Btltm Joins Citizenos Project with Xinova and Helix Applications Inc.
BTLTM JOINS CITIZENOS PROJECT WITH XINOVA AND HELIX
APPLICATIONS INC.
For Immediate Release
Canada / London, UK November 29, 2018
BTL GROUP LTD. (TSX Venture: BTL) (“BTL” or the “Company”) is pleased to announce that it
has joined the CitizenOS venture (the “Venture”) with Xinova, LLC (“Xinova”) and Helix
Applications Inc. (“Helix”) in respect of the CitizenOS Project. As described herein, BTL will
contribute Version 3 of its Interbit TM megachain technology platform – which is still being
developed and Helix will become the technology and App developer for the Venture. The parties
have agreed to use the initial 6 months to evaluate the agreed technology and commercial
benchmarks before deciding to form an Equity Joint Venture (as described below).
"Thousands of cities around the world need innovative solutions for information technology
deployments to help their citizens live healthy, happy and productive lives using socially-
conscious and equitable systems that respect privacy and the role of government policy,” said
Edward Jung, CEO of Xinova. “A century ago, electric power and telephony emerged as utilities
enabling huge improvements in the way we live our lives. Today, citizen data is a new utility in
need of an infrastructure that empowers third-party developers to innovate novel applications to
better the lives of the citizenry. These must be built on top of a system that enforces privacy,
builds trust and enables government policy — from day one and not as an afterthought. The
CitizenOS Project captures the wave of distributed and trusted infrastructure developments,
builds upon the scale of the Interbit™ architecture to millions of blockchains, and will enable global
application development in areas such as FinTech, healthcare, logistics and transportation, citizen
services, and social credit. All while upholding the privacy and rights of citizens, and without
burdening the application developer with the details of any specific city policy or configuration.”
“It is the InterbitTM platform’s approach to scale and privacy that will enable the CitizenOS Project
to realize the significant opportunities that exist in the adoption by urban areas of smart city
technology,” said Tom Thompson, BTL’s CTO. “To participate in this new version of edge
computing is exciting, and we will absorb every benefit we can from working closely with the
Xinova team.”
“The progress we are making with version 3 of the InterbitTM platform will be accelerated with
Xinova’s experience and in building the CitizenOs Project,” added Dominic McCann, BTL CEO.
“The demand requirements from the cities that the CitizenOS Project will be marketed to, will
challenge the megachain ambitions we have for version 3 of the InterbitTM platform.”
Xinova is a Seattle-based company that operates a network of innovators in 113 countries from
various scientific and entrepreneurial backgrounds dedicated to solving the world’s biggest
problems. Xinova identifies and mobilizes talent, technology, capital and demand to overcome
obstacles to innovation while increasing efficiency and likelihood of success.
TM
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By matching the supply and demand for innovation, Xinova opens a path that quickly moves
companies from idea to commercialized product. These unique capabilities, along with the right
mix of technology and business acumen, set Xinova apart enabling it to not only develop the right
technology for the CitizenOS Project, but to build a business around it – a global business
bolstered by talent and capital.
TERMS OF THE VENTURE
Pursuant to the terms of the Venture Agreement (the “Agreement”) among Xinova, Helix and
BTL, Helix and Xinova will work together in this Venture to, among other things, determine the
commercial feasibility of the development of the technical solutions (the “CitizenOS Solution”)
that will make up the CitizenOS Project, and the business development, promotion and marketing
of such CitizenOS Solution and the CitizenOS Project. Helix will contribute minimum of
US$300,000 and up to US$1.5 million in capital during the term of the Venture to pay for
development of the technologies that will make up the CitizenOS Solution, and Xinova will
contribute up to US$1.5 million of in-kind contributions, such business development, marketing,
opportunity assessment, customer acquisition and administrative expertise.
BTL is granted a 10% carried interest in the Venture during its initial term (which interest is carried
by Helix), in exchange for a license by BTL to the Venture for use of its Interbit TM platform, the
megachain technology platform that BTL is building with the objective of being able to run
1,000,000+ chains simultaneously. This license will allow Xinova and Helix to use and test the
InterbitTM platform’s capabilities while it is in its final phase of development (see BTL’s Nov. 7,
2018 press release), and in turn BTL will receive the feedback and specifications for the real-life
applications for the CitizenOS Solution which it requires in order to complete development of the
InterbitTM platform. This license is royalty free for the time being.
The term of the Venture is for six months, unless extended, and if Xinova and Helix have
determined during such time that they have made enough progress with respect to creation of the
CitizenOS Solution and selling such solution to a municipality, then they will negotiate the terms
of an equity joint venture (the “Equity Joint Venture”) in respect of the CitizenOS Solution and
other related matters to move forward with commercial deployment of the CitizenOS Project. As
part of such Equity Joint Venture, that entity will seek to enter into a royalty paying, commercial
license agreement with BTL for use of the Interbit TM platform in connection with the CitizenOS
Project. Should the parties come to terms on such commercial license, BTL’s 10% carried interest
will be replaced with this commercial license, and should terms not be achieved, then such 10%
carried interest for BTL will be continued into the Equity Joint Venture
ABOUT BTLTM AND INTERBITTM
Listed on the TSX Venture Exchange (TSX Venture: BTL) and operating from both Canada and
the UK with offices in Vancouver, Calgary and London, BTL is a technology platform provider that
owns the Interbit TM platform, a 3 rd generation blockchain platform which enables business
applications to be built quickly, easily and securely.
The InterbitTM platform can be licensed by developers and businesses who can build and share
their own applications in a trusted ecosystem, allowing them to embrace new revenue generating
opportunities. InterbitTM meets the speed, scale and privacy that older generations of blockchain
technology cannot achieve by using its chain joining technology to connect multiple blockchains.
It offers a simpler, more secure, new way of computing.
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ABOUT XINOVA
Xinova is a collective of 12,000 innovators dedicated to turning big problems into bigger solutions.
It works with companies like Pepsi and Honda to help them solve their largest research and
product development challenges. Xinova brings value to customers by connecting the technology,
talent, capital and demand. The company is headquartered in Seattle with staff located in Beijing,
Bangalore, Helsinki, Israel, Seoul, Singapore, Sydney, Tokyo and Vienna. www.xinova.com
ABOUT HELIX
Helix is a blockchain application and technologies developer, listed on the TSX Venture Exchange
(TSX Venture: HELX). On October 26, 2018, Helix completed a “Change of Business” transaction
to become a technology company and undertake its current business. Additional information
about Helix and its “Change of Business” transaction is available on SEDAR at www.sedar.com
under Helix’s profile.
For further information please contact BTL at:
Dominic McCann, CEO
Phone: +1 855 256 5246
Email: [email protected]
Website: www.btl.co & www.interbit.io
Twitter: https://twitter.com/blockchainltd & https://twitter.com/interbit
Videos: https://youtu.be/YFOH0YEHLak & https://youtu.be/eWI-0AXaZgc
RELATED PARTY DISCLOSURE
The Agreement and BTL fulfilling its obligations thereunder constitutes a related party transaction
for purposes of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special
Transactions (“MI 61-101”) as (i) the Execution Chairman of BTL, Mr. Brian Hinchcliffe, is also the
Executive Chairman of Helix; and (ii) the Chief Technology Officer of BTL, Mr. Tom Thompson,
is also the Chief Executive Officer of Helix and holds approximately 19.9% of the issued and
outstanding common shares of Helix. The Company is relying on exemptions from the formal
valuation and minority approval requirements of MI 61-101 based on a determination that the
securities of the Company are listed on the TSX Venture Exchange and that neither the fair market
value of the subject matter of, nor the fair market value of the consideration for, the Agreement
and the transactions thereunder, in so far as it involves interested parties, exceeds 25% of the
market capitalization of the Company.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements in this release are forward-looking statements, which include further
development of BTL’s business relationships and business and the timing, development. launch
and success of BTL’s technologies and products (including, without limitation, successful
development of the Interbit platform such that it can support 1,000,000+ blockchains running
simultaneously), coming to definitive terms with Helix and Xinova on a commercial licensing
agreement for the use of the InterbitTM platform, whether the Equity Joint Venture will be created
and formed, and other matters. Forward-looking statements consist of statements that are not
purely historical, including any statements regarding beliefs, plans, expectations or intentions
regarding the future. Such information can generally be identified by the use of forwarding-looking
wording such as “may”, “expect”, “estimate”, “anticipate”, “intend”, “believe” and “continue” or the
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negative thereof or similar variations. Readers are cautioned not to place undue reliance on
forward-looking statements, as there can be no assurance that the plans, intentions or
expectations upon which they are based will occur. By their nature, forward-looking statements
involve numerous assumptions, known and unknown risks and uncertainties, both general and
specific, that contribute to the possibility that the predictions, estimates, forecasts, projections and
other forward-looking statements will not occur. These assumptions, risks and uncertainties
include, among other things, the state of the economy in general and capital markets in particular,
the development of competitive technologies, the marketplace acceptance of BTL’s technologies
and products, as well as those risk factors discussed or referred to in BTL's annual Management's
Discussion and Analysis for the year ended December 31, 2017 available at www.sedar.com,
many of which are beyond the control of BTL. Forward-looking statements contained in this press
release are expressly qualified by this cautionary statement.
The forward-looking statements contained in this press release are made as of the date of this
press release. Except as required by law, BTL disclaims any intention and assumes no obligation
to update or revise any forward-looking statements, whether as a result of new information, future
events or otherwise. Additionally, BTL undertakes no obligation to comment on the expectations
of, or statements made by, third parties in respect of the matters discussed above.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is
defined in the policies of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.