Please click to view the image
Vancouver, BC, Nov. 05, 2024 (GLOBE NEWSWIRE) — Spirit Blockchain Capital Inc. (CSE: SPIR) (“Spirit” or the “Buyer”), a company specializing in blockchain technology and digital asset management , is pleased to provide an update to its October 8, 2024 press release announcing the acquisition of Dogecoin Portfolio Holdings Corp. (“Dogecoin Holdings”), a company founded by a team of visionary entrepreneurs and supporters of Dogecoin (DOGE), one of the largest cryptocurrencies by market capitalization.
Pursuant to the binding purchase agreement, Spirit will acquire all of the issued and outstanding securities of Dogecoin Holdings, including common stock and share purchase warrants, from the Company’s shareholders (the “Sellers”). In exchange, Spirit will issue 14,000,000 shares of common stock and 14,000,000 stock warrants, with each warrant exercisable at $0.05 per share for a period of 24 months from closing. This strategic acquisition is structured to facilitate the integration of Spirit with the assets and operations of Dogecoin Holdings, creating long-term value for shareholders of both companies.
Dogecoin Holdings’ principal assets include its intellectual property, consisting of (i) its ETF platform technology for Dogecoin and (ii) the Dogecoin payment gateway system in development, its cash flow of $383,000 and (iii) its goodwill ( made up of the advisory network of its founders).
Other than the approval of the Canadian Stock Exchange, no other approval is required to consummate the transaction contemplated by the Purchase and Sale Agreement. Closing is expected to occur promptly following approval by the Canadian Stock Exchange.
One third of the shares issued to the sellers will be freely tradable after closing. One-third of the shares issued to the sellers will be subject to a lock-up period which will be released when the closing price of Spirt’s common shares is equal to or greater than $0.10 and the remaining one-third of the shares issued to the sellers will be subject to a lock-up period which will be released when the closing price of Spit’s common shares is equal to or greater than $0.18.
Sellers will be allowed to have a candidate on the board of directors of Dogecoin Holdings after closing. The Sellers agree to irrevocably appoint Lewis Bateman as proxyholder to vote on all of their common shares at all meetings of the stockholders of Spirit, in favor of all matters recommended by the management of Spirit for a period of 36 months from the fence.
This acquisition represents a crucial step in Spirit’s strategic growth plan, strengthening its position as a key player in the rapidly evolving blockchain and digital asset management sectors, particularly within the Dogecoin ecosystem. By integrating the intellectual property and market expertise of Dogecoin Holdings, Spirit aims to drive innovation in digital asset products and expand its revenue generation capabilities. This strategic acquisition is designed to attract retail and institutional investors by leveraging Dogecoin’s cultural relevance and broad user base, while improving the utility and accessibility of DOGE globally.
Why DOGE?
Dogecoin (DOGE) has quickly grown beyond its “memecoin” roots, capturing the public imagination and evolving to become a globally recognized digital asset. Thanks to the support of high-profile figures such as Elon Musk and a dedicated community, Dogecoin has reached a market capitalization exceeding $16 billion. Dogecoin Holdings’ goal is to generate revenue from this large addressable market through transaction fees through ETFs and developing payment gateway platforms.
Pursuant to the Agreement, Spirit will acquire all of the issued and outstanding securities of Dogecoin Holdings, including common stock and stock warrants, from the Company’s shareholders (the “Sellers”). In exchange, Spirit will issue 14,000,000 shares of common stock and 14,000,000 stock warrants, with each warrant exercisable at $0.05 per share for a period of 24 months from closing. This strategic acquisition is structured to facilitate the integration of Spirit with the assets and operations of Dogecoin Holdings, creating long-term value for shareholders of both companies.
The agreement and the issuance by Spirit of the securities to the sellers are subject to acceptance by the Canadian Securities Exchange (“CSE”).
About Dogecoin Portfolio Holdings Corp. :
Dogecoin Portfolio Holdings Corp. is a blockchain company focused on managing and developing assets within the Dogecoin ecosystem. The Company’s portfolio includes a range of digital assets, intellectual property and strategic partnerships in the cryptocurrency sector.
About Spirit Blockchain Capital
Spirit Blockchain Capital is a pioneering investment firm at the forefront of the blockchain industry. Through our operational business and asset management business, we offer investors a range of capital appreciation opportunities. With a strong focus on innovation, strategic investments and operational excellence, Spirit Blockchain is dedicated to unlocking the potential of the digital economy.
For more information about Spirit Blockchain Capital, visit: Spiritblockchain.com
For media inquiries, please contact:
Lewis Bateman
Managing Director info@spiritblockchain.com
Forward-looking statements
This press release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words “expect”, “anticipate”, “continue”, “estimate”, “objective”, “may”, “will”, “project”, “should”, “believe” », “plan”, “intends” and similar expressions are intended to identify forward-looking information or statements. Forward-looking statements and information are based on certain key expectations and assumptions made by the Company. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Company can give no assurance that they will prove to be correct. . correct. Because forward-looking statements and information relate to future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. Factors that could materially affect such forward-looking information are described under the heading “Risk Factors” in the Company’s long-form prospectus dated August 8, 2022, available on the Company’s profile on SEDAR at www.sedar .com. The Company undertakes no obligation to update any forward-looking information, except as required by applicable law. This forward-looking information represents management’s best judgment based on currently available information. No forward-looking statement can be guaranteed and actual future results may vary materially. Therefore, readers are cautioned not to place undue reliance on any forward-looking statements or information.
The CSE has not reviewed, approved or disapproved the contents of this press release.