Will: Btcsd stock predictions
| Btcsd stock predictions | 834 |
| BITCOIN PRICE YEAR 2018 | |
| HOW TO MAKE PASSIVE INCOME WITH BITCOIN | 709 |
| Btcsd stock predictions | 910 |
| Bitcoin exchange machine | 500 bitcoin to aud |
As filed with the Securities and Exchange Commission on January [*], 2018
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81,881,632 Shares of Common Stock
Subject to additional financing, the Company plans to create a portfolio of Digital Assets including bitcoin and other “protocol tokens” to provide investors a diversified pure-play exposure to the bitcoin and blockchain industries. The Company intends to acquire Digital Assets and Digital Securities through: open market purchases and may participate in initial Digital Asset offerings (often referred to as initial coin offerings). The Company has not participated in any initial coin offerings as it believes most of the offerings entail the offering of Digital Securities and require registration under the Securities Act and under state securities laws. Since about July 2017, initial coin offerings using Digital Securities have been (or should be) limited to accredited investors. Because we cannot qualify as an accredited investor, there will only be a limited number of initial coin offerings in which we can participate. Additionally, the Company may acquire Digital Assets by resuming its transaction verification services business through outsourced data centers and earning rewards in Digital Assets by securing their respective blockchains. The Company will carefully review its purchases of Digital Securities to avoid violating the Investment Company Act of 1940 (the “Investment Company”) and seek to reduce potential liabilities under the federal securities laws. See “Risk Factors” at page 3 and “Business” at pages 33-46.
We believe that with additional funding we may be able to resume our transaction verification services business (Digital Asset mining e.g. bitcoin) and believe this may provide revenue growth. If we are successful in resuming our transaction verification services business, we anticipate utilizing outsourced data centers and may diversify operations by securing other blockchains in addition to bitcoins. If we resume our mining operations, we do not intend to actively trade the Digital Assets but rather hold them for our own account and sell them for U.S. dollars or other currencies including virtual currencies.
81,881,632 shares of Common Stock (the “Resale Shares”), consisting of: (i) 15,873,600 shares of Common Stock issuable upon exercise of outstanding Series A Warrants exercisable at $0.085 per share; (ii) 15,714,288 shares of Common Stock issuable upon exercise of outstanding Additional Warrants exercisable at $0.085 per share; (iii) 15,714,288 shares of Common Stock issuable upon exercise of outstanding Bonus Warrants exercisable at $0.17 per share; and (iv) 12,942,000 shares of Common Stock issuable upon exercise of outstanding Series B Warrants exercisable at $0.135 per share, (v) 10,000,800 shares of Common Stock underlying outstanding Series C-1 Convertible Preferred Stock and 2,941,200 shares of Common Stock issued upon the conversion of Series C-1 Preferred Stock, (vi) 4,295,456 shares of Common Stock owned by our executive officers, and (vii) 4,400,000 shares of Common Stock. The Series A, Additional, and Bonus Warrants were issued in a private placement that closed on May 25, 2017. The Series C-1 Convertible Preferred Stock and the Series B Warrants were issued in a private placement that closed in October 2017. See “Private Placements.” The Selling Shareholders include our executive officers. |
Common Stock outstanding prior to offering: 368,219,169 shares Common Stock offered by the Selling Shareholders: 81,881,632 shares Common Stock outstanding immediately following the offering: 438,464,145 shares. (1) |
The number of outstanding shares after the offering assumes: i) the 60,244,176 Resale Shares issuable upon the exercise of outstanding warrants are exercised for cash, and ii) 10,000,800 Resale Shares issuable upon the conversion of Series C-1 Convertible Preferred Stock is converted. |
is based on 368,219,169 shares of Common Stock issued and outstanding as of January 16, 2018; |
excludes 60,244,176 shares of our Common Stock, being registered in this prospectus, issuable upon exercise of outstanding warrants at a weighted average exercise price of $0.118 per share as of January 16, 2018; and excludes i) 10,000,800 shares of our Common Stock issuable upon the conversion of Series C-1 Convertible Preferred Stock, and ii) 1,820,458 shares of Common Stock underlying warrants not being registered in this Prospectus. |
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