Vancouver, BC -TheNewswire- September17, 2019 - HashChain Technology Inc. ("HashChain" or the "Company") (TSXV:KASH) (OTCQB:HSSHF) announces an update with respect to its previously announced reverse takeover transaction (the "Proposed Transaction") with Digihost International, Inc. ("Digihost"), previously disclosed in the Company's press releases of March 28, 2019, April 26, 2019, June 7, 2019, July 29, 2019 and September 11, 2019. Upon completion of the Proposed Transaction, it is anticipated that all of the directors and officers of HashChain will resign and be replaced by nominees of Digihost.
The Company is pleased to announce that two additional directors, Gerard Rotonda and Gerard Guez, are anticipated to join the anticipated directors of the issuer resulting from the Proposed Transaction (the "Resulting Issuer"), as disclosed in the Company's management information circular of September 6, 2019 and comprehensive news release of September 11, 2019. Mr. Guez and Mr. Rotonda will join Michel Amar, Alec Amar, Jon Williams, Adam Rossman and Manish Kshatriya as anticipated directors of the Resulting Issuer.
Gerry Rotonda was the Chief Financial Officer and Executive Committee Member for Deutsche Bank Wealth, Management Americas from 2011 through 2018. Mr. Rotonda has over 30 years of experience in business development and financial analysis, most recently as Co-Founder and Partner at MMR Development, a real estate company which develops or repositions office, residential and hotel properties. Mr. Rotonda has also been Senior Business Leader and Director Strategy and Planning at MasterCard Incorporated, Director Strategic Planning at Credit Suisse Group, and Vice President Investment Finance and Structured Lending at Citigroup. Mr. Rotonda holds a BSBA in Accounting and MBA from Boston University.
Gerard Guez is an entrepreneur and business and currently serves as Chairman and founder of Sunrise Brands, which was originally founded as Tarrant Apparel Group in 1988 with iconic brands Sasson jeans and JAG. Over the past 30 years, Mr. Guez has been involved in building many recognizable brands that we know today including American Eagle, House of Dereon, Isaac Mizrahi, The Limited, Lane Bryant, ReRock, and Superdry. For more than 20 years, Mr. Guez has also been a partner and board member of the hospitality venture Buddha-Bar, which currently has 25 franchises world-wide.
The common shares of HashChain are currently halted from trading and are not expected to resume trading until the TSX Venture Exchange (the "TSXV" or the "Exchange") completes its review of the Proposed Transaction and a management information circular describing the Proposed Transaction is filed on SEDAR for consideration by HashChain's shareholders.
The Proposed Transaction cannot close until the required shareholder approval is obtained and there can be no assurance that the Proposed Transaction will be completed as proposed or at all.
Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable, disinterested shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or 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 HashChain should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release.
For further information, please contact:
HashChain Technology Inc.
Paul Ciullo, Chief Financial Officer
Digihost International, Inc.
Angie Ihler, Media Inquiries
This news release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of the applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Any statement that involves 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 statements. In this news release, forward-looking statements relate, among other things, to: the review and approval of future investor presentations, the completion and terms and conditions of the Proposed Transaction, the special meeting of HashChain shareholders, the go-forward management of the resulting issuer and the trading of the resulting issuer shares and the development of the resulting issuer's business and operations. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; and the delay or failure to receive board, shareholder, court or regulatory approvals. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release. Except as required by law, HashChain and Digihost assume no obligation to update the forward-looking statements of beliefs, opinions, projections, or other factors, should they change, except as required by law.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) has in any way passed upon the merits of the Proposed Transaction and associated transactions and neither of the foregoing entities has in any way approved or disapproved of the contents of this press release.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.
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