Global Care Capital Announces Definitive Agreement for Acquisition of CCM Technologies Inc.
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
VANCOUVER, British Columbia, April 22, 2021 (GLOBE NEWSWIRE) — Global Care Capital Inc. (CSE:HLTH, FRANKFURT: L6V1) (the “Company” or “Global Care”) a global investment company which engages in early stage investment opportunities in private and public companies, is pleased to announce that further to its press release dated April 6th, 2021 it has entered into a share exchange agreement dated April 21st, 2021 (the “Agreement”) between the Company, CCM Technologies Inc. (“CCM”) and the securityholders of CCM which sets out the terms and conditions for the acquisition by the Company of all of the issued and outstanding securities in the capital of CCM (the “Transaction”). CCM is a cryptocurrency mining company with state-of-the-art ASIC chips.
The material terms of the Transaction are as follows:
- In consideration for the Transaction, and on closing thereof, Global Care will issue an aggregate of 94,170,001 common shares of Global Care (the “Consideration Shares”) to CCM shareholders at a deemed price of $0.11 per Consideration Share and issue to CCM warrantholders an aggregate of 65,000,000 common share purchase warrants (the “Consideration Warrants”)
- Each Consideration Warrant permits the holder thereof to acquire one Global Care common share at a price of $0.05 until March 1, 2023
- There is no hold period for the Consideration Shares or Consideration Warrants pursuant to applicable securities laws.
Closing of the Transaction is subject to, among other things, compliance with all applicable regulatory requirements and receipt of all necessary regulatory, corporate, third-party, board and shareholder approvals being obtained, including the approval of the Canadian Securities Exchange. There can be no assurance that the Transaction will be completed as proposed, or at all. The Transaction is an arms-length transaction and no change in management, or the Board of Directors of Global Care is being contemplated at this time.
The goal of the acquisition is to give Global Care shareholders further exposure to cryptocurrency mining infrastructure, which is the backbone and cornerstone of blockchain technology.
About CCM Technologies Inc.
CCM Technologies Inc. is a digital asset technology company with a focus on providing infrastructure for the blockchain ecosystem and mining of cryptocurrencies.
About Global Care
Global Care Capital is a global investment company which specializes in providing early-stage financing to private and public companies. The Company engages in new, early-stage investment opportunities in previously underdeveloped assets and obtaining positions in early-stage investment opportunities that adequately reflect the risk profile.
GLOBAL CARE CAPITAL INC.:
Alex Somjen, President & CEO
The CSE does not accept responsibility for the adequacy or accuracy of this release.
The securities to be issued in connection with the Transaction have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “1933 Act“), or under any state securities laws, and may not be offered or sold, directly or indirectly, or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation to buy such securities in the United States.
All information contained in this news release with respect to CCM was supplied by CCM for inclusion herein, and Global Care’s directors and officers have relied on CCM for such information.
Forward-Looking Information: This news release includes certain statements that may be deemed “forward-looking statements”. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, “may”, “will”, “would”, “project”, “should”, “believe” and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this News Release. Actual results could differ materially from those currently anticipated due to a number of factors and risks including various risk factors discussed in the Company’s disclosure documents which can be found under the Company’s profile on www.sedar.com