HIVE Blockchain Technologies Ltd. (TSX.V:HIVE) (Nasdaq:HIVE)
(FSE:HBF) (the “Company” or “HIVE”) is pleased to announce that it
has closed the previously announced bought-deal private placement
of 16,670,000 special warrants of the Company (the “Special
Warrants”) at a price of $6.00 per Special Warrant for aggregate
gross proceeds to the Company of $100,020,000 (the “Offering”) with
Stifel GMP as lead underwriter and sole bookrunner, on behalf of a
syndicate of underwriters including BMO Capital Markets, Canaccord
Genuity Corp. and PI Financial Corp. (collectively, the
“Underwriters”).
In connection with the
closing of the Offering, the Underwriters elected to fully exercise
the option granted to them by the Company to increase the size of
the Offering by an additional 15% of the Special Warrants sold
under the Offering, for an additional 2,500,500 Special Warrants.
As a result, the Offering consisted of the sale of an aggregate
19,170,500 Special Warrants for gross proceeds of $115,023,000. The
Special Warrants and the underlying Units (defined below) are
subject to a statutory hold period of four months and one day in
accordance with applicable securities laws.
Each Special Warrant
entitles the holder thereof to receive, subject to adjustment in
certain circumstances and the Penalty Provision (as defined below),
and without payment of additional consideration, one (1) unit of
the Company (each a “Unit”) upon the exercise or deemed exercise of
each Special Warrant. Each Unit consists of one (1) common share of
the Company (a “Unit Share”) and one-half (0.5) of one common share
purchase warrant (each whole common share purchase warrant, a
“Warrant”). Each Warrant entitles the holder thereof to purchase
one common share of the Company (a “Warrant Share”) at a price of
$6.00 per Warrant Share for a period of 30 months following the
closing of the Offering. The Special Warrants will be exercisable
by the holders thereof at any time after the Closing Date for no
additional consideration. All unexercised Special Warrants shall be
deemed exercised on behalf of, and without any required action on
the part of, the holders (including payment of additional
consideration) on the earlier of:
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the second business day following the date on which the Company
files a prospectus supplement after a receipt is issued for an
amended and restated (final) short form base shelf prospectus by
the British Columbia Securities Commission (the “BCSC”), as
principal regulator on behalf of the securities regulatory
authorities in each Province of Canada, except Québec, qualifying
the distribution of the Unit Shares and Warrants to be issued upon
exercise of the Special Warrants (the “Qualification Date”);
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(ii) |
4:59 p.m. (Toronto time) on the date which is four months and a day
following the Closing Date (the “Qualification Deadline”). |
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In the event the
Qualification Date has not occurred on or before January 7, 2022
(the “Penalty Date”), each outstanding Special Warrant shall
thereafter entitle the holder to receive, upon the exercise or
deemed exercise of each Special Warrant, for no additional
consideration, 1.1 Units (the “Penalty Provision”).
The net proceeds of
the Offering shall be primarily used to support growth of the
Company’s business and for working capital requirements and other
general corporate purposes.
“We are very pleased
that this private placement included both institutions and broad
retail distribution with over 100 new shareholders becoming part of
our HIVE community,” comments Frank Holmes, HIVE’s Executive
Chairman. “These funds will allow us to HODL our Bitcoin and Ether
supply while expanding our production to 3 Exahash in the early
part of 2022. Also important was BMO’s participation, making it the
first major Canadian bank to participate in a crypto data center
equity financing.”
In connection with the
Offering, the Underwriters received a cash commission equal to 6%
of the gross proceeds of the Offering.
The securities
described herein have not been, and will not be, registered under
the United States Securities Act of 1933, as amended (the “U.S.
Securities Act”), or any state securities laws, and accordingly,
may not be offered or sold within the United States except in
compliance with the registration requirements of the U.S.
Securities Act and applicable state securities requirements or
pursuant to exemptions therefrom. This press release does not
constitute an offer to sell or a solicitation to buy any securities
in any jurisdiction.
Resignation of
Director
The Company also
announces that Tobias Ebel has resigned as a director of the
Company due to other business commitments and time demands. The
Company would like to thank Mr. Ebel for his hard work and
contributions to the HIVE board.
About HIVE Blockchain Technologies
Ltd.
HIVE Blockchain Technologies Ltd. went public in
2017 as the first cryptocurrency mining company with a green energy
and ESG strategy.
HIVE is a growth-oriented technology stock in
the emergent blockchain industry. As a company whose shares trade
on a major stock exchange, we are building a bridge between the
digital currency and blockchain sector and traditional capital
markets. HIVE owns state-of-the-art, green energy-powered data
centre facilities in Canada, Sweden, and Iceland, where we source
only green energy to mine on the cloud and HODL both Ethereum and
Bitcoin. Since the beginning of 2021, HIVE has held in secure
storage the majority of its ETH and BTC coin mining rewards. Our
shares provide investors with exposure to the operating margins of
digital currency mining, as well as a portfolio of cryptocurrencies
such as ETH and BTC. Because HIVE also owns hard assets such as
data centers and advanced multi-use servers, we believe our shares
offer investors an attractive way to gain exposure to the
cryptocurrency space.
We encourage you to visit HIVE’s YouTube channel
here to learn more about HIVE.
For more information and to register to HIVE’s
mailing list, please visit www.HIVEblockchain.com. Follow
@HIVEblockchain on Twitter and subscribe to HIVE’s YouTube
channel.
On Behalf of HIVE Blockchain Technologies
Ltd.“Frank Holmes”Executive Chairman
For further information please contact:
Frank HolmesTel: (604) 664-1078
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this news release
Forward-Looking
Information
Except for the
statements of historical fact, this news release contains
“forward-looking information” within the meaning of the applicable
Canadian securities legislation that is based on expectations,
estimates and projections as at the date of this news release.
“Forward-looking information” in this news release includes, but is
not limited to, statements with respect to information about the
Offering and the use of proceeds, the issuance of a final receipt
by the BCSC in connection with the amended and restated (final)
short form base shelf prospectus, the filing of the prospectus
supplement with the BCSC, potential dilution and application of the
Penalty Provision; business goals and objectives of the Company;
and other forward-looking information concerning the intentions,
plans and future actions of the parties to the transactions
described herein and the terms thereon.
Factors that could
cause actual results to differ materially from those described in
such forward-looking information include, but are not limited to,
the volatility of the digital currency market; the Company’s
ability to successfully mine digital currency; the Company may not
be able to profitably liquidate its current digital currency
inventory as required, or at all; a material decline in digital
currency prices may have a significant negative impact on the
Company’s operations; the volatility of digital currency prices;
continued effects of the COVID-19 pandemic may have a material
adverse effect on the Company’s performance as supply chains are
disrupted and prevent the Company from carrying out its expansion
plans or operating its assets; and other related risks as more
fully set out in the registration statement of Company and other
documents disclosed under the Company’s filings at
www.sec.gov/EDGAR and www.sedar.com.
The forward-looking
information in this news release reflects the current expectations,
assumptions and/or beliefs of the Company based on information
currently available to the Company. In connection with the
forward-looking information contained in this news release, the
Company has made assumptions about the Company’s ability to deploy
the proceeds of the Offering to achieve corporate objectives or
otherwise advance the progress of the Company, and the Company’s
objectives, goals or future plans, the timing thereof and related
matters. The Company has also assumed that no significant events
occur outside of the Company's normal course of business. Although
the Company believes that the assumptions inherent in the
forward-looking information are reasonable, forward-looking
information is not a guarantee of future performance and
accordingly undue reliance should not be put on such information
due to the inherent uncertainty therein.
Hive Digital Technologies (TSXV:HIVE)
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