HashChain Technology Announces Amendment to Asset Purchase Agreement with Node40
VANCOUVER / TheNewswire / September 20, 2018 – HashChain Technology Inc. (TSXV: KASH; OTCQB: HSSHF) (“HashChain” or the “Company”) today announced that it has entered into a definitive agreement to amend its previously disclosed asset purchase agreement with Node40.
Terms of the Original Asset Purchase Agreement with NODE40
Under the asset purchase agreement for the acquisition of the Node40 Business (the “APA”), HashChain acquired the Node40 Business for a purchase price comprised of US$8,000,000 in cash, payable as to US$4,000,000 at closing (subject to a closing adjustment provision), and US$2,000,000 on each of 180 days and one year following the closing date (together, the “Cash Debt”), and a total of 3,144,134 common shares in the capital of HashChain (“Shares”), to be issued in the following amounts and on the following dates: (i) 1,800,000 Shares on the closing date, (ii) 700,247 Shares on the date that is 180 days following the closing date; and (iii) 643,887 Shares on the one-year anniversary of the closing date, subject to the vendor of Node 40’s (the “Vendor”) option to receive cash in lieu of up to 30% of the shares issuable pursuant to (ii) and (iii) above to a maximum of US$600,000 for (ii) and US$600,000 for (iii) above.
Terms of Amended Asset Purchase Agreement with NODE40
HashChain assigned to its wholly owned subsidiary Global Crypto Public Accounting Ltd. (“Global”) and Global assumed the Cash Debt and agreed to discharge such Cash Debt by paying the Vendor US$2 million on February 15, 2019.
The Vendor agreed to cancel 3.6 million Shares held by the Vendor in exchange for the Masternode Rewards and all Dash cryptocurrency paid to HashChain by customers of the Node 40 accounting software.
The Vendor elected to be paid US$1.2 million by Global and receive an aggregate total of 940,894 Shares on February 15, 2019 in satisfaction of the second and third share issuances mentioned above from the APA.
Immediately prior to the Spin-Off (as defined below), HashChain agreed to subscribe for 900 class A common shares of Global for an aggregate purchase price of $400,000, such funds to be used for working capital expenses and Global will issue the Vendor 110 class A common shares.
HashChain previously disclosed its intent to separate the Company into two independent publicly traded companies: one business focused on cryptocurrency mining (HashChain) and the other on cryptocurrency accounting and tax compliance software, including other disruptive blockchain technology solutions (Global) (the “Spin-off”).
HashChain is a blockchain company, and the first publicly traded (TSXV: KASH; OTCQB: HSSHF) Canadian cryptocurrency mining company to file a final prospectus supporting highly scalable and flexible mining operations across all major cryptocurrencies. HashChain taps low-cost North American power, cool climate and high-speed Internet: the trifecta most critical to mining success, to create a competitive position for maximizing the number of mining 'wins.' HashChain currently operates 100 DASH mining Rigs and 8,395 Bitcoin Rigs with an additional 3,500 Rigs to be deployed from its previously announced acquisitions. Once all Rigs are operational, HashChain’s mining operations will consist of 11,995 Rigs consuming approximately 17.5 megawatts of power. HashChain also acquired two Dash Masternodes, which requires a collateral investment of 1,000 DASH coins for each Masternode.
On Behalf of the Board,
CEO & Director
For Further information please contact:
HashChain Technology Inc.
Vice President, Marketing & Communications
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