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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

Digital Currency Initiative Launches in Taiwan by Collaborating with Prestigious University

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In an innovative effort to revolutionize digital financial education, a prominent digital currency provider has teamed up with a renowned university in Taiwan. This strategic collaboration aims to equip students with advanced knowledge and practical experience, preparing them for the future of finance.

Empowering Future Financial Professional

The partnership focuses on immersing students in the complex world of digital assets, blockchain technology, and cutting-edge financial instruments. Industry experts will offer invaluable insights and mentorship, enhancing students’ understanding and skills in this rapidly evolving field.

Curriculum Highlights:

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  • Blockchain Principles: Foundational knowledge of blockchain technology.
  • Critical Thinking: Developing analytical skills for problem-solving in digital finance.
  • Risk Assessment: Strategies for identifying and managing financial risks.
  • Legal Compliance: Understanding the regulatory landscape and compliance requirements.
  • Career Insights: Exploring potential career paths in the digital finance industry.

Commitment to Digital Economy Growth

This initiative underscores a commitment to fostering the digital economy’s growth by highlighting the stability of digital assets against traditional currencies. The newly introduced digital token combines traditional asset stability with blockchain security, offering a robust financial instrument for the future.

The digital currency provider has a long-standing history of promoting blockchain education and advocating for financial inclusivity. By facilitating cross-border transactions and investing in emerging markets, the organization continues to play a crucial role in shaping digital finance’s future.

Advancing Financial Literacy and Inclusivity

This collaborative effort represents a significant step towards democratizing financial literacy and empowering individuals worldwide to engage with the evolving digital currency landscape.

Additional Facts:

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  • Taiwan’s Blockchain Hub: Taiwan actively promotes itself as a hub for blockchain and digital currency innovation through various initiatives.
  • Research and Development: The partnership is expected to spur increased R&D activities in digital assets, benefiting both academia and industry.
  • Regulatory Exploration: Taiwan’s government is interested in exploring regulatory frameworks for digital currencies and blockchain technology, creating a supportive environment for such collaborations.

Key Questions Addressed

  1. Impact on Adoption: How will the collaboration between the digital currency provider and the university impact the adoption of digital currencies in Taiwan?
  2. Skills and Knowledge: What specific skills and knowledge will students gain from the curriculum focusing on blockchain technology and digital assets?
  3. Regulatory Compliance: How does the initiative address potential regulatory challenges and compliance issues in the digital currency space?

Advantages and Disadvantages

Advantages:

  • Enhanced Education: Offering students unique educational opportunities in digital finance and blockchain technology.
  • Industry-Academia Bridge: Providing hands-on experience and mentorship to bridge the gap between academia and industry.
  • Economic Growth: Contributing to the growth and development of the digital economy in Taiwan and beyond.

Disadvantages:

  • Curriculum Updates: Potential challenges in keeping the curriculum up-to-date with the rapidly evolving digital currency landscape.
  • Practical Exposure: Ensuring students receive practical, real-world experience to complement theoretical knowledge.
  • Regulatory Balance: Balancing the promotion of digital currencies with the need for regulatory compliance and risk management.

The collaboration between the digital currency provider and the Taiwanese university marks a significant milestone in digital financial education. By integrating industry expertise with academic rigor, this partnership aims to nurture the next generation of financial professionals and foster the growth of the digital economy.

Source: smartphonemagazine.com

The post Digital Currency Initiative Launches in Taiwan by Collaborating with Prestigious University appeared first on HIPTHER Alerts.

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Blockchain

Binance Appeals Against $4.3M Penalty Imposed by Canada Regulator

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In a recent court appeal, Binance argued that it does not specifically target Canadian customers, claiming its activity in Canada is merely a byproduct of its international operations, according to a June 19 report by the Canadian Press. The exchange revealed that although it had previously attempted to establish a Canadian presence, these plans were abandoned. By May 2023, Binance had fully exited the Canadian market, citing new regulations on stablecoins and investor restrictions that made continued operations unfeasible. Despite its departure, Binance acknowledged the sentimental value of Canada, being the home country of its founder.

In May, the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC) imposed a $4.3 million fine on Binance for non-compliance with anti-money laundering (AML) and terrorist financing rules. FINTRAC claimed that between June 2021 and July 2023, Binance failed to report over 5,000 transactions of $10,000 or more. Additionally, despite having multiple opportunities, Binance failed to register as a money services business within the deadlines set by the regulator.

Beyond its issues in Canada, Binance is facing a multitude of legal challenges globally. In April, a class-action lawsuit was filed against the exchange in Canada, accusing it of violating securities laws. The plaintiffs allege that Binance sold crypto derivative products to everyday investors without proper registration, breaching Ontario’s Securities Act and federal regulations. This lawsuit, representing tens of thousands of Canadian investors, seeks compensation and the reversal of unauthorized trades.

Globally, Binance has also faced significant financial penalties. In November, the exchange settled with US authorities, agreeing to a $4 billion fine for violations of anti-money laundering and sanctions laws. Similarly, the Indian Financial Intelligence Unit imposed a $2.24 million fine, the largest ever against a crypto entity in the country, for failing to comply with AML regulations.

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Binance’s regulatory and legal troubles illustrate the significant challenges faced by cryptocurrency exchanges operating across multiple jurisdictions. While the exchange continues to navigate these complexities, its ability to comply with global regulatory standards and address legal disputes will be critical to its long-term viability and reputation in the market.

Source: cryptonews.com

The post Binance Appeals Against $4.3M Penalty Imposed by Canada Regulator appeared first on HIPTHER Alerts.

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Binance.US Dealt Another Blow: North Dakota Revokes License

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Following the lead of states like Florida, Alaska, Oregon, Maine, and North Carolina, North Dakota has moved to block Binance.US from regaining its money transmitter license. This decision by the North Dakota Department of Financial Institutions (DFI) is grounded in a November 2023 guilty plea by Binance founder Changpeng Zhao on anti-money laundering charges, further questioning the exchange’s suitability for operation.

Protecting Public Interest

DFI Commissioner Lise Kruse emphasized the need to protect the public interest in her statement: “The Commissioner finds the Respondent does not continue to meet the qualifications or satisfy requirements that may apply to an applicant for a new money transmitter license.” This decision adds North Dakota to the growing list of states placing Binance.US in regulatory “penalty boxes.”

Global Troubles and US Regulatory Concerns

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The regulatory issues faced by Binance.US in the United States reflect broader global challenges. For instance, a recent regulatory conflict in Nigeria, which resulted in the detention of a Binance executive, raises additional concerns for US regulators, complicating Binance.US’s situation further.

Impact and Outlook for Binance.US

Currently, Binance.US is unable to onboard new users in several regions and is entirely inaccessible in over 10 states. The exchange has until July 17, 2024, to challenge North Dakota’s decision. However, the outlook remains uncertain, given the mounting restrictions and regulatory pressures.

The relatively short prison sentence for Zhao might suggest a potential course correction within Binance. By prioritizing user safety and adhering strictly to US regulations, Binance.US could potentially regain some lost ground. The exchange’s future hinges on its ability to address regulatory compliance issues effectively.

The Broader Implications

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This regulatory crackdown highlights the evolving landscape of cryptocurrency regulation. While the innovative potential of cryptocurrencies is significant, exchanges must operate within established regulatory frameworks to maintain trust and stability in the market. Binance.US’s struggle will be closely watched by the entire cryptocurrency industry, serving as a cautionary tale for exchanges that prioritize growth over compliance.

Source: bitcoinist.com

The post Binance.US Dealt Another Blow: North Dakota Revokes License appeared first on HIPTHER Alerts.

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