VANCOUVER, BC – November 29, 2021 – LUXXFOLIO Holdings Inc. (the “Company” or “LUXXFOLIO”) (CSE: LUXX) (OTCQB: LUXFF), a vertically-integrated digital asset company, announced today that it has entered into an agreement led by PI Financial Corp. which includes Canaccord Genuity Corp., and M Partners Inc., (the “Underwriters”) pursuant to which the Underwriters have agreed to buy on a bought deal basis 10,000,000 units (the “Units”) of the Company, at a price of C$0.70 per Unit for gross proceeds of approximately C$7 million (the “Offering”). Each Unit consists of one common share (each a “Common Share”) and one-half warrant (each whole warrant, a “Warrant”). Each Warrant is exercisable to acquire a Common Share (each a “Warrant Share”) at an exercise price of C$1.00 for a period of 24 months from the closing of the Offering.
The Company has granted the Underwriters an option, exercisable at the offering price for a period of 30 days following the closing of the Offering, to purchase up to an additional 1,500,000 Units to cover over-allotments, if any, and for market stabilization purposes. The Offering is expected to close on December 7, 2021 and is subject to the Company receiving all necessary regulatory approvals, including the approval of the Canadian Stock Exchange. If the option is exercised in full, the gross proceeds of the Offering will be approximately $8.05 million.
The net proceeds from the Offering will be used for working capital requirements and for the development, sustaining capital, and maintenance of the Company’s Bitcoin mining operation.
A prospectus supplement (the “Prospectus Supplement”) to the Company’s short form base shelf prospectus dated November 26, 2021 (the “Base Shelf Prospectus”) will be filed with the securities commissions or securities regulatory authorities in each of the provinces of Canada, excluding Quebec. The Prospectus Supplement and the Base Shelf Prospectus contain important detailed information about the Company and the proposed Offering. Prospective investors should read the Prospectus Supplement, the Base Shelf Prospectus and the documents incorporated therein for more information about the Company and this Offering before making an investment decision. Once filed, copies of the Prospectus Supplement and the Base Shelf Prospectus can be found on SEDAR at www.sedar.com. The Offering may also be offered by way of private placement into the United States pursuant to exemptions from the prospectus requirement under the United States Securities Act of 1933, as amended.
The Units, Common Shares and Warrant Shares have not been, nor will they be, registered under the United States Securities Act of 1933, as amended and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer of securities for sale in the United States or in any jurisdiction in which such offer would be unlawful prior to qualification or registration under the securities laws of such jurisdiction.
|Dec 2020:||LUXXFOLIO orders 590 Avalon miners (NR Dec. 24, 2020);|
|May 2021:||LUXXFOLIO orders 2400 Bitmain S19J Pro miners (NR May 3, 2021);|
|June 2021:||LUXXFOLIO completes acquisition of industrial scale crypto mining operation (NR June 15, 2021);|
|July 2021:||LUXXFOLIO receives and installs 590 Avalon miners (NR July 19, 2021);|
|Aug 2021:||LUXXFOLIO announces expansion to increase capacity from 8MW to 15 MW (NR Aug. 12, 2021);|
|Aug 2021:||LUXXFOLIO reinvests price rebate and installs an additional 100 Bitmain S19J Pro miners (NR Aug. 4, 2021);|
|Sept 2021:||LUXXFOLIO enters into agreement to acquire Ethereum mining operation (NR Sept. 7, 2021);|
|Sept 2021:||LUXXFOLIO enters into swap agreement on 600 miners and receives early delivery on 300 (NR Sept. 20, 2021).|
|Sept 2021:||LUXXFOLIO DTC application approved (NR Sep. 23, 2021)|
|Oct 2021:||LUXXFOLIO accepts early deliver of an additional 75 Miners (total of 675 early deliveries) resulting in a Hash Rate increase of 144% since Sept. 1, 2021 (NR Oct. 14, 2021).|
|Oct 2021:||LUXXFOLIO confirms order for additional 500 Bitmain S19J Pro miners thereby increasing anticipated future hash rate to 360 PH/s (NR Oct. 21, 2021)|
|Nov 2021:||LUXXFOLIO Procures Immersion-Cooling for Crypto Mining Operations with anticipated 25% Increase in Hash Rate (NR Nov. 10, 2021)|
|Nov 2021:||LUXXFOLIO accepts early delivery of an additional 100 Miners (total of 735 early deliveries) resulting in a Hash Rate increase of 162% since Sept. 1 2021 (NR Nov. 16, 2021)|
|Nov 2021:||LUXXFOLIO closes acquisition of Ethereum mining operation (NR Nov. 27, 2021);|
Estimated Calendar Miner Delivery Dates
- Q4 2021: 190 Miners
- Q1 2022: 600 Miners
- Q2 2022: 1100 Miners
- Q3 2022: 300 Miners
LUXXFOLIO Holdings Inc. is a publicly-traded vertically-integrated digital asset company based in Canada. We operate an industrial scale cryptocurrency mining facility in the United States, powered primarily by renewable energy, with a focus on the blockchain ecosystem and generation of digital assets. LUXXFOLIO provides a liquid alternative for exposure to digital assets for the broader capital markets.
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The CSE has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.
Certain information contained herein may constitute “forward-looking information” under Canadian securities legislation. Generally, forward-looking information can be identified by the use of forward-looking terminology such as “will be”, “expected”, or variations of such words and phrases or statements that certain actions, events, or results “will” occur. Forward-looking statements regarding the Company, its hosting operations, miners, hash rate, and the Company’s development of its growth strategy are based on the Company’s estimates and 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 and its subsidiary to be materially different from those expressed or implied by such forward-looking statements or forward-looking information, including capital expenditures and other costs. 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. The Company will not update any forward-looking statements or forward-looking information that are incorporated by reference herein, except as required by applicable securities laws.