Bitfarms Ltd. (together with its subsidiaries,
“Bitfarms”, or the “Company”) (TSXV: BITF), is
pleased to announce that it has drawn down the fourth and final
debt financing tranche of US$5,000,000 under its loan agreement
with DC BFL SPV LLC (the “Lender”).
As announced in the Company’s news release dated March 17, 2019,
Backbone Hosting Solutions Inc., a subsidiary of Bitfarms Ltd.
entered into a loan agreement with DC BFL SPV LLC, an affiliate of
Dominion Capital LLC (“Dominion”) and secured US$20,000,000
in debt financing made available in four (4) US$5,000,000 tranches
tied to the satisfaction of various operational and corporate
milestones. Pursuant to the terms of the loan agreement and in
connection with the fourth drawdown, the Company confirmed to the
Lender the exercisability of the 1.67M fourth tranche warrants to
purchase common shares of the Company issued to the Lender at an
exercise price of US$0.40 per share.
For further details on the loan financing please refer to the
original news release.
Upon the funding of the fourth tranche and the confirmed
exercisability of the fourth tranche of Lender warrants, Bitfarms
has issued the Lender an aggregate of 6,666,667 warrants
(“Lender Warrants”) to purchase 6,666,667 common shares of
the Company (the “Lender Warrant Shares”) at an exercise
price of US$ 0.40 per share. Each warrant is exercisable at any
time at the option of the Lender for a period of five years from
the issue date of such warrant.
Upon the exercise of all the Lender Warrants, Dominion will have
beneficial ownership and control of an aggregate of 6,666,667
common shares of Bitfarms, representing approximately 11.7% of the
then outstanding common shares assuming no additional issuances or
redemptions of common shares prior to such exercise. Immediately
before the funding of the fourth tranche, Dominion was the
beneficial owner of 5,000,001 Lender Warrants and in the event that
the Lender Warrants would have been fully exercised immediately
prior to issuance of the fourth tranche warrants, Dominion would
have beneficially owned or controlled 8.8% of the outstanding
common shares of the Company (on a partially diluted basis).
Dominion is, indirectly through Lender, acquiring the Lender
Warrants for investment purposes and continues to monitor the
business, prospects, financial condition and potential capital
requirements of Bitfarms. Depending on its evaluation of these and
other factors, Dominion or Lender may from time to time in the
future increase or decrease their respective ownership, control or
direction over the common or other securities of Bitfarms through
market transactions, private agreements, subscriptions from
treasury or otherwise.
An early warning report containing additional information with
respect to the foregoing matters will be filed under Bitfarms’
SEDAR profile at www.sedar.com.
About Bitfarms Ltd.
Through its ownership of Backbone Hosting Solutions Inc., the
Company operates blockchain computing centres that power the global
decentralized financial economy. Bitfarms provides computing power
to cryptocurrency networks such as Bitcoin, earning fees from each
network for securing and processing transactions. Powered by clean
and competitively priced hydroelectricity, Bitfarms operates four
facilities in Québec, Canada which currently generate approximately
308 petahash per second of installed computational power. Bitfarms’
strong and experienced management team is comprised of veteran
industrial-scale data center operators and capital markets
professionals, focused on building infrastructure for the future by
developing and hosting the ecosystem growing around
blockchain-based technologies.
To learn more about Bitfarms’ events, developments and online
communities:
https://www.facebook.com/bitfarms/
https://twitter.com/Bitfarms_io https://www.instagram.com/bitfarms/
https://www.linkedin.com/company/bitfarms/ Website:
www.bitfarms.io
Cautionary Statement
This press release does not constitute an offer to sell or a
solicitation of an offer to buy or sell securities or other
financial instruments in any jurisdiction or any advice or
recommendation with respect to such securities or other financial
instruments of the Company. Investors are cautioned that, except as
disclosed in the Company’s regulatory disclosures prepared in
connection with transactions described herein, any information
released or received with respect to the transactions described
herein may not be accurate or complete and should not be relied
upon. Trading in the securities of the Company should be considered
highly speculative. No stock exchange, securities commission or
other regulatory authority has approved or disapproved the
information contained herein.
Forward-Looking Statements
This news release contains certain “forward-looking information”
within the meaning of applicable securities laws that are based on
expectations, estimates and projections as at the date of this news
release.
Any statements that involve discussions with respect to
predictions, expectations, beliefs, plans, projections, objectives,
assumptions, future events or performance often but not always
using phrases such as “expects”, or “does not expect”, “is
expected”, “anticipates” or “does not anticipate”, “plans”,
“budget”, “scheduled”, “forecasts”, “estimates”, “believes” or
“intends” or variations of such words and phrases or stating that
certain actions, events or results “may” or “could”, “would”,
“might” or “will” be taken to occur (or be achieved) are not
statements of historical fact and may be forward-looking
information and are intended to identify forward-looking
information.
The information in this release and the future plans and
objectives of the Company are forward-looking information. Other
forward-looking information includes but is not limited to
information concerning: the intentions, plans and future actions of
the Company, as well as Bitfarms’ ability to successfully mine
digital currency, revenue increasing as currently anticipated, the
ability to profitably liquidate the current digital currency
inventory, fluctuations in digital currency prices and the
resulting significant negative impact on Bitfarms’ operations, the
volatility of digital currency prices, the construction and
operation of blockchain infrastructure as currently planned, and no
regulation or law that will prevent Bitfarms from operating its
business.
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.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20190812005327/en/
For investor inquiries: Sonia Tercas Director, Investor
Relations +1.647.348.9207 stercas@bitfarms.io
For media inquiries: Bahador Zabihiyan Director, Public
and Government Relations +1.514.536.0145 bahador@bitfarms.io
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