Mr. David Jellins reports
CRYPTOSTAR CORP. ANNOUNCES CLOSING OF PRIVATE PLACEMENT OFFERING
Cryptostar Corp. has closed its previously announced non-brokered private placement. Pursuant to the offering, the company issued 42.3 million common shares in the capital of the company at a price of 1.5 cents per share for gross proceeds of $634,500. No finders’ fees or commissions were paid in connection with the offering.
Cryptostar intends to use the net proceeds from the offering for business operations, expansion of its digital infrastructure and general working capital purposes, including evaluating emerging opportunities in the high performance computing and artificial intelligence data centre sectors. The company continues to explore strategic initiatives aligned with the growing convergence of blockchain technology, HPC and AI-driven compute infrastructure, consistent with its long-term vision of sustainable growth and innovation. The strengthened balance sheet will also provide Cryptostar with greater flexibility to enhance its management and operational capabilities as it pursues future growth opportunities.
ACN 117 402 838 Pty. Ltd., a proprietary company under the Corporations Act 2001 (Cth) (Australia), in which David Jellins (president and chief executive officer and a director of the company) and Amelia Jones (chief commercial officer and a director of the company) each hold a 50-per-cent interest, subscribed for up to 42.3 million shares under the offering. As such, the offering constitutes a related-party transaction as defined under Multilateral Instrument 61-101 (Protection of Minority Security Holders). Such participation is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the shares subscribed for by insiders, nor the consideration for the shares paid by such insiders would exceed 25 per cent of the company’s market capitalization.
Immediately prior to the offering, ACN had ownership of, or exercised control or direction over, 60,324,235 common shares (representing 9.08 per cent of the issued and outstanding common shares on a non-diluted basis). Immediately after the offering, ACN has ownership of, or exercises control or direction over, 102,624,235 common shares (representing 22.03 per cent of the issued and outstanding common shares on a non-diluted basis).
ACN acquired the shares in connection with ACN’s previously announced intention to sell up to 102,624,235 common shares in the company and to use the net proceeds of the sales to subscribe for up to 102,624,235 common shares under the offering.
The early warning report will be filed by ACN in accordance with applicable securities laws. To obtain a copy of the early warning report, please contact David Jellins care of Cryptostar, 181 Bay St., Suite 4400, Toronto, Ont., M5J 2T3, or by e-mail at [email protected].
The securities issued in connection with the offering are subject to a four-month hold period in accordance with applicable securities laws and TSX Venture Exchange policies.
About Cryptostar Corp.
Cryptostar has cryptocurrency mining operations with data centres located in the United States and Canada. Cryptostar is currently dedicated to becoming one of the lowest-cost cryptocurrency producers in North America and a major supplier of GPU and ASIC miners worldwide.
