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Skyledger Tech Corp. Announces Proposed Transaction to Acquire Yukon Properties

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Vancouver, British Columbia–(Newsfile Corp. – October 15, 2020) – Skyledger Tech Corp. (CSE: SKYL) (the “Company” or “Skyledger“) announces that it has entered into a non-binding letter of intent (the “LOI“) dated October 15, 2020 with 18526 Yukon Inc. (the “Vendor“), an arm’s length party, which sets out the general terms and conditions pursuant to which the Company will acquire all of the issued and outstanding shares of a wholly-owned subsidiary of the Vendor (the “Target“) from the Vendor in exchange for the Consideration Shares and the Cash Payments, as further detailed below (the “Transaction“). The Target will own the Einarson (as to 70% with the balance owned by a third party), Rogue, Tosh, Cliff, Rainbow and Cynthia claims located in the Yukon (the “Properties“).

If completed, the Transaction will constitute a “fundamental change” of Skyledger pursuant to the policies of the Canadian Securities Exchange (the “CSE“). Upon completion of the Transaction, Skyledger intends to be listed on the CSE as a mining issuer and will principally focus on the exploration and development of the Properties. The resulting issuer that will exist upon completion of the Transaction (the “Resulting Issuer“) will continue to operate under the name Snowline Gold Corp.

The final structure of the Transaction will be determined by the parties following receipt of tax, corporate and securities law advice. The Transaction is an arm’s length transaction. Upon closing of the Transaction and the Concurrent Private Placement (defined below) (the “Closing“), it is expected that current shareholders of Skyledger will hold approximately 37% of the common shares of the Resulting Issuer, current shareholders of 18526 will hold approximately 32% of the common shares of the Resulting Issuer and new shareholders as a result of the private placement financings described below under “Financings” will hold approximately 31% of the common shares of the Resulting Issuer.

Further details of the proposed Transaction will follow in future news releases.

Terms of the Transaction

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Pursuant to the LOI, the Company has agreed to acquire the Properties from the Vendor for total consideration of (a) 27,500,000 common shares of the Company (the “Consideration Shares“), (b) $1,000,000 in cash on Closing, (c) $250,000 in cash on each of the first, second, third and fourth anniversaries of Closing, and (d) $1,000,000 upon the Company announcing either a measured, indicated, inferred, or any combination thereof, mineral resource of at least 1,000,000 ounces of gold on a Property (the “Cash Payments“). The Vendor will retain a royalty equal to 2.0% of the net smelter returns in respect of each of the Properties.

Description of the Property

The Vendor currently owns the Einarson (as to 70% with the balance owned by a third party), Rogue, Tosh, Cliff, Rainbow and Cynthia claims located in the Yukon covering 66,528 Hectares (164,394 Acres). The Vendor is in the process of preparing current technical report on each of Einarson and Rogue, which are expected to be the mineral properties material to the Resulting Issuer. Further and more fulsome disclosure will be provided in subsequent news releases. The technical reports will be filed on the Company’s SEDAR profile once they have been finalized.

Financings

The parties have agreed that prior to completion of the Transaction, (a) within 60 days of the LOI, the Target will complete a non-brokered private placement of 8,000,000 common shares at a price of $0.15 per share for total proceeds of $1,200,000, and (b) within 45 days of the LOI, subject to the approval of the CSE, Skyledger will complete a non-brokered private placement of 2,000,000 common shares at a price of $0.15 per share for total proceeds of $300,000.

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Concurrent with the completion of the Transaction, Skyledger expects to complete a private placement of units (the “Units“) of the Company for gross proceeds of $5,000,000 (the “Concurrent Private Placement“). Each Unit is expected to be issued at a price of $0.30 and consist of one common share of the Company and one-half of one common share purchase warrant (each whole common share purchase warrant, a “Warrant“). Each Warrant will be exercisable into one common share of Skyledger at a price of $0.50 for three years. The proceeds of the Concurrent Private Placement will be used for exploration and related expenditures respecting the Properties and working capital purposes. Closing of the Concurrent Private Placement is conditional upon completion of the Transaction. Further details regarding the Concurrent Private Placement will be included in a subsequent news release once additional details become available.

Conditions of Closing

Completion of the Transaction will be subject to certain conditions, including but not limited to: (a) the receipt of all necessary approvals of the boards of directors of Skyledger and the Vendor; (b) the receipt of approval of the shareholders of Skyledger in accordance with applicable laws, including the rules of the CSE; (c) the receipt of all required consents and approvals, including without limitation, approval of the Transaction by the CSE; (d) Skyledger satisfying the initial listing requirements set by the CSE for a mining issuer; (e) the completion by Skyledger of the Transaction Financing; and (f) the completion of satisfactory mutual due diligence.

The LOI may be terminated by either party if (a) they mutually agree; or (b) the definitive agreement with respect to the Transaction has not been executed on or before November 17, 2020 or such later date as may be agreed to by the parties.

Board of Directors and Management

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Upon completion of the Transaction, it is expected that Scott Berdahl, a shareholder of 18526, will be appointed to the board of directors of the Company such that it will consist of four directors. The Company will consider such further changes as may make sense for the business of the Company going forward.

Further Information

Further details about the Transaction and the Resulting Issuer will be provided in a comprehensive news release when the parties enter into definitive agreement with respect to the Transaction.

Investors are cautioned that any information released or received with respect to the Transaction in this news release may not be complete and should not be relied upon.

Completion of the Transaction is subject to a number of conditions, including but not limited to, CSE and 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 listing 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.

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The CSE has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this news release.

The securities to be issued in connection with the Transaction 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 (as defined in Regulation S promulgated under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Skyledger Tech Corp.

Skyledger is a Bitcoin mining company that gives shareholders access to the potential price appreciation of Bitcoin. The Company currently owns ASIC S17 and S9 Rigs that are located in Gibsons, British Columbia.

On behalf of the Board of Directors
James Liang
Chief Executive Officer
(604) 681-0911

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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This news release contains certain forward-looking statements, including statements about the Company’s completion of the Transaction as well as its future plans and intentions. Wherever possible, words such as “may”, “will”, “should”, “could”, “expect”, “plan”, “intend”, “anticipate”, “believe”, “estimate”, “predict” or “potential” or the negative or other variations of these words, or similar words or phrases, have been used to identify these forward-looking statements. These statements reflect management’s current beliefs and are based on information currently available to management as at the date hereof.

Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. Such factors include, among other things: risks and uncertainties relating to the Company’s ability to complete the proposed Transaction; and other risks and uncertainties. These factors should be considered carefully and readers should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in this news release are based upon what management believes to be reasonable assumptions, the Company cannot assure readers that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this news release, and the Company assumes no obligation to update or revise them to reflect new events or circumstances, except as required by law.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/66042

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Newsfile is a customer-focused newswire team that delivers press releases and corporate announcements to the global financial community. Approved by all stock exchanges, Newsfile offers broad access to media, analysts, investors and market participants. With agile services, proactive customer care and affordable pricing; Newsfile makes it easy for companies to tell their story to the audiences they need to reach.

Blockchain

LCT Secures VARA In-Principle Approval, Defining Its Role in Dubai’s Crypto Landscape

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Bybit One-Click Buy Offers a Winning Chance in First-Time Deposits Lucky Draws

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Blocks & Headlines: Today in Blockchain (BlackRock, Plume, SEALSQ, Hedera, Deutsche Bank, KuCoin)

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blocks-&-headlines:-today-in-blockchain-(blackrock,-plume,-sealsq,-hedera,-deutsche-bank,-kucoin)

 

Blockchain technology continues to drive innovation across industries, reshaping finance, infrastructure, and philanthropy. Today’s news roundup explores exciting developments in blockchain ETFs, tokenization funding, quantum-resistant chips, public blockchain initiatives, and impactful social projects. Here’s a deep dive into the latest blockchain headlines:

BlackRock ETF Embraces Blockchain with First Muni Bond Purchase

BlackRock’s blockchain-focused ETF has made its first foray into municipal bonds, signaling increased confidence in integrating blockchain technology with traditional finance. The ETF’s strategic investment demonstrates how blockchain can enhance transparency and efficiency in bond markets.

By tokenizing municipal bonds, BlackRock aims to simplify trading and settlement processes while reducing associated costs. This development underscores the growing role of blockchain in transforming financial instruments and fostering greater market accessibility.

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Source: Yahoo Finance

Plume Secures Funding for Tokenization Platform

Blockchain fintech company Plume has raised significant funding to advance its tokenization platform. The company’s innovative approach enables businesses to convert real-world assets into digital tokens, streamlining asset management and unlocking liquidity.

Tokenization is rapidly gaining traction as a game-changer in sectors such as real estate, art, and commodities. Plume’s success reflects a broader trend of investment in blockchain solutions that bridge the gap between traditional assets and decentralized technologies.

Source: Fortune

SEALSQ and Hedera Partner for Quantum-Resistant Blockchain Chips

SEALSQ and Hedera have announced a groundbreaking collaboration to develop quantum-resistant chips designed to secure blockchain infrastructure. These advanced chips will provide robust protection against future quantum computing threats, ensuring the integrity of blockchain networks.

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As quantum computing capabilities evolve, safeguarding blockchain ecosystems becomes increasingly critical. This partnership highlights the importance of proactive measures in maintaining the resilience and trustworthiness of decentralized systems.

Source: The Quantum Insider

Deutsche Bank’s Public, Permissioned Blockchain Initiative

Deutsche Bank’s Layer 2 blockchain solution is set to go public and operate as a permissioned network, according to its tech partner. This initiative aims to strike a balance between accessibility and security, leveraging blockchain to streamline financial services and enhance operational efficiency.

The decision to adopt a public, permissioned model reflects a growing trend among enterprises seeking to harness the benefits of decentralization while maintaining control over sensitive data. Deutsche Bank’s approach could serve as a blueprint for other financial institutions exploring blockchain adoption.

Source: CoinDesk

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KuCoin’s “Light Up Africa” Initiative Brings Hope to Thousands

Cryptocurrency exchange KuCoin has made a significant impact through its “Light Up Africa” donation ceremony in Ghana, benefiting 36,000 children across the continent. The initiative combines blockchain technology with philanthropy to address energy poverty and support education.

By leveraging blockchain for transparency in charitable contributions, KuCoin sets an example of how the crypto industry can drive meaningful social change. The project demonstrates the potential of blockchain to empower communities and foster sustainable development.

Source: PR Newswire

Industry Implications and Key Takeaways

Today’s developments highlight the transformative potential of blockchain across multiple domains:

  1. Integration with Traditional Finance: BlackRock’s ETF underscores the synergy between blockchain and established financial systems.
  2. Tokenization Trends: Plume’s funding success reflects the growing demand for digital asset solutions.
  3. Quantum-Resistant Technologies: SEALSQ and Hedera’s partnership addresses emerging cybersecurity challenges.
  4. Enterprise Blockchain Adoption: Deutsche Bank’s public, permissioned network showcases the adaptability of blockchain in financial services.
  5. Social Impact: KuCoin’s philanthropic efforts illustrate blockchain’s capacity to drive positive societal outcomes.

The post Blocks & Headlines: Today in Blockchain (BlackRock, Plume, SEALSQ, Hedera, Deutsche Bank, KuCoin) appeared first on News, Events, Advertising Options.

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