Fortress Technologies Inc. (TSX-V: FORT) (the
“Company” or
“Fortress”) is
pleased to announce the appointments of Antonin “AJ” Scalia as
Chief Executive Officer and Thomas “Drew” Armstrong as President
and Chief Operating Officer. Messrs. Scalia and Armstrong will also
replace Joshua Crumb and Michael Costa on the Company’s board of
directors (the “
Board”). Aydin Kilic, who has
served as President and Chief Executive Officer since 2018, has
resigned as an officer effective September 20, 2021, and has also
resigned from the Board effective September 24, 2021.
The Board considered the skills and experience
of Messrs. Scalia and Armstrong and is confident the changes to the
leadership team will enable the Company to pursue its long-term
strategic objectives with new guidance and vision. The new
leadership will report to the Board and will be jointly responsible
for the overall management and operation of the Company.
Messrs. Scalia and Armstrong join Fortress from
Galaxy Digital (“Galaxy”), a diversified financial
services firm dedicated to the digital assets sector. While at
Galaxy, Messrs. Scalia and Armstrong held various roles across the
firm’s investment banking and principal investments divisions, and
most recently as founding members of Galaxy’s bitcoin mining
business. Prior to joining Galaxy, Mr. Scalia began his career in
J.P. Morgan’s technology investment banking group. Mr. Armstrong
previously worked in Barclays’ investment bank, where he focused on
the origination of esoteric securitized products.
“Drew and I are tremendously excited to be
joining Fortress and are motivated by the opportunity ahead of us.
Bitcoin promises to advance human freedom around the world; as
stewards of the Company, we will strive to contribute to that
worthy cause while delivering results for our shareholders,” said
Mr. Scalia. Mr. Armstrong added, “Our mission is simple: to
champion the beauty of bitcoin mining and build infrastructure that
enables human flourishing.”
Management and Directors join Chairman of the
Board Roy Sebag in welcoming Messrs. Scalia and Armstrong. Mr.
Sebag further commented, “Over the past year, I have increasingly
come to see an opportunity for Fortress to become a dominant player
in the bitcoin mining space. In order to actualize this potential,
the first step was to enlist a world-class management team who
understand bitcoin and have the right vision for its future. We are
honored to welcome AJ Scalia and Drew Armstrong, who will pioneer
this new journey for Fortress. I feel confident that AJ and Drew
will help the Company unlock significant shareholder value while
helping us to craft the right long-term strategy for our
business.”
Fortress wishes to thank Aydin Kilic, a
co-founder of the Company, for his service and contributions.
Fortress also wishes to thank Joshua Crumb and Michael Costa for
their wise counsel and stewardship.
The Company also announces that it has granted
options to acquire a total of 650,000 common shares of the Company
to Messrs. Scalia and Armstrong at the exercise price of $0.56 per
share subject to vesting requirements.
Asset Purchase Agreement
The Company also announces that it has entered
into an agreement with AJ Scalia and Drew Armstrong to purchase
approximately CAD$254,000 worth of bitcoin mining machines and
CAD$306,000 worth of bitcoin in return for 1,000,000 fully paid and
non-assessable common shares of Fortress (the “Asset
Purchase Agreement”) for total consideration of
CAD$560,000 ($0.56 per share). The Asset Purchase Agreement is
subject to a number of closing conditions including approval from
the TSX Venture Exchange, and subject to such conditions is
expected to close on or around October 15, 2021.
About Fortress Technologies
Fortress Technologies Inc. (TSX-V: FORT) is a
Bitcoin company that develops and operates world-class bitcoin
mining infrastructure.
Fortress believes sound money and cheap,
abundant energy are the fundamental ingredients to human progress,
and is committed to advancing both by working closely with the
energy sector to secure the Bitcoin network. Today, Fortress owns
72 PH/s across three sites in Oklahoma, North Dakota, and
Washington, with an additional 106 PH/s expected to be delivered by
Q4 2021. Fortress is focused on expanding its portfolio of hash
rate through a diversified approach to site selection and
operations, utilizing multiple energy sources across various
jurisdictions.
For further information, please contact:
Sean TyChief Financial Officer604 477
9997ir@fortressblockchain.io
Cautionary Statement
Trading in the securities of the Company should
be considered highly speculative. No stock exchange, securities
commission or other regulatory authority has approved or
disapproved the information contained herein. Neither the 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.
Forward-Looking Statements
This news release contains certain
“forward-looking information” within the meaning of applicable
Canadian securities laws that are based on expectations, estimates
and projections as at the date of this news release. The
information in this release about future plans and objectives of
the Company, are forward-looking information. Other forward-looking
information includes but is not limited to information concerning:
the intentions and future actions of senior management, the
intentions, plans and future actions of the Company, as well as the
Company’ ability to successfully mine digital currency; revenue
increasing as currently anticipated; the ability to profitably
liquidate current and future digital currency inventory; volatility
of network difficulty and, digital currency prices and the
resulting significant negative impact on the Company’s operations;
the construction and operation of expanded blockchain
infrastructure as currently planned; and the regulatory environment
of cryptocurrency in applicable jurisdictions.
Any statements that involve discussions with
respect to predictions, expectations, beliefs, plans, projections,
objectives, assumptions, future events or performance (often but
not always using phrases such as “expects”, or “does not expect”,
“is expected”, “anticipates” or “does not anticipate”, “plans”,
“budget”, “scheduled”, “forecasts”, “estimates”, “believes” or
“intends” or variations of such words and phrases or stating that
certain actions, events or results “may” or “could”, “would”,
“might” or “will” be taken to occur or be achieved) are not
statements of historical fact and may be forward-looking
information and are intended to identify forward-looking
information.
This forward-looking information is based on
reasonable assumptions and estimates of management of the Company
at the time it was made, and involves known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially
different from any future results, performance or achievements
expressed or implied by such forward-looking information. The
Company has also assumed that no significant events occur outside
of the Company’s normal course of business. Although the Company
has attempted to identify important factors that could cause actual
results to differ materially, there may be other factors that cause
results not to be as anticipated, estimated or intended. There can
be no assurance that such statements will prove to be accurate as
actual results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not
place undue reliance on forward-looking information. The Company
undertakes no obligation to revise or update any forward-looking
information other than as required by law.
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