of Datametrex.
Consolidation and Name Change
Prior to the completion of the Transaction,
RegTech consolidated its issued and outstanding shares on a 10:1
basis.
As a result of the Transaction, the Company
changed its name to “Graph Blockchain Inc.”
In connection with the Transaction, the Company
issued:
- an aggregate of 131,688,200 Common Shares in exchange for the
outstanding Graph Shares;
- an aggregate of 3,354,867 warrants to purchase Common Shares in
exchange for the outstanding warrants to purchase Graph Shares,
each exercisable into one Common Share at a price of $0.40 with an
expiry date of May 6, 2020; and
- an aggregate of 1,665,818 finder’s warrants to purchase Common
Shares in exchange for the outstanding finder’s warrants to
purchase Graph Shares, each exercisable into one Common Share at a
price of $0.083 with an expiry date of January 10, 2020.
Following completion of the Transaction, the
Company has an aggregate of 138,284,581 Common Shares issued and
outstanding.
It is anticipated that the Common Shares will
begin trading on or about November 9, 2018 on the CSE under the
trading symbol “GBLC” following publication of a bulletin by the
CSE in respect of the closing of the Transaction and the listing of
the Common Shares (“Bulletin”).
Changes in Board and Management
Upon completion of the Transaction, Paul Chute,
Dr. James Slinger and Susanne Robertson resigned their positions as
directors of the Company. Paul Chute also resigned his position as
the sole officer of the Company.
Peter Kim, David Posner, and Todd Shapiro have
been appointed as directors of the Company.
Peter Kim has been appointed the Chief Executive
Officer and Steve Kang has been appointed the Chief Financial
Officer and Corporate Secretary of the Company.
Listing Statement
The Company has prepared a listing statement in
connection with the Transaction (the “Listing
Statement”) that provides a detailed description of the
Transaction. Upon issuance of the Bulletin by the CSE, the Listing
Statement along with the Definitive Agreement will be filed and
made available under the Company’s profile on SEDAR at
www.sedar.com.
About Graph Blockchain Inc.
Graph develops leading-edge private blockchain
business intelligence and data management solutions. Graph’s
powerfully unique solution has translated into a high growth
trajectory, with the company securing multiple prototype
development contracts with multi-national conglomerates, and the
opportunity to sell across client subsidiaries as a full enterprise
product.
About Datametrex AI Limited
Datametrex AI Limited is a technology focused
company with exposure to four exciting verticals. Big Data,
collecting data from retail point of sales 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). 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
To stay informed about Datametrex,
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Click here for all upcoming news releases,
articles comments and questions.
For further information, please
contact:
Peter Kim – President & COO Graph Blockchain
LimitedPhone: (647) 465-3647Email:
pkim@graphblockchain.com
Jeffrey Stevens – President & COO Datametrex
AI LimitedPhone: (647) 400-8494Email:
jstevens@datametrex.com
Forward Looking Statements:
The information in this press release includes
certain information and statements about management's view of
future events, expectations, plans and prospects that constitute
forward looking statements, including statements with respect to
the anticipated date of listing of the Company’s shares on the CSE.
These statements are based upon assumptions that are subject to
significant risks and uncertainties, including assumptions that all
conditions to the listing of the Company’s shares on the CSE will
be satisfied and all requisite approvals will be received in a
timely manner. Although the Company considers these assumptions to
be reasonable based on currently available information, the same
may prove to be incorrect, and the forward looking statements in
this press release are subject to numerous risks, uncertainties and
other factors that may cause future results to differ materially
from those expressed or implied in such forward looking statements.
Such risk factors may include, among others, the risk that required
approvals and the satisfaction of material conditions to listing
are not satisfied or waived in a timely manner or at all. Although
the Company believes that the expectations reflected in forward
looking statements are reasonable, no assurance can be given that
the expectations of any forward looking statements will prove to be
correct. Except as required by law, the Company disclaims any
intention and assumes no obligation to update or revise any forward
looking statements to reflect actual results, whether as a result
of new information, future events, changes in assumptions, changes
in factors affecting such forward looking statements or
otherwise.
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