Secova Signs Terms of Agreement with Harmonychain for ECOBALT Crypto-Tokens Reserved on Ethereum Blockchain
Vancouver, April 5, 2018 - Secova Metals Corp. (TSXV: SEK) (FSE: N4UN) (OTC: SEKZF) ("Secova" or the "Company") is pleased to announce that effective April 3, 2018, the Company has executed a Terms of Agreement ("TOA") with Harmonychain AS ("Harmonychain") to consider the issues around an Initial Token Offering ("ITO") of cobalt metal asset-backed digital tokens based on the Ethereum blockchain technology; for the purpose of investigating whether the Company could utilize this new technology in future offerings. If successful, this could mean that the Company would be able to offer either directly or indirectly, offer other cobalt-focused mineral exploration and mining companies, the opportunity to raise nearly non-dilutive capital through digital token offerings backed by their cobalt assets. The Company feels that the TOA is an important technology licensing agreement, as it provides the Company with the exclusive license from Harmonychain for the use of the Cobalt Ethereum Platform Smart Contract Token ("Token"). On the basis of the TOA, the Company has secured the exclusive rights to use the Ethereum Token symbol ECOBALT for any future Token offerings, to be completed by December 31, 2018. The Company is not undertaking any current ITO offering at this time, but has secured the exclusive rights to use the ECOBALT token symbol. If the Company does undertake a Token offering, it will disclose such details at that time.
New Generation of Asset Backed Digital Tokens
"The possibility of a new paradigm of secure digital cobalt asset backed Tokens opens up a new opportunity for the Company and possibly other cobalt enterprises to a potential alternative means of financing for their projects and operations. We believe that this concept could be a first for the cobalt industry. One of the great benefits with raising capital via this channel is that there could possibly be minimal dilution for shareholders and other stakeholders. This combined with the additional benefits of transparency, could make cobalt asset backed Tokens attractive when compared to traditional debt or equity financings," stated Brad Kitchen, the Chairman and CEO of Secova Metals. "In my former career as an Investment Banker at CIBC Wood Gundy, my speciality was structuring innovative financial products and more importantly, implementing these new financial instuments for the benefit of both issuers and investors. Applying the concept of the issuance of an Ethereum Token supported by a valuable commodity like cobalt may provide a new financial instrument that would benefit exploration and mining companies with potentially non-dilutive financing. It would also be beneficial to many stakeholders such as shareholders who maintain their ownership in the companies, investors who obtain blockchain investments backed by cobalt and also by actual users of cobalt as it provides an additional source for delivery of this important metal. One further advantage for Secova is the addition of David Vincent to the Board of Directors. His work with Canamex Gold Corp. and their advancement of precious metals backed royalty cryto-tokens, should assist Secova to rapidly advance this opportunity."
Other international renowned companies such as British Petroleum (BP), The Bank of New York Mellon (BNY Mellon), Cisco Systems Inc., Credit Suisse Group, Deloitte, The ING Group, Intel Corp., J.P. Morgan, MasterCard Inc., Microsoft Corp., Santander Bank, Toyota Motor Corp. and UBS Bank are all members of the Enterprise Ethereum Alliance, whose members are also considering the range of possibilities that the new digital world of the blockchain provides companies.
Bridging the gap
There has recently been significant developments with token and blockchain based technologies. These advancing technologies could provide a fast and secure transaction structure with a verifiable and publicly available audit trail. Most token and coin offerings, like Bitcoin are not backed by any physical assets. In comparison, our proposed ECOBALT Tokens will be backed by cobalt, which would increase the security and trust in the ECOBALT Tokens as an instrument to hedge or trade cobalt.
The Company and Harmonychain intend to explore the potential of providing cobalt asset-backed Tokens; and products derived thereof. The Tokens would be used on the Ethereum blockchain technology platform and the Tokens could be exchangeable into the physical cobalt product on a basis to be determined, using Ethereum smart contracts. The Tokens may accordingly be used as an alternative tool for investors who are looking for cobalt energy metal exposure or hedging or investors who simply want exposure in digital Tokens which have the security of the underlying value of hard assets (as opposed to Bitcoin and other similar crypto currencies, with no asset backing).
ITO and Token Considerations
While the Company is not conducting an offering of any Token at this immediate moment it may decide to do so in the future. If the Company decides to do so, it will determine the terms of such offering and, such Token offering may be deemed to be a security for the purposes of the Securities Act (British Columbia) and therefore require either a prospectus or an exemption from the prospectus requirement in order to issue the Tokens and affect trades in the Tokens. The Company may utilize the accredited investors exemption, the offering memorandum exemption or such other exemptions from the prospectus requirement that are detailed in National Instrument 45-106 — Prospectus Exemptions. However, in certain instances the issuance of a Token may be determined to be a derivative if the underlying asset of the coin is a commodity which is not an investment contract. Until the Company finalizes any terms of any Token offering it will be unable to definitively determine if the Token is a security or a derivative. Pursuant to the TOA, Tokens may be tradeable on the Ethereum Platform or other token platforms. If such Token is deemed to be a security then the Company will need to file a prospectus to permit the secondary market trading of the Token or alternatively apply for an exemption from the prospectus requirement for secondary market trading — there is no assurances that such exemptions will be granted.
A Token would not give the acquirer any equity or other interest in the Company equivalent to a holder of common shares including, for greater certainty, a right to participate in the profits or the distribution of assets of the Company, nor any voting rights in any meeting of the security holders of the Company. However, a holder of a Token would only be entitled to Cobalt metal as noted below pursuant to the terms of such Token offering. The Company intends to utilize the expertise of Harmonychain in establishing a possible Token offering pursuant to the TOA.
As the Company is still in the exploration phase with its cobalt properties in Quebec, Canada; and has not yet defined the resources to produce any cobalt or other minerals, a Token offering linked to the production of such mineral resources will be speculative and there is no definitive time horizon in which commercial production of such resources will commence; or could commence.
When and if the Company issues ECOBALT Tokens, the Company will receive monetary investment for such issuances and may have a long-term liability on its financial statements which will require the delivery of cobalt, depending on the terms of any offering. Investors of common shares of the Company should be aware that, depending on the terms of a ECOBALT Token issuance, a Token holder may receive rights to the physical delivery of cobalt on a basis to be determined.
About Harmonychain
Harmonychain has several patent applications pending within Blockchain technology. These are divided in three categories:
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Mether and other commodity physical forwards tailored for resource companies
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Physical delivery systems related to Blockchain Contracts
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Security systems related to Breach of Blockchain Security
The Board of Directors of Harmonychain are as follows:
Chairman Kristen Nerstad: who has experience from Montgomery Securities (now Bank of America), Alfred Berg, Swedbank, SEB Enskilda, Consendo Equity, and Invento Kapitalforvaltning. He is currently Managing Director at Zenith Fonds AS.
Board Member and CEO Bjørn Zachrisson: who is the inventor of the Blockchain trading patent applications currently pending with the Norwegian Industrial Property Office (part of the Patent Cooperation Treaty comprising 152 countries in the world). He is also the Chairman of Norsk Hedge Fond AS.
Board Member Professor Thore Johnsen: holds a PhD from Carnegie Mellon University, USA, 1975. He taught at Northwestern University and Columbia University before returning to Norges Handelshøyskole in 1980. He is member of the advisory boards for several Norwegian endowments and has served as advisor to the Norwegian Ministry of Finance as well as the strategic advisory board for the Norwegian Sovereign Wealth Fund. Johnsen's research interest areas include valuation, risk management and energy markets. He has published in academic journals such as Econometrica, European Economic Review, Journal of Economic Dynamics & Control, and Energy Journal, and has written many applied policy contributions.
About Secova Metals Corp.
Secova Metals Corp. is a Canadian exploration company focused on building a strong asset base through exploration of undervalued projects in Canada. Management has demonstrated expertise in advancing gold exploration projects into acquisition targets, most notably in the province of Quebec. Secova has the exclusive right and option to acquire from Tres-Or Resources Inc. ("Tres-Or"), an undivided 65% right, title and interest in the contiguous Duvay/Chenier Gold Projects. Secova can earn up to 90% of the property (an additional 25% ownership) by funding a pre-feasibility study after the initial exploration expenditures to bring the property towards production. The Company has a total contiguous land package of 174 claims covering over 7,766 hectares (17,458 acres) of land. Duvay/Chenier is located in the Abitibi gold belt, one of Quebec's premier mining jurisdictions. The Company has plans to advance the development of Duvay/Chenier as well as seek other avenues of growth through acquisition and mergers. The Company also has 100% ownership of the Eagle River project which is adjacent to and on-trend to several gold projects in the Windfall Lake district of Urban Barry in Quebec. In addition, the Company has made a strategic investment by entering into agreements to acquire 100% of a portfolio of four cobalt projects consisting of 76 claims or approximately 4,182 hectares in Quebec. Secova will use its expertise in early stage exploration to create shareholder value by attempting to prove out the potential resource in these assets.
For more information on Secova Metals Corp. please contact info@secovametals.com, Tel: +1 604-558-5397 or visit the website at www.secovametals.com for past news releases, media interviews and opinion-editorial pieces by CEO and Chairman Brad Kitchen.
On Behalf of the Board of Directors,
Secova Metals Corp.
"Brad Kitchen"
Chairman, CEO and Director
Tel: +1 604-558-5397
info@secovametals.com
Neither 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 release.
This press release contains "forward-looking information" that is based on the Company's current expectations, estimates, forecasts, and projections. This forward-looking information includes, among other things, statements with respect to the Company's exploration and development plans. The words "will", "anticipated", "plans" or other similar words and phrases are intended to identify forward-looking information. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the Company's actual results, level of activity, performance, or achievements to be materially different from those expressed or implied by such forward-looking information.