ZeU to Provide RNG & Blockchain Technologies to Gaming Operator
ZeU to Provide RNG & Blockchain Technologies to Gaming Operator
-FOR IMMEDIATE RELEASE-
Montreal, March 8, 2019 – St-Georges Eco-Mining Corp. (CSE: SX) (OTC: SXOOF) (FSE:
85G1) is pleased to announce that its subsidiary, ZeU Crypto Networ ks Inc., has agreed to
provide its patent pending B lockchain Random Number Generator and other related blockchain
technologies to St . James House PLC (LSE:SJH), a UK licensed gaming operator , formerly
known as BoxHill Technologies, by way of Joint -Venture for the estab lishment of a blockchain
lottery.
Lottery Joint Venture
The binding term sheet entered by the main parties is subject to a definitive contract. The
agreement calls for the establishment of a new lottery joint venture with its main license in
Malta. The Company's partner and license operator in this joint venture is St-James House PLC
(LSE: SJH).
The Lottery JV will be established as a new company in Malta and will combine St-James'
expertise in regulated lottery management and administration with ZeU 's innovative blockchain-
based technology.
St-James House who will act a s the lottery operator, will hold a 45 % equity interest in the
Lottery JV and the other shareholders will be Ze U with 19.9%, St-Georges with 19.9% and the
balance with independent investors.
All technology operating costs of the Lottery JV will be met by ZeU and in return, ZeU will
charge a service fee that will not exceed 90% of the revenues from the Lottery JV. Profits
generated by the Lottery JV will be distributed as a dividend to the shareholders, i.e. ZeU and St-
Georges will each receive 19.9% of the expected profits of the Lottery JV by way of a dividend.
St. James House will appoint three directors t o the Lottery JV and ZeU will appoint one
director. St. James House will a pply to the Maltese authorities on behalf of the JV for the
appropriate licence to operate an online gaming operation.
Additional Consideration
In excess of the 19.9% of the net profits that it will receive and of the revenues generated and of
the fees that will be collected for the technology usage, ZeU will receive from St. James House’
new UK Subsidiary, LottoCo, 100,000 non-voting, zero-coupon redeemable preferred shares of a
par value of 2 pence (the "Preferred Shares"). The Preferred Shares will be redeemable in 21
years, the redemption price of the Prefer red Shares to be fixed within 3 months after the issue of
the audited accounts of the Lottery JV for the second year of operations and will be based on an
independent valuation report. At the discretion of ZeU, the Prefer red Shares may be exchanged
on the basis of one Prefer red Share for two ordinary shares of 1 pence each in S t. James House
("Ordinary Shares"), with notice to be given one day before the preferred shares are due to be
redeemed in 21 years, i.e. a maximum of 200,000 Ordinary Shares may be issued.
“(…) This is a first important step for ZeU, without dismissing the potential income derived from
the JV, we believe that this lot tery operation will al low us to show case our Random Number
Generator technology to the world. Other po tential users are currently being appro ached, from
lottery and gambling/gaming operators to financial service industry security software providers.
This mandate will i nitiate the transition of the company from a small R&D operation to a
commercial provider of blockchain sol utions. We are up for the challenge and I am personally
very proud of our team and what we achieved over a relatively short period (…)” commented
Frank Dumas, ZeU’s President & CEO.
Important Conflict of Interest Disclosure
Lord Tim Razzall, Director of ZeU , is also the Non -Executive Chairman of S t. James House
PLC. He has recused himself from Board meetings and resolutions regarding th is transaction.
Lord Razzall owns less than 1 per cent of the common shares of S t-Georges and is not a director
of St-Georges.
ON BEHALF OF THE BOARD OF DIRECTORS
“Frank Dumas”
FRANK DUMAS, DIRECTOR & COO, ST-GEORGES ECO-MINING; PRESIDENT & CEO,
ZEU CRYPTO NETWORKS.
Regulatory & Press Contact Only: 514.996.6342
The Canadian Securities Exchange (CSE) h as not reviewed and does not accept responsibility
for the adequacy or the accuracy of the contents of this release.