St-Georges Eco-Mining Signs Agreement to Spin-Out Subsidiary ZeU
Momentum Public Relations
Press Release: May 31 2018
St-Georges Eco-Mining Corp. (CSE: SX) (OTC: SXOOF) (FSE: 85G1) is pleased to announce the signing of an arrangement agreement providing for the spin-out of its subsidiary ZeU Crypto Networks Inc. with the intent of listing ZeU on the Canadian Securities Exchange.
Under the terms of the Arrangement Agreement, shareholders of St-Georges at the time of the completion of the Spin-Out, anticipated to be the latter part of July, will receive 11,249,825 shares of Zeu, representing one (1) share of ZeU for every eight (8) common shares of St-Georges held based on the current issued and outstanding share capital. A St-Georges Shareholders’ meeting to approve the Arrangement Agreement is set for July 5, 2018 and proxy materials related to the meeting will be delivered to shareholders and made available on SEDAR in June 2018. A copy of the Arrangement Agreement will also be filed on SEDAR. The Arrangement Agreement is subject to the acceptance of the CSE.
ZeU holds an exclusive license to use Qingdao Tiande Technologies Limited and Beijing Tiande Technologies Limited ‘s (collectively ” Tiande “) proprietary technologies, patents and know-how to develop and commercialize novel mineral commodity production chain control, tracking and trading exchanges, and has entered into a binding asset purchase agreement with Tiande, and the intervention Guiyang Tiande Technologies Limited, to acquire substantially all the intellectual property of Tiande, as more particularly described in St-Georges February 26 and May 22, 2018 press releases.
ON BEHALF OF THE BOARD OF DIRECTORS
“Frank Dumas”
FRANK DUMAS, PRESIDENT & CEO
About St-Georges
St-Georges is developing new technologies to solve the some of the most common environmental problems in the mining industry.
The Company controls directly or indirectly, through rights of first refusal, all of the active mineral tenures in Iceland. It also explores for nickel on the Julie Nickel Project & for industrial minerals on Quebec’s North Shore and for lithium and rare metals in Northern Quebec and in the Abitibi region. Headquartered in Montreal, St-Georges’ stock is listed on the CSE under the symbol SX, on the US OTC under the Symbol SXOOF and on the Frankfurt Stock Exchange under the symbol 85G1.
The Canadian Securities Exchange (CSE) has not reviewed and does not accept responsibility for the adequacy or the accuracy of the contents of this release.
The release contains forwarding looking information and statements as defined by law including, without limitation, Canadian securities laws and the “safe harbor” provisions of the US Private Securities Litigation Reform Act of 1995 (“forward-looking statements”), respecting St-Georges’ plans to spin-out its subsidiary ZeU. which is intended to be listed on the Canadian Securities Exchange. Forward-looking statements involve risks, uncertainties and other factors that may cause actual results to materially differ from those expressed or implied by the forward-looking statements including that the spin-out may not be completed as planned or at all due to failure to obtain shareholder or regulatory approval ,the inability to complete the Acquisition, raise sufficient capital to adequately fund ZeU or a decision of the board of St-Georges not to proceed, which decision can be made at any time prior to closing. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and a number of assumptions that may prove to be incorrect, including, without limitation, assumptions about general business and economic conditions, the timing and receipt of required approval and continued availability of capital and financing. Readers are cautioned not to place undue reliance on the forward-looking statements contained herein. The foregoing list is not exhaustive and St-Georges undertakes no obligation to update any of the foregoing except as required by law.
- Published in St-Georges Eco-Mining
ATW Tech Announces Completion of Einsteinium Cryptocurrency Integration Phase I
Momentum Public Relations
Press Release: April 20 2018
ATW Tech (“AtmanCo” or the “Company”) (TSX VENTURE:ATW) is proud to announce, as part of its ongoing global partnership with the Einsteinium Foundation (“EMC2”) (refer to press release dated January 12, 2018) that the first phase of its implementation has been completed for the integration of blockchain technology into its various platforms, which include voting, gaming and fundraising. ATW Tech’s subsidiary, Voxtel, has begun accepting the cryptocurrency as a payment solution on its unified payment platform.
Alongside the other channels of distribution and development targeted such as the further integration on Voxtel’s payment gateway to buy, exchange or transfer Einsteinium coins, and peer-to-peer network gaming, being a leader in mobile political voting and mobile fundraising in Canada, Voxtel will also focus on the political arena and is planning to launch crypto contributions in the Fall of 2018.
“We’ve been looking at crypto for quite some time,” says Michel Guay, CEO of ATW Tech, adding that: “Many organizations are getting in on the cryptocurrency craze for example to fund political campaigns and we want to be the first facilitator.”
“Using Einsteinium for fundraising efforts has the distinct advantage of creating transparency in an area where it is needed most.” says Ben Kurland, Chief Strategist of the Einsteinium Foundation. “Furthermore, it can be far more efficient than other payment solutions due to its speed, security and ability to be transferred internationally.”
Einsteinium is a blockchain currency designed to democratize research funding. The Einsteinium Foundation which maintains the currency and furthers its utility and adoption, is due to launch a crowdfunding platform to promote scientific research in June. Other recent developments include a social mobile wallet and the first annual Einsteinium Awards set to take place in September.
Additional information regarding the Company is available on SEDAR www.sedar.com. The TSX Venture Exchange and its Regulatory Services provider (as per meaning assigned to this term in TSX Venture Exchange’s policies) bear no liability as to the relevance or accuracy of this press release.
ABOUT emc2
The emc2 coin is a Bitcoin-like currency with a philanthropic objective of funding scientific research, cutting edge IT and crypto currency projects. The emc2 coin is released by the Einsteinium Foundation. emc2 is embarking on a truly ambitious project that will likely change how cryptocurrency (“CC”) is viewed outside of the CC universe. Similar to the Bitcoin, Einsteinium is a distributed peer-2-peer digital currency released without any premium. EMC2 implements the primary innovation of wormhole mechanics to reward long term miners. Each wormhole event occurs randomly during each epoch and is 180 blocks long, with a reward of 2970 emc2 per block.
ABOUT ATW TECH
ATW Tech (‘AtmanCo’) (TSX-V:ATW) is a leader in information technology, owner of several web platforms including VoxTel, Québec Rencontres, VuduMobile, Atman and Bloomed. VoxTel offers various interactive landline and mobile carrier billing phone solutions. Quebec Rencontres is a web and mobile social network application catered to building serious and sustainable relationships. VuduMobile is specialized the text messaging business for enterprises through its unique, user-friendly and bilingual test messaging application et turnkey solution allowing management of text message management programs in all kind of businesses. Atman and its APIs enable companies to optimize their human capital. Bloomed is a cloud-based platform to manage data (smart data) on consumers and their behaviors, which is developed for marketing agencies and their campaigns for the consumer and corporate markets.
SOURCE:
ATW TECH (“AtmanCo”) | |
Michel Guay | Simon Bédard, CA, CPA, CFA, MBA |
Founder, president and CEO | CFO |
Tel.: 514.935.5959 ext. 301 | Tel. : 514.935.5959 ext. 304 |
mguay@atmanco.com | sbedard@atmanco.com |
www.atwtech.com |
- Published in ATWTECH
Digital currency may have a limited lifespan but the launch of corporate coins or tokens and the blockchain technology behind it will be winners
Momentum Public Relations
Blog: April 10 2018
If you don’t keep up with the world there is a tendency to be left behind. That thought may come back to haunt those who are scorning the topsy-turvy world of cryptocurrency. Then again the naysayers may be right to scorn digital currencies.
In a CNBC interview aired on January 10, 2018, billionaire investor Warren Buffet, sometimes known as the Oracle of Omaha said that cryptocurrencies are headed for trouble.
“We’ll never have a position in them,” Buffett, chairman and CEO of Berkshire Hathaway, told CNBC’s “Squawk Box.” “I can say with almost certainty that they will come to a bad ending.”
Financial Post columnist Diane Francis sees investing in cryptocurrencies much like investing in Canadian Tire money and the biggest scandal since Bre-X.
Christine Lagarde, head of the International Monetary Fund, believes that unless cryptocurrencies are regulated they will become an oasis for money laundering and a method for financing terrorism.
Cryptocurrencies began life in 2010 when Bitcoins were launched as a digital currency independent of any regulatory agency. To say they have captured the imagination of investors is to understate the situation. According to Digital Trends there are 1,300 cryptocurrencies in existence. Among them are Dash, Ethereum, Einsteinium, Litecoin and Plasma. Some cryptocurrencies have turned out to be nothing more than frauds.
According to the CBC, Canadians lost C$1.7 million dollars to cryptocurrency fraud in 2017, double the amount lost in 2016. And then there are the cyberjackings that take place when cyberminers hijack your computer network and use it to mine bitcoins or some other cryptocurrency. In a Globe and Mail story, Troy Mursch was quoted as saying that up to 50,000 web sites had been taken over to mine cryptocurrencies. These included the websites of the Information and Privacy Commissioner of Ontario and a number of municipal websites.
None of this appears to have quenched investors’ thirst for what some see as a valueless security. On March 23, 2018, The Toronto Star ran a story announcing that the owners of the TSX, TMX Group, through its subsidiary, Shorcan Digital Currency Network, was launching a cryptocurrency brokerage service. The new service will focus on Bitcoins and Ethers.
While people like Diane Francis and Warren Buffet scorn and avoid cryptocurrencies, other believe its time may have come. On February 23, 2018, CNBC published a financial commentary by Julian Hosp called, Five Reasons 2018 could be the best year yet for cryptocurrenices. To be fair, Hosp, who is heavily invested in Bitcoins, has also written a commentary for CNBC called Four triggers could cause a cryptocurrency crash. Hosp knows about cryptocurrency. He cofounded TenX which provides debit cards that people can use to spend their cryptocurrency. TenX has also issued a large Initial Coin Offering or ICO.
ICOs are the way that digital currencies are launched. To say that digital currencies have blown a breath of fresh air through the investment community would be an understatement. In one way or another, individual companies are jumping on the bandwagon and finding ways to take advantage of the situation.
Digital currencies are driven by blockchain technology where separate nodes all store essential ledger information. In order for a transaction to go ahead, it has to be verified in all the nodes. The information is encrypted and there are only two keys. One key is held by the digital currency and one key is held by the individual currency owner. This makes the currency or process tamperproof and provides a secure payment network. The ability to provide a very secure payment network is perhaps the chief attraction of digital currency.
On January 11, 2018, ATWTech, (TSXV:ATW), announced that it had partnered with the Einsteinium Foundation, EMC2 to launch Einsteinium coins, a cryptocurrency. ATWTech is a carrier billing company that is heavily invested in interactive communication. It provides telephone voting services for television shows and texting services that provide appointment alerts to consumers for the Quebec Ministry of Health, among other activities.
In order to diversify its payment options, Voxtel, a subsidiary of ATW Tech, plans to implement EMC2 cryptocurrency in all its platforms such as mobile donations, social communities, messaging, gaming and voice services. The Einsteinium cryptocurrency may as yet, be the only cryptocurrency with an altruistic bent. Its objective is to fund scientific research, advanced IT research and advance cryptocurrency projects.
One of the most interesting developments that digital currency has produced may be its use as a way to finance corporate development. Canadian Oil and Gas junior Hillcrest Petroleum (TSXV: HRH), announced in late January that it has signed an agreement with Entoro Capital to establish a digital Initial Coin Offering, ICO. The Hillcrest digital currency would be based on future revenue from its oil and gas business.
Hillcrest believes that launching an asset backed digital currency could provide it with substantial development funding and open the doors to a broader swath of investors.
As Hillcrest CEO Don Currie said in the press release announcing the decision, “The investment community has been extremely supportive of alternate currencies and Hillcrest looks forward to participating in this new and rapidly evolving investment process.
If the Bitcoin bubble does break, chances are that digital currencies will survive as an alternative financing mechanism when they are backed by real assets, as is the case with Hillcrest.
Relevium Technologies, (TSXV:RLV), a wellness and health care products aggregator, sees a slightly different angle in digital currencies. While it too is contemplating launching an ICO, it appears much more keen to use the blockchain technology that keeps digital currency transactions secure to ensure the security of its online transactions.
Whether or not cryptocurrencies are fated to fall as quickly as they rose is a moot point. On the surface investing in Bitcoins and the like does seem to be an advanced case of the Emperor’s new clothes.
Corporate tokens or coins, on the other hand, may very well have a long life because they are asset based, offer a new financing method for junior companies and in the end may very well prove to be the new form of company shares, with the advantage that you won’t have to go through a stock exchange to purchase or sell them.
Given that cryptocurrencies are havens for fraud and money laundering, that the bubble may or may not burst at any moment, the wise investor may see corporate tokens and blockchain technology companies as the best safe investments in the digital currency environment.
Check out our recent post, A Bitcoin Primer
- Published in Blog
A Bitcoin Primer
Momentum Public Relations
Blog: March 26 2018
Some of us know a little, some of us know a lot, but most of us haven’t got the foggiest notion of what a Bitcoin or a cryptocurrency is.
If you follow the news, you will have noted that media coverage is increasing. On Thursday March 15th, CNBC reported that the value of global cryptocurrencies fell from US$372.9 billion to US$310.4 billion. According to Digital Trends there are 1,300 cryptocurrencies in existence. Among them are Dash, Ethereum, Litecoin and Plasma.
Investing in them may be a dangerous gamble, even Venezuela has floated a cryptocurrency, the Petro. Financial Post columnist Diane Francis has ranked them on a par with the Bre-X scandal, Canadian Tire money and has advised investors to avoid them like the plague.
The reason for the recent fall in value was mainly twofold, the threat of increasing regulation and the actions of the trustee for Mt Gox a bankrupt Japanese bitcoin clearing house, who flooded the market with bitcoins in an attempt to pay off creditors.
The slide in value was also pushed along by the news that first Facebook in January and then Google in March banned advertising for cyptocurrencies, wallets and ICOs. Highly volatile, the value of bitcoins fell from US$20,000 in 2017 to US$8,219 a bitcoin on March 15th.
Cryptocurrencies are a digital currency. They aren’t backed by any national bank or regulated by any government or financial regulatory agency. Their only value is what you think it is and that may end up being nothing at all or a great deal.
Bitcoins are generated by solving complex mathematical puzzles. A process which makes seeing any real value in them difficult. It is a process which consumes a great deal of electricity. Wallets are applications that store cryptocurrencies on your computer and ICOs are Initial Coin Offerings which take place when a new cryptocurrency is launched.
Along with last week’s fall in cryptocurrency value, other recent news headlines include Plattsburg, New York’s decision to stop selling cheap electricity to bitcoin miners because they have driven the cost of electricity up for other residents and the arrival of a bitcoin mining operation in Sherbrooke, Quebec where Sherbrooke Hydro offers cheap electricity.
Quebec-based Bitfarm says that its Sherbrooke operation will employ up to 250 people. The company has operations in several communities in Quebec’s Eastern Townships. Bitfarm is reportedly spending $250 million to set up its Sherbrooke operation.
Bitcoin miners from as far afield as China have been reported as eyeing Quebec because of its comparatively cheap electrical rates.
All of this was topped by the announcement by Quebec Premier Philippe Couillard that bitcoin miners were not welcome in the province because they didn’t provide any added value for Quebec. Quebec may even decide to deter bitcoin operations by increasing the amount Hydro Quebec charges them for electricity.
It appears that while we were napping and concentrating on real stocks with real products and real business plans that the business of cryptocurrencies has become the object of intense speculation.
American financial regulators have allowed the trading of bitcoin futures. There is even a company, HashChain, trading on the TSXV and OTCQB that along with being an active bitcoin miner, offers tax software targeted at the fast and exciting world of cryptocurrency.
By their very nature cryptocurrencies are shadowy and elusive. Murky because we don’t really know who bitcoin creator Satoshi Nakamoto is, or if he actually ever existed. Nakamoto has said via internet posts that he lived in Japan but the internet server he used was a free one located in Germany.
Even the name is a little confusing. Merriam Webster defines crypto as a “person who adheres or belongs secretly to a party, sect or other group.” The word was coined in 1946 and most commonly used in a compound form, crypto-communist, crypto-fascist, etc.
Crypto in cryptocurrency, instead refers to the fact that transactions on a cryptocurrency network are encrypted, safe and secure.
In 2008 Nakamoto posted a paper on the creation of a cryptocurrency on a cryptographers message board. During 2009 he launched bitcoin. By 2010 Nakamoto had handed bitcoin over to another developer, Gavin Andreson who had helped develop bitcoin technology. Nakamoto stopped posting on bitcoin forums in 2010 and hasn’t been heard of since.
The benefits of a cryptocurrency or rather, the technology behind it could be very large. Blockchain technology promises to make transactions faster and ensure privacy. Bitcoin was initially developed during the 2008 banking crash and subsequent recession.
Some supporters see cryptocurrencies as a cure all for economic woes because cryptocurrencies are not state regulated. Because they are not regulated they can’t be used to provide economic stimulation that in turn devalues currency. Others believe they can eliminate credit card fraud, provide a financial safe haven for people living in war zones and the ability to provide people without bank accounts a safe way to transfer money.
While most of these are laudable desires, the true value in cryptocurrencies probably lies in the development of blockchain technology that allows cryptocurrencies to make fast, safe and easy transactions.
Cryptocurrencies had been dreamed of and worked on since the 1990s but Nakamoto was the first to solve the basic problem which had held development back, how to prevent people from simply cutting and pasting their digital currency again and again. This is called the double spend.
To put it a little more simply, he developed a system that would prevent digital currency fraud. He did this by creating a central registry or ledger that would be maintained by members of the bitcoin community in a variety of locations. Because every ledger entry is checked against other nodes in the network fraud becomes impossible.
The central registry and bitcoins themselves depend on blockchain technology. Cryptocurrencies are based on the idea of making transactions quicker and simpler by bypassing government control of currency. It does this by storing information across a peer to peer network, a blockchain. This can be better understood if you think of the blockchain as an operating system and bitcoin as the application that runs on it.
Bitcoins and for the most part other cryptocurrencies are generated by what is called mining. This is a computer intensive activity whereby a series of computers are strung together to solve a mathematical puzzle. The first “miner” to solve the problem is rewarded with a set number of bitcoins. The amount of electricity this uses globally is equivalent to all the electricity used by Ireland.
Wired has an excellent guide to bitcoins and cryptocurrencies which you can read by following this link. Next week this blog will explore the reasons behind calls for an intense regulatory regime for cryptocurrencies and some of the reasons why some investors won’t touch them with a ten foot pole.
Relevium Appoints Mr. Didier Martin as Blockchain Lead Expert
Momentum Public Relations
Press Release: March 5 2018
Relevium Technologies Inc. (TSX VENTURE:RLV)(OTCQB:RLLVF) and (FRANKFURT:6BX) (the “Company” or “Relevium”), is pleased to announce it has appointed Mr. Didier Martin as special advisor and project leader for the Company’s current and future Blockchain projects.
Mr. Didier Martin joins the company effective immediately in his advisory capacity to provide technical leadership over the Company’s current and future Blockchain Technology projects, including advising on all strategic aspects of a potential Token Security Offering (TSO), the integration and positioning of the technology into the Tagspire joint venture and developing use cases for Relevium including the development of a supply chain security private Blockchain solution for the company’s online business.
Aurelio Useche, CEO stated: “In a growing and competitive space like health and wellness, we need to be nimble and able to adopt new technology. Blockchain and Artificial Intelligence are examples of useful and applicable technologies we can integrate to provide a competitive advantage to our business”. Mr. Useche stated further: “We can either take a lead and open ourselves today to the blue-sky that these technologies can provide, OR we can become followers and late adopters. The choice to us is very clear”
Mr. Didier Martin serves currently as Lead Expert at Interblockchain.io, a solution capable of interconnecting heterogeneous Blockchain allowing free cryptocurrencies movements between Bitcoin, Bitcoin Cash, Litecoin, Ethereum, Neo, EOS and his experience is well aligned to provide a solid ground for the Company’s plans in this space. Mr. Martin has 30 years’ experience in the management of technology, security and software development. Mr. Martin has also held senior executive roles in several start-ups, public companies and consortiums.
Aurelio Useche, CEO stated: “We are honoured to have Didier as our Blockchain lead expert. Our entire team extends a warm welcome to Mr. Martin and look forward to identifying opportunities and use cases for our business”
The appointment of a Blockchain expert solidifies Relevium’s commitment to accomplish everything set forth in the H2 guidance and to ensure the best talent and partners within the industry, as the Company continues to grow its business.
About Blockchain Technology
Blockchain is a transparent and incorruptible digital ledger that can be applied to any transaction of value. This digital ledger is a dynamic growing list of records (blocks) linked to each other and encrypted for security. In addition to security, Blockchain enables the use of smart contracts, which are self-automated computer programs that can carry out the terms of any contract or transaction. Blockchain is the underlying technology behind cryptocurrencies.
“…the most critical area where Blockchain helps is to guarantee the validity of a transaction by recording it not only on a main register but a connected distributed system of registers, all of which are connected through a secure validation mechanism.” Ian Khan, TEDx Speaker, Author and Technology Futurist
About Relevium Technologies
Relevium is a TSXV-listed company focused on growth through the acquisition of businesses, products and/or technologies with a focus on e-commerce in the growing health and wellness sector. Relevium Technologies Inc. also holds patented intellectual property for the use of static magnetic fields for application on wearable devices.
Neither 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 release.
Cautionary Note Regarding Forward-Looking Statements
This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. All statements in this news release, other than statements of historical facts, including statements regarding future estimates, plans, objectives, assumptions or expectations of future performance, including the timing and completion of the proposed acquisitions, are forward-looking statements and contain forward-looking information. Generally, forward- looking statements and information can be identified by the use of forward-looking terminology such as “intends” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or “occur”. Forward-looking statements are based on certain material assumptions and analysis made by the Company and the opinions and estimates of management as of the date of this press release, including the assumptions that the Company will obtain stock exchange approval of the Offering, the proposed acquisition will occur as anticipated, that the Company will raise sufficient funds, and that the Company will obtain all requisite approvals of the acquisition. These forward- looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Important factors that may cause actual results to vary, include, without limitation, the risk that the proposed acquisitions may not occur as planned; the timing and receipt of requisite approvals and failure to raise sufficient funds under the Offering. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward- looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbor.
On Behalf of the Board of Directors
RELEVIUM TECHNOLOGIES INC.
Aurelio Useche, President and CEO
Relevium Technologies Inc.
+1.888.528.8687
investors@releviumcorp.com
www.releviumtechnologies.com
- Published in Relevium Technologies
St-Georges Eco-Mining Provide Corrections to February 26, 2018 News Release: St-Georges Eco-Mining Subsidiary ZeU Crypto Signs Definitive Agreement with Tiande
Momentum Public Relations
Press Release: February 27
St-Georges Eco-Mining Corp. (CSE: SX) (OTC: SXOOF) (FSE: 85G1) This document corrects and replaces the press release that was issued by St-Georges Eco-Mining Corp. (CSE: SX) today, February 26, 2018 at 11:56:26 AM EST. The error occurred in the paragraph three (3) where it should have read “75,000,000 common share purchase warrants” instead of “150,000,000” and “an additional 10,000,000 Shares” instead of “75,000,000”, the whole as a corrected copy below.
St-Georges Eco-Mining Subsidiary ZeU Crypto Signs Definitive Agreement with Tiande
-FOR IMMEDIATE RELEASE-
Montreal, February 26, 2018 – St-Georges Eco-Mining Corp. (CSE: SX) (OTC: SXOOF) (FSE: 85G1) announces that, further to its January 15 and February 8, 2018 press releases, its wholly owned subsidiary ZeU Crypto Networks Inc. (“ZeU”) has signed a definitive asset purchase agreement dated February 23, 2018 with Qingdao Tiande Technologies Limited (“Qingdao”) and Beijing Tiande Technologies Limited (“Beijing” and together with Qingdao, the “Vendors”) with the intervention of Guiyang Tiande Technologies Limited to purchase substantially all the intellectual property of the Vendors (the “Acquisition”).
The following are the material terms of the agreement:
-ZeU will acquire the Vendor’s intellectual property (including without limitation, all intellectual property and patent applications directly or indirectly related to the Blockchain and smart contract technologies of the Vendors (the “Blockchain Technology”), including without limitation, BigData, IoB, Sandbox) (the “IP”)
-the Vendors will complete: (i) the transfer and successful employment by ZeU of all key employees; (ii) the transfer and assignment of all the IP to ZeU; (iii) the obtaining of all regulatory approvals should they be required; and (iv) the obtaining of all required consents including all consents from clients and collaborators pursuant to the existing contracts of the Vendors (the “Milestone Conditions”)
-ZeU, the Vendors and key collaborators will enter into a license agreement and non-competition covenant which will provide, among other things, that ZeU shall irrevocably grant a perpetual , exclusive, transferable and sub-licensable license to the Vendors for use of the Blockchain Technology in China, Hong Kong and Taiwan
-ZeU will have completed or caused to be completed prior to the Closing Date a debenture financing of not less than $10,000,000 and up to $30,000,000 (the “Concurrent Financing”)
The purchase price for the Acquisition shall be up to 150,000,000 common shares of ZeU (each a “Share” and 75,000,000 Share purchase warrants (each a “Warrant”) to the Vendors, satisfied by (i) the delivery of a total of 65,000,000 Shares and 75,000,000 Warrants on the closing date of the Acquisition (the “Closing Date”), (ii) to the extent and only if all of the Milestone Conditions (as defined hereinabove) are satisfied, the delivery of an additional 10,000,000 Shares, within 3 Business Days following the satisfaction of the Milestone Conditions or the Closing Date (whichever is later) and (iii) to the extent and only if twenty (20) new patents pertaining to the Blockchain Technology are issued (the “Patent Condition”), the delivery of an additional 75,000,000 Shares, within 3 Business Days following the satisfaction of the Patent Condition.
Each Warrant will be exercisable at a price equal to the conversion price pursuant to the Concurrent Financing for a period of three (3) years following the date ZeU completes a transaction pursuant to which its Shares will either be listed on a recognized stock exchange in North America, or will be exchanged for common shares of a reporting issuer listed on a recognized stock exchange in North America.
The agreement was negotiated at arm’s length, and contains customary representations, warranties and closing conditions.
On closing of the Acquisition, Dr. Wei Tek Tsai is to join ZeU’s management as Chief Technology Officer.
The Acquisition remains subject to requisite regulatory approval and satisfaction of closing conditions contained in the agreement.
The Acquisition remains subject to a number of conditions as set forth in the agreement, including (without limitation), the completion of the Concurrent Financing (as defined hereinabove), the receipt of all requisite regulatory approvals and satisfaction of closing conditions contained in the agreement.
ON BEHALF OF THE BOARD OF DIRECTORS
“Frank Dumas”
FRANK DUMAS, PRESIDENT & CEO
About St-Georges
St-Georges is developing new technologies to solve the some of the most common environmental problems in the mining industry.
The Company controls directly or indirectly, through rights of first refusal, all of the active mineral tenures in Iceland. It also explores for nickel on the Julie Nickel Project & for industrial minerals on Quebec’s North Shore and for lithium and rare metals in Northern Quebec and in the Abitibi region. Headquartered in Montreal, St-Georges’ stock is listed on the CSE under the symbol SX, on the US OTC under the Symbol SXOOF and on the Frankfurt Stock Exchange under the symbol 85G1.
- Published in St-Georges Eco-Mining, Uncategorized
St-Georges Eco-Mining Subsidiary ZeU Crypto Signs Definitive Agreement with Tiande
Momentum Public Relations
Press Release: February 26 2018
St-Georges Eco-Mining Corp. (CSE: SX) (OTC: SXOOF) (FSE: 85G1) announces that, further to its January 15 and February 8, 2018 press releases, its wholly owned subsidiary ZeU Crypto Networks Inc. has signed a definitive asset purchase agreement dated February 23, 2018 with Qingdao Tiande Technologies Limited and Beijing Tiande Technologies Limited w ith the intervention of Guiyang Tiande Technologies Limited to purchase substantially all the intellectual property of the Vendors.
The following are the material terms of the agreement:
- – ZeU will acquire the Vendor’s intellectual property (including without limitation, all intellectual property and patent applications directly or indirectly related to the Blockchain and smart contract technologies of the Vendors (the ” Blockchain Technology “), including without limitation, BigData, IoB, Sandbox) (the ” IP “)
- – the Vendors will complete: (i) the transfer and successful employment by ZeU of all key employees; (ii) the transfer and assignment of all the IP to ZeU; (iii) the obtaining of all regulatory approvals should they be required; and (iv) the obtaining of all required consents including all consents from clients and collaborators pursuant to the existing contracts of the Vendors (the ” Milestone Conditions “)
- – ZeU, the Vendors and key collaborators will enter into a license agreement and non-competition covenant which will provide, among other things, that ZeU shall irrevocably grant a perpetual , exclusive, transferable and sub-licensable license to the Vendors for use of the Blockchain Technology in China, Hong Kong and Taiwan
- – ZeU will have completed or caused to be completed prior to the Closing Date a debenture financing of not less than $10,000,000 and up to $30,000,000 (the ” Concurrent Financing “)
The purchase price for the Acquisition shall be up to 150,000,000 common shares of ZeU (each a ” Share ” and 150,000,000 Share purchase warrants (each a ” Warrant “) to the Vendors, satisfied by (i) the delivery of a total of 65,000,000 Shares and 75,000,000 Warrants on the closing date of the Acquisition (the ” Closing Date “), (ii) to the extent and only if all of the Milestone Conditions (as defined hereinabove) are satisfied, the delivery of an additional 75,000,000 Shares, within 3 Business Days following the satisfaction of the Milestone Conditions or the Closing Date (whichever is later) and (iii) to the extent and only if twenty (20) new patents pertaining to the Blockchain Technology are issued (the ” Patent Condition “), the delivery of an additional 75,000,000 Shares, within 3 Business Days following the satisfaction of the Patent Condition .
Each Warrant will be exercisable at a price equal to the conversion price pursuant to the Concurrent Financing for a period of three (3) years following the date ZeU completes a transaction pursuant to which its Shares will either be listed on a recognized stock exchange in North America, or will be exchanged for common shares of a reporting issuer listed on a recognized stock exchange in North America.
The agreement was negotiated at arm’s length, and contains customary representations, warranties and closing conditions.
On closing of the Acquisition, Dr. Wei Tek Tsai is to join ZeU’s management as Chief Technology Officer.
The Acquisition remains subject to requisite regulatory approval and satisfaction of closing conditions contained in the agreement.
The Acquisition remains subject to a number of conditions as set forth in the agreement, including (without limitation), the completion of the Concurrent Financing (as defined hereinabove), the receipt of all requisite regulatory approvals and satisfaction of closing conditions contained in the agreement.
ON BEHALF OF THE BOARD OF DIRECTORS
“Frank Dumas”
FRANK DUMAS, PRESIDENT & CEO
About St-Georges
St-Georges is developing new technologies to solve the some of the most common environmental problems in the mining industry.
The Company controls directly or indirectly, through rights of first refusal, all of the active mineral tenures in Iceland. It also explores for nickel on the Julie Nickel Project & for industrial minerals on Quebec’s North Shore and for lithium and rare metals in Northern Quebec and in the Abitibi region. Headquartered in Montreal, St-Georges’ stock is listed on the CSE under the symbol SX, on the US OTC under the Symbol SXOOF and on the Frankfurt Stock Exchange under the symbol 85G1.
The Canadian Securities Exchange (CSE) has not reviewed and does not accept responsibility for the adequacy or the accuracy of the contents of this release.
- Published in St-Georges Eco-Mining, Uncategorized
Hillcrest Offers Clarification on Digital Currency Engagement Agreement
Momentum Public Relations
Press Release: January 29, 2018
Hillcrest Petroleum Ltd. (the ” Company ” or ” Hillcrest “) is pleased to offer a clarification to our news release of January 25 th , 2018, in which the Company announced an engagement agreement with Entoro Capital, LLC (“Entoro”) headquartered in Houston, Texas to undertake a potential digital currency Initial Coin Offering (“ICO”).
The ICO being considered is intended to be an asset-backed energy security coin offering that will utilize the best of breed blockchain technologies for the Canadian energy market and potentially work towards making the Canadian energy sector more innovative.
Hillcrest engaged Entoro as the Company’s agent to provide investment banking, business development and consulting services for potential financing transactions using digital currencies to fund the Company’s business plan, which remains primarily focused on developing oil and gas production in Alberta and Saskatchewan, Canada. The Company believes that an ICO would offer a non-dilutive funding option in addition to other funding options currently available.
ICO and Token Considerations
The Company is not conducting an ICO at this time but may decide to do so in the future. Any ICO would be compliant with relevant securities regulation and require Exchange approvals. If the Company decides to proceed with an ICO, it will determine the terms of such offering, and if such offering may be deemed to be either a security under the Securities Act (British Columbia) or a derivative.
If the ICO is determined to be a security, it will require either a prospectus or an exemption from the prospectus requirement to issue Coins and/or Tokens and to effect trades. The Company may utilize the accredited investors exemption, the offering memorandum exemption or such other exemptions from the prospectus requirement detailed in National Instrument 45-106 – Prospectus Exemptions. There is no assurance that such exemptions will be granted. However, in certain instances the issuance of a Token may be determined to be a derivative if the underlying asset of the Coin is a commodity which is not an investment contract. Until the Company finalizes terms of its ICO, it will be unable to determine for certain if the Token is a security or a derivative.
A Token or Coin issued under an ICO would not give the acquirer equity, other interests or rights in the Company equivalent to a holder of common shares. For example, no rights would be granted to participate in the profits or the distribution of assets of the Company, nor any voting rights in any meeting of the security holders of the Company.
If the Company proceeds with an ICO, it is considered that Tokens and Coins would be issued to investors entitling them to the value attached to a specific amount of oil hydrocarbon produced from Company properties included in the ICO.
The Company only recently established oil production in Canada through its well reactivation program in Saskatchewan and is still in the development planning phase for its Saskatchewan and Alberta properties. An ICO linked to oil and gas production from Hillcrest’s future oil and gas developments will therefore be a speculative investment, with no time frame defined for when commercial production from the Company’s current and future oil and gas properties and projects will commence. Reserves reports from competent 3 rd parties on the Company’s oil and gas assets and potential future acquisitions are not yet available. The Company intends to commission and provide relevant reports for an ICO as appropriate.
If the Company proceeds with an ICO, then cash will be received for Token and Coin issuances. These will be recorded as liabilities in its financial statements, which will require the delivery of hydrocarbons if commercial production is achieved. Hillcrest shareholders should be aware that, depending on the terms of a Token or Coin issuance, Token or Coin holders will be entitled to receive value in hydrocarbons produced from Company properties included in the ICO, if and when commercial production is achieved. After redemptions of hydrocarbons are satisfied, remaining oil and gas production would be available for the Company to sell. The Company does not intend to create our own platform for the trading of any potential Tokens or Coins.
The Company and Entoro will work together to seek funding to back the proposal and to eventually develop the currency program. The Company intends to utilize the expertise of Entoro Capital LLC and their respective contacts in establishing a potential ICO.
In addition to the above, the Company recently announced a private placement offering of $525,000 and will deploy any funds raised in the offering as outlined in previous press releases, i.e. for further development of its previously announced assets and acquisitions and for general working capital purposes. Further, the Company continues to pursue its stated goal to build value through the acquisition and development of oil and gas assets in Alberta and Saskatchewan.
“Hillcrest is excited to be working with Entoro Capital and jointly pursuing an ICO as an alternate form of financing which could result in additional value for the Company” states Hillcrest CEO Don Currie. “The investment community has been extremely supportive of alternate currencies and Hillcrest looks forward to participating in this new and rapidly evolving investment process. The Company intends to use Western Canadian reserves and production as the value basis for an ICO and will be better placed to attract a broader spectrum of investors. An ICO is considered to be a particularly effective funding alternative for Hillcrest as it may provide access to substantial capital funding to deliver value growth from our existing and new Western Canadian oil and gas projects, without exposing existing shareholders to potential dilution through conventional equity funding. Parallel to the Company working with Entoro, management will continue to focus on the well workover program and potential future drilling program announced with Westcore as well as commencing operations on Western Canadian assets, as previously announced. We will inform our shareholders as developments and material events occur.”
For more information on Hillcrest Petroleum Ltd, contact Don Currie toll free at 1-855-609-0006 or visit the Company’s website at www.hillcrestpetroleum.com
ON BEHALF OF THE BOARD
Donald Currie
Chief Executive Officer and Director
For more information on Entoro Capital, contact James C. Row, CFA at 1-713-823-2900 (email:ico@entoro.com ) or visit the Entoro website at www.entoro.com .
To stay informed about Hillcrest Petroleum, please join our Investor Group on 8020 Connecthttp://bit.ly/2xs3IeP for all upcoming news releases, articles comments and questions.
Cautionary Statement Regarding “Forward-Looking” Information
Some of the statements contained in this news release are forward-looking statements and information within the meaning of applicable securities laws. Forward-looking statements and information can be identified by the use of words such as “expects”, “intends”, “is expected”, “potential”, “suggests” or variations of such words or phrases, or statements that certain actions, events or results “may”, “could”, “should”, “would”, “might” or “will” be taken, occur or be achieved. Forward-looking statements and information are not historical facts and are subject to a number of risks and uncertainties beyond the Company’s control. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this news release. Accordingly, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except as may be required by law.
Neither TSX Venture Exchange nor its Regulations Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
- Published in crypto, Hillcrest Petroleum
Relevium to Host Webcast to Discuss Previously Announced Blockchain Project
Momentum Public Relations
Press Release: January 18th, 2018
Relevium Technologies Inc. (TSX VENTURE:RLV)(OTC PINK:RLLVF)(FRANKFURT:6BX) (the “Company” or “Relevium”), is pleased to announce that it will be hosting a webcast in conjunction with Quantomic LLC to discuss Tagspire, the virtual intelligent e-retail platform and artificial intelligence technology stack.
Management and the Board of Relevium have been monitoring public forums and have received multiple questions regarding the January 11, 2018 announcement of a Joint Venture (the “JV”) between the Company and Quantomic LLC. In order to provide clarity and answer these important questions, the Company will be hosting a Webcast, and invites all stakeholders to participate in this exciting information session.
Webcast Details
Relevium – in conjunction with Quantomic LLC – will be hosting a Q&A information webcast on Monday January 22, 2018 at 16:15 ET with Mr. Aurelio Useche, President and CEO of Relevium, and Mr. Karim Hijazi, Founder and CEO of Quantomic LLC.
Investors can email questions for Management to investors@releviumcorp.com prior to 11:59 a.m. ET on Monday January 22, 2018 and they will be addressed on the webcast at the discretion of Management.
During the webcast, the two CEOs will discuss the genesis of Tagspire, the strategic fit between the companies, and explain their shared vision for this exciting platform and technology. In addition, the Company will seek to answer questions that have been raised by shareholders and give guidance on the direction that the Company foresees for the JV, the proposed initial coin/token offering (the “ICO”) and impact for current Relevium shareholders.
Mr. Aurelio Useche, President and CEO of Relevium stated: “We are excited to join forces with Karim Hijazi, founder and CEO of Quantomic LLC and creator of Tagspire.” Mr. Useche continued: “Karim is an accomplished member and leader in the cyber-security community with a track record of previous exits in this space, making this information session a must attend for all our stakeholders.”
Date | Monday, January 22, 2018 | |
Time | 4:15 p.m. ET | |
Conference dial-ins: | ||
Canada | 1 (647) 497 9389 | 1 888 816 4438 |
United States | 1 (951) 384-3421 | 1 866 901 6455 |
Registration URL | https://attendee.gotowebinar.c |
|
Webinar ID | 673-021-811 |
A recording of the webcast will be available upon request. Please email requests to investors@releviumcorp.com for a link to the recording.
About Relevium Technologies
Relevium is a TSXV-listed company focused on growth through the acquisition of businesses, products and/or technologies with a focus on e-commerce in the growing health and wellness sector. Relevium Technologies Inc. also holds patented intellectual property for the use of static magnetic fields for application on wearable devices.
Neither 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 release.
Cautionary Note Regarding Forward-Looking Statements
This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws. All statements in this news release, other than statements of historical facts, including statements regarding future estimates, plans, objectives, assumptions or expectations of future performance, including the timing and completion of the proposed acquisitions, are forward-looking statements and contain forward-looking information. Generally, forward- looking statements and information can be identified by the use of forward-looking terminology such as “intends” or “anticipates”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would” or “occur”. Forward-looking statements are based on certain material assumptions and analysis made by the Company and the opinions and estimates of management as of the date of this press release, including the assumptions that the Company will obtain stock exchange approval of the Offering, the proposed acquisition will occur as anticipated, that the Company will raise sufficient funds, and that the Company will obtain all requisite approvals of the acquisition. These forward- looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Important factors that may cause actual results to vary, include, without limitation, the risk that the proposed acquisitions may not occur as planned; the timing and receipt of requisite approvals and failure to raise sufficient funds under the Offering. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward- looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward-looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbor.
On Behalf of the Board of Directors
RELEVIUM TECHNOLOGIES INC.
Aurelio Useche, President and CEO
RELEVIUM TECHNOLOGIES INC
Email: eierfino@releviumcorp.com
Website: www.releviumtechnologies.com
Edward Ierfino
Investor Relations
+1(514) 562-1374
eierfino@releviumcorp.com
www.releviumtechnologies.com
- Published in Financial Technology, Life Sciences, Nutraceutical, Relevium Technologies, Technology
St-Georges’ Subsidiary ZeU Crypto Networks Signs Letter of Intent to Acquire all Qingdao Tiande Technologies’ Assets
Momentum Public Relations
Press Release: January 15, 2018
St-Georges Eco-Mining Corp. (CSE: SX) (OTC: SXOOF) (FSE: 85G1) announces that its wholly owned subsidiary, ZeU Crypto Networks Inc. (“ZeU “), a private blockchain technology company, has entered into a non-binding letter of intent (“LOI” ) to acquire all of the Blockchain and Smart Contract Technologies assets (the “Transaction” ) of Qingdao Tiande Technologies Inc. (“Tiande “), a Chinese private company.
Pursuant to the terms of the LOI, the proposed consideration for the Transaction is an aggregate amount of CND$150 million payable through the issuance of 150,000,000 common shares (“Shares” ) and 75,000,000 Shares purchase warrants (“Warrants “) in the capital of ZeU. Each Warrant will entitle the holder to acquire one (1) Share at a price of CND$1.00 for a period of three (3) years following the date ZeU completes a transaction pursuant to which its common shares will either be listed on a recognized stock exchange in North America, or will be exchanged for common shares of a reporting issuer listed on a recognized stock exchange in North America.
On January 4, 2018 St-Georges (the “Company”) announced it was granted an exclusive global license to Tiande’s Blockchain and Smart Contract technology for mineral commodity production, trading and tracking. The Company assigned the License to ZeU in consideration of 20,000,000 common shares of ZeU. Whereas St-Georges owned 100% of ZeU with a license specific to the mineral commodity space, upon successful completion of the transaction, St-Georges will share ownership in ZeU, with global application reach.
” We are thrilled to enter into this agreement with Tiande and their world class scientific team. Dr. Tsai has laid out a plan to deploy what many industry experts believe to be a world class Blockchain ecosystem that stands at the threshold of a new, far-reaching technological revolution. The assets being acquired today, from the patents to the commercial and sovereign relationships and the significant human capital, are second to none in the domain. Our Ecosystem is ready to be deployed in this quarter, starting with the SandBox initiative and quickly followed by the BigData suite of solutions. Finally, the biggest and most significant mass application project, The “Internet of Blockchains” (IoB), will be released before the end of 2018. Response to IoB in every meeting with industry specialists has been significant and, in some cases, has triggered discussions into the realm of what was once unimaginable” said Frank Dumas, CEO and President of St-Georges and ZeU.
The Transaction is anticipated to close on or before February 28, 2018 with a definitive purchase agreement being entered into on or before February 5, 2018. The Transaction is subject to the approval of the Canadian Securities Exchange and certain conditions pursuant to the terms of the LOI, including the completion of a CND$20 million financing on term acceptable to ZeU and satisfactory due diligence.
ON BEHALF OF THE BOARD OF DIRECTORS
“Frank Dumas”
FRANK DUMAS, PRESIDENT & CEO
About St-Georges
St-Georges is developing new technologies to solve the some of the most common environmental problems in the mining industry.
The Company controls directly or indirectly, through rights of first refusal, all of the active mineral tenures in Iceland. It also explores for nickel on the Julie Nickel Project & for industrial minerals on Quebec’s North Shore and for lithium and rare metals in Northern Quebec and in the Abitibi region. Headquartered in Montreal, St-Georges’ stock is listed on the CSE under the symbol SX, on the US OTC under the Symbol SXOOF and on the Frankfurt Stock Exchange under the symbol 85G1.
For Press Release Inquiries: 514.295.9878 or ceo@stgeorgesplatinum.com
The Canadian Securities Exchange (CSE) has not reviewed and does not accept responsibility for the adequacy or the accuracy of the contents of this release.
- Published in crypto, St-Georges Eco-Mining, Technology
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