Calgary, Alberta / TheNewswire / October 27, 2017 - Africa Hydrocarbons Inc. (NFK.H: NEX | KNPRF: PNK | KRL1: STU) ("AHI" or the “Company”) announces its intention to complete a non-brokered private placement (the “Private Placement”) to up to 450,819 common shares (“Shares”) of the Company at a price of CAD$0.61 per Share for gross proceeds of up to CAD$275,000.  

 

The net proceeds from the Private Placement will be used in connection with continued operations of the Company and examining what financial and strategic alternatives may be available to the Company and towards general and administrative expenses.

The securities issued in connection with the Private Placement are subject to a hold period of four months and one day from the closing of the Private Placement. The Private Placement is subject to certain conditions, including approval of the NEX Board of the TSX Venture Exchange (the “NEX”).

The Company may pay a commission or finder's fee to eligible parties in connection with the Private Placement, subject to the approval of the NEX and compliance with applicable securities laws.

 

About the Company

 

Africa Hydrocarbons Inc. is a Canadian based Issuer listed on the NEX board of the TSX Venture Exchange. As per the Company’s September 27, 2017 press release, the Company is seeking to complete a “change of business” transaction (a “COB Transaction”) in accordance with the policies of the TSX Venture Exchange (the “Exchange”), that would allow it to graduate from the NEX and back up to the Exchange.  The preference of management of AHI would be to complete a COB Transaction that would transform the Company into a technology company, with a focus on blockchain technologies, digital currency mining, data centers, hosting facilities, software and services, or the like. If the Company can identify those assets and / or companies that would enable it to complete a COB Transaction, and is able to come to terms to acquire such assets and / or companies, then the Company will be required to raise additional financing in order to complete such a COB Transaction in accordance with the policies of the Exchange.

 

AHI is in the early stages of identifying what assets and / or companies may be available to it, and has had preliminary, non-binding discussions with sellers of digital currency mining equipment, but no agreement in principal has been reached. If an agreement in principal is reached, full details will be provided in accordance with Exchange policies.  

 

Should the Company seek to complete a COB Transaction into a technology company with the focus as described above, the Company would also seek to complete a name change to “BlockchainK2 Corp.”, or such other name that would be acceptable.  Any such name change would be subject to shareholder and applicable regulatory approvals.

 

ON BEHALF OF THE BOARD OF

AFRICA HYDROCARBONS INC.

 

Douglas Wu

Director

 

For further information, please telephone: (403) 984-3194.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this News Release.

 

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed Private Placement or the Shares for Debt Transaction and has neither approved nor disapproved the contents of this press release.

 

Cautionary Note Regarding Forward Looking Statements

This press release contains statements which constitute ”forward-looking statements”, including completion of the proposed Private Placement, the anticipated use of the proceeds of the Private Placement, , statements with respect to the status of the Company and whether there are any financial or strategic alternatives that are available to the Company, and a name change for the Company. The words “may”, “would”, “could”, “will”, “intend”, “plan”, “anticipate”, “believe”, “estimate”, “expect” and similar expressions, as they relate to the Company, are intended to identify such forward-looking statements. Investors are cautioned that forward-looking statements are based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made, and are inherently subject to a variety of risks and uncertainties and other known and unknown factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. These factors include the general risks of a public company, currently with limited business and financial resources, as well as those risk factors discussed or referred to in the Company's continuous disclosure record available at www.sedar.com. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking statements prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. The Company does not intend, and does not assume any obligation, to update these forward-looking statements except as otherwise required by applicable law.

 

(Not for dissemination in the United States of America)