BTCS Inc (BTCS)

[supermanofsteel]

On September 6, 2017, BTSC Inc. (the “ Company ”) signed a non-binding term sheet (the “ Term Sheet ”) with one of the four investors in the Company’s May 2017 Series C Convertible Preferred Stock financing (the “ May Financing ”). In accordance with the Term Sheet, the Company shall raise a minimum of $1,000,000 and a maximum of $1,500,000 from the sale of Series C-1 Convertible Preferred Stock (the “ Series C-1 ”). The Series C-1 will be convertible at $0.085 per share and carry 100% warrant coverage with five-year warrants exercisable at $0.135 per share. This lead investor agreed to invest $250,000 in the Series C-1 financing.

Key conditions to the Term Sheet are that each investor in the May Financing waive various investor friendly covenants and agree that the price protection provisions will expire 91 days following the closing of the proposed merger with Blockchain Global Ltd. The Company agreed to use the cash proceeds to pay liabilities and for general corporate purposes including working capital.