BLOK DIGITAL Stock Price, News & Analysis

GlobalBlock Digital Asset Trading Limited (OTC: BLVDF), referred to in public disclosures as GlobalBlock Digital Asset Trading Limited or GlobalBlock, is described by the company as a publicly traded holding company. Its shares are listed on the TSX Venture Exchange under the symbol BLOK.H and also trade over-the-counter in the United States under BLVDF, with a Frankfurt listing under BD4.

According to multiple company news releases, GlobalBlock has undergone significant corporate changes. The company completed the sale of its digital asset broker business in a transaction described as a disposition of all or substantially all of its property. Following that transaction, GlobalBlock stated that it had no operating business and that its remaining assets consisted of cash and blockchain patents it had acquired in a prior transaction. The company has indicated that it would need to identify and, if successful, acquire or combine with a new business.

In later disclosures, GlobalBlock reiterated that it is a publicly traded holding company and that it currently has no operating business. The company has also reported that it is evaluating acquisition opportunities and potential strategic transactions with a view to acquiring or combining with a new business that would provide it with an operating business. These statements highlight that GlobalBlock’s primary focus has shifted from operating a digital asset brokerage to seeking a new business combination or acquisition.

Corporate evolution and business status

GlobalBlock previously held an operating subsidiary in the European Union that conducted a digital asset broker business. That business was operated through GlobalBlock Europe, UAB and was owned by GlobalBlock Ltd., which was a wholly owned subsidiary of GlobalBlock Digital Asset Trading Limited. The company entered into a Business Disposition Agreement to transfer GlobalBlock Ltd., GlobalBlock Europe, UAB and the associated digital asset broker business back to the original founders of that business. In exchange, the founders agreed to return a large block of GlobalBlock common shares to the company for cancellation.

Upon completion of this disposition transaction, GlobalBlock disclosed that it would not have any operating business. The company also noted that, after the disposition, it would need to identify and, if successful, acquire or combine with a new business, and that there was no guarantee it would be able to do so on acceptable terms, or at all. The company further stated that it would face ongoing requirements for additional capital that might not be available.

Reverse takeover discussions and strategic transactions

Subsequent news releases describe GlobalBlock’s efforts to pursue a reverse takeover transaction. The company announced that it had entered into a binding letter of intent with RTC Merchants Ltd., doing business as CHAINERGY, to complete a proposed reverse takeover. The transaction was expected to constitute a reverse takeover under TSX Venture Exchange policies and contemplated that the combined entity would carry on the business of CHAINERGY, subject to a series of conditions, including regulatory and shareholder approvals and the completion of a concurrent financing.

In that context, GlobalBlock described itself as a publicly traded holding company with no operating business, and indicated that, upon completion of the proposed transaction, the resulting issuer would carry on the business of CHAINERGY. However, a later news release reported that the proposed reverse takeover transaction with RTC Merchants Ltd. had been terminated. The company cited challenging market conditions and the inability to complete the required financing and definitive agreement within the agreed timelines as reasons for the termination.

Following termination of the proposed reverse takeover, GlobalBlock stated that it was evaluating other acquisition opportunities with a view to acquiring or combining with a new business. The company also indicated that its objective was to complete a strategic transaction that would result in the company having an operating business.

Name change and share consolidation

GlobalBlock has also announced corporate actions affecting its capital structure and name. The company disclosed that its board of directors and shareholders approved a name change to “BLOK Digital Ltd.” and a consolidation of its share capital on the basis of 4.8 pre-consolidation common shares for each one post-consolidation common share. The company reported that the TSX Venture Exchange approved the name change and consolidation, and that these changes would become effective on a specified date.

In a subsequent news release, GlobalBlock stated that, effective on the announced date, it would implement the approved name change to BLOK Digital Ltd. and the share consolidation. The company indicated that its TSX Venture Exchange stock symbol BLOK.H would not change in connection with these actions. The news release also described the treatment of fractional shares in the consolidation, explaining that no fractional shares would be issued and that fractional entitlements would be rounded up or down according to defined thresholds, subject to a limit on rounding up for each shareholder.

The company provided information on how registered and non-registered shareholders would exchange their pre-consolidation share certificates or Direct Registration System statements for post-consolidation securities. The company’s transfer agent was identified as the party responsible for mailing a letter of transmittal to registered shareholders, and shareholders holding their shares through intermediaries were advised that their intermediaries might have different procedures.

Capital markets and listing context

GlobalBlock has reported that its listing on the TSX Venture Exchange was transferred to the NEX Board following completion of the disposition of its digital asset broker business. The company explained that this transfer to the NEX Board would remain in place until it was able to acquire or combine with a new business. In a separate disclosure related to the proposed reverse takeover, the company noted that trading in its common shares was halted and that it was uncertain whether trading would resume until the proposed transaction was completed and approved by the exchange.

In its news releases, GlobalBlock has also provided information on its authorized share capital and the number of issued and outstanding common shares at various points in time, as well as details on stock options granted to directors, officers and consultants. These disclosures are part of the company’s ongoing communication with investors and regulators regarding its capital structure and corporate actions.

Business model and future direction

Based on the company’s own descriptions, GlobalBlock’s current business model is that of a holding company without an operating business. After disposing of its digital asset broker business, the company has focused on identifying potential acquisitions or combinations that could provide it with a new operating business. The company has explicitly stated that there is no assurance it will be able to identify and acquire a new business on acceptable terms, or at all, and that its securities should be considered highly speculative in the context of proposed transactions.

The company’s disclosures emphasize that any future operating activities will depend on the successful completion of a strategic transaction, such as an acquisition, combination or reverse takeover, and on the availability of additional capital. Until such a transaction is completed, GlobalBlock remains a publicly traded holding company whose primary assets, as described following the disposition, consist of cash and blockchain patents.

Key points for BLVDF investors

• GlobalBlock Digital Asset Trading Limited is described as a publicly traded holding company with listings on the TSX Venture Exchange (BLOK.H), OTC markets (BLVDF) and Frankfurt (BD4).
• The company completed the sale of its digital asset broker business, resulting in a situation where it has no operating business and its remaining assets were described as cash and blockchain patents.
• GlobalBlock has stated that it must identify and, if successful, acquire or combine with a new business, but it has cautioned that there is no guarantee of success and that additional capital may be required.
• The company pursued a proposed reverse takeover transaction with RTC Merchants Ltd. (doing business as CHAINERGY), but later announced that this transaction had been terminated.
• GlobalBlock has announced a name change to BLOK Digital Ltd. and a share consolidation on a 4.8-to-1 basis, with its TSX Venture Exchange symbol remaining BLOK.H.
• The company’s listing was transferred to the NEX Board of the TSX Venture Exchange after the disposition of its operating business, pending the acquisition or combination with a new business.

FAQs about GlobalBlock Digital Asset Trading Limited (BLVDF)

• What is GlobalBlock Digital Asset Trading Limited’s current business?
  According to the company’s news releases, GlobalBlock is a publicly traded holding company. Following the completion of the sale of its digital asset broker business, the company has stated that it has no operating business and that it will need to identify and, if successful, acquire or combine with a new business.
• What happened to GlobalBlock’s digital asset broker operations?
  GlobalBlock entered into a Business Disposition Agreement to transfer its subsidiary GlobalBlock Ltd. and its digital asset broker business, operated through GlobalBlock Europe, UAB, back to the original founders of that business. The company described this as a disposition of all or substantially all of its property. After this transaction, GlobalBlock reported that its remaining assets were cash and blockchain patents and that it no longer had an operating business.
• What was the proposed reverse takeover involving CHAINERGY?
  GlobalBlock announced that it had entered into a binding letter of intent with RTC Merchants Ltd., doing business as CHAINERGY, to complete a proposed reverse takeover transaction. The transaction was expected to result in the combined entity carrying on the business of CHAINERGY, subject to regulatory and shareholder approvals and a concurrent financing. A later news release reported that this proposed transaction was terminated due to difficulties in completing the required financing and definitive agreement within the agreed timelines.
• Does GlobalBlock currently have an operating business?
  In its disclosures, GlobalBlock has stated that, following the completion of the disposition of its digital asset broker business, it does not have any operating business. The company has indicated that it is evaluating acquisition opportunities and strategic transactions to acquire or combine with a new business, but there is no assurance that such a transaction will be completed.
• What name and share structure changes has the company announced?
  GlobalBlock has announced that it will change its name to BLOK Digital Ltd. and consolidate its share capital on the basis of 4.8 pre-consolidation common shares for each one post-consolidation common share. The company reported that the TSX Venture Exchange approved these changes and that its TSX Venture Exchange stock symbol BLOK.H would remain unchanged after the name change and consolidation.
• On which markets does GlobalBlock trade?
  Company news releases state that GlobalBlock Digital Asset Trading Limited is listed on the TSX Venture Exchange under the symbol BLOK or BLOK.H, trades on the OTC market in the United States under the symbol BLVDF, and is listed on the Frankfurt Stock Exchange under the symbol BD4.
• What is the significance of the transfer to the NEX Board?
  After the disposition of its digital asset broker business, GlobalBlock reported that the TSX Venture Exchange advised that the company’s listing would be transferred to the NEX Board of the TSX Venture Exchange. The company indicated that this transfer would remain in place until it was able to acquire or combine with a new business.
• What risks has GlobalBlock highlighted for investors?
  GlobalBlock has cautioned that, following the disposition of its operating business, it will need to identify and acquire or combine with a new business and that there is no guarantee it will be able to do so on acceptable terms, or at all. The company has also noted that it faces ongoing requirements for additional capital, which may not be available, and that trading in its securities should be considered highly speculative in the context of proposed transactions.