Montreal, January 7, 2018 / TheNewswire / 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, intends to sell $20,000,000 aggregate principal amount of 10.00% convertible unsecured debentures ("Debentures") on a non-brokered offering basis (the "Offering").
All Debentures are being sold at a price of $1,000 per Debenture, subject to a minimum subscription of $10,000. The Debentures will mature 24 months after their issuance (the “Maturity Date”) and will bear interest at an annual rate of 10.00%, calculated from date of issue, compounded quarterly and payable at the Maturity Date.
St-Georges (the “Company”) would like to provide additional information to a statement made in its press release on January 4, 2018. The Company stated that it has transferred the license acquired from Qingdao Tiande Technologies Inc., (“Tiande”) to its newly formed wholly owned subsidiary, ZeU Crypto Networks Inc. against the issuance of 20,000,000 common shares of ZeU. The shares were issued at a book value of $0.10 per share. This information was missing from the press release.
Frank Dumas, President and CEO of St-Georges Eco-Mining stated "This financing of ZeU Crypto Networks will allow St-Georges to significantly accelerate its global eco-mining and mineral commodity goals (…) As previously announced, we are very excited about the acquisition of the blockchain technology license from Tiande and its transfer in ZeU, a pure-play blockchain transaction that advances our strategic objectives and which we expect will take on a life of its own in the near future," added Frank Dumas. "With a successful completion of the Offering, we expect ZeU to be favorably positioned to monetize its newly acquired technology and seek out additional assets while analyzing corporate reorganization options.”
ST-GEORGES AND THREED CAPITAL TEAM UP
Further to our recent press release on December 31, 2017, in which the Company announced the addition of Sheldon Inwentash, Chairman and CEO Of ThreeD Capital (IDK:CSE) to our Advisory Board, St-Georges is pleased to announce that ThreeD Capital has agreed to introduce ZeU to its global network and blockchain ecosystem.
Mr. Inwentash stated "ThreeD Capital, through its wholly owned subsidiary, Blockamoto.io, has set a mandate to provide strategic advice to assist early stage blockchain solutions in reaching viability as quickly as possible. ZeU Crypto Networks could represent the most disruptive protocol of the already disruptive blockchain industry."
ADDITIONAL DEBENTURE TERMS
The Debentures will be convertible at the option of the holder into common shares of ZeU ("ZeU Shares") at any time prior to the close of business on the Maturity Date at a conversion price (the "Conversion Price") equal to the greater of: (i) $1.00, and (ii) if the date of any conversion is following the announcement by ZeU of a liquidity event (a “Liquidity Event”), the amount which represents the maximum permitted discount by an exchange to the transaction price assigned to each ZeU Share or resulting issuer on the occurrence of the Liquidity Event. Upon the occurrence of a Liquidity Event, ZeU may force the conversion of up to 25% of the principal amount of the then outstanding Debentures at the Conversion Price. ZeU may elect, from time to time, subject to applicable regulatory approval, to satisfy its obligation to pay interest on the Debentures (i) in cash, or (ii) by issuing the equivalent value in securities.
ZeU is not a reporting issuer and the Debentures will not be listed. Completion of the Offering will be subject to the acceptance and approval of the Canadian Securities Exchanges since it will represent a disposition of assets for SX.
The Debentures, and any ZeU Shares issuable upon conversion of the Debentures, will be subject to a hold period of four months and one after the later of (i) any respective Closing, and (ii) the date ZeU became a reporting issuer in any province or territory.
BLOCKCHAIN AND SMART CONTRACT TECHNOLOGY LICENSE
On January 4, 2018, the Company announced the signing of a significant, non-arm's length blockchain and smart contract technology license agreement (the "License"), with Qingdao Tiande Technologies Inc., ("Tiande"). Tiande is led by world-renowned blockchain expert, Dr. Wei-Tek Tsai, who initiated the first academic laboratory dedicated to blockchain research and education in China at Beihang University's School of Computer Science and Engineering.
Dr. Wei-Tek Tsai received his S.B. in Computer Science and Engineering from Massachusetts Institute of Technology (MIT) at Cambridge, MA in 1979, M.S. and Ph.D. in Computer Science from University of California at Berkeley in 1982 and 1985. He joined Arizona State University, Tempe, Arizona in 2000 as a full professor of Computer Science and Engineering in the School of Computing, Informatics, and Decision Systems Engineering. He became an Emeritus Professor in Dec. 2014.
He has authored more than 500 papers in software engineering, service-oriented computing, cloud computing and blockchains. He travels widely and has held various professorships in Asia and Europe
ON BEHALF OF THE BOARD OF DIRECTORS
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.
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