Blockchain Venture Capital Inc. announces update of its private placement and closing of additional tranche

by Arthur · April 21, 2023

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TORONTO, April 21, 2023 /CNW/ – Blockchain Venture Capital Inc. (the “Company” or “BVCI”) announces that the terms of its non-brokered private placement previously announced on October 21, 2022 and December 16, 2022 (the “Private Placement “) has been revised by increasing the aggregate number of common shares of the Company (the “Shares”) issuable under the Private Placement to up to 2,438,134 Shares and increasing the aggregate gross proceeds to up to $3,047,668.

The Company intends to close a final tranche of its private placement on or about April 27, 2023. In the final tranche, the Company expects to issue a total of 492,000 shares and 1,120,000 units, each at a price of $1.25, with each unit consisting of one share and one half of a warrant, for total gross proceeds of $2,015,000. Each warrant issued as part of a share will be exercisable for one share at an exercise price of $1.50 for a period of 24 months from the date of issue . To date, the company has issued 826,134 shares under the private placement for gross proceeds of $1,032,667.50.

The Company intends to use the proceeds of the private placement to fund corporate expenses and general working capital purposes with respect to the development of the Company’s BvcPay platform and CADT, including expenses related to seeking applicable regulatory approvals with respect to merchant registrations to allow BVCI to carry out its CADT-related business.

All securities issued under the private placement will be subject to a holding period expiring four months and one day from the date of issue.

The Private Placement may be completed in several tranches and is subject to receipt of executed subscription agreements and funds as well as certain conditions including, but not limited to, receipt of all necessary approvals, including approval from the Canadian Securities Exchange.

This press release does 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 where such offer, solicitation or sale would be illegal prior to registration or qualification under the securities laws in such jurisdiction. This press release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold in the United States without registration under U.S. federal and state securities laws or an applicable exemption from such US registration requirements.

About the company

BVCI is an Ontario incorporated company and is registered as a money services business with the Financial Transaction and Reports Analysis Center of Canada (FINTRAC). It is a provider of an innovative technology infrastructure to participants in the emerging blockchain and distributed ledger technology industry. Instrumental to BVCI’s business and growth strategy is BVC Chain, a proprietary blockchain platform and distributed ledger technology, which can act as a centralized or decentralized ledger. BVC Chain was designed to be a turnkey solution, which can be customized and implemented by organizations looking to deploy blockchain platform-based solutions, products or services. BVC Chain will also act as platform and infrastructure for BvcPay and CADT. BvcPay is a cloud-based mobile application that is intended to have the ability to function as a digital currency wallet and can facilitate POS and online transactions using Bitcoin, Ethereum and CADT. CADT is the original digital currency of the BVC chain and it is intended to be a stable coin. BVCI’s CADT business division is expected to issue CADT, a cryptographically stable coin that is backed on a 1:1 basis with an equivalent amount of Canadian dollars in a custodial account. CADT is expected to support real-time pricing, payment, settlement, digital asset issuance and ledger functions.

To allow BVCI to conduct its CADT-related business, BVCI filed an application on June 17, 2021 to obtain registration as an exempt market dealer pursuant to applicable securities laws in Ontario, Alberta and British Columbia. Such an application is being processed, and there is no guarantee that BVCI will receive such a registration. Unless and until the Company is registered under applicable securities laws for the purpose of conducting its CADT-related business, or the Company is otherwise satisfied that it can conduct such business in compliance with all applicable securities laws, it intends to obtain all of its CADT trading to happen. through a dealer (via the BVC chain) that is registered in a registration category under applicable securities laws that allows CADT to be traded through it, which dealer arrangement is subject to completion. Accordingly, there is no assurance that BVCI will be able to continue its proposed CADT business or any related BvcPay business that relies on CADT.

Forward-looking information and statements

Certain statements in this press release may constitute “forward-looking” statements that involve known and unknown risks, uncertainties and other factors that could cause actual results, performance or achievements of the Company or the industry in which it operates to differ materially from any future results, performance or performance expressed or implied by such forward-looking statements. When used in this press release, the words “estimate”, “believe”, “anticipate”, “anticipate”, “anticipate”, “plan”, “may”, “should”, “will”, the negative thereof or otherwise variations on these or comparable terminologies are intended to identify forward-looking statements. Forward-looking statements in this press release include, but are not limited to, statements related to: the Company’s business plans and strategies; use of the proceeds from the private issue; and closing and size of the private placement. Such statements reflect the current expectations of the company’s management with respect to future events based on available information and are based on certain assumptions and are subject to risks and uncertainties that may cause actual results, performance or achievements to differ materially from those expressed. or implied by these forward-looking statements, including assumptions and risks related to the receipt of regulatory approvals, that the Company obtains registration as an exempt market dealer or implements its arrangement with a registered dealer. These risks and uncertainties are detailed from time to time, including, without limitation, under the heading “Risk Factors,” in the Company’s listing statement, which is available at www.sedar.com., and in other current disclosure documents filed by the Company from time to time. other with the Ontario, Alberta or British Columbia Securities Commission which is available at www.sedar.com and to which readers of this press release are referred for additional information about the company, its prospects and risks and uncertainties relating to the company and its prospects. New risk factors may arise from time to time, and it is not possible for management to predict all of these risk factors or the extent to which any factor or combination of factors may cause the company’s actual results, performance and achievements to differ materially from those found in forward-looking statements. Although the forward-looking statements in this press release are based on what management believes are reasonable assumptions, the company cannot assure investors that actual results will be consistent, and investors should not rely on forward-looking statements as a prediction of actual results. results.

The forward-looking information in this press release is only valid as of the date here. The Company does not assume or assume any obligation, except as required by law, to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unforeseeable events.

No securities commission or regulatory authority has approved or disapproved the content of this press release.

Neither the Canadian Stock Exchange nor its Regulatory Services Provider (as that term is defined in the Canadian Stock Exchange Policy) accepts responsibility for the adequacy or accuracy of this release, nor has it approved or disapproved of its content.

SOURCE Blockchain Venture Capital Inc.