Neptune Digital Assets Announces CDN$40 Million Private Placement Offering With Institutional Investors
April 14 2021 - 12:27AM
Neptune Digital Assets Corp. (TSX-V:NDA) (OTC:NPPTF) (FSE:1NW) (the
“Company”) is pleased to announce that it has entered into a
securities purchase agreement for a private placement of units of
the Company (the “Units”), each comprised of one common share (a
“Common Share”) and one-half of one warrant to purchase a Common
Share (each whole warrant, a “Warrant”) to institutional investors
at a purchase price of Cdn$1.35 per Unit for aggregate gross
proceeds to the Company of approximately Cdn$40 million (the
“Private Placement”). Each whole Warrant will entitle the holder
thereof to purchase one Common Share at an exercise price of
Cdn$1.75 per Common Share at any time prior to the three-year
anniversary of the issuance date of the Warrants.
H.C. Wainwright & Co. is acting as the
exclusive placement agent for the Private Placement in the United
States.
The Common Shares and Warrants to be issued
under the Private Placement will be qualified by way of a
prospectus supplement under the Company’s base shelf prospectus
dated April 12, 2021 (the “Prospectus Supplement”) which will be
filed in the Province of British Columbia. In the United States,
the Common Shares, Warrants and the shares issuable upon the
exercise of the Warrants will be offered on a private placement
basis pursuant to exemptions from the registration requirements of
the United States Securities Act of 1933, as amended (the “U.S.
Securities Act”), and certain other jurisdictions in accordance
with applicable securities laws.
The net proceeds of the Private Placement are
expected to be used by the Company for the development of a 5MW
clean tech Bitcoin mining facility, purchase of ASIC Bitcoin mining
machines, Proof-of-Stake investments and general and administrative
expenses. Details as to the specific allocation of the proceeds
will be disclosed in the Prospectus Supplement.
The closing of the Private Placement is expected
to occur on or about April 16, 2021. The Company has applied to
list the Common Shares offered and sold in the Private Placement
and the Common Shares issuable upon the exercise of the Warrants on
the TSX Venture Exchange (the “TSXV”). The Private Placement is
subject to the satisfaction of certain customary closing
conditions, including, but not limited to, the receipt of all
necessary regulatory and stock exchange approvals (including, for
certainty, the acceptance of the TSXV).
This news release shall not constitute an offer
to sell or a solicitation of an offer to buy nor shall there be any
sale of any of the securities in any jurisdiction in Canada in
connection with the Private Placement.
This news release shall not constitute an offer
to sell or the solicitation of an offer to buy nor shall there be
any sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
This news release shall not constitute an offer of securities for
sale in the United States. The securities being offered have not
been, nor will they be, registered under the U.S. Securities Act
and such securities may not be offered or sold within the United
States absent registration under U.S. federal and state securities
laws or an applicable exemption from such U.S. registration
requirements.
About Neptune Digital Assets Corp.
Neptune Digital Assets aims to be a
cryptocurrency leader with a diversified portfolio of investments
and cryptocurrency operations across the digital asset ecosystem
including Bitcoin mining, tokens, proof-of-stake cryptocurrencies,
decentralized finance (DeFi), and associated blockchain
technologies.
ON BEHALF OF THE BOARDCale Moodie, President and
CEONeptune Digital Assets
Corp.1-800-545-0941www.neptunedigitalassets.com
Neither the TSX Venture Exchange nor its
Regulation Service Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this news release.
Forward-Looking Statements
This release contains certain “forward looking
statements” and certain “forward-looking information” as defined
under applicable Canadian securities laws. Forward-looking
statements and information can generally be identified by the use
of forward-looking terminology such as “may”, “will”, “expect”,
“intend”, “estimate”, “anticipate”, “believe”, “continue”, “plans”,
“proposes” or similar terminology. Forward-looking statements and
information include, but are not limited to, the completion of the
Private Placement; the anticipated aggregate gross proceeds under
the Private Placement; the qualification of the Common Shares and
Warrants issued under the Private Placement and the filing of the
Prospectus Supplement in British Columbia; the issuance of the
Common Shares, Warrants and the shares issuable upon the exercise
of the Warrants on a private placement basis pursuant to exemptions
from the registration requirements of the United States
Securities Act and certain other jurisdictions in accordance with
applicable securities laws; the amount and use of the net proceeds
of the Private Placement including the future development of a 5MW
clean tech Bitcoin mining facility, purchase of ASIC Bitcoin mining
machines, Proof-of-Stake investments and general and administrative
expenses; the anticipated timing for the Company receiving ASIC
Bitcoin mining machines; the Company’s agreement with third-parties
with respect to developing a 5MW clean tech Bitcoin mining
facility, including with respect to the anticipated power supply
therefor; the anticipated Closing Date of the Private Placement;
the listing of the Common Shares and Common Shares underlying the
Warrants on the TSXV; the satisfaction of the closing conditions
for the Private Placement; and the receipt of all necessary
regulatory and stock exchange approvals for the Private Placement
including, but not limited to, the acceptance of the TSXV.
Forward-looking statements and information are based on forecasts
of future results, estimates of amounts not yet determinable and
assumptions that, while believed by management to be reasonable,
are inherently subject to significant business, economic and
competitive uncertainties and contingencies. Forward-looking
statements and information are subject to various known and unknown
risks and uncertainties, many of which are beyond the ability of
the Company to control or predict, that may cause the Company’s
actual results, performance or achievements to be materially
different from those expressed or implied thereby, and are
developed based on assumptions about such risks, uncertainties and
other factors set out herein, including but not limited to: the
inherent risks involved in the cryptocurrency and general
securities markets; the Company’s ability to successfully mine
digital currency; revenue of the Company may not increase as
currently anticipated, or at all; the Company may not be able to
profitably liquidate its current digital currency inventory, or at
all; a decline in digital currency prices may have a significant
negative impact on the Company’s operations; the volatility of
digital currency prices; uncertainties relating to the availability
and costs of financing needed in the future; the inherent
uncertainty of production and cost estimates and the potential for
unexpected costs and expenses, currency fluctuations; regulatory
restrictions, liability, competition, loss of key employees and
other related risks and uncertainties. The Company does not
undertake any obligation to update forward-looking information
except as required by applicable law. Such forward-looking
information represents management's best judgment based on
information currently available. No forward-looking statement can
be guaranteed and actual future results may vary materially.
Accordingly, readers are advised not to place undue reliance on
forward-looking statements or information.
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE
SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
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