DMG Blockchain Solutions Inc. and Aim Explorations Ltd. Announce Upsize to Private Placement and Strategic Investment from Element Fleet Management Corp.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
- DMG’s diversified bitcoin mining and blockchain business is unique amongst peers
- Element Fleet Management is a global leader in the fleet management industry
- DMG–Element alliance is one of the first to explore fleet management inefficiencies using blockchain technology to strengthen supply chain
VANCOUVER, British Columbia, Dec. 04, 2017 (GLOBE NEWSWIRE) — Aim Explorations Ltd. (TSX-V:AXN.H) (“AIM” or the “Company“), is pleased to amend the terms of the private placement announced on November 13, 2017. AIM and DMG Blockchain Solutions Inc. (“DMG“) have increased the private placement to up to 31,250,000 subscription receipts (each a “Subscription Receipt“) at a price of $0.80 per Subscription Receipt for gross proceeds up to $25,000,000 and minimum gross proceeds of $10,000,000 (the “Offering“). The Offering is being completed in connection with the proposed qualifying transaction (the “Transaction”) between AIM and DMG. The Company and DMG have also granted Canaccord Genuity Corp. (the “Lead Agent“) an option to increase the Offering by up to an additional fifteen percent (15%) at any time up to forty-eight (48) hours prior to the Closing Date (as defined below).
Dan Reitzik, the CEO of DMG commented, “We are delighted by the response from the investment community to our offering and welcome Element Fleet Management Corp. as a strategic investor. We are excited about working with Element, the global leader in fleet management, to develop one of the most significant blockchain technology solutions in the industry.”
Upon completion of the previously announced amalgamation, it is intended that AIM will be known as “DMG Blockchain Solutions Inc.” (the “Resulting Issuer“). Each Subscription Receipt shall entitle the holder thereof to receive, upon satisfaction of the escrow release conditions on or before the escrow release deadline (the “Escrow Release Deadline“), including all conditions precedent to the Transaction being satisfied, and without payment of additional consideration therefor, one common share in the capital of the Resulting Issuer (each, a “Resulting Issuer Share“). Should the escrow release conditions not be satisfied by the Escrow Release Deadline, the Subscription Receipts will be cancelled and all proceeds from the sale of Subscription Receipts will be returned to subscribers. The statutory hold period of four months will commence on the closing of the Offering. The Resulting Issuer Shares issuable pursuant to the Offering will be subject to a hold period lasting four months and one day following the closing of the Offering.
The closing of the Subscription Receipt financing is subject to the Company graduating from the NEX board to the TSX Venture Exchange Tier 2 (the “Exchange“), which the Company expects to occur on or about December 20, 2017.
It is anticipated that the Transaction will close in the first quarter of 2018 (the “Closing Date“), subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the Exchange.
Strategic Investment from Element Fleet Management Corp.
The Company and DMG are pleased to announce that Element Fleet Management Corp. (“Element“) (TSX:EFN) has committed to making a strategic investment in the Resulting Issuer for an ownership stake of approximately 9.9% of the Resulting Issuer on an undiluted basis.
DMG and Element are working towards the development of a leading-edge blockchain solution for fleet-management that is expected to result in greater efficiencies and cost-savings for Element’s fleet customers and business partners and new product offerings. DMG welcomes Element’s investment which further solidifies DMG’s position as a leading blockchain solution provider for IoT applications.
“Blockchain technology represents a paradigm change with profound implications for fleet, where on a continuous basis organizations need to optimize the value of their mission-critical assets, manage complex supply chains, and comply with strict regulatory and reporting requirements,” said John Wall, Chief Technology Officer of Element. “This investment and collaboration will allow us to accelerate innovation and deploy blockchain-based solutions for our clients that make their fleet and mobility activities smarter, safer and more secure.”
See AIM’s news releases dated November 6, 2017 and November 13, 2017 for further information about the Transaction, the Offering, DMG and its business. AIM will issue additional news releases related to the Transaction and related financings and other material information as it becomes available. There can be no assurance that the Transaction and the Offering will be completed as proposed or at all.
DMG Blockchain Solutions is a full service blockchain and cryptocurrency company that manages, operates and develops end-to-end solutions to monetize the blockchain ecosystem. DMG intends to be the global leader in bitcoin mining hosting, Mining as a Service (MaaS), and diversified blockchain platform development. For more information, please visit dmgblockchain.com.
About Element Fleet Management
Element Fleet Management is a global leader in the fleet management industry, providing world-class fleet management services that empower extraordinary results across the total fleet lifecycle. It provides a comprehensive range of services across many asset types, helping customers in a variety of industries around the world increase productivity, mitigate risk and reduce total cost of ownership. For more information, please visit elementfleet.com/about-us.
For further information please contact:
Geoff Balderson, Chief Executive Officer of Aim Explorations Ltd.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein in the United States. The securities described herein have not been registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities law and may not be offered or sold in the “United States”, as such term is defined in Regulation S promulgated under the U.S. Securities Act, unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration requirements is available.
Cautionary Note Regarding Forward-Looking Information
Completion of the Transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and, if applicable, pursuant to the requirements of the Exchange, shareholder approval. There can be no assurance that the Transaction or the Offering will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the 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 a capital pool company should be considered highly speculative.
Trading in the common shares of the Company has been halted in accordance with the policies of the TSX Venture 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.
All information in this news release concerning DMG has been provided for inclusion herein by DMG. Although AIM has no knowledge that would indicate that any information contained herein concerning DMG is untrue or incomplete, AIM assumes no responsibility for the accuracy or completeness of any such information.
The TSX Venture Exchange has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.
Certain statements in this press release are forward-looking statements, which include completion of the proposed Transaction and related financing, the potential collaboration with Element, the potential investment by Element, the completion of any transaction including hosting contracts with potential customers, development of technologies, future plans, regulatory approvals and other matters. 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, security threats, and dependence on key personnel. 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, anticipated costs, the ability to achieve goals and the price of bitcoin. 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, the impact of technology changes on the industry, failure to develop new and innovative products, litigation, increase in operating 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 press release are made as of the date of this press release. Except as required by law, AIM 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, AIM 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 release.
(Not for dissemination in the United States of America)