PREVIOUS

Early Warning Report Filed in Connection with Conversion of Rights

New York, April 16, 2020 - This news release, together with an early warning report to be filed by James Passin, is required under applicable Canadian securities laws, as a result of an exercise by Mr. Passin of performance share units (the "PSUs") of Blockchain Holdings Ltd. (CSE: BCX) (the "Issuer"). On March 25, 2020, Mr. Passin exercised his right to convert 700,000 performance share units ("PSUs") into 700,000 common shares of the Issuer, the whole in accordance with terms and conditions set forth in a performance share unit award agreement entered into between the Issuer and Mr. Passin. In addition, on April 2, 2020, Mr. Passin received 456,741 common shares of the Issuer as a result of a conversion of the 6.5% convertible debentures in principal amount of $134,000 (the "Debentures"). As a result, the securityholding percentage of Mr. Passin and his joint actors decreased by 2.17% since the last early warning report filed by him on January 20, 2020.

Immediately prior to the conversion of the PSUs and the conversion of the Debentures, Mr. Passin and his joint actors, namely FG2 Advisors LLC ("FG2") and Passin Management Limited Partnership ("Passin LP") held 5,056,860 common shares, $134,000 in aggregate principal amount of 6.5% convertible debentures (the "Debentures"), options to acquire 250,000 common shares in the share capital of the Issuer and 1,750,000 PSUs. Out of the aforementioned securities (i) 46,139 common shares were held by FG2, (ii) 12,625 common shares were held by Passin LP and (iii) 4,998,096 common shares, $134,000 in aggregate principal amount of Debentures, options to acquire 250,000 common shares and 1,750,000 PSUs were held by Mr. Passin.

The 5,056,860 common shares held by Mr. Passin and his joint actors represented approximately 22.74% of the outstanding common shares of the Issuer.

In addition, assuming the exercise by Mr. Passin of the conversion rights with respect to the principal amount of the Debentures, the above-mentioned options to acquire additional common shares of the Issuer, and the settlement of all of the PSUs in additional common shares of the Issuer, the total securityholding in the share capital of the Issuer would be 7,280,193 common shares, representing approximately 29.76% of the outstanding common shares of the Issuer, including the common shares deemed to be acquired pursuant to the conversion of the principal amount of such Debentures, the exercise of such options and received upon the settlement of such PSUs.

Immediately after the conversion of the PSUs and the conversion of the Debentures, the aggregate number of securities of the Issuer held by Mr. Passin and his joint actors, is 6,213,601 common shares, 250,000 options to acquire common shares, and 1,050,000 PSUs. Out of the aforementioned securities, (i) 46,139 common shares are held by FG2, (ii) 12,625 common shares are held by Passin LP and (iii) 6,154,837 common shares, options to acquire 250,000 common shares and 1,050,000 PSUs are held by Mr. Passin.

The 6,213,601 common shares held by Mr. Passin and his joint actors represent approximately 23.96% of the outstanding common shares of the Issuer.

In addition, assuming the exercise by Mr. Passin of the above-mentioned options to acquire additional common shares of the Issuer, and the settlement of all of the PSUs in additional common shares of the Issuer, the total securityholding in the share capital of the Issuer would be 7,513,601 common shares, representing approximately 27.59% of the outstanding common shares of the Issuer, including the common shares deemed to be acquired pursuant to the exercise of such options and received upon the settlement of such PSUs.

No consideration was paid by James Passin in connection with the conversion of the PSUs and the conversion of the Debentures.

Mr. Passin and his joint actor's respective holdings in securities of the Issuer are held for investment purposes. Mr. Passin and his joint actors may, from time to time, acquire additional securities of the Issuer, may continue to hold their present position or may dispose of their securities.

This press release is being issued in order to comply with the disclosure requirements under applicable securities legislation. For inquiries or a copy of the related early warning report, a copy of which will also be filed on www.sedar.com.

For further information, please contact:

Mr. James Passin
(212) 698-9260
jamescpassin@gmail.com

Disclaimer

The Canadian Securities Exchange has in no way approved or disapproved the contents of this newsrelease.

Statements in this news release may contain forward-looking statements that are based on TraceSafe’sexpectations, estimates and projections regarding its business and the economic environment in which itoperates, including with respect to expectations regarding the TraceSafe assets and their application,future business plans and relationships, future developments in respect of COVID-19 and solutions adoptedin response to the virus, and the deployment and acceptance of the TraceSafe technology. AlthoughTraceSafe believes the expectations expressed in such forward-looking statements are based onreasonable assumptions, such statements are not guarantees of future performance and involve risks anduncertainties that are difficult to control or predict, including the suitability of our products to helpbusinesses and governments reopen, competition, the spread or containment of COVID-19 andgovernment responses thereto and general economic and market conditions. Therefore, outcomes andresults may differ materially from those expressed in these forward-looking statements and readers shouldnot place undue reliance on such statements. These forward-looking statements speak only as of the dateon which they are made, and TraceSafe undertakes no obligation to update them publicly to reflect newinformation or the occurrence of future events or circumstances unless otherwise required to do so by law.

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
NEXT

Join CEO Wayne Lloyd for TraceSafe office hours

Sign up to receive alerts for Wayne's next office hours, and updates from TraceSafe.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Press kit

Find everything you need to know about TraceSafe, including logos, product images and executive team biographies.

Contact TraceSafe

Contact TraceSafe

Thank you! Your submission has been received!
Something went wrong while submitting the form.

Heading H1+

Heading H1

Heading H1

Heading H2

Heading H2

Heading H3

Heading H4

Heading H5
Lorem ipsum dolor sit amet, consectetur adipiscing elit. Suspendisse varius enim in eros elementum tristique. Duis cursus, mi quis viverra ornare, eros dolor interdum nulla, ut commodo diam libero vitae erat. Aenean faucibus nibh et justo cursus id rutrum lorem imperdiet. Nunc ut sem vitae risus tristique posuere.

Lorem ipsum dolor sit amet, consectetur adipiscing elit. Suspendisse varius enim in eros elementum tristique. Duis cursus, mi quis viverra ornare, eros dolor interdum nulla, ut commodo diam libero vitae erat. Aenean faucibus nibh et justo cursus id rutrum lorem imperdiet. Nunc ut sem vitae risus tristique posuere.

TRY TRACESAFETRY TRACESAFE  TRY TRACESAFETRY TRACESAFE