BEN

Genesis Mining Technologies (currently Butte Energy) Announces Go-Public Transaction for Entire Cryptocurrency Mining IP Asset Portfolio and Growth Pipeline of Global Leader, Genesis Mining Group

Highlights:

• Entire portfolio of Genesis Mining Group's cryptocurrency-related intellectual property to be taken public, together with more than 200MW pipeline of contracted, green-powered cryptocurrency data centre construction and expansion projects in Europe and North America
• Resulting issuer will bring to market turnkey financing and technology solutions for cryptocurrency data centre operators around the world, leveraging Genesis Mining Group's pioneering proprietary software platforms Hexa, Janus, and Block Explorer, and supply-chain relationships built over nearly a decade in the industry
• Genesis Mining Group Founder and CEO, Marco Streng, to be appointed as Chairman
• C$20 million private placement financing

VANCOUVER, BC and BIRKIRKARA, Malta, Feb. 12, 2021 /CNW/ - Butte Energy Inc. (TSXV: BEN.H) (the "Company" or "Genesis Mining Technologies") (being renamed Genesis Mining Technologies Corp.) has entered into an arms-length, legally binding letter of intent dated February 12, 2021 with Genesis Group Limited ("Genesis Mining Group") to acquire (the "Transaction"):

The Company

Leveraging its pioneering, proprietary software platforms and supply-chain relationships built over nearly a decade in the industry, Genesis Mining Technologies intends to bring flexible, turnkey financing and technology solutions to cryptocurrency data centre operators around the world. Genesis Mining has serviced over 2,000,000 customers since its founding in 2013 and has established a broad network of partner data centre operators globally.

"This go-public transaction marks a pivotal next step in Genesis Mining Group's history and will be a gamechanger for the cryptocurrency mining industry," commented Marco Streng, Founder and CEO of Genesis Mining Group and incoming Chairman of the Company. "We believe that cryptocurrencies will be at the centre of the future of global commerce. However, the integrity of this system requires computing infrastructure that is decentralized, optimally architected, and powered sustainably with green energy. With Genesis Mining Technologies' turnkey solutions, existing operators and new entrants with access to cheap, green power can obtain the financing, procurement, and operational ingredients to compete with the world's leading miners, in one stop."

The Company will constitute Genesis Mining Group's core business going forward, with all future mining operations and financing transactions to be structured such that economics will accrue to the Company solely, with Genesis Mining Group's exposure being through its shareholdings in the Company. Concurrent with closing of the Transaction ("Closing"), Genesis Mining Group (or its affiliates and principals) will be issued such number of shares of the Company as will constitute approximately 80% of the issued and outstanding common shares following completion of the equity financing and consolidation (described below). Closing is subject to receipt of TSXV approval, completion of definitive documentation, any requisite shareholder approvals, and completion of the consolidation and equity financing.

The Business Model and Pipeline

With the global market capitalization of cryptocurrencies recently topping US$1 trillion¹, and Bitcoin (BTC) and Ethereum (ETH) hitting all-time-highs, Genesis Mining Technologies intends to provide investors with de-risked exposure to a diversified portfolio of cryptocurrency mining assets and financing and technology licensing structures with third party partners. The Company will provide investors with direct exposure to cryptocurrency price performance, focusing its business model on driving free cashflow.

The Company's current pipeline consists of five anticipated deals in Europe and North America, with a more than 200MW supply of cheap, green power already under contract. The Company will use these internally generated opportunities to develop and pilot its financing and technology solutions. These initial projects may take a variety of ownership and financing forms, but the Company intends to focus its efforts on rolling out its solutions at scale by partnering with other established miners and new entrants to the market.

The Company's solutions will be focused on operators of green powered cryptocurrency infrastructure projects around the world to provide (i) flexible financing solutions for new buildouts and expansions, (ii) procurement of the right mining hardware for the project, benefitting from Genesis Mining Group's know-how and supply chain relationships built over years of being one of the top miners globally, and (iii) optimization of operations through access to the Company's technologies, including its AC/DC, Hexa, Block Explorer, and cryptocurrency market forecasting platforms.

Management and Board

The Company will appoint an experienced management team and board of directors on Closing consisting of principals from the Company and Genesis Mining Group, including incoming Chairman Marco Streng.

Marco Streng is a crypto mining industry pioneer and Founder and CEO of Genesis Mining Group. In 2013, he co-founded and launched Genesis Mining, bootstrapping the organization into becoming one of the largest crypto mining companies in the world serving over 2,000,000 customers.

Tillmann Korb will be appointed as the Company's Chief Executive Officer. Mr. Korb holds a Master's degree in mechanical engineering. He studied at the Technical University of Munich and École Central Paris. His professional career started in strategy and management consulting, with a focus on the German automotive industry. He has been a cryptocurrency and blockchain enthusiast since the early days. Motivated by the urge to turn his private enthusiasm into a professional career, he started his engagement for Genesis Mining Group as Regional Manager for North America, developing cryptocurrency data centers and business relations. He was key in pivoting Genesis Mining Group's business model to providing mining technologies and financial resources to its established partner network.

Consolidation and Financing

On or before Closing, a consolidation of the Company's issued and outstanding share capital on the basis of one new common share for every four outstanding common shares will be completed. No fractional shares will be issued under the consolidation and any fraction will be rounded to the nearest whole number.

In connection with the Transaction, the Company will complete a private placement financing of subscription receipts ("Subscription Receipts") at a price of C$1.00 per Subscription Receipt for aggregate proceeds of C$20,000,000, subject to the approval of the TSX Venture Exchange (the "Exchange"). Each Subscription Receipt will convert into one post-consolidation common share of the Company immediately prior to the completion of the Transaction. Proceeds from the financing will be used to commence initial deployments of capital into Genesis Mining Technologies' existing pipeline and for general working capital.

Trading in the common shares of the Company has been halted in accordance with the policies of the Exchange and will remain halted until such time as all required documentation has been filed with and accepted by the Exchange and permission to resume trading has been obtained from the Exchange. Since the common shares of the Company are listed on the NEX market of the Exchange, and the Transaction does not constitute a Related Party Transaction under the policies of the Exchange, the Company is not required to seek shareholder approval for the Transaction.

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Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable, disinterested shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of the Company should be considered highly speculative.

The Exchange has in no way passed upon the merits of the Transaction and has neither approved nor disapproved the contents of this news release. Neither the Exchange nor its Regulation Services Provider (as that term is defined in policies of the Exchange) accepts responsibility for the adequacy or accuracy of this news release.

ON BEHALF OF Butte Energy Inc.
(to be renamed GENESIS MINING TECHNOLOGIES CORP.)

"Geir Liland"

CEO and Director

Forward-Looking Information

Except for the statements of historical fact, this news release contains "forward-looking information" within the meaning of the applicable securities legislation that is based on expectations, estimates and projections as at the date of this news release.  "Forward-looking information" in this news release includes statements about completion of the Transaction, Consolidation, Financing and Name Change; the business model, goals and objectives of the Company,  and other forward-looking information includes but is not limited to information concerning the intentions, plans and future actions of the parties to the transactions described herein and the terms thereon.

Factors that could cause actual results to differ materially from those described in such forward-looking information include, but are not limited to, risks related to the Company's ability complete the Transaction, Consolidation, Financing and Name Change, including  obtaining approval from the Exchange and the Company's shareholders, if required;  the cryptocurrency market generally; and the ongoing effects of the COVID-19 pandemic.

The forward-looking information in this news release reflects the current expectations, assumptions and/or beliefs of the Company based on information currently available to the Company. In connection with the forward-looking information contained in this news release, the Company has made assumptions about the Company's ability to complete the Transaction, Consolidation, Financing and Name Change; historical prices of cryptocurrencies and the ability of the Company to mine cryptocurrencies and there will be no regulation or law that will prevent the Company from operating its business. The Company has also assumed that no significant events occur outside of the Company's normal course of business. Although the Company believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.

Any forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise.

SOURCE Butte Energy Inc.