NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
VANCOUVER, British Columbia, Dec. 30, 2020 (GLOBE NEWSWIRE) — Global Care Capital Inc. (CSE:HLTH, FRANKFURT: L6V1) (the “Company” or “Global Care”) a global investment company which engages in early stage investment opportunities in private and public companies, is pleased to announce that it has entered into a letter of intent dated December 29th, 2020 (the “LOI”), which sets out the basic terms and conditions for the acquisition by the Company of all of the issued and outstanding securities in the capital of ASIC Power Company (“ASIC”), the first cryptocurrency company combining state of the art ASIC chips with royalty streaming contracts, in exchange for securities of Global Care (the “Transaction”).
The Company and ASIC have entered into the LOI, which sets out certain terms and conditions pursuant to which the proposed Transaction will be completed. The terms outlined in the LOI are subject to the parties successfully entering into a definitive agreement (the “Definitive Agreement”) in respect of the Transaction on or before January 31st, 2021 or such other date as the Company and ASIC may mutually agree. The material terms of the Transaction are as follows:
- In consideration for the Transaction, Global Care will issue an aggregate of 100,000,000 common shares of Global Care (the “Consideration Shares”) to ASIC shareholders at a deemed price of $0.095 per Consideration Share.
- There is no hold period for the Consideration Shares pursuant to applicable securities laws.
The Transaction is an arms-length transaction and no change in management, or the Board of Directors of Global Care is being contemplated at this time. The LOI also contemplates other material conditions precedent to the closing of the Transaction, including the completion of due diligence, compliance with all applicable regulatory requirements and receipt of all necessary regulatory, corporate, third-party, board and shareholder approvals being obtained, including the approval of the Canadian Securities Exchange. There can be no assurance that the Transaction will be completed as proposed, or at all.
The goal of the acquisition is to give Global Care Capital shareholders exposure to the cryptocurrency mining infrastructure and financing market. “Traditionally, cryptocurrency mining expansion has been funded by dilutive equity or large debt deals that are secured by the underlying assets. Little innovation has been made to accommodate the unique properties of this emerging ecosystem. With our acquisition of ASIC, we believe we can help supercharge some of the much-needed computing power in a capital efficient manner to power the next wave of bitcoin and other cryptocurrencies,” said Alex Somjen, CEO of Global Care.
ASIC gives mining companies access to its innovative cryptocurrency mining streaming contracts and chip pipeline through its partnerships with leading hardware producers. It intends to identify low cost, renewably powered mining operations to implement new financing strategies in the form of royalties and stream contracts globally.
“I am excited to be involved in this project,” says Wouter Witvoet, investor in ASIC and Founder & CEO at Secfi. “Cryptocurrency mining has gone through rapid evolution with scalability, infrastructure and operational management of projects becoming more critical. It is now the right time to evolve the way we finance mining expansion projects. With ever-increasing mining difficulty, a player is needed who can provide both top-notch mining hardware as well as the right financing solutions.”
“ASIC Power Company is looking forward to partnering with Global Care Capital to develop a leading horizontally integrated crypto hardware and financing company. It is exciting to partner with an investment issuer in the Canadian capital markets, which was the creator of royalty and streaming contracts for traditional commodity assets, we are excited to bring this to digital asset stores of value,” said Daniel Novak, co-founder & CEO of ASIC Power Company.
About ASIC Power Company
ASIC Power Company is a company providing the cryptocurrency mining market with innovative expansion finance through royalty streaming contracts and access to the latest application specific integrated circuit chips necessary for mining cryptocurrencies.
Website: www.asicpower.com
About Global Care
Global Care Capital is a global investment company which specializes in providing early-stage financing to private and public companies. The Company engages in new, early-stage investment opportunities in previously underdeveloped assets and obtaining positions in early-stage investment opportunities that adequately reflect the risk profile.
Website: https://globalcarecapital.com/
GLOBAL CARE CAPITAL INC.:
Company Contact:
Alex Somjen, President & CEO
604-687-2038
The CSE does not accept responsibility for the adequacy or accuracy of this release.
The securities to be issued in connection with the Transaction have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “1933 Act“), or under any state securities laws, and may not be offered or sold, directly or indirectly, or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation to buy such securities in the United States.
Cautionary Note
All information contained in this news release with respect to ASIC was supplied by ASIC for inclusion herein, and Global Care’s directors and officers have relied on ASIC for such information.
Forward-Looking Information: This news release includes certain statements that may be deemed “forward-looking statements”. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, “may”, “will”, “would”, “project”, “should”, “believe” and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this News Release. Actual results could differ materially from those currently anticipated due to a number of factors and risks including various risk factors discussed in the Company’s disclosure documents which can be found under the Company’s profile on www.sedar.com
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