BTCS, Blockchain Global reach non-binding agreement on merger

Maria Nikolova

BCG shareholders are poised to receive a combination of common stock, convertible preferred stock and warrants equal to 75% of the fully-diluted equity securities of the BTCS post-closing.

BTCS Inc (OTCMKTS:BTCS), formerly known as Bitcoin Shop, has just announced that it has entered into a non-binding letter of intent (LOI) with Australian Blockchain Global Limited (BCG) to merge the company with BCG.

Under the terms of the document, BCG shareholders will receive a combination of common stock, convertible preferred stock and warrants equal to 75% of the fully-diluted equity securities of the BTCS post-closing. Under the LOI, BTCS’ two current executive officers will receive 12% of the Fully Diluted Equity in the form of common stock, preferred stock or restricted stock units in a manner to be determined by BTCS.

A key condition of the LOI is that the existing holders of BTCS securities which have anti-dilution protection, redemption features and similar protections must be eliminated as determined solely by BCG. The LOI requires that BTCS implements an Equity Incentive Plan to acquire 20% of the Fully Diluted Equity which will be administered by an independent compensation committee. BTCS’ Chief Executive Officer, Charles Allen, shall be deemed an acceptable non-independent director.

As usual, the announcement ends with the disclaimer that there can be no assurance that the conditions to closing will be satisfied or the merger will be finalized.

BTCS has been saddled with heavy losses over the past couple of years. In January this year, BTCS admitted its failure to list its Common Stock on a national securities exchange on or before December 31, 2016 and its failure to consummate the merger with Spondoolies-Tech Ltd. on or before December 31, 2016.

A deal with BTCS would mark another strategic step for Blockchain Global, which in June this year agreed on strategic investment in DigitalX Ltd (ASX:DCC), an Australian company for Blockchain-enhanced software solutions. DigitalX said back then that it had secured investment of approximately $4.35 million from Blockchain Global and associated investors. Blockchain Global had agreed to invest the sum at 2.7 cents per share to acquire an interest of circa 40% of DigitalX.

Read this next

Digital Assets

Silvergate dismisses speculation of trouble, says BlockFi exposure is minimal

Crypto-friendly bank Silvergate Capital claimed on a Tuesday blog post that it had minimal exposure to crypto lender BlockFi, which filed for chapter 11 bankruptcy protection this week.

Retail FX

Fidelity launches crypto trading for retail investors

Fidelity Investments, one of the largest brokerages in the world, has officially rolled out a commission-free crypto trading product for retail investors, starting with zero-fee trading for Bitcoin and Ethereum.

Digital Assets

ECB head calls for tougher crypto regulation after FTX collapse

President of the European Central Bank, Christine Lagarde, has called on lawmakers to start working on fresh crypto regulations to protect the financial system after the collapse of the FTX exchange.

Retail FX

CySEC updates rules for regulated brokers’ cross border activity

As CySEC’s attitude of adopting more stringent licensing guidelines and operating regulations becomes ever clearer, certain aspects of the rules and operations start to come into sharper focus.

Market News

Outlook for Gold: Can the Precious Metal Regain Power?

Gold set an all-time high at $2070 on March 08, 2022, when the price skyrocketed amid investors’ worries about the military conflict in Eastern Europe.

Crypto Insider

2022 Islamic Finance recap: as the space continues to evolve, blockchain stands to play a big part

Despite the global economy being ravaged by turmoil induced by the Covid-19 pandemic over the last couple of years, the Islamic finance industry has emerged relatively unscathed

Crypto Insider

Decentralized Exchanges and Pooled Trading Platform Applications

Decentralized exchanges are one-way blockchain companies take back the power of value creation.

Crypto Insider

How to maximize the safety of your digital tokens?

Digitalization is the future of the investment world. These are the most preferred and growing investments in the world.

Institutional FX, Interviews

FIA EXPO 2022: Interview with Trading Technologies

The derivatives trading industry has gathered in Chicago to attend the FIA EXPO 2022 on 14-15 November.