DMG Announces Filing of Annual and Interim Financials, Requests Lifting Cease Trade Order & Appoints New Director

 In Press Release

VANCOUVER, British Columbia, May 14, 2019 — DMG Blockchain Solutions Inc. (TSX-V: DMGI) (DMGGF:OTC US) (FRANKFURT:6AX) (“DMG” or the “Company”), a diversified blockchain and cryptocurrency company, announces that it has filed its audited annual financial statements, management discussion and analysis and certifications (collectively the “Annual Filings”) as well as its financial statements, management discussion and analysis and certifications for the interim period ended December 31, 2018 (collectively the “Interim Filings”) and has applied to have its cease trade order lifted.

On February 1, 2019 a Cease Trade Order (“CTO”) was imposed by the British Columbia Securities Commission (“BCSC”) and the Ontario Securities Commission (“OSC”) for failure to file the Company’s Annual Filings for the financial year ended September 30, 2018, beyond the filing deadline of January 28, 2019. The Company’s prior auditors resigned the day before the Company was due to file its Annual Filings, which then required the Company to restart the audit process with a new audit firm causing delays in filing.

In accordance with the terms and conditions of the CTO, the Company filed its Annual Filings and Interim Filings on May 13, 2019 on www.sedar.com. The Company believes it has satisfied all of the terms and conditions of the CTO and has requested that it be lifted by the BCSC and the OSC.

As a result of the CTO, the TSX Venture Exchange (the “Exchange”) suspended trading in the Company’s securities effective February 1, 2019. The Company has applied to the Exchange for the reinstatement of trading of its common shares.

New Director 

The Company is also pleased to announce the appointment of Neil Cave as an independent director of the Company. Neil Cave is currently Director of Legal and Corporate Affairs at the Young & Rubicam Group where he provides legal services to agencies in a global network that includes offices in Toronto, Seattle, and New York and forms part of the world’s largest advertising company. Previously he was Litigation Counsel at the B.C. Securities Commission where he enforced the Securities Act to protect the investing public, and an associate at Quinn Emanuel Urquhart & Sullivan in New York where his practice areas included securities fraud, antitrust, and patent litigation. He is a graduate of Harvard Law School and the University of Guelph.

The Company also announces Diana Mark as the Company’s Corporate Secretary. Mrs. Mark has over 30 years’ experience in corporate and regulatory compliance, specializing in acting as Corporate Secretary of public companies in a variety of industries. She has extensive experience with brokered and non-brokered financings, developing good corporate governance practices and assisting in maintaining strong boards.

Dan Reitzik, CEO of DMG stated: “DMG is pleased to release audited financials for the year ending September 30, 2018, and unaudited financials for the quarter ending December 31, 2018. The Company has weathered the challenging climate that has faced our industry during the past 18 months, and the tremendous investments made into DMG’s BC facility infrastructure which have DMG poised to benefit from the recent increase in the price of bitcoin and the related demand for our hosting services. 

We are excited to have Neil Cave join DMG’s Board of Directors. His legal background and previous experience at the BC Securities Commission will complement the Board as we continue to improve transparency and corporate governance in this new and exciting industry.” 

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About DMG Blockchain Solutions Inc.

DMG Blockchain Solutions Inc. is a diversified blockchain and cryptocurrency company that manages, operates and develops end-to-end solutions to monetize the blockchain ecosystem. DMG, with its Blockseer division located in Silicon Valley, intends to be the global leader in industrial scale crypto mine hosting – Mining as a Service (MaaS), crypto mining, blockchain forensics/analytics, and blockchain platform development.

For more information on DMG Blockchain Solutions, please visit: www.dmgblockchain.com.

On behalf of the Board of Directors,
Daniel Reitzik, CEO & Director
For further information, please contact:

DMG Blockchain Solutions Inc.

Investor Relations: John Martin
Toll Free: 1-888-702-0258
Email: [email protected]
Web: www.dmgblockchain.com
Direct: 778-868-6470

Cautionary Note Regarding Forward-Looking Information

This news release contains forward-looking information based on current expectations. Statements about the Company’s plans and intentions, other potential transactions, revocation of CTO, resumption of trading, acquisition of customers, product development, events, courses of action, and the potential of the Company’s technology and operations, among others, are all forward-looking information. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Such information can generally be identified by the use of forwarding looking wording such as “may”, “expect”, “estimate”, “anticipate”, “intend”, “believe” and “continue” or the negative thereof or similar variations. The reader is cautioned that assumptions used in the preparation of any forward-looking information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Company, including but not limited to, business, economic and capital market conditions; the ability to manage operating expenses, which may adversely affect the Company’s financial condition; the ability to remain competitive as other better financed competitors develop and release competitive products; regulatory uncertainties; access to equipment; market conditions and the demand and pricing for products; the demand and pricing of bitcoins; security threats, including a loss/theft of DMG’s bitcoins; DMG’s relationships with its customers, distributors and business partners; the inability to add more power to DMG’s facilities; DMG’s ability to successfully define, design and release new products in a timely manner that meet customers’ needs; the ability to attract, retain and motivate qualified personnel; competition in the industry; the impact of technology changes on the products and industry; failure to develop new and innovative products; the ability to successfully maintain and enforce our intellectual property rights and defend third-party claims of infringement of their intellectual property rights; the impact of intellectual property litigation that could materially and adversely affect the business; the ability to manage working capital; and the dependence on key personnel. DMG may not actually achieve its plans, projections, or expectations. Such statements and information are based on numerous assumptions regarding present and future business strategies and the environment in which the Company will operate in the future, including the demand for its products, the ability to successfully develop software, that there will be no regulation or law that will prevent the Company from operating its business, anticipated costs, the ability to achieve goals and the price of bitcoin. Given these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements.

The securities of DMG are considered highly speculative due to the nature of DMG’s business.

Factors that could cause the actual results to differ materially from those in forward-looking statements include, failure to obtain regulatory approval, the continued availability of capital and financing, equipment failures, lack of supply of equipment, power and infrastructure, failure to obtain any permits required to operate the business, the impact of technology changes on the industry, competition, security threats including stolen bitcoins from DMG or its customers, consumer sentiment towards DMG’s products, services and blockchain technology generally, failure to develop new and innovative products, litigation, increase in operating costs, increase in equipment and labor costs, failure of counterparties to perform their contractual obligations, government regulations, loss of key employees and consultants, and general economic, market or business conditions. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement. The reader is cautioned not to place undue reliance on any forward-looking information.

The forward-looking statements contained in this news release are made as of the date of this news release.  Except as required by law, the Company disclaims any intention and assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.  Additionally, the Company undertakes no obligation to comment on the expectations of, or statements made by, third parties in respect of the matters discussed above.

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.