Block Commodities Ltd
Block Commodities Ltd: Fundraising Update

The information communicated within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

15 November 2019

BLOCK COMMODITIES LIMITED

(“Block Commodities” or the “Company”)

Block Commodities Limited / Epic: BLCC / Sector: Mining

Fundraising Update

Block Commodities announces that it has raised a total of £388,196 before expenses by way of the issue of £255,196 convertible loan notes issued as contemplated in its announcement of 27 March 2019 (the “Convertible Notes“) and £133,000 by way of an equity placing (the “Placing“) from new and existing investors (the “Fundraising“). Although marginally less than indicated in the announcement of 27 March 2019, the Fundraising will ensure that the Company has sufficient funds to pursue its entry into the wellness and medicinal cannabis market.

The Placing, which closed on 12 November 2019, was priced to reflect current market conditions at £0.0002 per new ordinary share and accordingly, the board has determined that it is in the interests of all stakeholders to adjust the previously announced conversion price of the Convertible Notes from £0.0007 to £0.0002, to ensure all  of the current investors are participating on equal terms. As a result of the passing of all the resolutions at the AGM held on 13 May 2019, the Convertible Notes convert automatically into new shares (the “Conversion“).

Pursuant to the Conversion and the Placing the Company will therefore issue 1,940,980,000 new ordinary shares in the Fundraising (the “Fundraising  Shares“) at a price of £0.0002 per new ordinary share; for each Fundraising Share issued, the Company is also issuing one warrant to subscribe for one new ordinary share, with an exercise price of £0.0002 and an expiration date of 12 May 2020; should these warrants be exercised, this may lead to a further 1,940,980,000 new shares being issued in due course.

In addition to the Fundraising Shares, at this time, the Company is also issuing:

• 205,000,000 new ordinary shares at a price of £0.0002 per Fee Share, in settlement of various advisory fees;

• 29,144,700 new ordinary shares at a price of £0.0002 to Chris Cleverly in respect of commission of £5,823 on the Fundraising; and

• 350,000,000 shares to Chris Cleverly, in lieu of salary arrears of £70,000 as previously announced on 4 April 2019,

(together, the “Fee Shares“).

The 2,525,094,700 new Ordinary Shares will be admitted to trading on NEX Exchange Growth Market under the ticker symbol BLCC on the 19th November.

Following the issue of the Fundraising Shares and the Fee Shares, in accordance with the Financial Conduct Authority’s Disclosure and Transparency Rules, the Company will have 7,362,457,850 shares in issue. The above figure of 7,362,457,850  may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority’s Disclosure and Transparency Rules.

Block Commodities’ Strategy

As stated in the Company’s latest Interims Results, released on 29th March 2019, the Company’s Board has identified an opportunity to enter the fast-growing legal medical cannabis market, leveraging on its existing connections in Africa and its network of professionals and business across Europe.

Executive Chairman Chris Cleverly commented: “We believe that the use of blockchain technology can add significant value to the production and distribution of cannabis products, securing the quality and tracking the provenance of the products.”

In this regard, and as previously announced, the Company has established a Scientific Advisory Board (“SAB“) with experienced professionals to advise the Company’s Directors on the development of medical cannabis operations and products development and commercialisation.

As an equity investor, the Company will act as an operator of medical cannabis production in jurisdictions where this is legally permitted, commencing in Africa where it has already signed a Heads of Agreement to acquire an interest in Greenbelt Company Limited which received authorisation from the Sierra Leone Minister of Agriculture and Forestry for medical cannabis production and processing in November 2018.

A notice of General Meeting explaining the entry into the medicinal cannabis market will be issued to shareholders once the necessary legal opinions have been obtained.

About Block Commodities

Block Commodities’ strategy is to maximise the value of African agricultural and other commodities through the deployment of blockchain technology, with a particular focus on the developing market for medicinal cannabis products. Using blockchain’s ability to dynamically incorporate all market participants into an efficient ecosystem, Block Commodities aims to facilitate the commercial operation of such ecosystems in the context of the agricultural production cycle. Building on well-established connections and technology expertise, Block aims to become a leading producer and processor of medical cannabis-based products to service the fast-growing cannabis market in Europe.

The Directors of the Company accept responsibility for the content of this announcement.

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