American Premium Water Corporation (OTC:HIPH) (APW) is pleased to announce that its Board of Directors has approved the acquisition of 100% ownership of CloudXchange DataCentre Inc. (CloudX), an entity that engages in crypto-mining related business through its wholly owned subsidiary CloudXchange DataCentre Pte Ltd (CloudX SG), to diversify the Company’s earnings. The purchase price of the transaction will be at a consideration of US$45.6 million, which reflects a projected price-to-earnings ratio of 30. To fund the acquisition, the Company will issue restricted common shares of equivalent value to Mr Chan Heng Fai, Ambrose (Seller), the sole shareholder of CloudX.
CloudX is engaged primarily in investment within the cryptocurrency space with a focus on crypto-mining and staking activities. Crypto-mining refers to the process that verifies and adds new transactions to the blockchain by solving complex mathematical equations for a cryptocurrency. The crypto miner that solves the complex mathematical equations first is rewarded with the respective cryptocurrency. Staking cryptocurrencies is a process that involves using crypto assets to support a blockchain network and verify transactions.
For risk management purposes, CloudX’s crypto-mining data centers will be strategically set up in locations such as Singapore, Malaysia (Sarawak) and Texas, United States with various service providers.
Ryan Fishoff, CEO of APW commented “The Company is very excited to enter into the crypto-mining space. This acquisition is designed to provide APW with a stable and growing revenue stream, and position the Company for long-term growth and profitability. The acquisition of CloudX will be transformative for the Company as APW embarks on a new business strategy that is designed to enhance shareholder’s value.”
As part of the terms of the acquisition agreement, the Seller has provided APW with a guarantee to generate a minimum of US$1.5 million in earnings before interest, taxes, depreciation and amortization (“EBITDA”) for CloudX SG within the first 12 months from June 2022 or upon the full delivery of the mining rigs (miners). In the event that the EBITDA of CloudX SG falls short of US$1.5 million, a guaranteed top-up for any shortfall amount up to US$1.5 million will be borne by the Seller.
With the acquisition of CloudX, the Company will be focusing on the crypto-mining sector, and intends to change its name to “American Premium Mining Corporation”. The Company has previously been focused on building brands that utilize cutting edge bioscience and nanotechnology in the CBD and wellness space.