NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.
VANCOUVER, British Columbia, Nov. 30, 2020 (GLOBE NEWSWIRE) -- BIGG Digital Assets Inc. (“BIGG” or the “Company”) (CSE: BIGG; OTCQB: BBKCF; WKN: A2PS9W) is pleased to announce that it has closed its previously announced short form prospectus offering (the “Offering”) of 28,750,000 units of the Company (each, a “Unit”) at a price of $0.24 per Unit for aggregate gross proceeds of $6,900,000. The number of Units includes an additional 3,750,000 Units pursuant to the exercise of the Underwriters’ over-allotment option.
Each Unit is comprised of one common share (each, a “Common Share”) and one one-half Common Share purchase warrant of the Company (each such full warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Common Share (each, a “Warrant Share”) at a price of $0.30 per Warrant Share for a period of 24 months following the closing of the Offering, subject to an accelerated expiry if the volume-weighted average price of the Common Shares on the Canadian Securities Exchange (the “CSE”) (or other applicable exchange) is equal to or greater than $0.60 per Common Share for ten consecutive trading days.
The Offering was made pursuant to an underwriting agreement dated November 11, 2020, as amended (the “Underwriting Agreement”) among the Company and a syndicate of underwriters led by PI Financial Corp., as sole-lead underwriter, and including Canaccord Genuity Corp., Echelon Wealth Partners, Haywood Securities Inc. and M Partners Inc. (collectively, the “Underwriters”). Certain purchasers on the president’s list purchased 2,083,333 Units for an aggregate gross proceeds of $500,000 (the “President’s List”). The Company has agreed to pay the Underwriters a cash fee equal to 6% of the gross proceeds from the Offering and 3% of the gross proceeds of the Offering from purchasers on the President’s List. In addition, upon closing of the Offering, the Company has agreed to issue the Underwriters non-transferable broker warrants (each, a “Broker Warrant”) equal to 6% of the total number of Units sold pursuant to the Offering and 3% of the total number of Units sold to the President’s List. Each Broker Warrant will be exercisable for one Common Share (the “Broker Warrant Share”) at a price of $0.24 per Broker Warrant, and is exercisable for a period of 24 months from today’s date. The Company has also agreed to pay the Underwriters a corporate finance fee of $50,000 payable in cash (plus applicable taxes).
The Company intends to use the majority of the net proceeds of the Offering for research and development, expansion of sales and marketing teams for BIG internationally and Netcoins domestically, additional liquidity for Netcoins trade settlement, increase of long-term Bitcoin investment holdings, and working capital.
The Common Shares, the Warrant Shares, if any, and the Broker Warrant Shares, if any, have been approved for listing with the CSE under symbol “BIGG”. The Common Shares begin trading on the CSE on November 30, 2020, and the Warrant Shares and Broker Warrant Shares will be listed with the CSE upon issuance.
The Units were issued pursuant to a short form prospectus dated November 25, filed with the securities regulatory authorities in each of the provinces of Canada, other than Québec (the “Prospectus”). A copy of the Prospectus is available under the Company’s profile on SEDAR at www.sedar.com.
THE SECURITIES 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 MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED UNDER THE U.S. SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS OR AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE.
On behalf of Board
The CSE does not accept responsibility for the adequacy or accuracy of this press release.
About BIGG Digital Assets Inc.
BIGG believes the future of crypto is a safe, compliant, and regulated environment. BIGG invests in products and companies to support this vision. BIGG owns two operating companies: Blockchain Intelligence Group (blockchaingroup.io) and Netcoins (netcoins.ca).
Blockchain Intelligence Group (BIG) has developed a Blockchain-agnostic search and analytics engine, QLUETM, enabling Law Enforcement, RegTech, Regulators and Government Agencies to visually track, trace and monitor cryptocurrency transactions at a forensic level. Our commercial product, BitRank Verified®, offers a “risk score” for cryptocurrencies, enabling RegTech, banks, ATMs, exchanges, and retailers to meet traditional regulatory/compliance requirements.
Netcoins develops brokerage and exchange software to make the purchase and sale of cryptocurrency easily accessible to the mass consumer and investor with a focus on compliance and safety. Netcoins utilizes BitRank Verified® software at the heart of its platform and facilitates crypto trading via a self-serve crypto brokerage portal at Netcoins.app.
For more information and to register to BIGG’s mailing list, please visit our website at https://www.biggdigitalassets.com. Or visit SEDAR at www.sedar.com.
Cautionary Statement Regarding Forward Looking Information
This press release contains forward-looking information within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, statements regarding the anticipated use of proceeds from the Offering and the Company’s beliefs about the future of crypto are "forward-looking statements". Forward-looking information can be identified by the use of words such as “will” or “believe” or variations of such words or statements that certain actions, events or results “will” be taken, occur or be achieved. Readers are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the predictions, estimates, forecasts, projections and other forward-looking statements will not occur. These assumptions, risks and uncertainties include, among other things, the state of the economy in general and capital markets in particular, and other factors, many of which are beyond the control of BIGG. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement. Undue reliance should not be placed on the forward-looking information because BIGG can give no assurance that they will prove to be correct. Important factors that could cause actual results to differ materially from BIGG’s expectations include, consumer sentiment towards BIGG’s products and Blockchain technology generally, technology failures, competition, and failure of counterparties to perform their contractual obligations.
The forward-looking statements contained in this press release are made as of the date of this press release. Except as required by law, BIGG 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, BIGG undertakes no obligation to comment on the expectations of, or statements made by, third parties in respect of the matters discussed above.